The UBO register – 5 main questions and answers

The UBO register provides insight in who ultimately benefits from or has an interest in an organization and aims to prevent abuse of the financial systems for fraud, money laundering and financing terrorism. What are UBO’s and do you have to deal with this registration? In this blog the 5 main questions will be answered.

What is an UBO?

UBO stands for ‘ultimate beneficial owner’ and is the natural person who ultimately benefits from the organization or the natural person who has an interest in an organization. For example a natural person that hold more than 25% of the shares in a private limited company (BV) or a natural person that holds more than 25% of the interest in a commercial partnership (VOF). For most SME organizations the UBO is relatively simple to determine; the owner of the organization is the UBO.

Who needs to register in the UBO register?

The legal form of the organization determines if the registration is mandatory. For the following legal forms the registration is mandatory:

• Private limited companies who do not operate on the stock exchange;
• Public limited companies who do not operate on the stock exchange;
• Foundations;
• Associations with full legal capacity
• Associations with limited legal capacity and commercial activities;
• Mutual insurance societies;
• Cooperatives;
• Commercial partnerships;
• Public partnerships;
• Limited partnerships;
• Shipping companies;
• European public limited liability companies;
• European cooperative societies;
• European Economic Interest Groupings that have their headquarters in The Netherlands;
• Churches and denominations (yet unknown when this will be possible).

Foreign legal structures, for example Ltd or GmbH, that only have a branch office in The Netherlands are exempt  from UBO registration in The Netherlands.

How does an UBO need to registered?

The UBO can be registered through the an online UBO-report on the website of the Dutch Chamber of Commerce.

Please note that the deadline for this mandatory registration is 27 March 2022!

In order to speed up the registration process, keep the following information at hand:

• DigiD;
• Bank account from the authorized signatory (private, shared or business) to make a 1 cent payment to the Chamber of Commerce;
• Name, address, nationality, citizen service number, date of birth, e-mail address, telephone number;
• Copy of passport or identity card
• Legal documents that show which natural person(s) have interest in the organization, for example deed of incorporation, shareholder register, etc.

The authorized signatory or the notary are allowed to register at the UBO register.

In case you do not have a DigiD or if you prefer to register offline, you can print the registration and send it through regular post to the Chamber of Commerce.

Why is there a mandatory UBO register?

The UBO register arises from European law and regulations. All EU Member States are obligated to keep an UBO register. The aim of the register is to provide insight which natural persons are behind an organization. Through this insight another aim is to prevent abuse of the financial systems and knowing who you are doing business with. The Chamber of Commerce is appointed to keep the records of the UBO register.

Which information publicly available?

The Chamber of Commerce processes all information in full accordance with the GDPR guidelines. However, due to legal requirements, some information will be publicly available, being:

• First and last name;
• Month and year of birth;
• Nationality;
• Country of residence;
• The type and scope of the UBO’s interest.

Be on time and start collecting the necessary information. Then the registration will be a piece of cake! Do you need help? Please contact one or of our accountancy professionals.