As mentioned in our previous post, Polish AML regulations are soon to be amended to fully implement the V AML Directive. One of the changes regards the Central Register of Ultimate Beneficial Owners (CRBR). The AML Act draft expands the spectrum of entities obliged to register in the CRBR.
Entrepreneurs, and soon other institutions, should be aware of proposed changes in that aspect, as failing to comply with regulations may be severely fined. So which entities shall verify their UBOs and prepare an application to the CRBR?
Currently, only companies and partnerships formed on the basis of Commercial Companies Code (KSH) were obliged to apply to CRBR. One exception were the limited liability partnerships (or so-called professional partnerships, “spółka partnerska”). However, the AML Act will no longer have an exception for it. The group of entities required to reveal their UBO in the register will be extended and will include new entities:
- limited liability partnerships (spółki partnerskie),
- trusts, whose trustees or equivalent persons, which have their place of residence or seat in Poland or which conduct business relationship or acquire real estate in Poland in the name or on behalf of a trust.”
- European Economic Interest Groupings;
- Societas Europaea
- cooperatives;
- European cooperatives;
- associations that are registered in KRS
- foundations.
- since 1st March 2021 also simple joint-stock companies will be a subject to this duty, however they are already mentioned in the AML Act)
These entities will have to provide their identification information such as the name, organizational form, registered seat, their KRS number and tax ID (NIP) and identify their Beneficial Owner and a person entitled to representation. The identification of the Beneficial Owner can be conducted on the basis of Art. 2 section 2 point 1) of the AML Act. The UBO should be identified with their name and surname, every citizenship they have, country of residence, PESEL no. or a date of birth, information on amount or nature of entitlement of the UBO.
As it is a statutory obligation imposed on all mentioned entities, the AML Act indicated that application in the register should be filed within 7 days of creation of an entity or within 7 days of any change of UBO or the entity obliged.
The nature or type of some business entities may cause it to be difficult to identify the UBOs, therefore, they should be aware of that duty and perform the identification process sooner, not to risk being fined for any delay.
Author: Aleksandra Hajdukiewicz, Trainee Attorney-at-law, associate at Kołecka Law Firm
