OBLIGATION TO IDENTIFY THE BENEFICIAL OWNER OF A COMPANY

If you are a legal entity registered in the business register you are obliged to register your ultimate beneficial owner by the end of this calendar year.

The amended anti-money laundering legislation has introduced a number of new obligations for business and other entities. One of those obligations is also a requirement for legal entities to identify their beneficial owners and have the information about their beneficial owners recorded in the business register.

The companies will be required to record this information by 31 December 2019.

 

Who is obliged to register the ultimate beneficial owner?

The obligation to register the ultimate beneficial owner applies to each legal entity being registered in the business register.

The only legal persons who are exempt from this obligation are:

• entities registered in the Slovak Register of Public Sector Partners
• public administration entities, or
• issuers of securities accepted for trading at a regulated market.

 

Who is a beneficial owner?

The beneficial owner is any natural person who effectively controls a company, especially by:

• controlling, directly or indirectly, at least 25% of voting rights or share capital (including bearer’s shares) of the company;
• having a right to appoint or recall a statutory, managing, supervisory or controlling body in the company and/or a member of such bodies;
• controlling the company in a manner other than according to the aforementioned criteria; or
• being entitled to economic benefits from business or other activities of the company at least in the amount of 25%.

If no natural person meets the aforementioned criteria, the beneficial owner is deemed to be a statutory body or the members of the statutory body.

A natural person who alone does not meet any of the aforementioned criteria will also be deemed a beneficial owner if that that person meets at least one of them together with another person with whom he/she acts in accord.

 

What type of beneficial owner information do you have to register?

The following beneficial owner information must be recorded in the business register:

• name;
• surname;
• birth certificate number, or date of birth if no birth certificate number has been assigned;
• address of permanent or other type of residence;
• nationality;
• type and number of an ID document;
• information establishing the status of the beneficial owner according to the aforementioned criteria.

The registration is done at a competent registry court through a special form in an electronic or paper format. The registration alone is not subject to any special fees.

The business register will not disclose the information about the beneficial owner, nor will it require that the information be evidenced by the documents from which it arises.

 

What type of beneficial owner information do you have to keep and for how long?

Irrespective of the record in the business register, each legal person that is not a public authority is required to maintain and regularly update, in a paper or electronic form, the beneficial owner information along with the information establishing and evidencing the beneficial owner status. The legal person is exempted from this obligation if such information is included in a verification document in the existing Register of Public Sector Partners, if the legal person is registered in the Register of Public Sector Partners.

The beneficial owner information shall be kept by the legal person for a period of time for which the natural person has the status of the beneficial owner and for five more years from the termination of that status.

 

New register of legal persons

The beneficial owner information will be transferred by the business register to a so-called register of legal persons, entrepreneurs and public authorities maintained by the Statistical Office of the Slovak Republic. The objective is to make such information accessible mainly to a specified group of public authorities, as well as to the obliged entities (povinné osoby) defined in the anti-money laundering legislation (for example, banks or lawyers) for the performance of due diligence in relation to their clients.