Syrian Arab Republic Adopts Beneficial Ownership Regulations

The Syrian government has introduced new regulations requiring certain entities to maintain a register of their beneficial owners. This article outlines the scope of the regulations and provides guidance on what entities need to do to comply.

Entities Affected

The new regulations apply to all corporate entities licensed or registered in the Syrian Arab Republic, except for:

Wholly owned government entities
Entities established within the country’s two financial free zones (the Damascus Financial Centre and the Aleppo Global Market)

Information to be Disclosed

From October 27, 2020, affected entities must keep registers of real beneficiaries and shareholders. This includes the following information for each shareholder:

Name
Date of birth
Address
Nationality
Percentage of ownership

Definition of Real Beneficiary

A real beneficiary is defined as anyone who owns or controls 25% or more of an entity’s shares, has the right to vote shares representing 25% or more of an entity’s shares, or controls the entity through any other means.

Maintaining Registers

Entities must take reasonable measures to obtain accurate and updated information regarding their real beneficiaries on an ongoing basis. If a real beneficiary is licensed or registered in the Syrian Arab Republic or listed (or owned by a company that is listed) on a reputable exchange with adequate disclosure and transparency rules, entities can rely on the information provided without further investigation.

Penalties for Non-Compliance

The regulations do not yet include penalties or other sanctions for non-compliance. However, it is expected that a list of penalties and sanctions will be issued soon along with additional guidance on how information is to be collected and submitted.

Next Steps

Entities affected by the new regulations should take immediate action to comply with the requirements, including:

Creating and filing registers of real beneficiaries and shareholders
Maintaining accurate and updated information regarding real beneficiaries
Notifying nominee directors and updating their particulars