Beneficial owners in co-operatives and companies with limited liabilities
Last updated: 1 October 2024.
Check if your organisation must register beneficial owners:
A co-operative and a company with limited liability is required to have at least two board members/owners and must register whether they have beneficial owners or not.
Worth knowing prior to the registration:
A beneficial owner is a Norwegian or foreign person who meets one or more of these criteria:
-
has the right to appoint or remove more than half of the board members in the organisation
Example: In accordance with the agreement/articles of association, certain share classes may provide the right to elect a given number of the company’s board members
-
influence/control in another way
Example: Rights to decide or veto, or situations where the person’s recommendation is followed consistently by the majority shareholders or owners
You are a beneficial owner based on direct ownership or control or indirect ownership or control.
When there is no business between you and the business subject to registration, you are a beneficial owner on a direct basis.
Example:
A person who controls a sufficient share of a business who in turn has sufficient control of the business obliged to register beneficial owners.
To be a beneficial owner, a person must indirectly control more than 25 percent at the first level, then control 50 percent or more at subsequent levels.
At the first level, the following rules apply:
- ownership more than 25 percent
- voting rights more than 25 percent
- the right to appoint or remove more than half of the board
- influence/control in another way
At all the other levels below apply:
- voting rights 50 percent or more
- the right to appoint or remove more than half the board
Businesses that are between the business subject to registration and the beneficial owners are called intermediate businesses.
A person can be a beneficial owner on an indirect basis in three different ways:
Most of the beneficial owners will be identified in the business’ documents, such as the memorandum and articles of association, the share register and shareholder agreements. Generally speaking, the information here will be sufficient to identify the beneficial owners.
The board is responsible for keeping information about the beneficial owners of the organisation.
- full name
- national identity number or d-number
If a beneficial owner does not have a national identity number or d-number, you must state the date of birth - country of residence
- all citizenships
- organisation number – when it is indirect ownership or control
You must indicate whether you are the beneficial owner due to ownership, voting rights or the right to appoint or remove board members, or control/influence in any other way.