The General Laws Amendment Act amended several pieces of legislation including the Companies Act Amended, which was enacted on April 1, 2023. The Act seeks to enhance the quality of beneficial ownership information and introduces the Beneficial Ownership Return which is required to be filed by each company.
Companies and close corporations are now required to establish and maintain a Beneficial Ownership Register. This includes profit companies, non-profit companies, external companies, non- exempt state-owned companies, and close corporations.
“Beneficial Ownership”, in relation to a company, refers to a person who either directly or indirectly, “ultimately owns that company or exercises effective control of that company”.
In addition to establishing and maintaining a Beneficial Ownership Register, Beneficial Ownership information must be submitted and registered with the CIPC by 1 October 2023. This is required where a person holds more than 5 %Beneficial Ownership in an entity.
Beneficial Ownership information must be submitted to the CIPC with the next filing of a company’s annual CIPC returns but before the deadline of 1 October 2023. Such records must be updated where any changes to Beneficial Ownership take place, within 5 days from the date of the change.
Once Beneficial Ownership information has been captured on the CIPC’s platform, it is processed accordingly. A Beneficial Ownership Confirmation Certificate is then issued, to show that the entity has updated its Beneficial Ownership with the CIPC.
The deadline announced is 1 October 2023, which leaves little time for complex structures.
CIPC have published Beneficial Ownership User Guide (click here), to assist users with updating the beneficial ownership record.