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What is beneficial owner?

“beneficial owner”, in relation to a company or LLP
“beneficial owner” for an ADGM Person who is a trustee, means each of the following but only in respect of the trust governed by the law of the Abu Dhabi Global Market for which the ADGM Person is a trustee
 
“beneficial owner”, in relation to a foundation
any person who owns or controls (in each case whether directly or indirectly), including through bearer share holdings or by other means, more than 25% of the shares or voting rights in the company or LLP;
any person who controls the company or LLP, or
any person who exercises control over the management of the company or LLP.
the settlor of the trust;
any other trustee(s) aside from the ADGM Person;
each beneficiary of the trust;
where the persons (or some of the persons) benefiting from the trust have not been determined, the class of persons in whose main interest, in the opinion of the Registrar, the trust has been established or operates; and
any other person who, in the opinion of the Registrar, has control over the trust.
 
the founder;
the foundation council members (except council members that are ADGM registered corporate service providers);
the guardian, if any; and
the beneficiaries (if named) or designee (if no beneficiaries are named) in whose main interest, in the opinion of the Registrar, the foundation has been established or operates.
“control” if in relation to a company means such person who:
holds, directly or indirectly, more than 25% of the company’s shares;
holds, directly or indirectly, more than 25% of the voting rights in the company; or
holds the right, directly or indirectly, to appoint or remove a majority of the board of directors of the company;
in relation to an LLP, the person, holds, directly or indirectly, more than 25% of the voting rights in the conduct and management of the LLP.
 
“control” means a power (whether exercisable alone, jointly with another person or with the consent of another person) under the trust instrument or by law to:
dispose of, advance, lend, invest, pay or apply trust property;
vary or terminate the trust;
add or remove a person as a beneficiary to or from a class of beneficiaries;
appoint or remove trustees or give another person control over the trust; and
direct, withhold consent to or veto the exercise of a power mentioned in sub-paragraphs (a) to (d).
A person shall have “control” in relation to a foundation if such person:
holds, directly or indirectly, more than 25% of the voting rights in the conduct and management of the foundation;
holds the right, directly or indirectly, to appoint or remove a majority of the officials of the foundation.
Note:
Where any of the above roles are fulfilled by a company, LLP or partnership, the ADGM Person shall identify the natural persons who are the beneficial owners of such company, LLP or partnership, unless the company is a listed company.
 
In any case where a beneficial owner is:
•   a listed company; or a company that it wholly-owned by the Federal Government of the United Arab Emirates, or by any of the governments of the member Emirates of the United Arab Emirates; or a company created by Emiri decree within the United Arab Emirates, it shall be treated as a natural person for the purposes of the Regulations, and therefore (for the avoidance of doubt) as the beneficial owner of the ADGM Person.
•   “listed company” means a company listed on a stock exchange recognised by the Registrar and subject to disclosure requirements which enable its beneficial owners to be identified.
•   “Beneficial owner”, in relation to a partnership (other than an LLP), means any person who ultimately is entitled to or controls (in each case whether directly or indirectly) more than 25% share of the capital or profits of the partnership or more than 25% of the voting rights in the partnership.