OBLIGATION TO REPORT BENEFICIAL OWNERSHIP IN MONACO

Under Article 14 of the Ordinance, it appears that where there is a legal entity, the beneficial owner may be:

• a natural person or person(s) who ultimately directly own(s) or control(s) 25% of the share capital or voting rights; or
• a person or person(s) who exercise(s) control over the share capital or management bodies (management, administrative, etc.) by any other means (i.e. other than by directly or indirectly holding 25% of the share capital or voting rights).

Division of ownership is also referred to at Article 14 of Sovereign Ordinance No. 7.065, and is dealt with as follows:

• natural persons having bare ownership who ultimately directly or indirectly own or control 25% of the share capital or voting rights are considered to be beneficial owners;
• natural persons with usufruct who ultimately directly or indirectly own or control 25% of the share capital or voting rights are considered to be beneficial owners.

In France, a beneficial owner is considered to be:

• any natural person who holds directly and/or indirectly (via an intermediate entity) at least 25% of the share capital and/or voting rights;
• if the latter is unknown (e.g. no shareholder holds, whether directly and/or indirectly, more than 25% of the share capital and/or voting rights), any person exercising a right of control over the board of directors and/or management (e.g. a managing director or president) must be declared.

Article 13 of Ordinance No. 7.065 states which elements must be reported to enable identification of beneficial owners (see. below).

In addition, where ownership is indirect, the manner in which share capital is held must be provided.

Similarly, the manner in which persons exercise control over the company or entity must be provided where this is “by any other means”.

In addition, the date on which a person became a beneficial owner of the company must be provided.

The beneficial ownership form must be signed by:

• the legally authorised representative of the company;
• or anyone else authorised to represent the company.

Regarding the identity of persons having access to the information published in the “register of beneficial owners”, Article 22 of Law No. 1.362, as amended by Law No. 1.462 specifies that the following will have access to this data:

• the Monegasque public authorities (e.g. the Service d’Information et de Contrôle sur les Circuits Financiers, the judicial authorities, and authorised agents of the Department of Tax Services);
• organisations and other persons defined in Articles 1 and 2 of the Law;
• anyone with a legitimate interest in money laundering, terrorist financing and/or corruption, provided that they are authorised by the President of the Court of First Instance.

The beneficial ownership register will be annexed to the register at the RCI.

Important: entities and companies have a period of 2 years from the publication of Law No. 1.462 to file the form with the RCI, so you have until 28 June 2020 to meet your reporting obligations.

Contact Maître Benjamin A. Kergueno, Attorney at Law today if you are dealing with issues related to real estate law in France and on the French Riviera.

Maître Benjamin A. Kergueno, LL.M will provide you with a full set of informations and with the adequate counsels for sorting it out.

For more information or to schedule an appointment with an experienced lawyer regarding real estate law in France, please contact us.