2. making limited liability
work“ ”

3. Beneficial Ownership
Information in the UK
Jo Jones
United Kingdom

4. Background: the beginning
Companies should know who really owns them
and tax collectors and law enforcers should be
able to obtain this information easily
G8 Lough Erne Declaration 18 June 2013
 Commitment by G8 leaders to reforms to ensure we
know who really owns and controls companies
 Requiring companies to obtain and hold information
on their beneficial ownership, and for the UK
 Setting up a Central Registry of that information at
Companies House

5. Background: first steps
 July 2013
Discussion paper to gather views from interested parties
followed by engagement with stakeholder groups
 October 2013
Announcement that information in the registry would be
publicly accessible:
tackling company misuse and promoting good corporate
behaviour
 March 2014
Government response

6. Why a Central Registry?
 To supplement, not replace, measures to counter money
laundering and the financing of terrorism
 To enable the UK to deliver on action plan commitments
 Ensuring access to information
– Direct access for overseas authorities
– A one stop shop for law enforcement and tax authorities
 Access without the company being aware

7. Why Public?
 The best way to meet the UK’s objectives of
– Tackling the misuse of companies
– Promoting good corporate behaviour
 Public access gives the quickest access
 To ensure accuracy
– Provides a check on companies
– and an additional check on service providers
 Confidential information will remain confidential

8. What will the Registry hold?
Beneficial owners:
Individuals with an interest in more than 25% of a company’s
shares or voting rights, or who otherwise control how it’s run
 Information collected to be similar to that for directors e.g.
– name, address, date of birth, nationality, occupation
 Exactly what information is held, how much is made public
and how frequently it’s updated is being agreed
 This will be announced in the Government response

9. What about burdens on business?
 Companies are already required to provide beneficial
ownership information to financial institutions
– These measures will require it to maintain this information
– and ensure that the central registry is updated
 In requiring companies to obtain and hold information we
– will give them the same statutory tools as public companies, and
– propose a parallel requirement on beneficial owners to disclose
 Deregulatory measures will help to ease the burden
– Making it easier to supply information
– Making it easier to own information and check it’s correct

10. What about impact on business?
 We recognise fears about displacement of businesses to
other jurisdictions
 We further recognise that companies value confidentiality:
but secrecy is not sustainable
– It creates vulnerability which is exploited by criminals
– To counter this we need a sustainable, transparent business model
– Many businesses will recognise benefits
 Some information will be kept out of the public domain
– The UK will establish a framework of exemptions
– Information will still be accessible to law enforcement and regulators

11. What other measures are being taken on
Trust and Transparency?
The discussion paper proposed measures on:
 A central registry of beneficial ownership information
 Enhancing transparency around nominee directors
 Possible prohibition of:
– Creation of new bearer shares
– Corporate directors
 Strengthening the system for tackling the small minority of
company directors that don’t follow the rules

12. In summary
Shining a light on who really owns and controls
companies:
Requiring companies to know who controls them,
holding that information in a central registry
and making it public
but
Minimising the burdens of doing it,
not penalising honest companies and
and protecting those who need it