Cabinet Resolution · UAE
Cabinet Resolution Concerning the Administrative Penalties Imposed on Violators of the Provisions of Cabinet Resolution Concerning the Regulation of Real Beneficiary Procedures
Issued 15 December 2023 · In Force
The Cabinet,
- Having reviewed the Constitution; and
- Cabinet Resolution No. (109) of 2023, Concerning the Regulation of Real Beneficiary Procedures; and
- Cabinet Resolution No. (53) of 2021, Concerning Administrative Penalties Imposed on Violators of the Provisions of Cabinet Resolution No. (58) of 2020 Concerning Regulating Real Beneficiary procedures; and
- Based on the proposal submitted by the Minister of Economy, the Minister of Finance and approval of the Cabinet,
It is hereby resolved:
Article (1) — Definitions
In application of the provisions of this Resolution, the words and expressions set forth herein shall bear the meanings ascribed to them, unless the context otherwise requires:
- State: United Arab Emirates.
- Ministry: Ministry of Economy.
- Minister: Minister of Economy.
- Decree-Law: Federal Decree-Law No. (20) of 2018 Concerning Combating Money Laundering and the Financing of Terrorism and Illegal Organisations, as amended.
- Executive Regulations: Cabinet Resolution No. (10) of 2019 concerning the Executive Regulations of Federal Decree-Law No. (20) of 2018 Concerning Combating Money Laundering and the Financing of Terrorism and Illegal Organisations, as amended.
- Registrar: The Competent Authority supervising the Register of commercial names of different establishments Registered in the State.
- Concerned Authorities: Competent Government Authorities implementing any of the provisions of the Law by Decree and the Executive Regulations.
- Real Beneficiary: The Natural person to whom ultimate ownership is transferred or who exercises ultimate control over the Legal Person directly or through a chain of ownership or control, or other indirect means. It also means the natural person on whose behalf transactions are conducted or who exercises ultimate effective control over a Legal Person, as specified in accordance with the text of Article (5) Cabinet Resolution No. (109) of 2023 referred to.
- Board: Any Natural Person acts pursuant to the directions, instructions, or will of another person, who shall be officially appointed or holds a position in Legal Person and is usually a representative of Shareholders, members, or any other interested party.
- Nominee Member: Power of Legal Person in Decision-Making.
- Senior Management Beneficiary Register: Private Real Beneficiary Register of Legal Person that includes all their real data.
- Partners or Shareholders: Private Partners or Shareholders Register of Legal Person that includes all their information.
- Written Notice: Official Notice sent to the Legal Person or their representative by legally available means.
Article (2) — Scope of Application
The provisions of this resolution shall apply to Legal Persons licensed or Registered in the State, including non-financial free zones, that Violate the provisions of Cabinet Resolution No. (109) of 2023 referred to.
Article (3) — Administrative Penalties
- Without prejudice to any penalty or procedure stipulated by the Law by Decree and other relevant legislation, the Registrar has the right to impose Administrative Penalties resulting from Violators of the provisions of Cabinet Resolution No. (109) of 2023 referred to, and in accordance with the Violations and penalties mentioned in the table attached to this resolution.
- In addition to the penalty of the fine imposed on Violations committed for the third time mentioned in the table attached to this decision, the Registrar has the right to suspend the commercial licence and close the commercial store of the Violating Legal Person, provided that this suspension is removed after he pays the Violation fine and corrects it by fulfilling the necessary requirements regarding the Violation.
Article (4) — Fines Amendment
The Cabinet has the power to make any amendments to the fees mentioned herein, whether by addition, deletion or amendment.
Article (5) — Shares of the Federal Government and the Governments of the Emirates from the Proceeds of Revenues from Administrative Penalties
The Cabinet shall issue a decision determining the proportions of sharing the proceeds of Administrative Penalties in this resolution between the Federal Government and the Governments of the Emirates based on the proposal of the Minister of Finance in coordination with the Minister and the Registrar.
Article (6) — Final Provisions
- Fines stipulated in this Resolution shall be collected through the methods decided by the Ministry of Finance.
- For fulfilling the Administrative Penalties specified in accordance with this Resolution, part of the day is considered a full day, and part of the month is considered a full month.
Article (7) — Executive Resolutions
The Minister, in coordination with the Registrar, shall issue the Resolutions necessary to apply the provisions of this Resolution.
Article (8) — Repeals
The Cabinet Resolution No. (53) of 2021 concerning Administrative Penalties imposed on Violators of the provisions of Cabinet Resolution No. (58) of 2020 concerning Regulating Real Beneficiary procedures, shall be repealed. Any provision that Violates or conflicts with the provisions of this resolution shall also be repealed.
Article (9) — Publication and Entry into Force
This Resolution shall be published in the Official Gazette and shall enter into force as of the day following its publication date.
Mohammed Bin Rashid Al Maktoum Prime Minister
Issued by Us: On: 02 Jumada II 1445 A.H. Corresponding to: 15 December 2023 AD
Table Attached to Cabinet Resolution No. (132) of 2023 Concerning the Administrative Penalties imposed on Violators of the provisions of Cabinet Resolution No. (109) of 2023 Concerning the Regulation of Real Beneficiary Procedures
| SN | Violation | Legal Ref. Cabinet Resolution No. (109) of 2023 | First Time | Second Time | Third Time |
|---|---|---|---|---|---|
| 1 | The Legal Person fails to correctly Register the Real Beneficiary details of the Real Beneficiary. | Article (6) and (7) | A Written Notice to the Legal Person to comply within (15) fifteen days from the date of the Notice. | (20,000) twenty thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Notice to the Violator. | (40,000) forty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 2 | Fail to include the data contained in Clause (2) of Article (8) of Cabinet Resolution No. (109) of 2023 referred to in the Real Beneficiary Register. | Article (8) | A Written Notice to the Legal Person to comply within (15) fifteen days from the date of the Notice. | (20,000) twenty thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Notice to the Violator. | (40,000) forty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 3 | The Legal Person does not comply with creating a Real Beneficiary Register and maintain its data. | Article (8/1) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (50,000) fifty thousand AED and a Notice to the Legal Person to correct the Violation within (30) thirty days from the date of the Violation. | (100,000) one hundred thousand AED, along with notifying the Legal Person to correct the Violation. |
| 4 | The Legal Person does not comply with updating a Real Beneficiary Register. | Article (8/1) | A Written Notice to the Legal Person to comply within (15) fifteen days from the date of the Notice. | (15,000) fifteen thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (30,000) thirty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 5 | The Legal Person does not comply with providing the data referred to in Article (10) of the aforementioned Cabinet Resolution No. (109) of 2023 related to the data of the Director or Board Nominee Member to the Registrar. | Article (10) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (40,000) forty thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Notice to the Violator. | (80,000) eighty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 6 | The Legal Person fails to create a Partners or Shareholders Register. | Article (10) | - | (50,000) fifty thousand AED and a Notice to the Legal Person to correct the Violation within (30) thirty days from the date of the Violation. | (100,000) one hundred thousand AED, along with notifying the Legal Person to correct the Violation. |
| 7 | The Legal Person fails to update the Partners or Shareholders Register within (15) fifteen days from the date of the change or becoming aware of it. | Article (10) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (15,000) fifteen thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (30,000) thirty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 8 | The Legal Person does not maintain data details of each Partner or Shareholder or does not include the data contained in Clause (1) of Article (10) of Cabinet Resolution No. (109) of 2023 referred to in the Partners or Shareholders Register. | Article (10) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (30,000) thirty thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (60,000) sixty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 9 | The Legal Person fails to provide the data of the Real Beneficiary Register and the Partners or Shareholders Register to the Registrar and fails to preserve these records from damage, loss or destruction. | Article (11/1) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (15,000) fifteen thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (30,000) thirty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 10 | Legal Person fails to provide any additional data requested by Registrar within (14) fourteen days from the date of the request. | Article (11/2) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (15,000) fifteen thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (30,000) thirty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 11 | The Legal Person fails to disclose the classes of the Real Beneficiary in Complex Structures. | Article (15) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (50,000) fifty thousand AED and a Notice to the Legal Person to correct the Violation within (30) thirty days from the date of the Violation. | (100,000) one hundred thousand AED, along with notifying the Legal Person to correct the Violation. |
| 12 | The Legal Person fails to provide the Registrar with the name of a natural person residing in the State who is authorised to disclose the data or information required by the Law by Decree and its Executive Regulations. | Article (11/4) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (10,000) ten thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (20,000) twenty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 13 | The Legal Person fails to disclose when issuing shares or stakes in the names of persons or members of management to the Registrar within (15) fifteen days from the date of issuing the shares or stakes. | Article (11/6) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (15,000) fifteen thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (30,000) thirty thousand AED, along with notifying the Legal Person to correct the Violation. |
| 14 | The Legal Person subject to dissolution or liquidation, fails to handover the Liquidator the Real Beneficiary Register, the Partners or Shareholders Register within (30) days from the Liquidator appointment. | Article (11/7) | A Written Notice to the Legal Person to comply within (30) thirty days from the date of the Notice. | (5,000) five thousand AED and a Notice to the Legal Person to correct the Violation within (15) fifteen days from the date of the Violation. | (10,000) ten thousand AED, along with notifying the Legal Person to correct the Violation. |
| 15 | The Liquidator fails to maintain the records and all data contained in Cabinet Resolution No. (109) of 2023 referred to, for a period of (5) years from the date of dissolution, liquidation or cancellation. | Article (11/8) | (100,000) One hundred thousand dirhams. |