Obligation to register for all limited liability companies, cooperatives or partnerships.

Since the introduction of the EU Anti-Money Laundering Directive, which had to be transposed into national law by the end of June 2017, member states have been obliged to keep a transparency register. The aim is to combat terrorist financing, money laundering and tax evasion. In Germany, the Money Laundering Act (GwG) came into force for this purpose. Among other things, the law regulates the establishment of a new transparency register "to record and make available information on the beneficial owner" (Section 18 (1) GwG). All legal entities under private law and registered partnerships are generally obliged to obtain and retain information on their beneficial owners, to keep this information up to date and to notify the register-keeping body immediately for entry in the transparency register (Section 20 (1) GwG)

The actual beneficial owner is any natural person who directly or indirectly either 
  • holds more than 25 % of the capital shares and/or
  • controls more than 25 % of the voting rights and/or
  • exercises control in a comparable manner.
This expressly includes all arrangements, agreements, etc. that indirectly result in such control of certain natural persons (e.g. trust, voting trust, pool or consortium agreements)!
 
Fictitious beneficial owners
If, even after a comprehensive examination, no natural person can be identified as the actual beneficial owner within the meaning of section 1, or if there are doubts as to whether the person identified is the beneficial owner, then the following are deemed to be fictitious beneficial owners
  • the legal representative(s) and/or
  • the managing partner(s) and/or
  • the partner(s).
The following information on the beneficial owners is required for registration:
  • First and last name (complete and with exact spelling / with or without hyphen etc.)
  • Date of birth
  • Place of residence (not the full address)
  • Country of residence
  • all nationalities
  • the type of beneficial owner and the nature and scope of the economic interest (see Section 19 (1) GwG) /example "GF"
The registration must always be kept up to date, as these entries and update notifications are to be regarded as immediately mandatory in accordance with the Transparency Register and Financial Information Act.
If you have any questions or require further information on this topic, please do not hesitate to contact us on 02204 9508- 100.
Peter Lohmüller
Website | + posts