Beneficial Ownership Registers
The Director General of the Business Registration Service (“BRS”) issued a Public Notice on 30 July 2021 notifying the public of the progress made by BRS in the implementation of the Beneficial Ownership E-Register.
The notice intimated that the BRS team was focused on enabling compliance with the Companies Act, 2015 and highlighted the following:-
- Private companies registered under the Companies Act, 2015 and the Companies Act, Cap. 486 Laws of Kenya (now repealed) should comply with Section 93A of the Companies Act, 2015 and submit a copy of the Beneficial Ownership registers to the Registrar of Companies if they have not done so.
- Any application by an unverified company for linking a business (to enable the updating of the Beneficial Ownership information) or any application for updating the Beneficial Ownership information already lodged on the BRS portal and is queued in the system, shall for the time being serve as a stay of the deadline for compliance pending the processing of the application.
What this means to your Company:
- If your company has submitted its Beneficial Ownership information but the application has not yet been reviewed and approved, there is a stay of the 31 July deadline, and the company is safe from whichever administrative or enforcement action BRS is contemplating.
- If your company has made an application to link its business to the online e-citizen platform (BRS) prior to deadline and this application is yet to be reviewed and approved, there is a stay of the 31 July deadline.
iii. If your company is verified on the BRS platform and has not submitted the Beneficial Ownership filing, the company should make the Beneficial Ownership information filing as soon as possible otherwise it faces the risk of being subjected to the administrative or enforcement BRS intends to take.
- If your company is not verified on the BRS platform and a linking application for it has not been made, the company should take steps to have it linked and subsequently make the Beneficial Ownership information filing, otherwise it would be subject to the administrative or enforcement action that BRS intends to take.
We understand that the administrative or enforcement actions and timelines for implementation are yet to be determined, but they could potentially include striking off non-compliant companies or restricting transactions for non-compliant companies on the BRS platform.
BRS indicated that they would be issuing further communication on the matter. We expect that they will address the question of how long the stay is valid for and also outline the actions they intend to take on non-compliant companies.
