17/08/21

BARBADOS: Acting Attorney General Abrahams Introduces Corporate Miscellaneous Provisions Bill.

As published on barbadosadvocate.com, Tuesday 17 August, 2021.

It is important that the beneficial ownership information of companies operating in this country is accurate and kept up to date.

Acting Attorney General, Wilfred Abrahams, spoke to this recently as he introduced the Corporate Miscellaneous Provisions Bill 2021 to the House of Assembly, which once passed by both Houses of Parliament, will amend several pieces of legislation including the Companies Act, the Companies Regulations, the Societies with Restricted Liabilities Act and the Trademarks Act. He said the amendments are in keeping with the Government’s thrust to meet their international obligations regarding anti-money laundering.

“Those who have had reason to delve into company law or those who have reasons to deal with companies know that traditionally in Barbados, companies lag in their filings. You keep the notice of directors as updated as possible, because there are certain liabilities that attach to directors that don’t necessarily attach to shareholders. There are statutory responsibilities attached to directors – the payment of NIS and the payment of VAT. If those are not done, then those may form a personal liability on behalf of the director, but not necessarily the shareholder. So sometimes people trade shares, buy and sell shares, swap shares, pledge shares, but those shares are not notified, or that change in ownership of the shares is not notified to Corporate Affairs. That is kept in a separate register with the secretary of the company, and it may never reach Corporate Affairs. But if a director resigns, it is incumbent upon the secretary or the other directors to file a notice of change in directors,” he insisted.

Abrahams said that in addition to ensuring that the beneficial ownership information is kept updated for all legal persons, it is also important that the Financial Intelligence Unit, law enforcement agencies and competent authorities have timely access to such information.

“What if you don’t do it? We have to introduce effective, proportionate and dissuasive sanctions for legal persons who fail to obtain or keep accurate their updated information. We have to demonstrate to the international community that we are actually doing that,” he said.

His comments came as he pointed out that one of the biggest complaints about Barbados on the international scene, is that though the country is passing legislation to stamp out money laundering, there is no evidence that it is actually being enforced.

“...Because they’re not seeing the amount of money laundering cases or convictions that should show that our regime is strong and enforceable, and also being enforced. Quite frankly, we end up toeing the line of international standards where such standards may not necessarily be applicable to Barbados,” he said.

The Acting Attorney General said that the standards are set, in many instances, to accommodate jurisdictions where money laundering and funding of international terrorism are widespread. In that vein, he argued that the fact that Barbados has not prosecuted or convicted could be because such activities are not taking place in this country or the regulatory regime is not sufficient to catch it and the enforcement regime is not sufficient to prosecute it. Nevertheless, he said steps are being taken to address those concerns.

“But in any event, what we’re doing is saying we are moving away from that grey area. We’re going to put all the things in place, we’re going to empower the authorities to investigate, prosecute, and reprimand persons who are guilty. Having put all these regimes in place, let us now see exactly what the extent of it is in Barbados – whether it is a lot or whether it is zero,” he said. (JRT)