Regulation 13 defines a corporation as any organised group of people or assets, whether or not established as a legal entity, including:
- limited liability company;
- partnership; and
- other form of corporation (not defined).
A corporation is required to report information on its beneficial owners, including any individual who:
- can exercise their power to appoint and dismiss the directors, commissioners, managers, trustees, or supervisors;
- controls the corporation and receives or is entitled to receive direct or indirect benefits from the corporation; or
- is the true owner of the corporation’s assets or share capital.
Some additional criteria apply specifically to limited liability companies when determining their beneficial owners:
- ownership of at least 25% of the shares in the company, as set out in the articles of association;
- ownership of more than 25% of the voting rights in the company, as set out in the articles of association; and/or
- being entitled to more than 25% of the annual profits of the company.
Since there is no distinction between corporations with domestic and foreign investment, foreign investment (PMA) companies are also subject to Regulation 13.
Corporations must report and disclose information on their beneficial owners to “authorised institutions”, which Regulation 13 defines as any government body (central or local) with authority over the registration, legalisation, approval, licensing and dissolution of corporations, and any authority charged with monitoring and regulating the corporation’s business.