The Kenya Companies Beneficial Ownership Information Regulations, 2020 require companies to reveal details of their shareholders for the register kept at the Companies Registry. The Companies Act defines a beneficial owner as a natural person who ultimately owns or controls a legal person or arrangements or a natural person on whose behalf transactions are conducted. Beneficial owners include persons who effectively control a legal person or arrangement.

So, who is a beneficial owner of a company? Here are the criteria:

• Holds at least ten per cent (10%) of the company’s issued shares.
• Exercises at least ten per cent (10%) of the voting rights in the company.
• Holds the right to appoint or remove a director of a company.
• Exercises significant influence or control over a company.

The company register of members must include the following information:

• Names and addresses of the members.
• National ID card number or passport number.
• KRA PIN.
• Nationality and date of birth.
• Contact information, including postal address, residential address, current phone number, and email address.
• Occupation.
• Nature of ownership or control and any other information the Registrar may require occasionally.
• Date of registration as a member and any beneficial owners, if any.
• Date of cessation as a member.

A company must provide a copy of its register of members to the Registrar, including information on beneficial owners, if any, within thirty days of its preparation. In addition, a company other than a public liability company must provide a copy of any amendment to its register of members within fourteen days of making the amendment.

For further information and assistance, contact us at rna@raynessanalytica.com.