Just at the click of a button, we can access your company registers! Our company registers provides the ability to store all your minutes, resolutions, share certificates, director register, Beneficial Ownership (BO) register, company registration documents, and other statutory documents online, so you can easily find them when you need them again.
in the Cloud
Company Secretarial system
BO + ANNUAL DUTIES
How much it cost?
BO Filing & Annual Duties
Annual Duties Return for Close Corporations
ZAR650Per Year
- Completing the CC7 Bipa Annual Return
- The Fees is charged per year/per company
- Includes File Request @ BIPA
- Filing the Beneficial Owner
- Online Company register to store all your statutory documents
- Extra R950 per year.
Main Requirements:
- Beneficial Ownership Information
- Certified ID or Passport documents
- Company Documents
- Proof of Residential Address
- Timeframe: 1-Week
BO Filing & Annual Duties
Annual Duties Return for Companies
ZAR950Per Year
Completing the CM23 Bipa Annual Return
- The Fees is charged per year/per company
- Includes File Request @ BIPA
- Filing the Beneficial Owner
- Online Company register to store all your statutory documents
- Extra R1,950 per year.
Main Requirements:
- Beneficial Ownership Information
- Certified ID or Passport documents
- Company Documents
- Proof of Residential Address
- Timeframe: 1-Week
at BIPA
Beneficial Ownership Register
The Business and Intellectual Property Authority (BIPA) is established in terms of Section 3 of the BIPA Act, 2016 (Act No. 8 of 2016), as the is the focal point for the registration of business and industrial property and is responsible for the administration and protection of business and intellectual property.
Section 4 (1) of the Financial Intelligence Act 2012 (Act No. 13 of 2012), places an obligation on the Registrar of Companies and Close Corporations, to collect and keep updated beneficial information on members, directors, shareholder or any other form of beneficial owners of a company or close corporation.
Further, Section 4 (2) of the FIA makes it mandatory for all companies and close corporation at registration and annually thereafter, submit to the Registrar of Companies and Close Corporations, up-to-date information on beneficial ownership.
A Beneficial Owner is a natural person who:
(a) ultimately owns or controls a customer or on whose behalf a transaction is being concluded; or
(b) exercises ultimate effective control over a legal person in which such ultimate ownership or ultimate effective control may be exercised directly or indirectly or through a chain of ownership or control other than direct control as contemplated in Schedule 5 of the Financial Intelligence Bill.
The following categories of natural persons are considered as Beneficial Owners in terms of Schedule 5 of the Financial Intelligence Bill:
- A natural person on whose behalf a transaction is conducted.
- A natural person who directly or indirectly or through a trust, other legal person or other legal arrangements holds 25 percent or more of the shares, voting rights or other ownership interest in the legal person;
- A natural person who holds the position of a senior managing in the legal person
- A natural person or through a trust, other legal person or other legal arrangements who jointly exercise direct or indirect control over the legal person;
- A natural person who has the right, directly or indirectly, to appoint or remove majority of the board of directors of the legal person;
- A natural person who has the power to materially influence the decision-making or policy of the legal person;
- A natural person who derives economic benefits, including dividend, right to profit, enjoyment of assets of legal person or able to use significant assets of the legal person, even if the person has no other formal link to the legal person;
- A natural person who has influence or ultimate control over the legal person through any other means.
Beneficial Ownership Forms
A Beneficial ownership form has been developed to be used for the purpose of collecting beneficial ownership information on legal persons registered or to be registered with BIPA. The form is called Beneficial Ownership Declaration Form (BO form). The form consists of 3 Sections, Section A consist of Company information and the type of beneficial ownership, Section B consist of Beneficial Owner’s particular and the attestation and Section C consists of the completion notes. The Beneficial Ownership Declaration form must be completed and submitted to BIPA at:
- Registration of new legal person
- Seven (7) working days after a material change has happened to the BO information
- At the end of each financial year of the legal person
BIPA will not process any application of new business registration, any applications of amendments or updates on entities that have not submitted a complete and accurate BO declaration form.
Use Company Registers for:
Frequently Asked Questions
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Who is a Beneficial Owner?
Beneficial Owner refers to the natural person (s) who ultimately owns or controls a customer and/ or the natural person on whose behalf a transaction is being conducted. It also includes those natural persons who exercise ultimate effective control over a legal person. Only a natural person can be an ultimate beneficial owner, and more than one natural person be the ultimate beneficial owner of a given legal person Beneficial ownership information of legal persons is the information on the identities of a nature of the control exercised over a legal person by: a) The natural person(s) who ultimately have a controlling ownership interest in a legal person, if any; and b) The natural person exercising ultimate effective control over the legal person through other means than ownership interest, if any.
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What makes beneficial ownership information important?
The misuse of legal persons could be significantly reduced if information regarding both the legal owner and the beneficial owner, were available to the authorities in a timely manner. In general, the lack of adequate, accurate and up-to-date beneficial ownership information facilitates ML/TF by disguising: • the identity of known or suspected criminals, • the true purpose of an account or property held by a legal person and/or • the source or use of funds or property associated with a legal person. Legal and beneficial ownership information can assist competent authorities in particular law enforcement authorities and financial intelligence units (FIUs), by identifying those natural persons who may be responsible for the underlying activity of concern. Enhancing the transparency of legal persons makes them less attractive for criminals in hiding their real identities.
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What are the types of legal persons to which beneficial ownership information is relevant?
• Companies • Close Corporations (CC’s) • Trusts
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How does beneficial ownership help combat money laundering and corruption? Is this question not a repetition on the importance of BO information?
By disclosing beneficial ownership information, authorities can better track and investigate suspicious transactions or activities. It therefore becomes more challenging for individuals or entities to hide their true ownership or control of assets, which helps prevent money laundering, corruption and other illicit practices.
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What are the challenges associated with beneficial ownership transparency?
• May include constantly maintaining accurate and up-to-date registers • Ensuring compliance with the relevant laws and regulations • Protecting sensitive personal information • Addressing jurisdictional variations in beneficial ownership requirements. • Striking a balance between transparency and privacy rights
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How is beneficial ownership determined?
Beneficial ownership is determined by looking beyond legal ownership and considering factors such as control, influence, financial interest, or the ability to enjoy the benefit. In terms of the Namibian laws, any person that has more than 20% ownership in an asset/entity, will be regarded as beneficial owner, or that has control other than shares within a company.
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What is a beneficial ownership register?
This is a registry that is to be kept and up dated by BIPA as the authority that registers and regulates legal persons. The Registry will contain BO information on the legal persons.
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Are beneficial ownership registers mandatory?
In terms of Section 4 of the Financial Intelligence Act, 2012, the Business and Intellectual Property Authority (BIPA) are required to collect and keep accurate beneficial ownership information.
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What is the use of a beneficial ownership register?
A register holding beneficial ownership information allows competent authorities to access such information from a direct source in a rapid and efficient manner.
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What information does a typical beneficial ownership register contain?
• Full names of beneficial owner • Date of birth • Nationality • Residential address • National Identification number • Nature or extent of the beneficial interest held by each individual
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Who is required to provide beneficial ownership information?
The legal person is required to provide accurate and up to date information on its Beneficial Owners to BIPA.
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At what point would beneficial ownership information be disclosed?
• Beneficial Information is to be disclosed at the time of registration of the legal person • Within 7 working days after a material change has occurred to the BO information • And the after at the end of the legal person’s financial year end. • All companies and Close Corporations must upon registration collect and keep accurate and up to date BO information and thereafter, annually submit the information to BIPA.
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Who has access to beneficial ownership register information?
• Competent Authorities as defined under FIA will have full access to the BO registry. • The public will have restricted and limited access to the registry. (Names only)
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What form needs to be completed with BIPA on beneficial ownership information?
FORM BO1: Beneficial Ownership Declaration Form o This form is used to LIST all-natural persons, publicly listed companies or government agencies that may be regarded as beneficial owners within the specified company.
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What are the punitive measures taken against any person that does not provide beneficial ownership information or intentionally provides incorrect information to BIPA?
In terms of FIA, If the company or close corporation refuses or fails to provide the information referred to in subsection (1)(a), within the period referred to in subsection (4), the company or close corporation commits an offence and is liable to a fine not exceeding N$10 million, or where the commission of the offence is attributable to a representative of the company or close corporation, to such fine or imprisonment not exceeding a period of 10 years, or to both such fine and such imprisonment, and in addition the Registrar must de-register the relevant company or close corporation.
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Should beneficial ownership information only be provided for newly registered entities, or does it apply to all existing legal persons (Companies and Close Corporations)?
• All existing Companies and Close Corporations are required to visit BIPA and complete the required beneficial ownership forms in order to provide such information to BIPA. • In addition, all new application for registration of Companies and Close Corporation, inclusive of Associations not for Gain (Section 21) Companies, will require completion of beneficial ownership information. • No registration processing will take place without these forms as from the date so determined by the Registrar.
NAMIBIA
Phone: +264 81 418 2034 WhatsApp: +264 81 418 2034 Email: [email protected] WhatsApp Link: click here Website: https://gfi-group1.com
SOUTH AFRICA
Phone: +27 67 286 0786 WhatsApp: +27 67 286 0786 Email: [email protected] WhatsApp Link: click here Website: https://gfi-group1.com