New UAE Cabinet Decision No 58/2020 on the Regulation of the Procedures of Ultimate Beneficiary Owners (UBO)

1. Whoever owns or ultimately controls an Entity through direct, or indirect ownership, at least 25% of the Entity’s share capital, whoever holds 25% or more of the voting rights, or whoever has ownership powers through any other means (i.e. the right of appointment or dismissal of most of the Managers).
2. If no Real Beneficiary fits the criteria above, or there is any doubt over who has final controlling say, the physical person who exercises control over the Entity through other means shall be the Real Beneficiary.
3. If no physical person is determined, the Real Beneficiary shall be the physical person who holds the position of the person in charge of Senior Management.

A Real Beneficiary can be made up of more than one person i.e. where more than one person participates in the ownership or control they shall all be dealt with as owners and controllers.

For the Register of Partners and Shareholders an Entity shall maintain the details of the respective Partners and Shareholders (and Nominal Managers) as set out in the Decision and update the Register with any change occurring within fifteen (15) days from the date of said change.

A Nominal Manager, being “any physical person acting on the instructions of another person”, shall notify the Entity of his nominal status and shall submit all the necessary data required in respect of the Register of Partners and Shareholders within fifteen (15) days of his appointment, or (30) thirty days from the date of this Decision. He shall similarly inform the Entity of any change to his information or status within fifteen (15) days of the occurrence.

Every Entity must take reasonable measures to obtain appropriate, accurate and up-to-date data for the Registers and preserve its records from damage, loss or destruction. They must also appoint an individual point of contact (resident in the UAE) and provide the details of that contact to the Registrant.

The Decision details the data to be collected and entered on each respective Register. Any additional data requested by the Registrant shall need to be provided by the deadline specified in the data request

Entities in a regulated market, in a state of dissolution or liquidation are subject to adjusted filing requirements under the Decision.

Any case of a violation to the provisions of this Decision can result in the Minister of Economy or the Licensing Authority imposing one or more sanctions.

For any questions or further guidance on this Decision please contact us.