Information System of Participants of Legal Entities JADIS/ JANGIS

Viktoriia KorotkevichCustomer SupportView expert profile →

Under the Lithuanian Law on the Prevention of Money Laundering and Terrorist Financing, legal entities established in Lithuania are generally required to identify, maintain and submit accurate information about their ultimate beneficial owners (UBOs) to JANGIS, the beneficial ownership subsystem of JADIS. Statutory exemptions apply, including to legal entities whose sole participant is the Lithuanian state or a municipality. Beneficial owners are natural persons who ultimately own or control a legal entity, directly or indirectly, or exercise effective control through other means.

Beneficial ownership information is used by banks, payment institutions, other entities subject to anti-money laundering obligations and competent public authorities for customer due diligence, regulatory supervision and financial crime prevention. Access to JANGIS information is subject to applicable legal requirements and restrictions, and not all Lithuanian institutions have unrestricted access to beneficial ownership records. The provision of data on beneficiaries also increases transparency and ensures the effective implementation of measures to prevent money laundering and/or terrorist financing.

Beneficial ownership information must be submitted electronically through the Lithuanian Centre of Registers’ self-service system. The declaration and any required supporting documents must be signed using a qualified electronic signature. Submissions may be made by the legal entity’s authorised representative, provided that the applicable identification and representation requirements are satisfied.

Description of JANGIS system

The purpose of the information system of participants of legal entities (hereinafter referred to as the System) is to collect and provide data to individuals and legal entities entitled to receive data on:

• Participants of legal entities (closed joint-stock companies, small partnerships, public institutions, agricultural societies, cooperative societies (cooperatives), real partnerships and faith-based partnerships, charitable and auxiliary foundations that are non-governmental organizations);
• beneficiaries of all organizational and legal forms of legal entities and subjects of collective investment (with the exception of legal entities whose sole participant is the state or municipality.

Data collection on participants of legal entities is carried out in the subsystem of participants of the Information System of legal entities (hereinafter – JADIS), data collection on beneficiaries of legal entities is carried out in the subsystem of beneficiaries of the Information System of Legal Entities (JANGIS).

The main functions of the System are:

1. Systematize, analyse and summarize the data collected by the System;
2. Exchange data with other institutions;
3. Enter data on participants of legal entities, beneficiaries of legal entities and subjects of collective investment and form lists of participants and beneficiaries;
4. Collection, processing and management of data on participants of legal entities, beneficiaries of legal entities and subjects of collective investment;
5. Provide data and documents to individuals and legal entities in accordance with the procedure established by the JADIS rules;
6. Exchange data with registers and other government information systems;
7. Exchange data on beneficiaries of legal entities and collective investment entities through the European Central Platform

Who is the beneficiary to be reported in the list of beneficiaries of the JADIS Beneficiaries subsystem (JANGIS)?

Important: The full definition of a Beneficiary is given in Article 2, Part 14 of the Law on the Prevention of Money Laundering and Terrorist Financing (https://e-seimas.lrs.lt/portal/legalActEditions/lt/TAD/TAIS.41300 ?faces-redirect=true) of the Republic of Lithuania. The definition of a beneficiary and its indication in the list of beneficiaries are presented in the scope of the functionality implemented in the JADIS beneficiary subsystem. All rules for determining a beneficiary can be found in the JADIS regulations.

The beneficiary of a Lithuanian legal entity is:

1. A direct beneficial owner is a natural person who directly holds 25% plus one share or an ownership interest exceeding 25% in a legal entity. Beneficial ownership may also arise through indirect ownership or other means of effective control, regardless of the percentage of shares held. Where ownership is held through intermediate legal entities, the ownership and control structure must be examined to identify the ultimate natural persons exercising control. If there is a direct owner, it is necessary to indicate “the degree of ownership rights (shares, deposits and/or voting rights) owned by the direct owner (percentage amount)”.
2. An individual who controls a legal entity in other ways, when this person is not the direct owner of the legal entity. Control methods can be:
3. 1. The right to make strategic decisions and/or control a legal entity:
   2.1.1. The right to appoint and/or dismiss the head of the legal entity and/or members of the management board (or other collegial management body);
   2.1.2. The right to approve the annual financial report on the payment of dividends;
   2.1.3. The right to veto decisions of management bodies legal entity;
   2.2. Other ways of managing a legal entity through close relatives, other personal or business relationships;
   2.3. The possibility of using or receiving other benefits from property and/or activities belonging to a legal entity.
   3. Where no natural person can be identified as the beneficial owner through direct or indirect ownership or other means of control, after all reasonable identification measures have been exhausted and there are no grounds for suspicion, the relevant senior managing official or officials must be identified in accordance with Lithuanian anti-money laundering legislation. This does not automatically mean that every member of the management board must be registered as a beneficial owner.
   3.1. Head of the legal entity,
   3.2. Chairman of the management board (or other collegial management body),
   3.3. Member of the management board (or other collegial management body),
   3.4. Others (senior manager) – an official or employee holding a sufficiently high position who has sufficient knowledge about the risk of money laundering and/or terrorist financing arising for an institution or company, and is responsible for making decisions that may affect on the emerging risk.

When declaring the beneficiaries of a legal entity, the following basic rules are observed:

1. The owners are announced who own more than 25% of shares, deposits and/or votes in a legal entity, depending on the organizational and legal form of the legal entity. If the organizational and legal form of a legal entity provides for control over assets and votes, the percentage of both forms of management or at least one of these forms of management is more than 25%, then the number of assets and votes is declared as a percentage.
2. The beneficiaries are declared who control the legal entity in other ways.
3. If no individual can be identified as exercising ultimate ownership or control after all reasonable measures have been taken, the company must identify the relevant senior managing official or officials in accordance with the applicable beneficial ownership rules. The company should retain documentation of the identification measures undertaken and the reasons for applying the senior management fallback mechanism.
4. A person directly controlling a legal entity can be represented only once, that is, the same individual can be declared the owner or beneficiary, controlling in another way or having other rights only once.

Company in Lithuania UAB provides professional assistance with shareholder and beneficial ownership reporting in Lithuania. Our services include preparing and submitting shareholder information to JADIS, registering ultimate beneficial owners in JANGIS, reviewing corporate ownership structures, and updating registered information following changes in ownership or control. Shareholder information for a Lithuanian UAB must generally be submitted to JADIS within five days of incorporation or the relevant shareholder changes, while changes to beneficial ownership information must be reported to JANGIS within ten calendar days.