Posted by
Bowmans Namibia
on 05 Jun 24
Categories:
Finance & Budget
FILING OF BENEFICIAL OWNERSHIP DECLARATIONS
On 2 May 2024, the Business and Intellectual Property Authority (BIPA) issued a directive for all registered business entities with a March 2024 financial year-end. Companies and Close Corporations that have not lodged their Beneficial Ownership Declarations have been placed on the Inactive List and must file this information with immediate effect.
Reason for the Directive by BIPA:
The Financial Intelligence Centre, which combats money laundering and terrorism financing by analysing suspicious transactions, has directed that beneficial ownership in entities must be declared. Amendments to the Close Corporations Act and Companies Act therefore now mandate every Company and Close Corporation to maintain an up-to-date register of beneficial owners.
Who is a Beneficial Owner?
A beneficial owner is a natural person who:
◦ Holds an interest (shares or member’s interest) or voting rights in an entity.
◦ Exercises control over the entity.
◦ Has the right to appoint or remove the majority of directors.
◦ Derives substantial economic benefit from the entity.
◦ Has ultimate control through other means.
For Companies, this includes directors and shareholders. For Close Corporations, this
includes members.
Why File Your Beneficial Ownership Declaration?
◦ It is the law for all entities, even for Companies and Close Corporations that only own a property.
◦ Avoid high penalties.
◦ Prevent deregistration of the entity and loss of legal status, which makes members and directors
personally liable for debts, restricts the sale of assets and limits bank account access.
Penalties for Non-Compliance:
◦ Administrative penalty up to N$50,000.00.
◦ Additional penalty of N$1,000.00 per day of non-compliance.
◦ Deregistration of entity after six months of non-compliance.
Information required for the Beneficial Ownership Declaration:
◦ Full names, date of birth and ID or passport number
◦ Residential, business, email, and postal addresses and telephone number
◦ Income Tax Number
◦ Nationality
◦ Type of beneficial ownership
◦ Certified copy of ID or passport
◦ Proof of residence
If you are a shareholder of a Company or a member of a Close Corporation, you must obtain the Beneficial Ownership Declaration Form from the BIPA offices or website and file the completed form at their office promptly, or submit it to your appointed accountant for filing.
