On 23rd December 2022, the Companies (Beneficial Ownership Regulations) 2022 came into force. These regulations are now being enforced by the Malawi Companies Registry and each Company is required to disclose the Beneficial Owner upon re-registration in the Malawi Business Registration System (MBRS), upon filing annual returns, when effecting change of director, shareholder, or performing any function which requires filing or registering a change with the Companies Registry.
Under the Regulations, a Beneficial Owner is defined as a natural person who:
(a) directly or indirectly owns or controls more than five percent of shares of a company or other body corporate;
(b) directly or indirectly owns or controls more than five percent of a company’s voting rights; or otherwise exercises control over a company or its management;
(c) directly or indirectly, has a substantial economic interest in or receives substantial economic benefit from, a company, whether acting alone or together with other persons;
(d) has a significant stake in a company and on whose behalf activity of a company is conducted; or
(e) exercises significant control or influence over a person through a formal or informal agreement, and where such ownership, control or interest is through a trust, the trustee(s), beneficiaries or anyone who controls the trust.
All information with respect to beneficial ownership is treated as public information and may be accessible to the public.For more information contact LEX Africa Legal Alliance member: Law firm in Malawi | Sacranie, Gow & Co on sgow@sacgow.com
