Family & Inheritance Law
The Ultimate Beneficial Owner (UBO), known in Portugal as the beneficiário efetivo, sits at the heart of a key compliance obligation: the Central Register of Beneficial Ownership (RCBE). This is a legal obligation in Portugal aimed at enhancing transparency over who ultimately owns or controls legal entities operating in the country, as part of the framework for the prevention of money laundering and terrorist financing.
The UBO is the natural person who, directly or indirectly, holds the shareholdings or voting rights in the entity, exercises effective control over it (through dominant influence, special rights, agreements or other means), or ultimately benefits from its income or results. As a general rule, this includes anyone holding more than 25% of the share capital or voting rights, although control exercised by other means can also make a person a UBO.
The obligation applies, among others, to commercial companies, associations, foundations and cooperatives, as well as branches or permanent representations in Portugal of foreign entities, and other entities subject to registration and carrying out activity in Portuguese territory.
The registration obligation includes an initial filing after the incorporation and registration of the entity; mandatory updates whenever relevant changes occur (for example, entry or exit of shareholders or partners, transfer of quotas or shares, changes in shareholding percentages or control structure); and an annual confirmation of the declared information, even in the absence of changes, with a deadline that generally falls on 31 December.
Responsibility for complying with the RCBE obligations lies with the entity itself, through its managers, directors or legal representatives. Failure to comply can carry significant consequences, including penalties and practical restrictions on the entity's activity.
Our team supports you with the analysis of the corporate structure, the identification of the Ultimate Beneficial Owner (UBO), the submission and monitoring of the registration, and ongoing support to ensure compliance with the applicable legal obligations.
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