• PART 5 PART 5 MISCELLANEOUS

    • 21. Meaning of “beneficial owner”

      The meaning of the expression “beneficial owner” and any related expressions for the purposes of these Regulations are prescribed under Schedule 1 (Meaning of Beneficial Owner).

    • 22. Service of Documents

      The provisions of:

      (a) the Companies Regulations (Paper Form) Rules 2015; and
      (b) the Companies Regulations (Electronic Filing) Rules 2015,

      shall apply to information submitted to the Registrar pursuant to these Regulations. Such section shall apply irrespective of whether the beneficial owner is a company subject to the Companies Regulations.

    • 23. Exemption orders

      The Board may make rules to provide for:

      (a) specified ADGM Persons; or

      (b) ADGM Persons falling within a specified class,

      to be exempt from the obligations prescribed in these Regulations.

    • 24. Fees payable to the Registrar

      (1) The Board may make rules requiring the payment to the Registrar of such fees in connection with the Registrar’s administration of these Regulations.
      (2) Such rules may prescribe different levels of fees for each ADGM Person.
      (3) Any fee which is owed to the Registrar under any provision made by such rules may be recovered as a debt due to the Registrar.
      (4) The Registrar may refuse to accept information or documentation delivered to it under the terms of these Regulations which is not accompanied by the payment to the Registrar of the fees due on such application.

    • 25. Guidance

      The Registrar may issue such guidance as he thinks necessary for the purposes of these Regulations and other enactments making provision in respect of beneficial ownership and control.

    • 26. Interpretation

      (1) In these Regulations, unless the context otherwise requires:
      Abu Dhabi Global Market” has the meaning set forth in the Interpretation Regulations;
      ADGM Founding Law” has the meaning set forth in the Interpretation Regulations;
      ADGM Person” has the meaning prescribed to it in section 27;
      Board” has the meaning set forth in the Interpretation Regulations;
      beneficial owner” has the meaning prescribed to it in Schedule 1;
      commencement” has the meaning set forth in the Interpretation Regulations;
      Commercial Licensing Regulations” means the Commercial Licensing Regulations 2015;
      Companies Regulations” means the Companies Regulations 2015;
      conduct” includes acts, omissions and statements;
      Court” has the meaning set forth in the Interpretation Regulations;
      documents” means information recorded in any form (including without limitation, in electronic form) and, in relation to information recorded otherwise than in legible form, references to its production, howsoever expressed, include references to the production of the information in hard copy; and a document is sent or supplied in hard copy form if it is sent or supplied in a paper copy or similar form capable of being read;
      enactment” has the meaning set forth in the Interpretation Regulations;
      fine” has the meaning prescribed to it in section 19;
      Foundations Regulations” means the Foundations Regulations 2017;
      FSRA” has the meaning set forth in the Interpretation Regulations;
      Interpretation Regulations” means the Interpretation Regulations 2015 (as amended from time to time);
      LLP Regulations” means the Limited Liability Partnerships Regulations 2015;
      minimum retention period” means:
      (a) a period of at least six (6) years starting from the date of the dissolution or termination of the ADGM Person in question; or
      (b) such longer period as the Registrar may direct;
      month” has the meaning set forth in the Interpretation Regulations;
      person” includes:
      (a) a natural person;
      (b) a company;
      (c) any other legal person; and
      (d) an unincorporated body of persons;
      record of beneficial owners” has the meaning prescribed to it in section 2(5);
      Register” has the meaning prescribed to it in section 11;
      Registrar” has the meaning set forth in the Interpretation Regulations;
      relevant change” has the meaning prescribed to it in section 3;
      Investment Trust” has the meaning set forth in the Financial Services and Markets Regulations 2015;
      listed company” means a company listed on a stock exchange recognised by the Registrar and subject to disclosure requirements deemed appropriate by the Registrar;
      regulatory legislation” means:
      (a) Financial Services and Markets Regulations 2015, and any enactments or rules passed thereunder;
      (b) Common Reporting Standard Regulations 2017, and any enactments or rules passed thereunder; and
      (c) any other enactment prescribed for the purposes of these Regulations by the FSRA;
      required particulars” has the meaning prescribed to it in subsection 2(5);
      writing” has the meaning set forth in the Interpretation Regulations; and
      year” has the meaning set forth in the Interpretation Regulations.
      (2) Any reference in these Regulations to an enactment is a reference thereto as from time to time amended, re-enacted (with or without modification), extended or applied.

    • 27. Meaning of “ADGM Person” and associated terms

      (1) In these Regulations, an “ADGM Person” means:
      (a) a company incorporated under the Companies Regulations;
      (b) an LLP incorporated under the LLP Regulations;
      (c) a foundation established under the Foundations Regulations; or
      (d) a trustee of a trust governed by the law of the Abu Dhabi Global Market.
      (2) In these Regulations, the “officers” of an ADGM Person means:
      (a) in the case of a company, the officer of the company (within the meaning prescribed under section 1028 of the Companies Regulations);
      (b) in the case of an LLP, those members (within the meaning prescribed under section 3 of the LLP Regulations) of the LLP exercising functions under the members’ agreement equivalent to the functions of the officers of a company;
      (c) in the case of a foundation, the founder, councillor or guardian of the foundation (each within the meaning prescribed under section 47 of the Foundations Regulations); and
      (d) in the case of a trustee that is a not a natural person, any director (or equivalent) of a corporate trustee, or any other person exercising control over the trustee.
      (3) In these Regulations, the “members” of an ADGM Person means:
      (a) in the case of a company, the members of the company (within the meaning prescribed under section 143 of the Companies Regulations);
      (b) in the case of an LLP, the members of the LLP (within the meaning prescribed under section 3 of the LLP Regulations); and
      (c) in the case of a foundation, the beneficiaries (if any) of the foundation (within the meaning prescribed under section 31 of the Foundations Regulations).

    • 28. Short title, extent and commencement

      (1) These Regulations may be cited as the Beneficial Ownership and Control Regulations 2018.
      (2) These Regulations apply in the jurisdiction of the Abu Dhabi Global Market.
      (3) These Regulations come into force on the date falling six (6) months from the date of their enactment.