The European Union has legislated for a number of Anti-Money Laundering Directives (“AMLD”) also known as the Anti-Money Laundering and Counter Terrorism Financing Directives.

AMLD consists of a number of EU Directives on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing the most recent of which are

• EU Directive 2015/849, the 4^th Anti-Money Laundering Directive (“4AMLD”); and
• EU Directive 2018/843, the 5^th Anti-Money Laundering Directive (“5AMLD”) which amends 4AMLD, was adopted by the Council of the EU on 14 May 2018 and came into force on 9 July 2018 with an 18-month transposition period.

It’s the acronym for the 4^th and 5^th Anti Money Laundering and Counter Terrorist Financing Directives.

This is the 4^th and the 5^th in the series of EU Anti-Money Laundering and Counter Terrorist Financing Directives.

The Criminal Justice (Money Laundering and Terrorist Financing) (Amendment) Act 2018 transposes the majority of the Fourth EU Money Laundering Directive (4MLD) into National Law.

Statutory Instrument Number 110 of 2019 transposes the elements of 4AMLD & 5AMLD that require companies and industrial and provident societies to maintain an internal register of their beneficial owners and to file this information with a central register.

The purpose of the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (RBO) is to improve corporate trust and transparency in Ireland and the EU by making it clear to law enforcement agencies, regulators, obliged entities, other businesses and the public about who ultimately owns and controls Irish companies and industrial and provident societies (I&PS).

The aim of the Directives is to deter money laundering and terrorist financing and to help sanction those who hide their ownership or control of Irish companies/societies for the purpose of facilitating illegal activities.

Yes, the central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (RBO) is a standalone Register which is being established under anti-money laundering legislation, not company law.

Companies/societies must identify their Beneficial Owners, keep their details on their own internal register and register these details with the RBO. This is in addition to meeting their existing statutory filing obligations with the CRO under the Companies Acts in relation to directors, shareholders, etc. or in relation to other non- company legislation e.g. Industrial and Provident Societies

The filing of beneficial ownership data must be done through the on-line portal on the RBO website www.rbo.gov.ie and is therefore a process separate to the registration of information/forms under the Companies Acts etc.

No, the company/society is required to maintain its own internal register of Beneficial Owners as required by Part 2 of Statutory Instrument 110/2019.

Any changes to the company/society’s own list of beneficial owners must be notified to the central Registrar of Beneficial Ownership (RBO) within 14 days of the change. Regulation 23(1) of SI 110/2019 defines this as the relevant entities’ ‘follow up obligation’.

It is the legal responsibility of a company/society’s officers (director(s) and company/society secretary) to obtain and confirm beneficial ownership information, to keep the company/society’s own beneficial ownership register current and accurate and to deliver the required beneficial ownership information to the Registrar of Beneficial Ownership within the prescribed time frames.

Failure to comply with these requirements is a breach of statutory duties and a criminal offence which is subject to sanctions.

A company/society is legally obliged under 4AMLD, 5AMLD and Section 5(2) of SI 110/2019 to maintain “adequate, accurate and current information in respect of its beneficial owners”.

Regulation 5(6) of SI 110/2019 states that the company/society’s internal register of beneficial owners must be available for inspection by any member of the Garda Síochána, the Revenue Commissioners, a competent authority, the Criminal Assets Bureau, or an (ODCE) inspector appointed under section 764(1) of the Companies Act 2014

A company/society is legally obliged under Regulation 5 of SI 110/2019 to maintain an “adequate, accurate and current” register of beneficial owners, and any relevant entity that fails to comply with this requirement commits an offence and shall be liable

• on summary conviction, to a Class A fine, or
• on conviction on indictment, to a fine not exceeding €500,000.

A Beneficial Owner is defined in Article 3(6), 4AMLD, as any natural person(s) who ultimately owns or controls a legal entity, either through direct or indirect ownership of a sufficient percentage of the shares or voting rights or ownership interest in the entity, including through bearer shareholdings, or through control via other means.

These include:

• ownership (directly or indirectly) of more than 25% of the company/society’s shares,
• controlling (directly or indirectly) more than 25% of the company/society’s voting rights,
• control via other means which is explained in Recital 13 of 4AMLD as follows:

“Control through other means may, inter alia, include the criteria of control used for the purpose of preparing consolidated financial statements, such as

• through a shareholders' agreement,
• the exercise of dominant influence or
• the power to appoint senior management”.

If a relevant entity is a subsidiary owned by another corporate entity, any natural person(s) who holds or controls a shareholding of 25% plus one share, or an ownership interest of more than 25% in the parent corporate entity, is a beneficial owner(s) of the subsidiary.

If a relevant entity is a subsidiary owned by multiple corporate entities, Article 3(6), 4AMLD, states that a shareholding of 25% plus one share or an ownership interest of more than 25% in a subsidiary held by multiple corporate entities which are under the control of the same natural person(s), shall be an indication of indirect beneficial ownership.

Ultimately, it is a natural person(s) who must be identified and entered on the RBO as the beneficial owner(s) of the relevant entity, irrespective of how many layers of ownership there are in the company/society’s structure. The name of another company/society cannot be entered on the RBO.

If, after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified as a beneficial owner, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of senior managing official(s) shall be recorded on the RBO as the beneficial owner. (Regulation 5(4) SI 110/2019). Relevant entities shall keep records of the actions taken to identify their beneficial owners (Regulation 5(5), SI 110/2019)

If in doubt, a company/society should seek legal advice to assist it in establishing who its beneficial owners are.

The requirement for corporate and legal entities ("companies/societies") to hold their own beneficial ownership register was transposed into Irish law by Statutory Instrument No 110 of 2019. The following information is required for each Beneficial Owner:

• Company / Society Name:
• Company / Society Number:
• Surname:
• Forename(s):
• Date of Birth:
• PPS Number (see also FAQ 12)
• Nationality
• Country of Residence:
• Statement of the nature & extent of interest held:
• Statement of the nature & extent of control exercised:
• Residential Address:
• Eircode (optional):
• Date of entry as beneficial owner:
• Date of cessation as beneficial owner:
• If either,
  • after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified, or
  • if there is any doubt that any natural person so identified is a beneficial owner of the relevant entity, there shall be entered in the company/society’s internal register as its beneficial owners, the names and details of the one or more natural person(s) who hold the position(s) of senior managing official(s)(SMO) of the company/ society.

    All the same details must be entered in the internal register and in the RBO for an SMO as for any other beneficial owner. Relevant entities shall keep records of the actions taken to identify their beneficial owners. (Regulations 5(4) & (5) of S1 110/2019 refer).

     

• Presenter Details:
• Name of presenter:
• Address of presenter:
• Phone number of presenter:
• e-Mail address of presenter:
• Capacity in which the presenter is acting: (eg officer/employee of company/ society, person acting on behalf of the company/society etc).
• If the presenter is not a natural person, please enter the name, address, phone number and e-mail address of a natural person for correspondence purposes.

Companies/societies should familiarise themselves with their responsibilities as set out in Regulation 21 of Statutory Instrument No 110/2019

1. to maintain an internal register of beneficial owners, and
2. to file data with the Central Register (RBO).

Companies/societies and their agents should also be aware of their responsibilities under GDPR for safeguarding any personal data they hold in respect of its beneficial owners.

Entities should seek their own legal advice/opinion to ensure compliance in this regard.

* The forename & surname entered in the RBO Portal must match the legally registered name of the natural person, i.e. the name as registered on your PPSN with the Department of Employment Affairs and Social Protection.

The Registrar reserves the right to reject any submission where the name entered on the RBO Register does not match the name as registered on your PPSN with the Department of Employment Affairs and Social Protection.

All corporate and legal entities (other than companies listed on a regulated market*), including Trusts, Investment funds and Industrial and Provident Societies are required by 4AMLD to keep details of their Beneficial Ownerships on their own internal register.

Only COMPANIES AND INDUSTRIAL AND PROVIDENT SOCIETIES will be required to file data with the central register of beneficial ownership (RBO).

*A company listed on a regulated market that is subject to disclosure requirements consistent with Union law or subject to equivalent international standards which ensure adequate transparency of ownership information is not required to file beneficial ownership data with the RBO.

A “branch” is not an entity incorporated in Ireland. Therefore, branches are not required to file beneficial ownership details with the RBO. If the branch is an external branch of an EU-incorporated entity, that entity is likely to have beneficial ownership obligations in their country of incorporation.

An officer or employee of the company/society can discharge the company/society’s obligation by completing the registration process on the RBO’s on-line Registration Portal (Regulation 21(3)).

In addition, beneficial ownership information may be delivered to the Registrar by a person (referred to in the Statutory Instrument as the “presenter”) acting on behalf of the company/ society (Regulation 22(1)).

Each company/society will be required to deliver the following details of the officer/employee/presenter who files data on its behalf with the RBO: name, address, phone number, e-mail address and particulars of the capacity in which they are acting. Where the presenter is not a natural person, the contact details of a natural person must also be provided for correspondence purposes.

The name entered in the RBO must exactly match the name recorded by the Department of Employment Affairs and Social Protection for the PPSN entered in the RBO.

RBO is legally obliged to validate the data entered on the RBO to ensure it is accurate and to ensure that the Beneficial Owner is a natural person.

In order to carry out this validation, the name and PPSN entered in the RBO portal will be compared with the Department of Employment Affairs and Social Protection (DEASP)’s records.

As a result, upon entering these details online, the RBO will run an automatic check with the DEASP database and if the details do not match, it will most likely result in the submission being rejected.

RBO is legally obliged to validate the data entered on the RBO to ensure it is accurate and to ensure that the Beneficial Owner is a natural person. Therefore, the name entered in the RBO must exactly match the name recorded by the Department of Employment Affairs and Social Protection (DEASP) for the PPSN entered in the RBO. If the details do not match with DEASP’s records, it will most likely result in the submission being rejected.

A Beneficial Owner is defined in Article 3(6), 4AMLD, as any natural person(s) who ultimately owns or controls a legal entity, either through direct or indirect ownership of a sufficient percentage of the shares or voting rights or ownership interest in the entity, including through bearer shareholdings, or through control via other means.

These include:

• ownership (directly or indirectly) of more than 25% of the company/society’s shares,
• controlling (directly or indirectly) more than 25% of the company/society’s voting rights,
• control via other means which is explained in Recital 13 of 4AMLD as follows:

“Control through other means may, inter alia, include the criteria of control used for the purpose of preparing consolidated financial statements, such as

• through a shareholders' agreement,
• the exercise of dominant influence or
• the power to appoint senior management”.

If a relevant entity is a subsidiary owned by another corporate entity, any natural person(s) who holds or controls a shareholding of 25% plus one share, or an ownership interest of more than 25% in the parent corporate entity, is a beneficial owner(s) of the subsidiary.

If a relevant entity is a subsidiary owned by multiple corporate entities, Article 3(6), 4AMLD, states that a shareholding of 25% plus one share or an ownership interest of more than 25% in a subsidiary held by multiple corporate entities which are under the control of the same natural person(s), shall be an indication of indirect beneficial ownership.

Ultimately, it is a natural person(s) who must be identified and entered on the RBO as the beneficial owner(s) of the relevant entity, irrespective of how many layers of ownership there are in the company/society’s structure. The name of another company/society cannot be entered on the RBO.

If, after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified as a beneficial owner, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of senior managing official(s) shall be recorded on the RBO as the beneficial owner. (Regulation 5(4) SI 110/2019). Relevant entities shall keep records of the actions taken to identify their beneficial owners (Regulation 5(5), SI 110/2019)

If in doubt, a company/society should seek legal advice to assist it in establishing who its beneficial owners are.

No, in setting out the different means by which a natural person can control a company/society, the EU Directive specifically includes anyone who owns or controls more than 25% of shares or voting rights.

In instances where companies/societies have a large number of shares, a shareholder can have 25% of the overall available shares plus one extra share. For example: Company X has 1,000,000 shares at €1 each. If any person holds 250,000 (25%) or less shares, then they do not qualify under this requirement. However, if the shareholder owns or controls 250,001 shares then they qualify as a beneficial owner and details of same must be registered on the RBO.

This applies to all issued shares. You are advised to consult with your own financial and/or legal advisor in relation to queries regarding shares.

Please note that the percentage test in relation to ownership of shares is not be the only method to determine who the ultimate beneficial owner is – control of voting rights, ownership interest and control via other means must also be considered.

If in doubt, a company/society should seek legal advice to assist it in establishing who its beneficial owners are.

Control by other means is where an individual, who does not hold more than 25% of the shares or voting rights or ownership interest of an entity, still exercises significant control or influence over the entity.

Article 3(6), 4AMLD, states that “Control through other means may be determined, inter alia, in accordance with the criteria in Article 22(1) to (5) of Directive 2013/34/EU of the European Parliament and of the Council ……. on the annual financial statements, consolidated financial statements and related reports of certain types of undertakings,”

In Recital 13 of 4AMLD, control via other means is explained as follows:

“Control through other means may, inter alia, include the criteria of control used for the purpose of preparing consolidated financial statements, such as

• through a shareholders' agreement
• the exercise of dominant influence or
• the power to appoint senior management”.

Direct control is where the beneficial owner personally owns or controls a relevant entity by one or more of the following means:

• 25% plus one share or
• 25% or more of the voting rights, or
• 25% or more of the ownership interest, or
• has direct control or influence over the company/society via other means.

A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the customer held by a natural person shall be an indication of direct ownership.

A shareholding of 25% plus one share or an ownership interest of more than 25% in the customer held by a corporate entity, which is under the control of a natural person(s), or by multiple corporate entities, which are under the control of the same natural person(s), shall be an indication of indirect ownership.

Control via other means is explained in Recital 13 of 4AMLD, and can also be found at FAQ 4.2.

If in doubt, a company/society should seek legal advice to assist it in establishing who its beneficial owners are.

If an entity is a subsidiary owned by one or more corporate entities, Article 3(6), 4AMLD, states that

“A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the customer held by a corporate entity, which is under the control of a natural person(s), or by multiple corporate entities, which are under the control of the same natural person(s), shall be an indication of indirect ownership.”

Therefore, where the company/society is a subsidiary owned or controlled by a single corporate entity, any natural person who owns or controls 25% or more of the shares, voting rights or ownership interest in the parent entity, or controls the parent through other means, is a beneficial owner of the subsidiary.

Where the company/society is a subsidiary owned or controlled by multiple corporate entities, if the same natural person(s) controls the parent entities, he/she is a beneficial owner of the subsidiary.

If, having exhausted all possible means to identify the beneficial owner(s), and no natural person has been so identified, the name(s) of the person(s) who hold the position of senior managing official(s) (SMOs) of the relevant entity (i.e. the subsidiary company/society) must recorded as the beneficial owner(s). Relevant entities shall keep records of the actions taken to identify their beneficial owners.

No. The Beneficial Owner entered onto the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (RBO) must be a Natural Person or Persons.

See also FAQ 4.5

The Directive and Regulations 5(2) of SI 110/2019 states that “all reasonable steps” should be taken to establish who the natural person Beneficial Owner is.

The steps involved include

• giving notice under Regulations 6 & 7 of SI 110/2019 to any natural person(s) the company/society or its presenter has reasonable cause to believe to be a beneficial owner. Once issued, the natural person(s) to whom this notice has been issued has one month to provide the necessary details; or
• giving notice under Regulations 8 & 9 of SI 110/2019 to any person(s) the company/society or its presenter has reasonable cause to believe to have knowledge of the set out in Regulation 9. Once issued, the person(s) to whom this notice has been issued has one month to provide the necessary details.

Failure by the natural person to reply and cooperate with the company/society or to make a false statement is a criminal offence.

Where all reasonable steps to identify the beneficial owners have been exhausted unsuccessfully, the Regulations provide that the Senior Managing Officials (e.g., the Director(s) or CEO) shall be deemed to be the beneficial owners. Relevant entities shall keep records of the actions taken to identify their beneficial owners (Reg 5(5), SI 110/2019).

Regulation 2 of Statutory Instrument 110/2019 defines a “senior managing official” as including a director and a chief executive officer.

This is any company, or Industrial and Provident Society incorporated in Ireland. This includes Private Limited Companies, Public Limited Companies, Designated Activity Companies, Companies Limited by Guarantee, and Private Unlimited Companies.

The definition of “relevant entity” in Regulation 2 of Statutory Instrument 110/2019 is “a corporate or other legal entity incorporated in the State and includes a company* and any other body corporate so incorporated”.

 Regulation 19 of SI 110/2019 states “There is by virtue of this regulation established a register which shall be known as the “Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies”.

Regulation 21(1) requires relevant entities to deliver to the Registrar: “the name and number as they appear on the register kept under the Companies Acts 2014 ort, as the case may be, the register kept under the Industrial and Provident Societies Acts 1893 to 2014”.

Therefore, for the purposes of SI 110/2019, a relevant entity is a company formed under the Companies Acts or a society registered under the Industrial and Provident Societies Acts.

*A company listed on a regulated market that is subject to disclosure requirements consistent with Union law or subject to equivalent international standards which ensure adequate transparency of ownership information is not required to file beneficial ownership data with the RBO.

A Natural Person is defined as a human being. This contrasts with a company/society, which is a legal entity.

A Designated Person is defined in the Criminal Justice (Money Laundering and Terrorism Financing) Act 2010.

The RBO is a standalone Register which is being established under anti-money laundering legislation, not company law, and is in addition to the existing statutory registers maintained by the Companies Registration Office.

Companies/societies must identify their Beneficial Owners, keep their details on their own internal register and register the details with the RBO. It is possible that the beneficial owners are not the company/society’s shareholders or directors.

Beneficial ownership data cannot be filed on CRO forms.

Where a company (including parent companies of a group of companies) is listed on a regulated market which is subject to disclosure requirements consistent with EU law or equivalent international standards which ensure adequate transparency of ownership information, then that company is not required to file beneficial ownership data with the RBO (Regulation 4(2) of SI 110/2019).

However, this exemption does not extend to the subsidiaries of that parent company.

Therefore, subsidiary companies in such a group are independently obliged to comply with the requirements of SI 110/2019 if they are “relevant entities” within the meaning of SI 110/2019.

A listed company should seek its own legal advice in order to establish whether the market it is listed on is subject to disclosure requirements consistent with EU law or subject to equivalent international standards which ensure adequate transparency of ownership information.

Yes, if the company is a “relevant entity” within the meaning of SI 110/2019 (ie is a corporate or legal entity incorporated in Ireland), even it is a subsidiary of a parent company registered outside Ireland, it is still required to file its beneficial ownership details with the RBO.

If a relevant entity is a subsidiary owned by another corporate entity, any natural person(s) who holds or controls a shareholding of 25% plus one share, or an ownership interest of more than 25% in the parent corporate entity, is a beneficial owner(s) of the subsidiary.

If an entity is a subsidiary owned by multiple corporate entities, Article 3(6), 4AMLD, states that a shareholding of 25% plus one share or an ownership interest of more than 25% in a subsidiary held by multiple corporate entities which are under the control of the same natural person(s), shall be an indication of indirect beneficial ownership.

If, after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified as a beneficial owner, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of senior managing official(s) of the relevant entity shall be recorded on the RBO as the beneficial owner. (Regulation 5(4) SI 110/2019). Relevant entities shall keep records of the actions taken to identify their beneficial owners (Regulation 5(5), SI 110/2019)

If in doubt, a company should seek legal advice to assist it in establishing who its beneficial owners are.

Control or ownership of shares is only one of the criteria for a person to be a beneficial owner. Other criteria are: direct or indirect control or ownership of voting rights or ownership interest or through control via other means.

Control via other means is explained in Recital 13 of 4AMLD as follows:

“Control through other means may, inter alia, include the criteria of control used for the purpose of preparing consolidated financial statements, such as

• through a shareholders' agreement,
• the exercise of dominant influence or
• the power to appoint senior management”.

Where all reasonable steps to identify the beneficial owners have been exhausted, and no natural person has been identified as a beneficial owner, the Regulations provide that the Senior Managing Officials (e.g. Director(s) and/or CEO) shall be deemed to be the beneficial owners. Relevant entities shall keep records of the actions taken to identify their beneficial owners (Reg 5(5), SI 110/2019).

In the case of a single director company where that director is the sole shareholder and is in total direct control of the company, s/he would be the sole beneficial owner of the company.

In the case of a single director company, with a different sole shareholder, the director will be considered a Beneficial Owner as they have direct control of the company, and the sole shareholder, if they meet the criteria of 25%+1 share is also deemed to be a beneficial owner.

The definition of beneficial owner includes more than just shareholders – it includes anyone who has a sufficient percentage of the voting rights or ownership interest or controls the company by other means.

If in doubt, a company should seek legal advice to assist it in establishing who its beneficial owners are.

The definition of beneficial owner includes more than just shareholders – it includes anyone who has a sufficient percentage of the voting rights or ownership interest in the company/society or controls the company/society by any other means.

Therefore, taking note of the guidance set out in 3.1 above, the company/society must decide what natural person(s) control the company/society and enter their names in their own internal register and in the RBO.

If, after having exhausted all possible means and provided there are no grounds for suspicion, no natural person is identified as a beneficial owner, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of Senior Managing Official(s) shall be recorded on the RBO as the beneficial owner. Relevant entities shall keep records of the actions taken to identify their beneficial owners (Reg 5(5), SI 110/2019).

If in doubt, a company/society should seek legal advice to assist it in establishing who its beneficial owners are.

The Regulation only refers to corporate and legal entities who are incorporated in Ireland. A business name is not a legal or corporate entity; therefore, it does not come under the scope of the Directive and is not required to register with the RBO.

The Regulation only refers to corporate and legal entities who are incorporated in Ireland. A business name is not a legal or corporate entity; therefore, it does not come under the scope of the Directive and is not required to register with the RBO.

Article 3(6)(a)(i) of 4AMLD states that a company listed on a regulated market that is subject to disclosure requirements consistent with Union law or subject to equivalent international standards which ensure adequate transparency of ownership information is not required to file beneficial ownership data with the RBO.

Any company trading on an EEA regulated market, such as the Irish Stock exchange is exempt from registering. Those companies are already subject to rules that require them to disclose their owners/controllers. However, if a company incorporated in Ireland is a subsidiary of a listed company, the subsidiary company is still required to file details of its beneficial owners with the central register.

Beneficial ownership information can only be entered online through a portal on the RBO website at www.rbo.gov.ie. There are no forms involved in filing data with the RBO and no filing fees.

The RBO Portal is similar to CRO’s CORE system and a user ID and password is required to login. This can be set up at the time of registering beneficial ownerships.

The registration of Beneficial Ownership data is submitted solely online. There will be no manual/paper forms available and no filing fees charged.

Any documentation received in paper form resembling a return for the RBO received in the CRO/ RBO Unit, containing personal/ beneficial ownership details, will in order to comply with Data Protection legislation be destroyed. The filing of RBO data on paper will not constitute compliance with the requirements of the legislation and the company/society’s RBO obligations will not be deemed to be fulfilled - Reg 20(6), SI 110/2019.

The company/society or presenter will be advised of this should they post or deliver the Beneficial Ownership details to the RBO in paper form.

Beneficial Ownership data can only be submitted online. There will be no manual/paper forms available for completion.

Under Data Protection Rules, any documentation resembling a form received in the CRO/RBO Unit, containing personal/ beneficial ownership details, will be destroyed and the company/society’s RBO obligations will not be deemed to be fulfilled - Reg 20(6), SI 110/2019

The company/society or presenter will be advised of this should they post or deliver the Beneficial Ownership details to the RBO in paper form.

If a beneficial owner knowingly or wilfully provides the company/society and/or their presenter with incorrect details such as the wrong PPSN, date of birth, name etc, s/he may face prosecution or other sanctions for providing false information.

Otherwise, if the error is genuine but the RBO Unit is unable to validate the Beneficial Owner because of the incorrect details, the particular submission for that company/society containing the incorrect data will be rejected in its entirety.

Where the details entered on the RBO portal could not be validated, the Beneficial Owner (data subject) will be contacted directly by the RBO Unit via written correspondence. Under Data Protection legislation, RBO cannot contact the presenter regarding the personal data of a Beneficial Owner who for the purposes of Data Protection legislation is the data subject.

RBO staff cannot discuss or contact a presenter about individual case details or personal data by phone or e-mail. The RBO Unit can only engage with the data subject in relation to their personal data by e-mail, at This email address is being protected from spambots. You need JavaScript enabled to view it..

If you received notification from the RBO Unit that your details were filed with the RBO but were incorrect, you should contact the company/society you are a Beneficial Ownership of, or their representative/presenter, and request them to re-file the correct data for the company/society.

The forename & surname entered in the RBO must match the legally registered name of the natural person, i.e. the name as registered on your PPSN with the Department of Employment Affairs and Social Protection.

The Registrar reserves the right to reject any submission where the name entered on the RBO Register does not match the name as registered on your PPSN with the Department of Employment Affairs and Social Protection

Under Data Protection legislation, RBO staff cannot discuss individual case details or personal data with a company/society or presenter by phone or email. The RBO Unit can only engage with the data subject that is the beneficial owner in relation to their personal data by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

If you are not the Beneficial Owner for the named company/society and you are satisfied that there has been a genuine error, you should contact the company/society concerned, or their representative/presenter, and draw their attention to the error.

You may also email the RBO Unit to request to have your details removed, by emailing at This email address is being protected from spambots. You need JavaScript enabled to view it..

You may be asked to verify your identity and address by submitting a copy of either your passport or driver’s licence and a utility bill that is not a mobile phone bill.

Under Data Protection legislation, RBO staff cannot discuss individual case details or personal data with a company/society or presenter by phone or email. The RBO Unit can only engage with the data subject in relation to their personal data by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

PPSN is Personal Public Service Number and is a unique reference number issued to all Irish residents for dealings with public service agencies.

PPSN’s are also issued to non-resident persons who have dealings with Irish government agencies, including the Revenue Commissioners.

Member States are obliged by Article 30(4), 4AMLD, to “ensure that the information held in the central register is adequate, accurate and current”. Therefore, RBO is legally obliged to validate the data entered on the RBO to ensure it is accurate and to ensure that the Beneficial Owner is a natural person.

The forename & surname entered in the RBO must match the legally registered name of the natural person, i.e. the name as registered on your PPSN with the Department of Employment Affairs and Social Protection.

The Registrar reserves the right to reject any submission where the name entered on the RBO Register does not match the name as registered on your PPSN with the Department of Employment Affairs and Social Protection.

The PPSN will be retained securely in an irreversible hashed/encrypted format and will not be accessible by any member of the RBO Team. When the data filed with the RBO has been validated the PPSN will be hashed and stored securely. It will never be shared with any third party.

Obtaining the PPSN is essential for the RBO to comply with the legal requirement in 4AMLD and 5 AMLD for the Register to be “accurate”, for the identity of every beneficial owner to be thoroughly validated and to minimise the possibility of duplicate entries.

The reason for retaining a hashed version of the PPSNs is to allow RBO to match future filings to existing individuals on the register with certainty and avoid duplication.

Hashing is an encryption function to protect data on the RBO in the event of a data breach. This technique will take the PPSN, apply a complex mathematical function to it, to produce a longer unique number that bears no resemblance to the number hidden. With hashing, RBO will never be able to reverse the newly generated number back into a PPSN again.

Yes, it is required each time a Beneficial Owner is added, or where their details are changed, such as a change of address, or details of the shareholding, or other controlling means are updated.

Member States are obliged by Article 30(4), 4AMLD, to “ensure that the information held in the central register is adequate, accurate and current”.

Regulation 21(2) of SI 110/2019 requires that the PPSN be delivered to the Registrar by the relevant entity “for the purpose of verification of the information delivered under Regulations 20(1) or (2)”.

RBO verifies the name, date of birth and PPSN entered in the RBO by comparing them, via an electronic interface, with data held on the PPSN database of the Department of Employment Affairs and Social Protection (“DEASP”).

In order for there to be a match between the two sets of data, the forename and surname entered in the RBO must exactly match the name associated with that PPSN in the DEASP’s database.

The Registrar reserves the right to reject any submission where the name entered on the RBO does not match the name as registered for that PPSN with the DEASP.

This process allows RBO to verify the identity of each beneficial owner, prove that they are a natural person and minimise the possibility of duplicate entries.

If you do not have an Irish PPSN, then you must apply for an RBO Transaction Number, by means of a Form BEN2 - Declaration as to Verification of Identity.

Only one BEN2 is required in respect of each beneficial owner and once this has been processed successfully and an RBO Transaction Number issued by the Registrar, that Number can be used for making future beneficial ownership filings for that person.

Section 12 of this FAQ explains in detail what the BEN2 is and how to apply for the RBO Transaction Number.

Any relevant entity that fails to file a PPSN with the RBO where such a number has been assigned to a beneficial owner, and/or submits a BEN2 application where a PPSN exists for the beneficial owner, will have committed an offence and attention is drawn to Regulations 28(5) and 28(7) of S1 110/2019 in this regard:

28(5): A person who, in purported compliance with Regulation 20, 21, 22 or 23, makes a statement that is false in a material particular, knowing it to be so false or being reckless as to whether it is so false, commits an offence and shall be liable -

1. on summary conviction, to a class A fine or imprisonment for a term not exceeding 12 months or both, or
2. on conviction on indictment, to a fine not exceeding €500,000 or imprisonment for a term not exceeding 12 months or both.

28(7):Where an offence under these Regulations is committed by a body corporate and is proved to have been so committed with the consent or connivance of any person, being a director, manager, secretary or other officer of the body corporate, or a person who was purporting to act in such capacity, that person shall, as well as the body corporate, be guilty of an offence and shall be liable to be proceeded against and punished as if he or she were guilty of the first-mentioned offence.

There is no filing fee for registering a Beneficial Owner, it is free of charge.

According to the EU Directive, the Registrar can apply a fee to the search and download of Beneficial Ownership details.

The Registrar has determined in accordance with Regulation 27 of Statutory Instrument 110/2019 that the fee for access to the central register (ie to purchase a beneficial ownership report) is €2.50, payable only by debit/credit card.).

There is no fee for registering your company/society’s Beneficial Ownership details with the RBO online.

The Regulations came into effect on the 22^nd March 2019, with immediate effect for companies/societies to create and maintain their own internal register.

The Register will be open and accept beneficial ownership filings on the 29^th July 2019.

Any company/society who has not filed on or before the 22^nd November 2019, will be deemed to be late and may be subject to sanctions as prescribed in the Regulations.

Regulation 20(2) requires all newly incorporated companies and I&P’s to register their beneficial ownership details within five months of incorporation.

Regulation 25(5) of SI 110/2019 allows for the beneficial ownership details to be exempt from access by designated persons and the general public where the beneficial owner is a minor. The beneficial ownership details of minors will be automatically withheld from public access until they reach the age of 18.

Regulation 25(5) of SI 110/2019 allows for the beneficial ownership details to be exempt from access by designated persons and the general public where the beneficial owner is a minor. The beneficial ownership details of minors will be automatically withheld from public access until they reach the age of 18.

Except for minors, restricted access to beneficial ownership details will be available to the public. There are no other exemptions.

No, certain authorised officers in the FIUs and competent authorities will have unrestricted access to all data in the RBO (Regulation 24 refers).

Any designated person or member of the public may, under Regulation 25(5) of SI 110/2019, apply in writing to the Registrar for access relating to the beneficial ownership details of a minor. Requests for access can be emailed to: This email address is being protected from spambots. You need JavaScript enabled to view it.

The requester must provide a summary of why they consider it is in the public interest for the requested information to be disclosed.

Regulations 24 and 25 of SI 110/ 2019 provides for two types of access to beneficial ownership in the central register – “unrestricted access” and “restricted access”.

Consequently, there will be two tiers of access to data in the RBO.

Tier One: unrestricted access to RBO data will be provided to authorized officers of the following organisations:

• an Garda Síochána
• the Financial Intelligence Unit (FIU) Ireland >
• the Revenue Commissioners
• the Criminal Assets Bureau (CAB)
• the Central Bank of Ireland.
• the Department of Justice & Equality.
• the Property Services Regulatory Authority (PSRA).
• the Law Society of Ireland.
• the General Council of the Bar of Ireland.

and

• an inspector appointed by the Director of Corporate Enforcement under section 764(1) of the Companies Act 2014.

The Garda Síochána, Revenue Commissioners, competent authorities and CAB may disclose the information in the central register to any corresponding competent authority of another Member State (Regulation 24(9), SI 110/2019).

Tier Two: Restricted access to RBO data will be made available to:

• the general public, and
• designated persons required by Part 4 of the 2010 Criminal Justice (Money Laundering and Terrorist Financing) Act to conduct customer due diligence tests (e.g. financial institutions, accountants, auditors, tax advisers, legal professionals and dealers in expensive goods such as houses, cars, jewelry, etc.)

Tier One: Unrestricted access will include access to the following RBO data in respect of each beneficial owner (including senior managing officials):

• Forename and Surname.
• Date of birth.
• Nationality.
• Residential address.
• a statement of the nature and extent of the interest held by each beneficial owner, or the nature and extent of control exercised by, each such beneficial owner.
• the date on which each natural person was entered in the relevant entity’s own register as a beneficial owner and the date on which each person ceased to be a beneficial owner of the entity,
• Details of the presenter making the entry in the RBO on behalf of the company i.e. forename and surname, address, phone number, e-mail address and capacity in which they are filing.

Tier Two: Restricted access will include access to the following RBO data:

• Forename and Surname.
• Month and Year of birth.
• Nationality.
• Country of residence.
• A statement of the nature and extent of the beneficial interest held or control exercised.

Parties entitled to “restricted access” will not see the day of birth or address of the beneficial owner.

Members of the public and designated persons can access RBO data through an on-line portal on the RBO website -www.rbo.gov.ie.

In the portal there will be a facility, similar to the “Company Search” facility on the CRO website, where you can look up a company or society and purchase a “Company/Society Printout”.

The “Printout” will include a list of the past and present beneficial owners of the company/society and the following data in respect of each one:

• Forename and Surname.
• Month and Year of birth.
• Nationality.
• Country of residence.
• A statement of the nature and extent of the beneficial interest held or control exercised.

A “Company /Society Printout” will cost €2.50 to buy and payment can only be made by credit/debit card. 

Yes, where the beneficial owner is a MINOR (ie under 18 years of age), Regulation 25(5) of SI 110/2019 requires that their beneficial ownership details be exempt from direct access by designated persons and members of the public, unless a designated person or member of the public provides, in writing, to the Registrar a summary of the grounds on which he/she considers it is in the public interest that that information be disclosed to him or her.

Authorised officers in the Garda Síochána, FIU, CAB, Revenue and competent authorities will have unrestricted access to all RBO data including data related to minors (Regulation 24 refers).

The beneficial ownership details of minors will be automatically withheld from access by the public and designated persons until they reach the age of 18. Apart from minors, there are no other exemptions.

A designated person or a member of the public may, under Regulation 25(5) of SI 110/2019, apply in writing to the Registrar to have access to information which relates to a minor who is a beneficial owner.

The requester must provide to the Registrar a summary of the grounds on which he/she considers it is in the public interest that that information be disclosed to him or her.

Such request can be emailed to: This email address is being protected from spambots. You need JavaScript enabled to view it.

No, the PPSN will only be used to verify data as it is entered in the RBO - it will not be recorded in the RBO and will not be shared with any third party.

As soon as the data filed with the RBO has been verified, the PPSN will be immediately “hashed” using an irreversible computer algorithm and stored securely. Thereafter, it will not be accessible by RBO staff or by any third party.

The reason for retaining a hashed version of the PPSN is to allow RBO to match future filings to existing individuals on the register with certainty and avoid duplication.

Regulation 24(9) of SI 110/2019 states as follows:

 “Each of the following:

1. the Garda Síochána;
2. the Revenue Commissioners;
3. a competent authority;
4. the Criminal Assets Bureau,

 may disclose the information in the central register to any corresponding competent authority of another Member State”.

The RBO Register can be accessed using the Login / Register option at the top of the website

You will need to create a new account.

If this is your first time using the RBO Portal, you must first create an account.

Please click on the Create Account option.

Enter your details as requested and click on the register button at the bottom of the form.

Please Note: It is your login name that will be required at login, not your email address.

Have you set up an RBO Account? If not please create one.

When logging in don’t use your email address, please use the Login Name you created

The CORE and RBO portals are not linked and are for two independent and separate Registers. You must create a new and separate account for the RBO Portal to access and use it

All RBO filings must be made online.

Login to your RBO account.

On your Dashboard, click on the Start New Filing button at the top of the page

Alternatively, select New Filing from the side menu options

An entity must first be selected, and this option will open on the right-hand side of the application.

You can enter either the name or the number for the relevant entity you’re entering Beneficial Ownership details for. Then click on Start

If it is the first entry for the entity, the only option you are presented with is Add New Beneficial Owner.

If it is not the first entry for this entity, you will be presented with list of current Beneficial Owners (name only) and additional options:

• Update Beneficial Owner
• Remove Beneficial Owner

Remember to click Save and Next at the bottom of the page to progress to the next page.

Please note: you cannot remove a Beneficial Owner if only a single Beneficial Owner exists for an entity. Please enter a new Beneficial Owner before deleting the existing one.

No, there is no facility to save a draft of a submission in the RBO Portal.

Please ensure you have all the required details to hand when commencing your RBO submission as data entered cannot be saved and will be lost if the submission is not completed.

The blue banner at the top of the application has the facility to search for a company, either by name or by company number.

Along the left-hand side, a number of icons are displayed. These are as follows:

• Dashboard – gives an overview of your account
• Search – allows you to search the Register
• New Filing – allows you to create, amend or delete Beneficial Ownership details

NB: you must first select an entity

• My Filings - gives you the option to view all your work. Click on the titles to view each section:
• Drafts
• Submitted
• Rejected
• Registered
• Cancelled
• Messages – this will include emails regarding the status of your submissions
• Orders – a list of all/any Beneficial Ownership printouts you have purchased.
• Payments – a list of all/any payments made
• Account – Details of your RBO Account
• The New User option will allow you to create your own subgroup of users within your organisation and under your main RBO account
• Please see section 11.12 for more details on this.

All entities must have at least one Beneficial Ownership record

If only one Beneficial Owner exists, you must add a new Beneficial Owner before deleting the existing one.

If your submission was rejected, then the details for one or more Beneficial Owners entered was incorrect. The Data Subject for whom the details were incorrectly entered will also be notified in writing.

Under Data Protection legislation, RBO staff cannot discuss individual case details or personal data with a company/society or presenter by phone or email. The RBO Unit can only engage with the data subject that is the beneficial owner in relation to their personal data by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

If your submission remains at the Submitted stage, details you entered may need to be verified by the RBO Unit,

Under Data Protection legislation, RBO staff cannot discuss individual case details or personal data with a company/society or presenter by phone or email. The RBO Unit can only engage with the data subject that is the beneficial owner in relation to their personal data by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

If all the Beneficial Ownership details are correct, the submission should register within a short timeframe.

Under Data Protection legislation, RBO staff cannot discuss individual case details or personal data with a company/society or presenter by phone or email. The RBO Unit can only engage with the data subject that is the beneficial owner in relation to their personal data by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

Yes. You can create several users under a single account.

• Go to the Account option on the side menu
• Click on New User
• Enter the new user details
• Select Active or Administrator
• Select user privileges
• Save new user.

To retrieve your Password:

• Click on the Forgot Password option beneath the Login Name and Password fields.
• On the Forgot Password screen, enter your Login Name
• Click Submit

To retrieve your Login Name:

• Click on the Forgot Password option
• On the Forgot Password screen, click on the Forgot Login Name option at the bottom
• On the Forgot Login Name screen, enter the email address used to register with the RBO Portal
• Click Submit

Under Regulation 23(5) you are required to notify any changes of beneficial ownership to the RBO within 14 days of the change to the entity’s internal beneficial ownership register.

This can be updated on the RBO Portal by using the ‘Amend Beneficial Ownership’ option under ‘Start New Filing’.

No, there is no requirement to file an annual return for the RBO.

The only requirement to file is where a change has occurred on an entity’s internal beneficial ownership list.

Please see FAQ 11.15 on the requirement to update an entity’s Beneficial Ownership details on the RBO Portal.

The Registrar of Beneficial Ownership is obliged by law to verify the identity of every beneficial owner in order to comply with the EU Directive that requires the register to be “adequate, accurate and current”.

For beneficial owners who have a PPSN, the RBO will verify their identity against data already verified by the Department of Social Protection (DEASP) in respect of that person.

For beneficial owners who do not have a PPSN, the Registrar has determined under Regulation 21(2)(b), SI 110/2019, that the Form BEN2 - Declaration as to Verification of Identity - will be the method to be used to verify the person’s identity. 

Only one BEN2 will be required in respect of each beneficial owner and once this has been processed successfully and an RBO Transaction Number issued by the Registrar, that Number can be used for making future beneficial ownership filings for that person.

The RBO is currently finalising the technical aspects of the BEN2 process and will announce when it is ready. 

The Form BEN2 is the method that the Registrar has determined under Regulation 21(2)(b), SI 110/2019, will be used for the purpose of verification of a person’s identity where the beneficial owner does not have an Irish PPS Number assigned to them.

The BEN2 is a Declaration as to Verification of Identity. The BEN2 contains the name, date of birth, nationality and address of the beneficial owner. The beneficial owner must solemnly declare this information to be correct and true and have this Declaration verified, witnessed and signed.

Once completed and signed by the Declarant (beneficial owner) and Witness (eg Notary Public), the BEN2 will be uploaded in the RBO Portal. Full details of this process will be made available when it comes into operation.

Please Note: The Form BEN2 cannot be used if the beneficial owner has a PPSN. The law clearly states that any beneficial owner who has a PPSN assigned to them must file that PPSN with the RBO (Regulation 21(2)(a) of SI 110/2019 refers).

Any relevant entity that fails to file a PPSN with the RBO where such a number has been assigned to a beneficial owner, and/or submits a BEN2 application where a PPSN exists for the beneficial owner, will have committed an offence and attention is drawn to Regulations 28(5) and 28(7) of S1 110/2019 in this regard:

28(5): A person who, in purported compliance with Regulation 20, 21, 22 or 23, makes a statement that is false in a material particular, knowing it to be so false or being reckless as to whether it is so false, commits an offence and shall be liable -

1. on summary conviction, to a class A fine or imprisonment for a term not exceeding 12 months or both, or
2. on conviction on indictment, to a fine not exceeding €500,000 or imprisonment for a term not exceeding 12 months or both.

28(7):Where an offence under these Regulations is committed by a body corporate and is proved to have been so committed with the consent or connivance of any person, being a director, manager, secretary or other officer of the body corporate, or a person who was purporting to act in such capacity, that person shall, as well as the body corporate, be guilty of an offence and shall be liable to be proceeded against and punished as if he or she were guilty of the first-mentioned offence.

The Form BEN2 consists of 3 parts:

• Part 1 requires the following details of the beneficial owner/person to be verified:
• Forename
• Surname
• Date of Birth
• Nationality
• Address
• Part 2 is a Statutory Declaration where the declaration is being made in the State.
• Part3 is a Declaration being made outside the State and must be signed by a Notary Public

On both Part 2 and Part 3 of the Form BEN2, a declaration must be made as to how the identity of the person has been established.

The electronic Form BEN2 will be retained securely by the RBO in accordance with Regulation 21(4), and will be deleted 10 years after the dissolution of the relevant entity.

The Form BEN2 will only be viewed and processed by the RBO Unit for the purposes of verifying the details entered and for the issuing of the RBO Transaction Number. It will not be searchable or accessible to any Third Party.

The Form BEN2 will be retained securely by the RBO and will not be available to view by anyone.

The Form BEN2 will not be made available to organisations or persons with Tier One access.

Restricted (“Tier Two”) access to RBO data will be made available to:

• the general public, and
• designated persons required by Part 4 of the 2010 Criminal Justice (Money Laundering and Terrorist Financing) Act to conduct customer due diligence tests.

Restricted access will include access to the following RBO data:

• Forename and Surname
• Month and Year of birth
• Nationality
• Country of residence
• A statement of the nature and extent of the beneficial interest held, or control exercised

Parties entitled to "restricted access” will not see the day of birth or address of the beneficial owner.

Information on the beneficial ownership of an entity can only be accessed via the RBO Portal.

To view, you must first register and open an account in the RBO Portal.

Once registered, you can log into your RBO account, then search the relevant entity using the search facility at the top of the page.

On searching for the relevant entity, you will be presented with the option to purchase.

Please check the Profile (right hand side of the page) for details of the company, including whether the entity has beneficial ownership details. If the Number of Beneficial Owners is zero, then no beneficial ownership details have been registered for this entity.

Please see the How to Search and Purchase Beneficial Ownership details video on the How-To page of this website.

Please check the number of beneficial owners in the company profile as you will still be charged for a report even where there are no beneficial owners registered for that company.

After searching for the relevant entity, you will be presented with the option to purchase.

Please check the Profile (right hand side of the page) for details of the company, including whether the entity has beneficial ownership details. If the Number of Beneficial Owners is zero, then no beneficial ownership details have been registered for this entity.

• Click on the ‘Standard’ option under the Reports section
• Click on the ‘Add to Cart’ button
• To proceed to Checkout, click on the trolley icon at the top of the page, beside your profile
• Click on the ‘Go to Checkout’ option
After check you have the correct entity(ies), confirm by clicking on the Continue button
• Confirm your name and email address
• Select the Credit Card option
• Enter your debit/credit card details
• Click on the ‘Pay Now’ button –

This may take a few moments, please do not refresh or click on the back arrow as you may be charged twice.

Please see the How to Search and Purchase Beneficial Ownership details video on the How-To page of this website.

Please check the number of beneficial owners in the company profile as you will still be charged for a report even where there are no beneficial owners registered for that company.

Your purchased Beneficial Ownership reports will be available on your main dashboard or in the Orders on the left-hand menu. Click on the download button and select either to save or open.

The Registrar has determined in accordance with Regulation 27 of Statutory Instrument 110/2019 that the fee for access to the central register (ie to purchase a beneficial ownership report) is €2.50, payable only by debit/credit card.

Beneficial Ownership reports can only be purchased using a debit/credit card.

The Register of Beneficial Owners has been set up under anti-money laundering legislation and as such is legally separate from the Register of Companies. Therefore, a CRO Customer Account cannot be used to purchase data from the RBO. Payment for data on the RBO is via debit/credit card only.

Currently there is no facility to create a customer account to purchase RBO data. Payment is via debit/credit card only.

The RBO Register is designed to accept and register submissions when all details entered are correct.

Under Data Protection regulations, the RBO does not have access to the personal details entered by the presenter.

Personal details are verified against Department of Employment Affairs and Social Protection (DEASP). They are not verified with the Revenue Commissioners.

Based on the first two weeks of operation of the register, these are the common reasons for a submission rejecting:

• PPSN and/or Date of Birth is incorrect
• Mismatch on name
• Using maiden name instead of married name and vice versa
• Using middle name in everyday usage, but not matching with forename as registered with DEASP (Paul Smith vs Michael Paul Smith)
• Using shortened versions of a name (Des/Desmond, Eddie/Edward)
• Using variations of a name (Bridget/Breege, Ted/Edward)
• Using Irish version of a name, when English version is registered with DEASP (Eibhlínn/Eileen)
• Using English version of a name, when Irish version is registered with DEASP (Eileen/Eibhlínn)
• Mix-up on entering details for multiple beneficial owners

If you have any queries regarding the information registered with the Department of Employment Affairs and Social Protection you are advised to contact them.

Click here for a list of PPSN Registration Centres