Update on the introduction of the UBO-register in the Netherlands

In our previous alert we informed you that the Dutch UBO-register was expected to become operational on 10 January 2020. This deadline for the implementation of the UBO-register will not be met. In this update we would like to inform you about the implementation process of the legislative proposal for the implementation of the UBO-register and some important highlights regarding the Dutch UBO-register.

Subsidiaries of listed companies
Dutch listed companies incorporated in the Netherlands and subject to certain publication requirements, are exempt from the obligation to register their UBO’s in the UBO-register. 100% Dutch subsidiaries of listed companies regulated within the EU/EER are also exempt under certain circumstances from registering their UBO in the UBO-register. On 3 December 2019 the Dutch Minister of Finance confirmed that the exemption applies to 100% direct as well as 100% indirect Dutch subsidiaries.

Status of the legislative proposal and the implementation process
On 10 December 2019 the legislative proposal, with certain amendments, was adopted by the House of Representatives (Tweede Kamer). The legislative proposal is subsequently submitted by the Upper House (Eerste Kamer). The process with the Senate starts on 28 January 2020 with the preparation investigation of the Finance Committee of the Upper House (the ‘’Committee‘’). During this process the members of the Committee can make written comments and questions regarding the legislative proposal. The Minister will respond in writing to the contributions. If the committee members have no further contributions with regard to the response of the Minister or if they do not have any contributions in the first place, the Upper House proceeds to a vote. The Upper House can only adopt or reject the legislative proposal. Therefore, how long the process will take, depends mainly on how many contributions the members of the Committee will make. Although, no new deadline is mentioned, our current expectation is that the UBO-register will become operational in the course of Q1 2020. We will inform you as soon as the date on which the UBO-register will become operational is announced.

What do you need to know about the UBO-register?
After entering into effect of the legislative proposal, those required to register UBO information in the UBO register have not more than 18 months to comply in case the company or other (legal) entity is registered in or which registration has been filed to the Dutch trade registry, at the time that the legislative proposal enters into effect. In case such company or other (legal) entity is incorporated/established after entering into effect of the Legislative Proposal, the UBO information should be registered immediately (simultaneously with registration in the Dutch trade register).

For more information regarding the UBO-register, we kindly refer you to our alert of 11 October 2019. Should you have any questions with regard to the Dutch UBO-Register, please do not hesitate to contact us. We will be happy to assist you. Buren can assist you with any question regarding the new obligations imposed by the legislative proposal. Among others, we can assist you with the UBO identification process, with filing or amending UBO information with the UBO register and also requesting restricted access to an UBO’s information. In Luxembourg we have been doing so since the Luxembourg law introducing a similar register was published on 15 January 2019.