New Polish companies are required to report their UBO. Changes in AML in Poland 2021
From October 31, 2021, the list of Polish companies that must notify the ultimate beneficial owner in the Central Ultimate Beneficial Owners Register of Poland (CRBR) has been extended. Find out which new businesses are now required to report UBOs and till when they have the time to do so.
Which companies are required to report the ultimate beneficial owner in the Polish UBO Register (CRBR)?
Until October 31, 2021, the companies that were required to report the UBO in the Central Register of UBOs (CRBR) were 6 types of Polish companies:
- limited liability companies (Polish name: spółki z ograniczoną odpowiedzialnością)
- joint-stock companies (Polish name: spółki akcyjne)
- limited partnerships (Polish name: spółki komandytowe)
- limited joint-stock partnerships (Polish name: spółki komandytowo-akcyjne)
- general partnerships (Polish name: spółki partnerskie)
- simple joint-stock companies (Polish name: proste spółki akcyjne)
From October 31, 2021, the list of entities in Poland that are required to submit their ultimate beneficial owner in the CRBR has been significantly expanded. New companies obliged to register their UBOs are:
- partnership companies (Polish name: spółki partnerskie)
- foundations (Polish name: fundacje)
- associations registered in the National Court Register (Polish name: stowarzyszenia zarejestrowane w Krajowym Rejestrze Sądowym)
- european economic interest groupings (Polish name: europejskie zgrupowania interesów gospodarczych)
- european companies (Polish name: spółki europejskie)
- cooperatives (Polish name: spółdzielnie)
- european cooperatives (Polish name: spółdzielnie europejskie)
- trusts in which the trustees or persons who hold equivalent positions have indicated the area in Poland as the place of residence; this also applies to people who buy real estate or establish business relations in Poland on behalf of the trust or on its behalf
The basis for the change is the amendment to the AML Act — some of the provisions of which entered into force in Poland in May 2021.
When information about the UBO of new economic entities will appear in the CRBR?
Partner companies, cooperatives, foundations and other new entities by the amendment to the act, which already existed before October 31, 2021, have time until January 31, 2022, i.e. three months to notify the ultimate beneficial owner. Companies and entities with these legal forms that have been registered since October 31, 2021 have 7 days to register UBO.
The principle is therefore the same as it was in 2019, when the CRBR was introduced — existing polish companies are offered a “transition period” and new companies are required to register UBO within a week.
It is worth recalling that penalties of up to PLN 1 million for not reporting UBO in the CRBR. We wrote more about it in a separate article that explains in details the rules of UBO notification in the CRBR and the possible penalties:
Do Polish companies actually report their ultimate beneficial owners to the register?
In a September article: Thousands of Polish companies still haven’t declared their beneficial owners in CRBR register, we wrote that over 26% of the obligated companies did not report their beneficial owners. This proportion has not changed since October 30, 2021: over 517,000 entities are obliged to declare UBO and only 380,301 companies (74%), entered the UBO information in the Ultimate Beneficial Owners Register of Poland. In total, there are currently 1,262,257 Polish UBOs in CRBR because each entity may have more than one beneficiary.
At the moment, the obligatory registration covers 115,000 more entities than before. This sum doesn’t include trusts, the polish register of which is still being created. In total, the obligation to notify the beneficial owner to the CRBR is therefore currently at least 633,000 entities.
Have the largest Polish private companies reported their UBOs to the CRBR?
We reviewed the ranking of 100 largest private Polish companies in 2021 by Forbes Magazine and checked whether all of them had reported their ultimate beneficial owners to the CRBR. As one might suppose, large, resilient organizations should act in accordance with regulations. The result is surprising: 39 companies out of 100 didn’t fulfill this obligation.
Which large Polish companies still haven’t reported UBO? These include Cyfrowy Polsat with a value of PLN 34,611 million, Dino Polska with a value of PLN 33,561 million, and InPost with a value of PLN 33,269 million.
It’s true that the identification of the ultimate beneficial owner can be difficult in joint-stock companies because shares are often dispersed. However, this doesn’t change the fact that, according to the instructions on the Polish government website, in such a situation companies are required to register as UBOs persons who hold higher management positions, such as members of the management board.
If you are interested in a solution that allows for efficient identification of the company’s ultimate beneficial owner even when such data is missing in CRBR, see the offer of API Ultimate Beneficial Owner and the AML module on the Data Integrator platform with economic information on the website of our technology company Transparent Data:
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