Legal Update: What happens with the shares of a deceased UBO 

On August 29, 2024, the Registrar of Companies issued important guidelines on how to handle the situation when a company’s ultimate beneficial owner (UBO) passes away. If the deceased had no will, the Court appoints administrators who gain control over the company’s assets. If there is a will, executors are appointed to manage the estate. These administrators or executors then become the UBOs, effectively controlling the company as trustees of its assets. 

In cases where no will or administration documents exist, and there are no heirs, the company’s senior management officer is considered the UBO. If there are heirs, they become the UBOs once they inherit the assets. Additionally, special rules apply if the estate automatically passes to heirs without the need for formal administration, especially if the estate’s value is below Euro 6,000. 

These regulations aim to clarify the legal position of company control in the unfortunate event of a UBO’s passing, ensuring that there is always a clear, lawful entity managing the company, even in complex inheritance situations. 

For further information regarding wills, find our article here 

For further information regarding administrations, find our article here.