On November 23, 2021, the Dutch Senate has approved a legislative proposal for the implementation of the Dutch UBO-register for trusts. The Trust Register is a public register containing information of the ultimate beneficial owners of trusts and similar legal arrangement such as the Dutch mutual funds (FGRs). It is expected that the Trust Register will be implemented later this year. After implementation, trustees will have 3 months to register the UBOs of trusts.
The Trust register is applicable to (i) trusts and (ii) similar legal arrangements. A trust is a legal relationship under which assets have been placed under the control of a trustee, who manages those. The Netherlands has qualified certain funds without legal personality as legal arrangement similar to trusts. The most common example of a fund that falls under the scope of the Trust Register is the Dutch mutual fund (FGR)).
Who should make the registration?
The trustee – of a trust has the obligation to register information in the Trust Register. In case of a Dutch mutual fund, the manager of that fund will generally be the trustee.
Trusts are not subject to the registration requirement in The Netherlands if the trust and its UBOs are registered in a Trust Register of another Member State of the European Union.
Who is an UBO?
An UBO should always be an individual person, unless certain exceptions apply. The following individuals will in any event be considered to be a UBO:
- the settlor(s);
- the trustee(s);
- the protector(s), if applicable;
- the beneficiaries, or if no individual beneficiaries can be determined, the group of individuals in whose interest the trust in principally established or active; and
- any other individual who, through direct or indirect ownership interest or through other means, can ultimately exercise control over the trust.
Sanctions
Violation of the registration obligations as set forth above is considered a Dutch economic offence which can be sanctioned by criminal or administrative sanctions.