Updating the register of beneficial owners
What details do I need to submit?
The BO register is electronic and no documents or fees shall be submitted.
The details to be entered in the register shall be those of the natural person (s) who hold the ownership interest or control of the legal person concerned. Ownership interes or control may be either direct or indirect or both through:
- the holding of a sufficient percentage of shares or voting rights
- or the ownership interest of the legal entity or
- or through significant influence or control by other means.
Where in a company, the beneficial owner is a partnership, the natural persons behind the partnership controlling the company, should be disclosed.
In the event where no natural person is identified as the beneficial owner based on the ownership rights or when there is doubt that the person identified is the beneficial owner, the details of the senior management official must be submitted.
Following the successful submission of the UBO details, as from 29.10.21, a relevant confirmation/ acknowledgement document will be sent to the email of the natural or legal person who submitted the details.
For further information regarding the details of the natural person that must be submitted in the register, click here.
The BO is a trust or other legal arrangement similar to trust, foundation or listed company on a regulated market
During the phase of the interim solution, in cases where the structure of a Cyprus entity registered in the Republic, leads to a trust or other legal arrangement similar to trust, foundation or listed company on a regulated market the information to be entered in the BO register is as follows:
Trust or other legal arrangement similar to trust
For further details regarding the details to be submitted in case the beneficial owner is a trust or other legal arrangment similar to trust, click here.
For further details regarding the details to be submitted in case the beneficial owner is a foundatio, click here.
For further details regarding the details to be submitted in case the beneficial owner is a listed company on a regulated market, click here.
In due course the Department of Registrar of Companies, will proceed to an announcement with regards to the additional information that needs to be disclosed in relation to trusts and other legal arrangements similar to trusts, foundation and listed company on a regulated market (which are shareholders in a company).
Νature and extent of the beneficial interest
*(In the event where no natural person is identified as the beneficial owner and the details of the senior management official are submitted , this section must not be completed).
Nature of the beneficial interest
The beneficial owner may own direct or indirect ownership of a legal entity or both.
Extent of the beneficial interest
In this category the total of the overall extent of beneficial interest held by both by each individual (for each BO) and between the BO's should be disclosed and should not exceed 100% (individually and in total).
It is advised to review the group structure, statutory and governing documents of the company and other legal entities (i.e. Shareholders’ certificates, Articles of Association, Shareholders Agreement or other), to determine the extent of beneficial interest of each BO.
All shares issued by the company or other legal entity should be considered when calculating the ownership percentages. The percentage is calculated using the nominal (or par) value of the shares. Shares which have never been issued or which have been bought back and cancelled, should not be included.
For submission purposes ONLY ONE of the following categories must be completed:
- Percentage of the shares : The natural person ultimately owns or controls the legal entity through direct or indirect ownership or control of 25% plus 1 of the shares.
- Voting rights: The natural person ultimately owns or controls the legal entity through direct or indirect ownership or control of more than twenty five percent (25%) of voting rights.
- Significant influence or control with other means (the percentage of the direct or indirect ownership is complted if applied): In case where no shareholder owns directly or indirectly more than 25% of the shares, the company must decide which natural persons controls the company, as the meaning of “control” is extended to include not only the percentage of shares, but also anyone who has a sufficient percentage of voting rights, ownership interest, or control via other means in the company.Such means may include, agreement with the owners or with the management of the legal entityor owning to other close links and influence, with the legal entity itself.
For more details, you are advised to review the Guidance for the interim solution.
During, the interim solution period, access to the BO information will be granted ONLY to Competent Supervisory Authorities upon submitting a written request to the Registrar of Companies. For more details, click here.
It is stressed that the Registrar of Companies cannot provide any legal advice and therefore, if required, it is recommended to obtain legal advice for the submission of the BO details onto the register.
For any questions/technical difficulties please contact Ubos@meci.gov.cy.