Dear Clients,
Please be advised that 13 July 2020 is the last day for registering company details in the Central Register of Ultimate Beneficial Owners (CRUBO). Failure to fulfil this obligation is subject to a financial fine of up to 1 million zloty that is imposed on management board members.
For the registration it is necessary to identify the ultimate beneficial owner (“UBO”) of the company, i.e. a natural person(s) directly or indirectly controlling the company through their rights.
To fulfil this obligation, you have to provide the following details of the UBO and members of a body or shareholders authorised to represent the company:
- full name,
- nationality,
- country of residence,
- PESEL number (Polish personal identification number) or date of birth,
- volume and nature of shares or vested rights.
We will be glad to support you in identifying the UBO and preparing the registration.
Proposed scope of the assistance
Identification of the UBO
To identify the UBO it is necessary to analyse the shareholding structure of your company. Please note that generally the UBO is a particular natural person(s) directly or indirectly controlling the company through their rights. Our support will involve preparing a documentation with legal justification for indicating the given person(s) as the UBO.
Based on our broad experience, identifying the UBO often is a time-consuming process and requires analysing of certain relationships in a given organisation. Therefore, to meet the statutory deadline for the registration (13 July 2020), we recommend that you take steps to register the UBO as soon as possible.
Submission to the CRUBO
The submission is done electronically and must be signed either with use of a trusted profile ePUAP or a qualified electronic signature by persons authorised to represent the company (management board member or commercial proxy). If the company’s representation rules require joint representation, the submission must be signed by all required persons (e.g. two management board members jointly).
Currently it is not possible to have the submission signed by an attorney-in-fact (e.g. JDP lawyer). Nevertheless, as part of our assistance we would help you to fill in the submission that afterwards would be signed by the authorised persons.
Electronic signature
We also offer support in procuring a qualified electronic signature for the persons authorised to represent the company (also for foreigners).
Our assistance in this regard includes: (i) contacting directly the supplier of a qualified electronic signature and coordinating the process, (ii) preparing a legal documentation, (iii) advising you on how this documentation should be signed and (iv) assisting the person authorised to represent the company through the process of activating the signature.
Our fees
Our fees for the provision of the above services are determined based on our previous experience in identifying the UBO and registering them in the CRUBO. Please be ensured that when establishing our fees we do take into account the economic crisis caused by the COVID-19 outbreak and its economic and financial consequences for our clients.
If you would like us to support you on this matter, we will be glad to provide you with our offer.
In case of any questions, please feel free to contact us.
Kind regards,
Marcin Chomiuk
Partner, Head of the Transaction and Contract Counselling Team
E: marcin.chomiuk@jdp-law.pl
Barbara Kaczała
Legal adviser, Associate
E: barbara.kaczala@jdp-law.pl
Marcin Lewiński
Advocate, Associate
E: marcin.lewinski@jdp-law.pl
