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The Bahrain Ministry of Industry, Commerce and Tourism (“MOICT”) has recently passed Resolution Number (83) of 2020 concerning the Standards, Requirements and Rules to Determine the Ultimate Beneficiaries (“UBO Resolution”), with the aim of prescribing rules and guidelines (“UBO Rules”) for determining who falls under the definition of an Ultimate Beneficial Owner (“UBO”). The MOICT has also published supplementary guidance and clarification as to the application of the UBO Resolution.
With the exception of entities which are licensed and regulated by the Central Bank of Bahrain (CBB), the UBO Rules apply to all natural or legal persons who are registered with the MOICT and have a Commercial Registration (CR) (“Registered Person(s)”). Such will include registered companies as well as branches of foreign companies.
Amongst other obligations, the Registered Person must now provide the MOICT with all prescribed information and copy documents relating to its UBO(s), and has a continuing obligation to update such information and documents immediately (if applicable) upon a change of UBO(s) or their details.
As per Article 3 of the UBO Resolution, any natural person or persons who satisfy any of the following factors will be deemed to qualify as a UBO with respect to any Registered Person:
Where with respect to any given Registered Person, the application of the above factors results in there being multiple UBOs, then the relevant information and documents must be submitted to the MOICT with respect to each of the UBOs.
It is also apparent from the MOICT guidance that the same natural person or persons may be the UBO(s) for more than one Registered Person / Commercial Registration (CR).
The UBO Rules prescribe a variety of items of information and documents which are to be submitted by a Registered Person to the MOICT with respect to each of its UBOs including the following:
For Registered Persons which currently have a Commercial Registration (CR), the UBO information and documents should now be submitted to the MOICT without delay. We expect that in the near future the MOICT will impose a deadline for existing Registered Persons without registered UBO(s) to submit the information and documents for its UBO(s), failing which sanctions may be imposed by the MOICT.
With respect to persons seeking to register a new Registered Person (for example, establishing a new commercial company) the required UBO information and documents are to be supplied to the MOICT at the time of applying for the Commercial Registration (CR).
In all cases the information and documents are to be uploaded to the Sijilat online portal of the MOICT.
Once submitted to the MOICT, the UBO(s) information and documents shall be valid for one year, with a requirement to confirm (or update) the information and documents annually (or earlier if there is a change in the UBO(s) or their information)
Where the Registered Person refuses or fails to provide the MOICT with all required information and documents of the UBO(s) or provides incorrect information or documents, the following sanctions may be imposed by the MOICT:
It is important for your Bahrain based businesses to:
As the leading law firm in the Middle East & North Africa Region and with strong corporate structuring experience across all industry sectors in the region, Al Tamimi & Company is well placed to assess the impact of the UBO Rules on your organisation and to assist you with the relevant application to the MOICT to ensure a successful registration of the UBO(s).
If you would like to further discuss the contents of this update, please contact Al Tamimi & Company in Bahrain.
Disclaimer: This chat service should not be relied upon as a substitute for professional advice which takes account of your specific circumstances and any changes in the law and practice. No warranty is made as to the accuracy or completeness of the information provided via this service and no liability is accepted by Al Tamimi & Company Limited, its affiliates, partners or employees for any loss arising as a result of reliance upon the information provided.
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