For some time now, companies, (international) non-profit organizations and foundations have been obliged to register their beneficial owners in the UBO register set up for this purpose. The deadline for registration expired on September 30, 2019. However, a new Royal Decree, published on October 1, 2020, extends the mandatory registration of UBOs in the Belgian UBO Register.
New documentation requirements
There is a new obligation for companies, (international) associations or foundations to provide any document proving that the information contained in the UBO register with regard to the beneficial owner(s) is ade up to date, accurate.
As of October 11, 2020, the documents should therefore no longer be merely available in the event of an audit, but should effectively be required to be added to the UBO register. In particular, the documents should demonstrate that the information included in the register meets the above requirements.
What documents are meant? These may include (i) A copy of the share register, (ii) the articles of association or memorandum of association of a company, (iii) a shareholders' agreement, (iv) A notarized document in which the registered UBO information was included or (v) any other document that demonstrates that the information recorded is adequate, accurate and current.
A transition period is provided for existing registrations. Companies that completed a registration before October 11, 2020, have until April 30, 2021, to upload the documents. Those who complete registration as of October 11, 2020, will upload these documents at the time of registration.
The obligation to attach any document that demonstrates that the registered information is adequate, accurate and up to date is not optional. The beneficial owner (UBO) is required to make available all relevant, necessary information to enable the company, association or foundation (as the case may be) to perform its obligations in this regard. If he/she fails to do so, the beneficial owner in question can be fined administratively for this (fine varies between EUR 250 and EUR 50,000).
The practical modalities for uploading such documents are described in manuals that you can find on the website of the FPS Finance.
Registration of UBOs in case of link with Belgium
Importantly, trusts, foundations, etc. that are established abroad, but have a link to Belgium, must also register their beneficial owners in the Belgian UBO register and be registered for this purpose in the Crossroads Bank for Enterprises (CBE).
Access to the register
From now on, the entire history of the registration will be accessible, not just the currently registered info.
Furthermore, it will be possible for any citizen to consult certain registered information relating to NPOs and foundations without having to demonstrate a legitimate interest. This concerns the data of the directors, the persons authorized to represent the association or foundation, the persons in charge of the daily management and the founders of a foundation (the same data that you can already find in the KBO).
Finally, we would like to point out that the registration is not a one-time obligation; the UBO register must always be kept up to date. For example, the register must be updated within one month in case a change in the shareholder structure/board composition has taken place (e.g. a share transfer/change of board) as a result of which the registered information is no longer up-to-date. In addition, the accuracy of the information contained in the register must be confirmed annually.
If you have any questions, do not hesitate to contact us. You can always reach us at 051 26 82 68 or via e-mail to info@titeca.be.
