Central Register of Beneficial Owners

Mandatory registration is particularly important for management board members

Central Register of Beneficial Owners (CRBR)

The Central Register of Beneficial Owners (CRBR) is a relatively new register, analogous to similar registers functioning in other EU member states based on the 4th AML Directive.

The Polish regulations impose on entities subject to entry a duty to register within 7 days after entry of relevant changes in the National Court Register. It should be borne in mind that registration is conducted exclusively electronically, using a qualified electronic signature or trusted profile.

KR Group offers help with registering the beneficial owner of you company.

When do you need it?

Mandatory registration is particularly important for management board members With regard to proper identification of the ultimate beneficial owner, we offer two forms of support:

Members of the management board entering the company in the UBO Register incur personal liability for making false statements in the UBO registration and can be held accountable in the future.
Members of the management board might be registered as the company’s beneficial owners. In such case the company must collect the documents confirming that it is not possible to indicate the beneficial owners by other criteria under the definition in the Anti-Money Laundering and Terrorist Financing Act of 1 March 2018. In such situation, the data of the registered members of the management board will be disclosed as data of the company’s beneficial owners in the UBO Register, which is widely available for anyone online.

Do I need it?

The duty to register ultimate beneficial owners applies to all types of commercial companies and partnerships except for professional partnerships, and thus general partnerships, limited partnerships, joint-stock limited partnerships, limited-liability companies, joint-stock companies (except for public companies), and simple stock companies.

How to establish who is the beneficial owner?

In accordance with the legal definition, the beneficial owner is:

A natural person (or persons) who exercises direct or indirect control over the company through the powers resulting from legal or factual circumstances enabling exercise of a decisive influence over the company’s activities.

A natural person (or persons) on whose behalf business relationships are established, or an occasional transaction is carried out.

In the case of a limited-liability company, the beneficial owner is a natural person who meets at least one of the following criteria:

Directly or indirectly owns more than 25% of the share capital.
Directly or indirectly holds more than 25% of voting rights in the company’s constitutive body.
Exercises control (including joint or indirect control) over more than 25% of the shares or voting rights in the company (including based on a pledge, usufruct or other agreement with persons entitled to voting rights in the company).

Exercises control as a parent entity (in accordance with the legal definition in the Accounting Act).

Only a professional, complete and well-documented process of identifying the ultimate beneficial owner can ensure compliance with the regulations and avoid risks to the management boards of Polish companies.

Maria Matyka

Corporate Services Consultant

Our Offer

We will be happy to provide you with comprehensive support connected with entry in the UBO Register. With regard to proper identification of the ultimate beneficial owner, we offer two forms of support:

Simplified analysis, in which we identify the company’s UBO based on the structure chart and the client’s information.
In-depth identification and verification, in which we identify the company’s UBO by performing a comprehensive analysis of the client’s corporate documents.

With regard to the process of entry in the Polish UBO Register, we offer:

Obtaining the proper electronic signature necessary to file with the Polish UBO Register.
Comprehensive support in UBO registration, covering preparation of the application to be uploaded to the UBO Register.