As detailed in our previous briefings ( here and here), the European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2016 (the "Regulations") introduced a requirement for Irish incorporated companies and other legal entities to maintain an internal beneficial ownership register. This development represented the first phase of the transposition of the Fourth Anti-Money Laundering Directive (EU 2015/849)("4MLD"), which, when fully implemented later this year, will lead to the creation of a central beneficial ownership register (the "Central Register").
It had initially been envisaged that access to the Central Register would be limited to:
- Competent authorities (e.g. Central Bank of Ireland);
- An Garda Síochána;
- The Revenue Commissioners;
- Designated persons (e.g. financial service providers) when trying to complete customer due diligence; and
- Any person or organisation that could demonstrate a legitimate interest e.g. journalists
However, in response to recent terrorist events in Europe, a Fifth Anti-Money Laundering Directive ("5MLD") has been proposed which, inter alia, contains a proposal to amend 4MLD to make the central beneficial ownership registers publicly accessible (albeit that access would be subject to online registration and payment of an administrative fee). On 28 February 2017, two Committees of the European Parliament jointly voted to accept the proposal and allow members of the public to access central beneficial ownership registers without having to demonstrate a legitimate interest.
Further debate and discussion on 5MLD will continue at European level over the coming months but beneficial owners of Irish and European companies should start preparing for the possibility that their details will soon be in the public domain.
The concept of beneficial ownership is deliberately broadly drafted in the Regulations to capture any natural person individual who, directly or indirectly, has a greater than 25% ownership or controlling interest in a relevant corporate or other legal entity.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.