The Belgian Ultimate Beneficial Owner (UBO) Register was created by the Belgian Royal Decree of 30 July 2018 and applies to every Belgian company, association, foundation, fiduciary, trust and similar organizational structures, with the exception only of publicly listed companies but not their subsidiaries as confirmed by the Belgian Ministry of Finance on 19 July 2019.
The UBO register is online and the deadline for the UBO registration is 30 September 2019. Fines ranging between 250,- and 50,000,- can be imposed on those directors or managers of the Belgian entity who do not comply with the registration or fail to keep the registration up-to-date. To the extent you are not yet compliant, action should be taken now.
Ultimate Beneficial Owner (UBO)
With respect to Belgian companies, a cascade regime applies in order to identify their UBOs. In summary:
- Category 1 UBOs are the natural persons directly or indirectly owning at least 25% of the voting rights or the shares;
- Category 2 UBOs applies when no Category 1 UBO(s) can be identified and are the natural persons who own less than 25% of the voting rights or the shares that otherwise (e.g. though voting arrangements) control (contrÃ´lent / zeggenschap hebben over) the company;
- Category 3 UBOs applies where no natural persons meet the Category 1 or Category 2 test (or in case of doubt) and are the natural persons who have an executive position (fonction de dirigeant principal / hoger leidinggevend personeel) within the company.
Different and cumulative UBO identification criteria apply for associations, foundations, fiduciaries, trusts and similar organisational structures.
Each Belgian company, association, foundation, fiduciary, trust and similar organizational structure can appoint an (internal of external) UBO Officer who will be responsible for registering the UBO(s) and keeping the internal documentation and UBO Register complete, accurate and up-to-date.
AKD can assist you with the UBO identification process
AKD can assist you with the UBO identification process and provide guidance with the registration of the UBO(s) in the Belgian UBO Register. For further questions and guidance, please contact Brussels partners Timothy Speelman or Hubert André-Dumont.