Fulfillment of obligations related to the Central Register of Ultimate Beneficial Owners

Legal basis

The obligation to make a notification to the Central Register of Ultimate Beneficial Owners (hereinafter: the Registry or CRBR) follows from the provisions of the Law of March 1, 2018 on Anti-Money Laundering and Countering the Financing of Terrorism (hereinafter: the AML Law). The Registry is used to collect data on Ultimate Beneficial Owners, among others: partnerships, commercial companies, European companies, cooperatives, associations, foundations and trusts vide Article 58 of the AML Law (hereinafter: obligated entities). The Ultimate Beneficial Owner is the individual or individuals who directly or indirectly exercise control over the obligated entity by having the powers described in Article 2, paragraph 2, item. 1 of the AML Law.

New deadline to make a notification

In November 2022, the deadline for reporting notification or updating information found in the CRBR was extended. The previous 7-day deadline has been replaced with a new 14-day deadline. This applies both to the first incident and to each subsequent incident (updating). The start of the 14-day period is counted according to the rules set in Article 60 of the AML Law, depending on the type of obligated entity and the type of incident.

Failure of obligated entities to meet obligations in 2022

Despite the fact that the obligation to make notifications to the Registry has been in place since 2019, there are still many obliged entities failing to fulfill the said obligation imposed by the AML Law. Cooperatives, associations and foundations fared the worst in 2022 (only 55% of these entities made notifications to the Registry). The statistics are much better among general partnerships (about 87%) or limited partnerships (about 96%). Still a rather low result can be observed among limited liability companies – only about 74% of them have fulfilled their obligations and reported information to the CRBR.

Enforcement of CRBR obligations in 2022

We would like to remind you that failure to notify or update the information found in the CRBR by the deadline or providing information that is not in accordance with the facts may result in the imposition of a fine on obligated entities. The maximum penalty the authority can impose is PLN 1,000,000. In addition, the AML Law also provides a penalty that the authority may impose on an Ultimate Beneficial Owner who has failed to provide obligated entities with the information and documents necessary to make a notification or update within the statutory deadline (14 days). Therefore, both Ultimate Beneficial Owner and persons legally authorized to represent obligated entities should pay special attention to fulfilling the aforementioned obligations on time, and if there is a problem with determining the beneficiary, they should consult this issue early with specialists.

Especially as the year 2022, the number of administrative proceedings opened related to violations of obligations to make notifications to the Registry by obligated entities increased. The number of proceedings compared to 2021 has increased as much as 4 times. What is more, 2022 recorded the maximum amount of the fine imposed – it was PLN 250,000, i.e. a penalty more than 7 times higher than the highest penalty in 2021. Also, it should also be noted that in 2022, the number of proceedings conducted as a result of making the notification after the statutory deadline has also increased (by almost 5 times), and the authorities have also begun to initiate proceedings in connection with the reporting of data inconsistent with the factual state.

Questions or doubts – contact our Law Firm

If you have any questions or concerns, please contact our Law Firm. Our lawyers from the corporate law team will be happy to answer your questions. Inquiries can be directed to: [email protected]