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Beneficial Owner Agreement Template for England and Wales

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Key Requirements PROMPT example:

Beneficial Owner Agreement

"I need a Beneficial Owner Agreement to document my 60% ownership interest in a UK technology startup, ensuring compliance with PSC requirements and including specific provisions for potential future investors joining in March 2025."

Document background
The Beneficial Owner Agreement serves as a crucial document in the context of increasing corporate transparency requirements in England and Wales. This agreement is particularly important following enhanced regulatory focus on beneficial ownership disclosure, including the People with Significant Control (PSC) regime and the Economic Crime Act 2022. The document typically includes detailed information about ownership structures, control mechanisms, and compliance obligations, ensuring alignment with UK regulatory requirements while protecting the interests of all parties involved.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement

2. Background: Context and purpose of the beneficial ownership arrangement

3. Definitions: Key terms used throughout the agreement including relevant legislative references

4. Beneficial Ownership Declaration: Details of beneficial ownership structure and percentages

5. Obligations and Responsibilities: Duties of the beneficial owner and other parties

6. Compliance Requirements: Regulatory compliance obligations including PSC register requirements

7. Term and Termination: Duration of the agreement and circumstances for termination

8. Confidentiality: Provisions regarding the confidentiality of ownership information

9. Governing Law and Jurisdiction: Specification of English and Welsh law as governing law

Optional Sections

1. Trust Arrangements: Required when beneficial ownership involves trust structures or nominees

2. International Provisions: Additional provisions for cross-border ownership structures

3. Corporate Governance: Specific governance requirements for complex corporate structures

4. Data Protection: Specific provisions regarding handling of personal data under UK GDPR

Suggested Schedules

1. Schedule 1 - Ownership Structure Chart: Visual representation of the beneficial ownership structure

2. Schedule 2 - Required Disclosures: Detailed beneficial ownership information for regulatory compliance

3. Schedule 3 - Compliance Procedures: Detailed procedures for maintaining compliance with relevant regulations

4. Appendix A - Supporting Documents: List of supporting documentation evidencing beneficial ownership

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Industries

Companies Act 2006: Primary legislation governing company law in the UK, particularly Part 21A which deals with the People with Significant Control (PSC) Register requirements for beneficial ownership disclosure

Small Business, Enterprise and Employment Act 2015: Introduces key amendments to company law regarding transparency of ownership and control of UK companies

Money Laundering Regulations 2017: Sets out the detailed requirements for UK anti-money laundering controls, including due diligence and beneficial ownership verification

Economic Crime (Transparency and Enforcement) Act 2022: Recent legislation enhancing requirements for ownership transparency and enforcement against economic crime

PSC Register Regulations 2016: Specific regulations detailing requirements for maintaining and updating the register of people with significant control

Names and Trading Disclosures Regulations 2015: Regulations governing business names and disclosure requirements for companies and LLPs

Proceeds of Crime Act 2002: Legislation dealing with money laundering and proceeds of crime, affecting beneficial ownership disclosure requirements

Terrorism Act 2000: Anti-terrorism legislation with implications for beneficial ownership verification and reporting

Criminal Finances Act 2017: Enhances investigation powers and introduces new offenses related to tax evasion, affecting beneficial ownership structures

UK GDPR: Post-Brexit data protection regulation governing how personal information of beneficial owners must be handled

Data Protection Act 2018: UK's implementation of data protection requirements, including how beneficial ownership information must be processed

UK Sanctions and Anti-Money Laundering Act 2018: Framework for UK sanctions and anti-money laundering measures post-Brexit, affecting beneficial ownership compliance

Trustee Act 2000: Legislation governing trustee duties and powers, relevant when beneficial ownership involves trust structures

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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