All legal entities established in Lithuania (except for those whose sole participant is the state or a municipality) have to submit information on their final beneficiaries to the Registers Centre, the administrator of the Beneficiary Information System for Legal Entities (JANGIS) until 1 August 2022.
Why is it obligatory to provide information on ultimate beneficial owners (UBOs)?
The obligation is set in the Law on Prevention of Money Laundering and Terrorist Financing of the Republic of Lithuania, which implements Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015. The legislation aims to: increase transparency and public trust and prevent money laundering and terrorist financing.
Providing information is a prerequisite for obtaining services from financial institutions (e.g. opening an account, money transactions, etc.). Other operators, such as auditors, bailiffs, notaries, accountants, etc., are also obliged to use JANGIS data. Entities that do not provide information to the JANGIS system risk not receiving the necessary services from these service providers.
The management body of the legal person is responsible for the accuracy and correctness of the data on the legal person and is liable not only for failure to provide the information on time but also for providing inaccurate or incorrect data.
Who is the ultimate beneficial owner?
- Direct owner – a natural person who directly controls a legal entity by holding more than 25% of the ownership rights and/or voting rights;
- Indirect owner – a natural person who controls a participant(s) in a legal entity and thus indirectly holds more than 25% of the ownership rights and/or voting rights in the legal entity;
- A natural person who controls a legal person by other means, for example, has the right to appoint or remove the legal person’s directors and make strategic decisions.
- In the absence of such persons, a beneficiary is a natural person who exercises other rights, e.g. manager, chairman, member of the board of directors or other collegial body, etc. (e.g. a senior manager).
The roles of the ultimate beneficial owners are disclosed in Table 1 below.
Table 1. Role of the ultimate beneficial owner
| DIRECT OWNER | INDIRECT OWNER | PERSON CONTROLLING BY OTHER MEANS | PERSON EXERCISING OTHER RIGHTS (If no natural persons eligible for 1-3 have been identified) |
|---|---|---|---|
|
1) Shareholding in shares/units/contributions (≥ 25 %) or 2) Share of votes (≥ 25 %)
|
1) A natural person who controls and/or owns more than 25% of the ownership and/or voting rights of a legal person or an investment fund which owns more than 25% of the ownership or voting rights of an LT legal person; 2) A natural person controls and/or owns more than 25% of the ownership rights and/or voting rights in a legal person, all of whom together own more than 25% of the ownership rights or voting rights in the LT legal person; 3)A natural person directly or indirectly controls legal persons with which the natural person jointly holds more than 25% of the ownership or voting rights of the LT legal person. |
1) Having the right to appoint and/or remove the head of the legal person and/or members of the management board (or other collegiate management body); 2) Authorised to approve the annual financial statements relating to the payment of dividends; 3) Having the right to veto decisions of the governing bodies of a legal person; 4) Other ways of controlling the legal person through close family, other personal or business ties (the UBO may not have direct influence over the legal person); 5)Having access to, or otherwise benefiting from, the assets and/or activities of a legal person; 6)Other ………….. |
1) Director 2) Chairman of the Management Board (or other collegiate management body) 3) Member of the Management Board (or other collegiate management body) 4)Other (senior manager) |
How to submit data on UBO?
Data is submitted to JANGIS only in electronic form, by logging into the self-service of the Centre of Registers. The lists of participants and UBOs generated from these data shall be signed with a qualified electronic signature.
Who can provide information?
Data may be submitted to the JADIS beneficiary subsystem (JANGIS) by:
- the head of the legal entity;
- an authorised person (power of attorney holder);
- a proxy holder, where a proxy has been registered in the Register of Legal Entities.
What information needs to be provided on UBO?
- UBO’s personal data:
- Name Surname;
- Date of Birth;
- Identification number (if a personal identification number is granted under foreign Law).
- Proof of identity:
- A copy of the document;
- Name of the issuing country of the identity document;
- Document type (passport/ID);
- Citizenship (citizenships).
- Permanent place of residence:
- Country of permanent residence;
- Full address of the place of residence;
- Name(s) of country(-ies) of tax residence.
- UBO role.
- If the beneficiary is an indirect owner, information on controlled legal entities (see Table 2 below).
- Important! Please note that when entering data in JANGIS, it is not sufficient for legal persons to declare who their UBOs are, but it is also required to provide a “tree” of the structure and to produce the following supporting documents in the appropriate format: copies of the UBOs’ identity documents; in the case of an indirect UBO who indirectly controls through a foreign legal person(s), officially translated apostilled extracts of the foreign legal person(s).
Table 2: Information on legal persons through which a natural person has control over a Lithuanian legal entity
| PRINCIPAL INFORMATION | ADDITIONAL INFORMATION |
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If the legal entity is registered abroad: | If the investment fund is involved: | If the state or municipality is involded: |
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Who will have access to the information?
UBO data will be accessible to state and municipal authorities, credit and financial institutions, the media, natural and legal persons in the cases provided for by Law, and the general public.