Parliamentary green light for legislation in implementation of UBO registration
The eighth of July 2020 has been fixed by Royal Decree as the effective date of the lion’s share of the Implementing Act on the Registration of Ultimate Beneficial Owners (or “UBOs”), which was passed by the Upper House of the Dutch Parliament on 23 June and duly published a fortnight later, on 07 July, in the Netherlands Government Gazette. Mandatory registration is to apply from 27 September 2020 onwards, as the opening date of the 18-month term within which existing legal entities are to see to the registration of their UBOs. The deadline for UBO registration by newly established legal entities has been fixed at one week of the date of incorporation. “Ultimate Beneficial Owner” has been defined as any natural person who owns or controls over 25 percent of a particular legal entity.
The Netherlands Chamber of Commerce Organisation has been designated as the custodian of the UBO Register. Some of the details on record are to be available for public inspection, such as the UBO’s name, month and year of birth, country of residence and nationality and, to a certain extent, the characteristics and scope of his or her beneficial stake in the legal entity in question. Other details are to be withheld from public circulation although they will be accessible to government agencies, such as the UBO’s actual birthday, place and country of birth and home address, his or her BSN (citizen service number) or, alternatively, his or her foreign taxpayer identification number where he or she is not a domestic tax payer, and the precise characteristics and scope of his or her stake in the legal entity in question.
Mandatory UBO registration is to apply across the board to Dutch-established corporations and other legal entities such as private limited-liability companies, foundations and associations. Commercial Registry entry will suffice for non-Dutch based businesses or legal entities by which Dutch-based operations are carried on, as these have been exempted from mandatory UBO registration in the Netherlands.