The Department of Registrar of Companies and Intellectual Property following its announcement “Notice for registration of details of Beneficial Owners (BOs) in the Register of Beneficial Owners (BO register) and imposition of fines” dated 09/01/2023, has announced the commencement of the application of the final solution of the electronic system of the BO register from November 14, 2023.

The final solution of the electronic system will be implemented in its entirety within 2024 and constitutes of three phases:

Period 1: 14/11/2023 – 31/12/2023

All companies established or registered under the Companies Law, Cap. 113, all European Public Limited Liability Companies and all Partnerships (hereinafter ‘Organizations’) or their officers/partners are invited to enter the system of the final solution and proceed with the updating/re-registering their Beneficial Owners, even if they have already done so in the interim solution system. For re-enrollment purposes, the Beneficial Owners’ data that have already been provided in the interim solution will be shown, in order to see what has been submitted and then re-submit the same. No financial charge will be imposed during the first period. The way to enter the final solution system will be the same as that of the interim solution.

From this period as well as in the following periods, it will be possible to:

• Exercise due diligence,
• Obtain an exception to the information disclosure,
• Request access to the data of minors,
• Organizations that are listed on a regulated market, which is subject to disclosure requirements under European Union Legislation will be able to declare their exemption,
• Organizations subject to equivalent international standards that ensure adequate transparency of proprietary information will be able to declare their exemption;
• The Obliged Entities and the Competent and Supervisory Authorities will be able to carry out an electronic search in the system on their own. Regarding the Obliged Entities, there will be an examination and then acceptance or rejection of their role by Department officials. The online survey of Obliged Entities will be completed by paying the corresponding fee of 3.50 Euros per Organization.

It should be noted that those Organizations which have demonstrated or intended to demonstrate due diligence during the interim solution should do so in the final solution. The same applies to Organizations that will have to declare their exemption from the final solution either because they are listed on a regulated market, which is subject to disclosure requirements under European Union Legislation, or because they are Organizations subject to equivalent international standards that ensure sufficient transparency of ownership information, which should state their exemption  in the final solution.

Period 2: 01/01/2024 – 29/02/2024

Those companies incorporated or registered under the Companies Law, the European Public Limited Liability Companies and Partnerships or their officers/partners, that have not updated/re-registered the data of their Beneficial Owners into the final solution system during Period 1, will be subject to a penalty.

The charge will be applicable from 01/01/2024 until the date of updating/re-registering the Beneficial Owners’ data. After the above Organizations have paid the relevant penalty, they will be able to proceed with registration and/or suspension and/or change without any further penalty that governs the specific actions based on the relevant Directive as amended.

Those companies that have been established or registered under the Companies Law, the European Public Limited Liability Companies and Partnerships or their officers/partners, that have updated/re-registered the Beneficial Owner’s data, will not incur a penalty and will be able to register and/or suspend and/or make changes without any penalty that governs the specific actions based on the aforementioned Directive.

Period 3: from 01/03/2024 onwards

During this period, the following actions will be available:

• Updating the Register of Beneficial Owners
• Confirmation of Beneficial Owners
• Mismatch
• Electronic search in the Register of Beneficial Owners
• Request for exemption from disclosure of information
• Request for access to the data of a minor
• Calculations of monetary charges where applicable

Our team can provide you with any assistance you might need with regards to the Register of Beneficial Owners. For any clarifications or questions, do not hesitate to contact us.

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