Saltgate UBO briefing

As of 1 March 2019, 'Ultimate Beneficial Owners' (UBOs) in Luxembourg now need to file their details with the new UBO register. To help you understand how you can prepare and comply, Saltgate have produced a UBO briefing update that outlines the context, scope and information required. Any questions, please contact us in Luxembourg on T+352 26 20 511.

The UBO register is live in Luxembourg.

On 1 March 2019 the UBO register was launched, delivering a new register of beneficial owners.

This briefing shares the key information around context, definitions and responsibilities for the UBO register to help you prepare and comply.

Saltgate has an experienced and professional team ready to assist you and can provide a full range of services, including:

• Determining who is the UBO/person to be registered.
• Compiling the UBO file to be kept at the company’s address.
• Filing the UBO/person with the register.
• Ensuring that the information registered with the “Registre des Beneficiaires Effectifs” RBE is up-to-date and accurate.
• Communication with the authorities in relation to your specific questions on UBO.

Legal context

On 15 January 2019, the Bill 7217 implementing Directive (EU) 2015/849 (the 4th AML Directive) with respect to the establishment of a central register of ultimate beneficial owners was published in the “Journal official” and entered into force on 1 March 2019. There is a transition period of six months until1 September 2019 to comply with the provisions.

Entities in scope

The new requirements are applicable to ‘all’ entities established in Luxembourg and registered with the trade and companies register.

Regulated and unregulated fund entities and ‘fonds commun de placement’ are in scope.

The definition of a “beneficial owner”

The definition of “beneficial owner” is incorporated and defined in the Law of 12 November 2004, as amended on February 13 2018, regarding the fight against money laundering and terrorism financing.

An Ultimate Beneficial Owner is characterised by:

• Any natural person who ultimately owns or controls the entity through direct or indirect ownership of 25% plus 1 share of the entity.
• If no natural person can be identified per the above criteria, the natural person acting as controlling officer(s) (dirigeant principal) shall be identified and disclosed with the Luxembourg Business Register “LBR”.

Maintaining the information on UBO

The LBR is maintained by the Luxembourg business register (RCSL) and supervised by the Ministry of Justice.

Responsibility

The entity itself is responsible for the publication and update, however Saltgate can assist you with the preparation and planning.

The information to be filed

The below information must be disclosed, including underlying supporting documentation:

• Last name/First name
• Date and place of birth
• National Identification Number
• Nationality
• Private address for individuals or registered address for entities
• Country of residence
• Nature and extend of the effective interests held

*Information will be only visible to national authorities.

Deadlines

Existing entities have six months to comply with the filing obligation. New entities must file within one month of incorporation. Any changes to existing filings must be done within one month of the change taking place.

Risk of non-compliance

The entity can be fined an amount between €1,250 and €1,250,000 in the following cases:

• If it does not hold the required information.
• If it holds inaccurate information and supporting documentation about the UBO.
• Or if it fails to file the information as per the law’s requirements.

Contact us

Saltgate can help you to ensure that your UBOs are correctly determined, the information is accurate and registered with the LBR.

For more information on our services, please do not hesitate to contact our experts.