Zmeny v evidenci skutecnych majitelu ucinne

Changes in the Register of Beneficial Owners Effective

On 31 August 2022, an amendment to Act No. 37/2021 Coll., on the registration of beneficial owners (hereinafter referred to as the "Amendment") was published in the Collection of Laws. We have already informed you HERE about its expected content, which is in particular the reformation of the definition of a beneficial owner, the modification of the rules for determining the so-called material beneficial owner or the narrowing of the circle of entities that are now considered not to have a beneficial owner.

There were no substantive changes during the legislative process, so the wording of the Amendment is the same compared to the wording proposed by the Ministry of Justice. The consent of the Chamber of Deputies to the amendment was expressed in the first reading, i.e. in an accelerated procedure; which prevented the submission of amendments.

The Amendment came into force on 1 October 2022. Persons who are no longer deemed to have no beneficial owner (e.g. associations of unit owners or churches), as well as all persons who have already fulfilled their obligation under the original provisions of the text of the Act, are now obliged to ensure that the information on their beneficial owner entered in the register is updated within six months from the date of entry into force of the Amendment (i.e. by 1 March 2023), i.e. that it complies with the requirements of the Act as amended.

In the event of non-compliance with the amended requirements, obliged persons continue to face severe sanctions, in particular the impossibility of paying out a share of profits, a share of other own resources or a share of the liquidation balance that have been approved for distribution. If, for this reason, the shares are not paid out by the end of the accounting period in which the decision to pay them out was taken, the right to payment shall lapse. At the same time, an unregistered beneficial owner may not exercise voting rights or make decisions as the sole shareholder of the corporation of which he or she is the beneficial owner in the decision-making of the supreme body of the corporation.

Business corporations should therefore take care to register their beneficial owner in a timely and correct manner or to update the persons already registered in the register of beneficial owners.

We will keep you informed of any further developments in the area of beneficial ownership registration. If you would like more detailed information, please contact the authors of this article or other members of EY Law or the EY team with whom you work.

Authors:

Jan Turek

Magdalena Hamáčková