Following the legislative change, companies and other legal entities must now register their beneficial owners in the Register of Beneficial Owners. This initiative aims to enhance transparency and combat financial crimes such as money laundering. The obligation to register takes effect on July 31, 2025, but companies can begin registering their beneficial owners now. The board of directors is responsible for the registration, and failure to comply may result in fines.
These entities are subject to registration
The registration requirement applies to legal persons, entities, and other associations conducting business or who are registered in Norway. This includes, among others, limited liability companies, public limited companies, partnerships, cooperatives, and Norwegian branches of foreign entities. On the Brønnøysund Register Centre's website, businesses can enter their organization number to verify whether they are subject to the registration obligation. Who is considered a beneficial owner? A beneficial owner is a physical person who meets one or more of the following criteria:
- Owns more than 25% of the shares in the entity.
- Controls more than 25% of the voting rights in the entity.
- Has the right to appoint or remove more than half of the board members.
- Exercises influence or control in other ways (e.g. rights to decide or veto).
Individuals who indirectly control a business through ownership or influence over intermediary companies can also be considered beneficial owners.
The definition of beneficial owners differs from the Norwegian Money Laundering Act. The differences pertain to two key points: Identification through close family members, and the approach to indirect control. To have indirect control under the Money Laundering Act, an individual must control more than 25% at each level of ownership. In other words, the threshold for being considered a beneficial owner is lower under the Money Laundering Act.
The company is responsible for assessing whether they have beneficial owners. Information about who the beneficial owners are can typically be obtained from the business’s documents, including the memorandum and articles of association, the share register, and shareholder agreements. If the company does not have any beneficial owners, this must also be registered.
This information must be registered
The information to be registered includes the beneficial owners' name, national identification number, country of residence and citizenship. Additionally, it must be specified why the individual qualifies as a beneficial owner.
Entities subject to registration must retain information and assessments about beneficial owners for ten years after the individuals cease to be beneficial owners.
The registered information will be accessible to entities subject to reporting requirements under the Money Laundering Act, as well as to public authorities, the media, civil society organizations, and higher education institutions
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