Rwanda
Corporate Guide

Is there a requirement to declare beneficial ownership in Rwanda?

Article 116 of the law requires every member or shareholder of a company to declare, or cause to be declared an entry in the register of beneficial owners, information in relation to their beneficial ownership.

In March 2023, the Registrar General issued guidelines for the identification of beneficial owners of legal per-sons and arrangements. These recently issued guidelines provide for the methodology of identification of beneficial owners of companies. The following are the three steps in identifying a beneficial owner:

• Natural person(s) who directly or indirectly hold at least 25% of the shares and / or the voting rights in the company.
• If there is any doubt as to whether the persons with controlling ownership interest are the beneficial owners, or where no natural person exerts control through ownership interests, then the identity of natural persons (if any) exercising control of the legal person through other means should be obtained and verified. Such other means include natural person(s) participating in the financing of the company and close and intimate family relationships, historical or contractual associations. Control may also be presumed even if control is never actually exercised, such as using, enjoying or benefiting from the assets owned by the company.
• Where no natural person is identified in the above methods, the relevant natural persons who hold the positions of senior management are considered beneficial owners. These include:
  1. Natural persons responsible for strategic decisions that fundamentally affect the business practices or general direction of the company.
  2. Natural person(s) who exercises executive control over the daily or regular affairs of the company through a senior management position, such as a director, chief executive officer, chief finance officer, manager, or executive director. The natural person(s) who has significant authority over a legal person’s financial relationships (including with financial institutions that hold accounts on behalf of a legal person) and the ongoing financial affairs of the legal person.

The following is the beneficial ownership information required for filing:

Personal information of the beneficial owner

• Name
• Nationality
• ID / Passport number
• Current residential address
• Email address
• Telephone number
• Date of birth
• Proof of residence
• Occupation / profession
• Proof of occupation
• Professional address
• Taxpayer number (if any)
• Date of becoming a beneficial owner
• Nature and extent of ownership interest
• Date when beneficial owner ceases to be beneficial owner/s (amendments)

Accompanying documents

• Copy of ID or passport;
• Proof of owning shares in the company (share certificate, or full information certificate of the company), where applicable;
• Proof of voting rights (articles of association or shareholder agreement), where applicable;
• Proof of occupation; and
• Proof of senior managerial position, where applicable.