News Flash February 2019 - Beneficial Owner Central Register (BOCR) 13/02/2019

Taking into account the Legal Regime on the Beneficial Owner Central Register approved by Law no. 89/2017 of August 21st and by Ordinance no. 233/2018 of August 21st, we remind some of the main obligations to be complied as from the 1st January 2019.

Beneficial Owner Central Register (BOCR): database with information about natural persons who, directly, indirectly or through third parties, have the ownership and effective control over the Reporting Entities.

Reporting Entities: collective entities that carry out an activity or practice an act or legal transaction in national territory that determines the obtaining of a tax identification number (NIF) in Portugal, namely companies, associations, foundations, business entities, civil societies, cooperatives, funds or trust.

Initial declarative obligation:

i. Entities already incorporated on the 1st October 2018:
- until April 30th 2019 - Reporting Entities subject to commercial registration;
- until June 30th 2019 - Reporting Entities not subject to commercial registration.

ii. Entities incorporated after the 1st October 2018 – 30 days after:
- incorporation of the Reporting Entities subject to commercial registration;
- registration in the Central File of Legal Entities (Ficheiro Central de Pessoas Coletivas) of Reporting Entities not subject to commercial registration;
- tax number attribution to Reporting Entities not subject to the Central File of Legal Entities (Ficheiro Central de Pessoas Coletivas).

Update declaration: 30 days after any change.

Annual confirmation: until 15th July (starting in 2020).

Penalties: Reporting Entities that fail to comply with the reporting obligations will be subject to fines, publication of non-compliance on the BOCR website and prohibit to:

- distribute profits;
- execute (or renew) supply contracts, public works contracts, or contracts of purchase of services and goods with the State;
- apply for public service concessions;
- benefit from European structural and investment funds;
- conclude contracts relating to the sale, acquisition, transfer or encumbrance of immovable property or of immovable property rights.

For an in-depth discussion of any of the above issues or to be helped in the declaration process, please do not hesitate to contact us.

DISCLAIMER: Although GPA has been careful in drafting this information, GPA will not be liable for any damage or injury arising from a decision made on the basis of the information described herein. This information is merely informative and does not replace any professional advice appropriate to the specific case, so this document should not be considered as a legal opinion.