Bangladesh Bank

Head Office Banking Regulation and

Dhaka Policy Department
Website: www.bb.org.bd

16 Agrahayan 1431
--------------------------
BRPD Circular No. 16 Date:
01 December 2024

Managing Director/Chief Executive Officer

All Scheduled Banks in Bangladesh.

Dear Sir,
Identification of Ultimate Beneficial Owners (UBOs) and
Disclosure of Ownership Structure of Banks

Please refer to the definitions of “Controlled Entity”, “Group” and “Bank-related person and
entity” mentioned in the Section 5(ChhaChha), Section 26Kha and Section 26Ga respectively
of Bank Company Act, 1991 (amended upto 2023). Also, please refer to the Section 37 of the
stated Act regarding power of Bangladesh Bank to disclose information.
02. Non-transparency in a bank ownership structure hinders the reliable identification of the bank’s
beneficial owners, the assessment of its owners’ suitability, the quality verification of bank’s
capital, and the proper identification of all related parties. Complex chains and layers of
ownership are making it difficult for regulators and supervisors to trace the ultimate beneficial
owners of a bank, specially when the shares are held by legal entities. Such abstruseness serves
as a severe impediment to the soundness of individual banks and stability of the banking sector
as a whole. Against this backdrop, financial sector regulators and supervisors in many
jurisdictions are giving increasing emphasis on bringing enhanced transparency in banks’
ownership structure.
03. Bangladesh Bank is issuing this circular attaching “Guideline on Ultimate Beneficial Owners
and Disclosure of Ownership Structure of Banks” to enhance banks’ ownership transparency
and provide guidance to all scheduled banks towards identifying and verifying their ultimate
beneficial owners.
04. Bangladesh Bank will maintain a database on ultimate beneficial ownership information
(hereinafter referred to also as “UBO Database”) of banks. Banks will submit the beneficial
owner information according to the guidance in this circular using the prescribed format
(attached as Annexure-D of the guideline) to the Division-2, Banking Regulation and Policy
Department of Bangladesh Bank. The UBO data set must be submitted by the banks on a
quarterly basis within next 10 (ten) days. The first data set must be submitted to Bangladesh
Bank by 31 March 2025. Moreover, any change in beneficial ownership must be reported to
Bangladesh Bank as soon as the entity and thereby the bank becomes aware of the change.
Cont’d to Page-2
 Page-2
05. UBO information will be used widely for identifying bank-related persons and entities,
calculation of single borrower exposure, large loan and significant shareholding, prior
checking before issuing license, appointment of director, etc. Furthermore, Bangladesh Bank
may use the information for prudential regulation and supervision purposes as well as for other
cases if warranted.
06. Banks will try to ensure utmost accuracy and reliability in identification of ownership structure
through an appropriate review process, where applicable. Banks have to maintain a database of
UBO information as well as preserve the detailed records of all identification procedures and
decisions. Bangladesh Bank may conduct regular and special or surprise inspection when
warranted.
07. The Managing Director/Chief Executive Officer, Head of Share Department, and Company
Secretary of the bank will be held responsible for compliance of this circular and to report all
the required UBO information to Bangladesh Bank. Any violation of the instructions of this
circular will result in punitive action under the Bank Company Act, 1991.
08. If Bangladesh Bank has reason to believe that the bank's ownership structure is not sufficiently
transparent or does not correspond to reality, Bangladesh Bank will have the right to recognize
such a structure of ownership of the bank as non-transparent and take the following actions:
a) request the bank to make changes in their ownership structure in order to make it
transparent; (and/or)
b) ensure that all direct and indirect shareholders in the ownership structure are fit and
proper, by requesting them to present the relevant documentation;
c) alternatively, apply enforcement measures.

09. This circular shall be placed in the next board meeting of the banks for information of the
board members.
10. This directive is issued in exercise of the power vested in the Section 45 of the Bank Company
Act, 1991.

This circular will come into effect immediately.

Yours faithfully,
Enclosed: As stated above

(Md. Ala Uddin)

Director (BRPD)
Phone: 9530095
 Guideline on Ultimate Beneficial Owners and
Disclosure of Ownership Structure of Banks

An effective regulatory and supervisory framework should aim to ensure transparent

ownership structures and prevent unsuitable persons from directly or indirectly acquiring
control or exercising influence over banks, both at the bank licensing stage and continuously
thereafter. As part of implementing global best practices and enhancing transparency in banks’
ownership structure, Bangladesh Bank (BB) is issuing this guideline which has to be followed
by banks meticulously and thereby assist Bangladesh Bank in effective supervision and
regulation of individual banks and the banking system as a whole.

1. Definitions
1.1 Ultimate Beneficial Owner (UBO) refers to the natural person(s) who directly and/or
indirectly own(s) or control(s) 2 (two) percent or more shares of the bank or has influence over
a legal person on whose behalf financial transactions are conducted. It also includes those
persons who exercise ultimate control over the bank or any legal person in bank`s ownership
structure if this legal person directly and/or indirectly owns or controls 2 (two) percent or more
shares of the bank.

In the context of legal arrangements, UBO includes: (i) the settlor(s); (ii) the trustee(s); (iii) the
protector(s) (if any); (iv) each beneficiary, or where applicable, the class of beneficiaries and
objects of a power; and (v) any other natural person(s) exercising ultimate effective control
over the arrangement if this legal arrangement directly and/or indirectly owns or controls 2
(two) percent or more shares of the bank. In the case of a legal arrangement similar to an
express trust, beneficial owner refers to the natural person(s) holding an equivalent position to
those referred above. When the trustee and any other party to the legal arrangement is a legal
person, the beneficial owner of that legal person should be identified.

1.2 Legal Entities include any private or public limited companies, state-owned enterprises,
and any trust specificities, etc.

1.3 Direct and indirect significant shareholder means significant shareholders as defined in
section 14Kha of the Bank Company Act, 1991 (amended up to 2023);

1.4 The ownership structure of the bank encompasses the relationships of banks with all
legal entities and individuals that define the control, ownership, and influence over the bank as
like -

a) all direct and indirect significant shareholders of the banks (including public companies
or government bodies) and those who can exercise control and influence in the bank;
b) all UBOs of the bank and all final legal entities in the ownership chain of the bank for
which there are no ultimate beneficial owners;
c) relations of control and influence over the bank and between all the persons referred
above.

1.5 Control refers to the definition as per section 5(ChhaChha) of Bank Company Act 1991
including the exercise of influence over financial and operating policy decisions of the bank or
legal entity.
Page 1 of 18
1.6 Joint control is the arranged sharing of control among two or more persons over an entity
under an implicit or explicit agreement between them.

1.7 Non-transparent Ownership Structures include (i) excessive layers of ownership (for
example, chains of holding companies), often complicated by cross-holdings between legal
entities; (ii) owners’ residency in foreign jurisdictions that do not support effective cross-
border cooperation on supervision; (iii) complex usage of available legal persons and
arrangements (for example, special purpose vehicles, trusts) aiming to separate legal and
beneficial ownership; and (iv) usage of formal and informal nominee shareholders and
directors, shell companies and other instruments that does not give possibility to clearly
identify ultimate beneficial owners of the bank. Although non-transparent shareholding
structures typically use a chain of legal entities to create a corporate veil, this is not always the
case. A bank may have multiple nominal shareholders with relatively small equity holdings
each that act in concert to gain control in the interest of an undisclosed UBO.

1.8 The ownership structure of a bank should be considered non-transparent if it meets any of
the following requirements:
a) The ownership structure of the bank does not give possibility to determine all UBOs of
the bank and all final legal entities in the ownership chain of the bank for which there
are no UBO;
b) The ownership structure of the bank does not give possibility to determine all direct
and indirect significant shareholders of the banks and those who can exercise
significant and controlling influence in the bank;
c) The nature of the relationships between the persons mentioned in item 1 and 2 above
are not clear.
d) Documents on the ownership structure contain inaccurate information;
e) If Bangladesh Bank has a reason to believe that the bank's ownership structure does not
correspond to reality, BB will have the right to request additional documents from the
bank or any person in the ownership structure.
f) If Bangladesh Bank has a reason to believe that a person indicated as UBO in the
bank's ownership structure is a nominal owner, i.e. a person, who owns shares or
interests in a legal entity, acts in favor of another person.
g) Bangladesh Bank established an unsatisfactory financial standing or was not able to
confirm that funds were obtained from clean and legitimate sources for at least for two
UBOs if they own/control collectively at least five percent of the aggregate
participation in the bank.

2. Identification Procedure of the Ultimate Beneficial Owner

2.1 Generally, when implementing owner due diligence requirements, a holistic and risk-based
approach should be adopted. Nonetheless, banks have to ascertain that they will effectively
look for the natural person(s) who is/are to be considered as the UBO(s).
2.2 While complex legal entity structures can have legitimate reasons, additional measures
might have to be taken for understanding the structure and to be satisfied as to the identity of
their UBO(s).

Page 2 of 18
2.3 Ultimate beneficial owner is by definition a natural person. Therefore, UBO can only be an
individual, and neither another legal person nor a legal arrangement.
2.4 With regard to legal persons, the respective steps mentioned hereafter have to be followed
until all ultimate beneficial owners have been correctly identified:

i) Identify the natural person(s) who directly and/or indirectly hold(s) or control(s) at
least 2 (two) percent of the shares, voting rights or ownership in a legal person;
ii) Identify the natural person(s) who influences or controls the legal person via other
means; and
iii) After having exhausted all possible means and provided that there are no grounds for
suspicion, subject to the limitations in 2.5.

2.5 It is expected that most (if not all) ultimate beneficial owners will be identified under
sections 2.4(i) and 2.4(ii). The measures stated in 2.4(i) and 2.4(ii) are not alternative options
but cascading measures. Assessments under 2.4(i) and 2.4(ii) have thus each to be fully
completed and formalized before resorting to measure 2.4(iii) which constitutes an express
fallback option only applicable when all possible measures to identify the ultimate beneficial
owner under 2.4(i) and 2.4(ii) have been exhausted and came to no result. Thus, identification
of the senior management official according to section 2.4(iii) can be applied only in
exceptional cases, provided that all means of identification are exhausted, and there are
reasonable and well-documented grounds of why the beneficial owners under sections 2.4(i)
and 2.4(ii) cannot be identified. In all such situations, in the documentation completed
according to Annexure-B, C and D, bank will need to indicate clearly that the person identified
is a senior official and not an ultimate beneficial owner identified according to steps 2.4(i) and
2.4(ii).

2.6 Non-identification of ultimate beneficial owners under sections 2.4(i) and 2.4(ii) can
potentially serve as an indicator and basis for the BB to consider a bank’s ownership structure
as non-transparent.

2.7 Direct or indirect ownership: The threshold approach

2.7.1 An indicative threshold referred to as the natural person owning at least 2 (two) percent
shares or voting rights of the bank. However, from a mathematical point of view, and as a
general principle when applying the threshold approach, where natural persons are not
exclusively and/or directly involved in the ownership structure, the bank may need to look
through several layers of legal entities to determine whether a natural person owns finally at
least 2 (two) percent shares or voting rights or ownership interests of the legal person.

2.7.2 In a one-layer structure, where the shareholder himself is, e.g., a natural person, the bank
has to examine whether natural persons can be identified as ultimate beneficial owners, i.e.,
natural persons who directly own or exercise at least 2 (two) percent shares or voting rights.

2.7.3 In a multiple-layer structure, where the shareholder himself is e.g., a legal entity and
where other legal persons are participating in the ownership structure of the shareholder entity,
i.e. by holding more than 2 (two) percent of the shares or the voting rights, the bank has then to
examine whether natural persons can be identified as ultimate beneficial owners, through the

Page 3 of 18
chain of shareholdings. This process has to be repeated in a cascade manner, where multiple
layers are present, until all ultimate beneficial owners have been identified.

2.7.4 The threshold of ‘2 (two) percent’ is only indicative entailing that the sole application of
this threshold might in certain cases not suffice to identify the correct ultimate beneficial
owner. A cumulative shareholding of at least 2 (two) percent may be recognized through direct
and/or indirect ownership. Again, a concerted ownership may be established as a result of
relations between two or more natural persons which is ultimately a joint or in concert UBO.

2.8 Control through any other means:

2.8.1 For some shareholders, after having applied the ownership threshold approach, it may
become clear that ownership is spread over a large number of natural persons with none
owning threshold level of the shares or voting rights. In such cases, and as a simple
mathematical application may not appear as sufficient, the ultimate beneficial owner(s) still
need(s) to be identified via the second step of the procedure, namely identifying the natural
person(s) who control(s) the entity by any other means.

2.8.2 Control by “any other means” should be interpreted broadly, namely having the power to
exercise or actually exercise dominant influence or control by any means over the bank.
Understanding the management and governance structure of the shareholding person or entity
will assist in establishing that/those natural people(s) with influence or control over the bank.
The circumstances of each individual case will be decisive.

2.8.3 In determining the natural person(s) effectively controlling the bank which is not an
individual (i.e. a legal entity or legal arrangement), the following non-exhaustive factors may
be useful to consider, always on a case-by-case basis:

a) Individuals having the exclusive right to exercise the power to appoint or bring change
in the management of the legal person which determines the financial and business
policy;
b) Individuals participating in policy-making processes that enables to direct the activities
of the entity so as to obtain benefits from its activities;
c) Presence of nonresidents in the ownership structure from foreign jurisdictions that do
not support effective cross-border cooperation on supervision;
d) Presence of a discretionary trust in the ownership structures;
e) Excessive presence or use of nominated directors;
f) Individuals granted control through shareholders’ agreements;
g) Individuals with the ability to de facto control the shareholding entity or the bank;
h) Individuals that regularly intervene otherwise in the relationship without the need to
exercise for example official/formal representative functions of the company;
i) Individuals having the right to use all or part of the assets of a legal person;
j) Former shareholder or management member exercising a significant influence on the
legal entity;
k) Personal relationships with the shareholding entity or bank, for example family
members,

Page 4 of 18
 l) Individuals possessing a significant minority interest whereas the other shareholders
having significantly lower participations;

At the same time, it is necessary to highlight that the presence of one or a few factors of control
through other means described above can potentially serve as an indicator and basis for the BB
to consider a bank’s ownership structure as non-transparent.

2.8.4 The exercise of control through a dominant influence is also conceivable through the
interaction of different parallel strands within a legal entity shareholder. When for example, a
shareholding is split into several vertical parallel strands of 2 percent or less than 2 percent of
shareholdings, which at higher level are brought together again in one natural person, then the
latter can also qualify as the ultimate beneficial owner. Furthermore, control may be presumed
even if control is never actually exercised, such as using, enjoying or benefiting from the
property owned by the legal person.

2.9 Natural Person Holding the Position of Senior Management

2.9.1 Provided that it is impossible to identify the ultimate beneficial owner applying the
threshold approach and to determine who is effectively in control of the bank by other means,
and provided that there are no grounds for suspicion or any doubts in relation to the identity of
the UBO, the third step could consist of identifying the relevant natural person who holds the
position of senior management.

2.9.2 The emphasis for determining a senior management official as UBO should be on the
actual senior management responsibilities attributed and tasks performed rather than on the
official title. The senior management official can be understood as either the executive official
or the member of the board of directors to whom the daily management has been delegated.
Some illustrative examples for ease of identification of UBOs are given in Annexure-A.

2.9.3 In all possible cases, the identification and recording of the identity of the senior
management official should not supersede the identification of the UBOs. Identification and
recording of the identity of the senior management official (instead of identification of UBOs)
can be applied only in exceptional cases, provided that all means of identification are
exhausted, and there are reasonable and well-documented grounds on why the UBO (according
to UBO definition) cannot be identified.

2.9.4 In all situations when banks have not identified a UBO who has direct or indirect
ownership or exercises control through other means and decided to record the identity of the
senior management official, it should be very clearly reflected that the identified person is just
a senior official and not a real UBO.

3. Non-Applicability
Banks are not required to identify UBOs for the following types of legal entities:

a) The government represented by a relevant government authority;

b) Government authority represented by State-owned enterprises;
c) International Financial Institutions (e.g. ADB, IFC, etc.).

Page 5 of 18
 4. Documentation and Verification
4.1 Once the ultimate beneficial owner has been identified, a bank should take reasonable
measures to verify the identity of the UBO. The verification measures of the ultimate
beneficial owner should comprise the following two components:

a) Verification of identity of the ultimate beneficial owner - appropriate steps should be

taken to verify the identity of any natural person(s) recorded as a UBO:
(i) to prove that a natural person, who has been identified as a UBO, actually exists
and is who they claim to be (e.g., through a review of government-issued
identity documents).
b) Verification of status of the ultimate beneficial owner - appropriate steps should be
taken to verify the basis of identification of a person as a UBO:
(i) to verify that person identified actually meet the definition of a UBO (e.g.
through ownership, voting rights or control rights in the legal person);
(ii) to verify that the person identified as UBO actually exercising the rights
associated with the level of ownership and/or control in practice (e.g. to make
sure the person is a real beneficial owner and not a nominee);
(iii) to make sure that the identified beneficial owners are consistent with the
structure of the legal person.

4.2 In the process of identification of UBO through the information about how ownership is
held or control over the bank is exercised will be verified and documented as per Annexure-B.
Consideration should also be given as to whether the information is trustworthy.

4.3 For the purpose of this circular, the information as per Annexure-C should be collected and
filled in by the banks taking declaration from the ultimate beneficial owner.

4.4 Banks need to regularly update beneficial ownership information as ultimate beneficial
owners can change over time. The collection of new beneficial ownership information can, for
example, be based on the periodic review and material changes like legal structure, mergers
and acquisitions, adverse media reports, etc. The need for accurate and up-to-date information
on the ultimate beneficial owner is a crucial factor in tracing UBO who might otherwise hide
their identity behind a corporate structure and must be available to competent authorities.

Page 6 of 18
 Annexure-A

Illustration: UBO Relationship

Direct or indirect ownership: The threshold approach

Direct Ownership Structure

Shareholder A
Natural Person
3%
XYZ Bank Other Shareholders
PLC 96%
Shareholder B
Natural Person
1%

Note: Here natural person A and B owns 3% and 1% in XYZ Bank PLC. respectively, thereby
Shareholder A defined as UBO directly through his ownership. Note. This is not the complete
ownership structure of the banks. It focuses only on two shareholders A and B.

Simple One Layer Ownership Structure

Shareholder A
Natural Person
ABCD Limited 50%
(Legal Entity)
10% Shareholder B
XYZ Bank
Natural Person
PLC
10%
Other Shareholders
90%

Note: Here natural person A and B own 10%*50%=5% and 10%*10%=1% in XYZ Bank PLC.
respectively, thereby Shareholder A defined as UBO indirectly through his ownership.

Multiple Layer Ownership Structure

ABCD Limited PQ Limited Shareholder A

(Legal Entity) (Legal Entity) Natural Person
10% 40% 50%
XYZ Bank
PLC
Other Shareholders
90%

Note: Here shareholders A owns 50% of the shares in the legal person PQ Ltd who owns 40% of the
shares in the legal person ABCD Ltd who owns 10% in XYZ Bank PLC., thereby shareholder A
defined as UBO through his indirect ownership of 2% (10%×40%×50%).

Page 7 of 18
Cumulative Ownership

XYZ Bank
PLC

ABCD Limited Shareholder D

Other Shareholders
(Legal Entity) Natural Person
89%
10% 1%

Shareholder C
Natural Person
10%

Shareholder D
Natural Person
12%

Note: Here a shareholder D owns 1% directly and 1.2% (10%×12%) indirectly of the shares of XYZ
Bank, thereby defined as UBO through his cumulative ownership of 2.2% shares.

In Concert Ownership

XYZ Bank
PLC

ABCD Limited Shareholder B

Other Shareholders
(Legal Entity) Natural Person
89%
10% 1%

Shareholder C
Natural Person
Arrangement to
10%
exercise rights in
same way
Shareholder D
Natural Person
5%

Note: Here a shareholder B owns 1% directly and another shareholder C owns 1% indirectly (both are
below threshold level), but relations between B and C established as a concerted action represents them
owner of 2% of XYZ Bank PLC, thereby both of them defined as joint or in concert UBO through their
direct and indirect ownership.

Page 8 of 18
Control Through any Other Means:

Decision Control over the Bank or Legal Entity

Control
Over Mr. X
XYZ Bank Decision Natural Person
PLC s
0%

ABCD Limited PQ Limited Shareholder E

Other Shareholders
(Legal Entity) (Legal Entity) Natural Person
86.8%
10% 2.2% 1%

Shareholder D Control Mr. Y

Over
Natural Person Natural Person
Decisions
5% 0%

Note: Without holding a single share, natural persons Mr. X and Mr. Y may be considered as UBO
through their direct control over decisions in a bank or over a significant shareholding legal entity. It
may be due to personal relationships like family members, former shareholder or management member
still exercising a significant influence on the legal entity; or ownership of assets central to the running
of the legal entity.

Majority Control

XYZ Bank
PLC

ABCD Limited PQ Limited Shareholder E

Other Shareholders
(Legal Entity) (Legal Entity) Natural Person
86%
10% 3% 1%

Shareholder D Mr. Y
Natural Person Natural Person
5% 51%

Note: Here a shareholder Mr. Y owns 1.53% indirectly of the shares of XYZ Bank PLC., which is
below the threshold level, but he owns majority shareholding in the legal person PQ Ltd (more than
50%). Since shareholder Y exercises de facto effective control over shareholder PQ, he can be defined
as UBO through his indirect (majority control) ownership.

Page 9 of 18
Decision Rights

XYZ Bank
PLC

Shareholder A PQ Limited Shareholder E

Other Shareholders
Natural Person (Legal Entity) Natural Person
94.5%
1.5% 3% 1%

Absolute Shareholder C
Decision or Natural Person
Veto Rights 20%

Note: Here a shareholder C owns only 20% percent of the shares of PQ Ltd. and thereby only 0.6%
indirect ownership in XYZ Bank, yet it may have control via its absolute decision or veto rights over
PQ Ltd. For example: decision rights over the adoption or amendment of the PQ’s business plan,
decision rights over the PQ’s borrowing decision, decision rights over the appointment or dismissal of
the PQ’s Management, decision rights over the PQ’s incentive program, decision rights over the change
of the PQ’s business nature, etc.

Decision Rights

XYZ Bank
PLC

ABC Trust Shareholder G

Other Shareholders
(Legal Entity) Natural Person
89%
10% 1%

Beneficiary 1
Protector A Settlor B Trustee C Beneficiary 2
D
Natural Person Natural Person Natural Person Company E
Natural Person

Shareholder F
Natural Person
100%

Note: Trust ABC has 10% ownership of XYZ Bank, with the trustee C holding the shares as the titled
legal owner. In such scenario, the UBO of the Bank is not Trust ABC, rather the individuals that are
parties to the trust (e.g. the settlor, protector, trustee and beneficiary) and any other person exercising
effective control of the trust.
As one of the beneficiaries of Trust ABC, namely Company E, is not a natural person, the UBOs of
Company E will also be identified. As such, the UBOs in this case for XYZ Bank are natural persons A,
B, C, D and F.

Page 10 of 18
 Annexure-B

Information about how ownership is held

or control is exercised over the bank
Name of the Ultimate Beneficial Owner:
(in Bangla) ……………………………………………………………………………..
(in English Block Letter) ……….…………………………………………………….

By direct shares* Yes No

If yes:
ⓘ
Number of shares* % of shares* One beneficial owner can hold
interest or control through
different means in the same
By direct voting rights* Yes No company.

If yes: Fill in all of the applicable

forms of interest or control of
Number of votes* % of voting that person.
rights*

By indirect shares* Yes No

If yes:

Number of indirect % of indirect

shares*: shares*

Shares are held through:

ⓘ
Legal name of intermediate company 1 if interest or control is held
through indirect shares, list
here up to three companies
Unique identification number of through which the interest in
intermediate company 1
the declaring company is
held.
Legal name of intermediate company 2

Unique identification number of

intermediate company 2

Legal name of intermediate company 3

Unique identification number of

intermediate company 3
Page 11 of 18
By indirect voting rights* Yes No

If yes:

Number of indirect % of indirect

votes*: voting rights*

Voting rights are held through:

ⓘ
Legal name of intermediate company 1 if interest or control is held
through indirect shares, list
here up to three companies
Unique identification number of through which the interest in
intermediate company 1
the declaring company is
held.
Legal name of intermediate company 2

Unique identification number of

intermediate company 2

Legal name of intermediate company 3

Unique identification number of

intermediate company 3

By other means* Yes No

Explanation of how ownership is

exercised

Date when the beneficial interest was

acquired [DD-MM-YYYY]

Page 12 of 18
 Company Ownership Map

Please provide a Schematic diagram of the ownership and

control structure of the declaring bank.

Example

XYZ Bank
PLC

Legal Entity X Legal Entity Z

10% (state-owned)
Other 10%
Shareholders
Mr X 80%
60%

Mr Y
40%

Preparer: Reviewer and Approver:

Signature (with seal) Signature (with seal)

Name: Name:
Date: Date:

Page 13 of 18
 Information about all UBOs Shareholding (direct and indirect) of the banks and those
who can exercise control or influence over the bank

(Example)

Natural
Type of
Persons Name Type of the Description of the relationship between
№ Controlling Identification data
or name of a person the person and the bank
Participation
legal entity
1 2 3 4 5 6

1 Legal Entity Legal Direct Bangladesh, other Shareholder that owns 10% of the
X Entity information about Legal bank's shares
Entity

2 Legal Entity Z Legal Direct Bangladesh, other A shareholder that owns 10% of the
Entity. information about Legal bank's shares. Legal Entity Z is 100%
State Entity state owned by the government of
owned
the People's Republic of Bangladesh

3 Mr. X Natural Indirect Bangladeshi, other A Shareholder, controller and UBO of

Person information about the Bank that owns 60 % of Legal
Mr. X Entity X that owns 10% of the bank's
shares

4 Mr Y Natural Indirect Bangladeshi, other A Shareholder and UBO of the Bank

Person information about that owns 40 % of Legal Entity X that
Mr. Y owns 10% of the bank's shares

Preparer: Reviewer and Approver:

Signature (with seal) Signature (with seal)

Name: Name:
Date: Date:

Page 14 of 18
 Calculation of the indirect participation of Ultimate Beneficial Owners
(UBO) of the bank
(column Total % of Shareholding in the above table)
(Example)

Surname, first name and patronymic of an

No. Calculation, %
individual or full name of a legal entity

1 2 3

1 Mr. X 10 * 0.6 + 0 = 6 + 0 = 6

2 Mr Y 10 * 0.4 + 0 = 4 + 0 = 4

Preparer: Reviewer and Approver:

Signature (with seal) Signature (with seal)

Name: Name:
Date: Date:

Page 15 of 18
 Annexure-C

Ultimate Beneficial Ownership Declaration

1. Name and address of Shareholder(s)/Entity:

(in Bangla) ………………………………………………………………………
(in English Block Letter) ………………………………………………………

2. Details of Beneficiary Owners account(s) of Shareholder(s) along with Central Depository

Bangladesh Limited (CDBL) Depository Participant’s ID:
……………………………………………………………….

3. Details of Shareholding:
a) Number of shareholding: …………………………………………………..….……………….
b) Cost of shareholding:…………………………………………………………………………..
c) Market value of the shares :……………………………………..…………….……………..
d) Sources of fund:……………………………………………………………………………….

4. Purchase of shares via:

⃝ Market transaction
⃝ Direct purchase/placement
⃝ Others (please specify) ……………………………………

5. For individual shareholder(s), holdings of his/her family members and other relatives
a) Number of shares: ………………………………………………………………
b) As a percentage of total shares of the bank: ……………………………………

6. Name of the Ultimate Beneficial Owner:

(in Bangla) ………………………………………………………………………
(in English Block Letter) ………………………………………………………

Particulars of Ultimate Beneficial Owner:

7. Date of Birth: …………………………………………………………………………..

8. Father’s Name: ………………………………………………………………………

9. Mother’s Name: ………………………………………………………………………

10. Name of Spouse: …………………………………………………………………

11. Nationality: ……………………………………………………………………………..

12. Gender: ……………………………………………………………………………..

13. Place of Birth: …………………………………………………………………………….
14. Residential Status: ⃝ Resident / ⃝ Non-Resident
15. Occupation (in details): ……………………………………………………………….
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16. Monthly Income: ………………………………………………………………………
17. Source(s) of Income (in details): ………………………………………………………
18. e-TIN : ………………………………………………………………………………
19. Country of Residence: ………………………………………………………

20. Residential Address: …………………………………………………………………

21. Business/Service address: ……………………………………………………………
22. Permanent Address: …………………………………………………………………
23. Phone/Mobile Number: ………………………………………………………………
24. E-mail: …………………………………………………………………………………
25. Identification:
NID No. ……………………………………………………………………..
Passport No. …………………………………………………………………

Declaration
(to be filled by the Ultimate Beneficial Owner)
I solemnly declare that -
⃝ I was not involved in any financial misappropriation, misconduct, or irregularities during
the last 10 (ten) years.
⃝ I have never been declared bankrupt, insolvent, or financially unstable, nor faced any
related legal actions or claims.
⃝ I have never been convicted for forgery, fraud, or any other financial crimes.
⃝ I have never been associated with any organization that have been engaged in illegal
activities, financial mismanagement, or fraudulent practices.
⃝ I have never been a tax defaulter.

Name and Signature of Significant Shareholder(s)

[[

Preparer: Reviewer and Approver:

Signature (with seal) Signature (with seal)

Name: Name:
Date: Date:

Page 17 of 18
 Annexure-D

Ultimate Beneficial Owners (UBO) Information

…………….. Bank PLC.
As on ………………..
% of Description of the
UBO Shareholding relationship between
Passport the person and the
Sl Bank Name Father’s Mother’s Residential Permanent NID Relations with Total % of Date of becoming Date from when
Nationality Date of Birth Passport No. Issuance bank
No. Name (Natural Name Name Address Address No. Bank Shareholding a UBO ceased to a UBO
Country Direct Indirect
Person)

Through Legal Entity

X (60%), which owns
10% of the bank's
shares.
UBO, Direct ownership – 0%
XYZ
Example: Controller and of the bank's shares.
1 Bank Mr. X Mr. P Mrs. Q Bangladeshi (DD/MM/YYYY) 000 0000 0000 1515151551 BD 6% 6% (DD/MM/YYYY) (DD/MM/YYYY)
Mr. X is UBO of the
Controlling
PLC bank XYZ, Controller
Shareholder of Legal Entity X,
controller of and
controlling shareholder
of the bank XYZ.
Through Legal Entity
X (40%), which owns
XYZ UBO and 10% of the bank's
2 Bank Mr.Y Mr. A Mrs. B Bangladeshi (DD/MM/YYYY) 000 0000 0000 2525252552 BD Controlling 4% 4% (DD/MM/YYYY) (DD/MM/YYYY) shares.
PLC Shareholder Mr. Y is UBO, and
controlling shareholder
of the bank XYZ

Preparer: Reviewer and Approver:

Signature (with seal) Signature (with seal)

Name: Name:
Date: Date:

Page 18 of 18