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Madagascar – Update on UBO Reporting Obligations
Madagascar’s Ultimate Beneficial Owner (UBO) reporting framework, introduced through the Initial Finance Act for 2024 (enacted December 22, 2023), established new compliance obligations for all legal entities operating in the country.
While the legislation became effective in January 2024, with an initial compliance deadline of June 2024, the practical implementation remains delayed pending the development of the online filing platform.
Following a recent information session, tax authorities have indicated that the online platform is expected to be operational later this year. Until then, entities should focus on meeting internal register requirements while preparing for future digital filing obligations.
Key Requirements
The legislation establishes two fundamental UBO obligations for entities operating in Madagascar:
- Filing a UBO declaration with tax authorities via an online platform
- Maintaining an up-to-date UBO register at the entity’s Madagascar office
Definition of Ultimate Beneficial Owner
A UBO is defined in Madagascar as any natural person who ultimately exercises effective control over a legal entity, determined through:
- Direct or indirect ownership of ≥25% of capital or voting rights
- Control through other means (management appointments, family ties, etc.)
- General manager position (if no other beneficial owner identified)
- Legal representatives (if no other criteria met)
Required Information
The UBO register must include detailed personal information such as:
- Full name and contact details
- Date and place of birth
- Residential address
- Nationality and identification documents
- Percentage of ownership or control
- Date of becoming/ceasing to be a UBO
Obligations for Companies
All companies with entities in Madagascar must:
- Maintain an up-to-date internal UBO register
- Prepare for future online submissions
- Conduct annual reviews of UBO information
- Report changes within 30 days
Note: Online Declarations will require company tax ID credentials once the platform is operational
The Risks of Non-Compliance
Failure to comply with Madagascar’s UBO reporting requirements can result in:
- Fine of MGA 10,000,000
- Blocking of tax card updates until regularization
- Joint liability between legal entity and beneficial owners for violations
How Mercator® by Citco Can Help
How We Can Assist: Our team can help with:
- Creating and maintaining internal UBO registers
- Annual review services
- Guidance on compliance requirements
For assistance with UBO compliance requirements, please contact our team at mercator@citco.com.
