The Companies (Beneficial Ownership Information) Regulations, 2020, established through Legal Notice No. 12 dated 18th February 2020, requires all companies to maintain a register of beneficial owners.
According to the (Beneficial Ownership Information) Regulations, 2020 a “Beneficial Owner” is defined as the natural person who ultimately owns or controls a legal entity or arrangement or the person on whose behalf a transaction is conducted.
According to the Kenya Regulations, The beneficial owners’ register must be submitted to the Registrar of Companies using Form BOF1. Any changes to beneficial owners’ particulars should be reported using Form BOF2, and any cessation of beneficial ownership must be communicated via Form BOF3.
The Regulations that apply to a beneficial owner who, whether directly or indirectly are:
- Holding at least 10% of the issued shares, directly or indirectly.
- Holding at least 10% of the voting rights, directly or indirectly.
- The right to appoint or remove a director.
- Exercises significant influence or control over the company (meaning anyone who participates in the financial policies of the company without necessarily having full control of them).