Ongoing Obligations

Introduction

Identification of corporate beneficial ownership and control is an important tool in the fight against money laundering and financial crime. Beneficial ownership identification forms an integral part of ADGM’s application review process in registering a legal entity in ADGM. An applicant must provide such information at the time of incorporation and this information must be kept up to date during the life cycle of the legal entity.

In particular, applicable ADGM entities must keep a record of the required particulars of their beneficial owners in a ‘record of beneficial owners’ and notify the Registrar of any changes in beneficial ownership.

Applicability

ADGM’s Beneficial Ownership and Control Regulations 2018 apply to all legal entities in ADGM, except for:

  • branches of foreign companies or foreign partnerships;
  • public listed companies; or
  • UAE Government entities.

Identification of beneficial owners and controllers

In each instance, i.e. company, partnership, trust or foundation, the definition of a beneficial owner provides for a three-fold test for identifying beneficial owner, which is as follows:

  • direct or indirect ownership in excess of 25% or voting rights; or
  • any person who controls legal entity; or
  • any person who exercises control over the management of the legal entity.

Registry filing obligations

  • All applicable entities are required to maintain up to date beneficial ownership records and report changes to the Registrar within 15 days of a change.

Sanctions

  • Failure to comply with respective provisions of the regulations is subject to Level 7 fine ($25,000).

Accessibility

  • The Register of Beneficial Owners is not published publicly for privacy reasons.
  • Accessibility is by designated personnel of ADGM Registration Authority only.
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