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Registration in the Czech UBO-register

For some years now all Czech entities are required to register the persons who have an interest of more than 25% in the company. This UBO-register is called the ESM register in the Czech Republic (Evidence Skutecnych Majitelu).

What is a UBO?

An Ultimate Beneficial Owner (UBO) is defined as the natural person who is the ultimate owner or has a decisive vote in the respective legal entity or enterprise. If no UBO can be identified, a senior managing official, being the natural persons of the management board of the company must be registered as UBO (the so-called pseudo-UBO).

The following persons will be considered as UBO:

persons who (directly or indirectly) own more than 25% of shares of a company or legal entity
persons who (directly or indirectly) have more than 25% of voting rights of a company
persons who are effectively in control of the company.

Which companies and entities are required to register a UBO?

The companies that are required to register for example are:

private and public limited companies (SRO / AS) not listed on the stock exchange
foundations
associations with full legal capacity
associations with limited legal capacity but with business activity
cooperatives (družstvo)
partnerships: general partnerships (veřejná obchodní společnost), and limited partnerships (komanditní společnost)
shipping companies
European limited liability companies (SE)

Foreign companies that only have branch offices in Czechia do not have to register their ultimate beneficial owners in the Czech ESM-register. Foreign companies (for example Ltd or GmbH) should register their UBOs in the UBO-register of their country of origin, in accordance with the legislation in the home state.

What information should be provided to the Czech authorities?

First and last name, birth date & plce, adress of the UBO
Copy of passport
Social security number (BSN) if available, or else the foreign TIN
Nationality of the UBO
The type and the size of the interest (number of shares) and proof

If persons who are effectively in control of the company (manager directors) will be considered as the UBO, no proof is required if they are registered at a trade register. Please be informed that not all aforementioned information will be visible to third parties.

How can I register a UBO?

Normally, a member of the board (jednatel) can file an application online, using the applicable form. This form is in Czech only, we can of course help you with it (please contact us, see below).

When should the registration be arranged?

Czech companies should arrange the registration by the end of May 2021.

Please be aware, that when the ownership of a Czech company or a legal entity changes in such a way that the shares also change the ultimate beneficial owner(s), then a new registration should be done.

Help with the UBO-registration

If you have any questions about this procedure, please do not hesitate to contact us, Hartmanova.eu! We, the Hartmanova.eu team, will be happy to help you!
info@hartmanova.eu

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