The Bottom Line
- Clarified Compliance: For now, companies in Sint Maarten are only legally required to submit basic personal data for their Ultimate Beneficial Owners (UBOs), such as name, address, and nationality. The Chamber of Commerce cannot compel the submission of additional information like tax IDs or specific “UBO declarations.”
- Registration Cannot Be Refused: The Chamber of Commerce must accept and process UBO registration forms that contain all legally mandated information, even if additional, non-statutory data is omitted. However, the Chamber retains the right to ask for verification documents (e.g., a passport) to confirm the data provided.
- Expect Stricter Rules Ahead: This ruling highlights a temporary gap in legislation. The court explicitly noted the need for new laws to meet international anti-money laundering (FATF) standards. Businesses should prepare for more comprehensive UBO registration requirements to be enacted soon.
The Details
A recent ruling from the Court of First Instance of Sint Maarten has provided critical clarity on the scope of UBO registration requirements. The case arose when several companies submitted their UBO information to the Chamber of Commerce and Industry, only to have their registrations refused. The Chamber argued the submissions were incomplete, demanding additional information and documents, including tax identification numbers and specific UBO declarations, to ensure the data’s accuracy. The companies contended that these demands went beyond the scope of current law and sued to compel the Chamber to accept their filings.
The court sided largely with the companies, grounding its decision in the principle that an administrative body cannot demand more than the law explicitly allows. By examining the current Commercial Register Ordinance and its associated decrees, the judge determined that the legal obligation is limited to providing specific “personal data”—namely, the UBO’s name, address, date and place of birth, and nationality. While acknowledging the Chamber’s valid interest in preventing money laundering—especially given Sint Maarten’s “grey list” status with the Financial Action Task Force (FATF)—the court found no statutory basis for demanding tax IDs or other documents not listed in the current regulations.
This judgment has significant practical implications. The court ordered the Chamber of Commerce to accept the registration forms containing only the legally required data. It did, however, affirm the Chamber’s authority to verify this information by requesting sight of supporting documents, such as an ID, but noted there is no legal basis for the Chamber to store copies of these documents. The ruling serves as a clear message to the legislature: the current legal framework is insufficient. The court urged lawmakers to pass the proposed, more robust UBO legislation swiftly to provide the Chamber with the necessary legal tools and bring Sint Maarten in line with international standards.
SOURCE: Court of First Instance of Sint Maarten
