Insertion of new Chapter XIIIA in Income Tax Rules, 2002 under the Title Record of Beneficial Owners

Government of Pakistan Revenue Division Federal Board of Revenue ***** Notification Islamabad, the 28th August, 2023. S.R.O. lllT(I)/2023. - In exercise of the powers conferred by sub-section (1) of section 237 of the Income Tax Ordinance,200l (XLIX of 2001), the Federal Board of Revenue is pleased to direct that the following further amendments shall be made in the Income Tax Rules, 2002,the same having been previously published vide Notification No. S.R.O. 229(I)12023, dated the 28'h day of February,2023, as required by sub-section (3) of section 237 of the said Ordinance, namely:- In the aforesaid Rules, after Chapter XIII, the following new Chapter XIIIA shall be added, namely: "Chapter XIIIA Record of Benelicial Owners 83A. Application of Chapter. (l) The rules in this chapter shall be - applicable for the purposes of section 181E of the Income Tax Ordinance,2001 (XLIX of 2001 ) providing for record of beneficial owners. (2) Every company and association of persons (AOP), on its initial registration with FBR, shall electronically furnish the particulars of its beneficial owners to the Board as prescribed in Form BOF-01 of Part IXA of the First Schedule to these rules through Board's online system. (3) Every company and AOP, already registered with FBR, shall electronically fumish the particulars of its beneficial owners to the Board on or before the 31't day of December, 2023, as prescribed in Form BOF-01 of Part IXA of the First Schedule to these rules through Board's online system. (4) The record ofthe beneficial owners shall be updated whenever there is a change in any of the particulars of the beneficial owner as stipulated in Form (BOF- 01) of Part IXA of the First Schedule of these rules, within 30 days from the date when the change occurs.

(5) In case ofnon-profit organization as deflned under section 2(36) ofthe Income Tax Ordinanc e,2001, the settlor, trustee, founder, promoter, beneficiary, class of beneficiary, as the case may be, will be the beneficial owners of the non- profit organization: Provided that where the beneficiary or class ofbeneficiary ofthe non-profit organization is general public, the beneficiary or class of beneficiary of such non- profit organization shall be exempted from the requirement of providing information of beneficial owners under this rule. (6) In case there is no change in the beneficial owners of the Company or AOP throughout a particular tax year,, the Company or AOP as the case may, shall furnish a "Certificate of Confirmation for Beneficial Owner" to this effect as prescribed in Form (BOF-02) under Part IXA of the First Schedule to these rules through Board's online system along with the Income Tax return to be filed for that tax year. Chapter unless there is anything repugnant in the 838. Definitions. - In this subj ect or context, - (1) "Board" means Federal Board ofRevenue as defined in section 2(8) of the Income Tax Ordinance, 2001 (XLIX of 2001); (2) "chain of ownerships" means all the legal entities and the legal arrangements through which the ownership rights (shareholdings) of a company or AOP are ultimately held by the natural person; (3) "contractual association" means the legal tie or contractual tie of two or more persons and/or legal entities and/or legal arrangements on the basis ofa contract executed by the parties ofthe contract; (4) "direct means" means (i) exercise ofcontrol by natural person including exercise of ultimate control over a company or AOP through direct ownership i.e. without having ownership of intervening legal person or persons between the natural persons and the company or AOP, as the case may be, or (ii) exercise of control through voting rights; (5) "indirect means" means exercise of control through means other than the direct means, and includes but not lirrited to means of control through (i) chain of ownerships; (ii) joint control arrangement; (iii)

contractual associations; (iv) personal or family connections; or (v) senior managerial position; (6) 'Joint control arangement" means a situation where two or more natural or legal persons, each having ownership or voting rights ofless than twenty-five percent, but their aggregate ownership or voting rights is twenty-five percent or more in a company or AOP and exercise or may exercise control over that company or AOP for being associates to each other in terms of section 85 of the Income Tax Ordinance, 2001 (XLIX of 2001); and (7) "ultimate effective control" means a situation in which ownership or control is ultimately exercised through direct or indirect means. The beneficial owner who exercise 83C. Record of beneficial owner. - (l) ultimate effective control over a company or AOP through direct ownership rights (through shareholding) of twenty-five percent or more, shall provide the following particulars or information, namely: (a) name ofbeneficial owner; (b) father's name or spouse's name; (c) date of birth; (d) nationalityofbeneficialowners; (e) CNIC, NICOP, NTN, passpoft number or foreign national identity number of beneficial owner; (0 percentage of shareholding or ownership interest held by the beneficial owner; (g) date of acquisition ofownership interest; and (h) residential and commercial address of the beneficial owner. (2) The beneficial owner who exercises ultimate effective control over the company or AOP through ownership rights of twenty-five percent or more through chain of ownerships, shall provide the following particulars and information, namely: - (a) name ofbeneficial owner; (b) father's name or spouse's name; (c) date ofbirth; (d) nationalityofbeneficialowner;

(e) CNIC, NICOP, NTN, passport number or foreign national identity number of beneficial owner; (f) particulars of legal owner i.e. all legal entities and arrangements through which the company or AOP is indirectly owned by the beneficial owner, including - (i) name of the legal owners; (ii) type of legal owner involved in chain of ownership e.g. joint stock company, limited liability company, foundation, trusts etc.; (iii) country of incorporation or registration of legal owner; (iv) incorporation or registration details of the legal owner i.e. incorporation or registration number, date of incorporation or registration and name of incorporating or registering authority; and (v) registered address of the legal owner; (g) percentage of shareholding or ownership interest held by the beneficial owner; (h) date of acquisition of ownership interest; and (i) residential and commercial addresses of the beneficial owners. (3) The beneficial owner who exercises ultimate effective control over the company or AOP through joint control arrangement, shall provide the following particulars, namely: - (a) name of beneficial owner; (b) father's name or spouse's name; (c) date of birth; (d) nationality of beneficial owners; (e) CNIC, NICOP, NTN, passport number or foreign national identity number of beneficial owners; (0 nature of relationship between the beneficial owners involved in joint control affangement For example, Mr. X who holds x percentage of ownership interests in IWs ABC company or AOP is the spouse of Ms. Y who holds y percentage of ownership interest in M/s ABC company or AOP, such as - (i) relatives; (ii) friends; and

(iii) other associates; (please specifu) (g) percentage of shareholding or ownership interest of each beneficial owner involved in joint control arrangement; (h) date of acquisition of ownership interest by each beneficial owner; and (i) residential and commercial addresses of the beneficial owners. (4) The beneficial owner, who exercises ultimate effective control over the company or AoP through voting rights, shall provide the following particulars, namely:- (a) name of beneficial owner; (b) father's name or spouse,s name; (c) date of birth; (d) nationalityofbeneficialowner; (e) CNIC, NICOP, NTN, passporr number or foreign national identity number of beneficial owner; (f) nature and details of voting rights that provide the effective control to the beneficial owner; (g) percentage ofvoting rights held by the beneficial owner; (h) residential and commercial addresses of the beneficial owners. (5) The beneficial owner, who exercises ultimate effective control over the company or AoP through contractual associations, shall provide the following particulars and information, namely: - (a) name of beneficial owner; (b) father's name or spouse,s name; (c) date ofbirth; (d) nationality of beneficial owner(s); (e) CNIC, NICOP, NTN, passpoft number or foreign national identity number of beneficial owner; (0 nature and details of the contract which provides effective control over the company or AOp to the contracting parties of the contract. Copy ofthe contract shall be provided to the Board; and (g) residential and commercial addresses ofthe beneficial owner. (6) The beneficial owner who exercises ultimate effective control over the company or AoP through personal or through family connections with the owners,

directors or management of the company or AOP shall provide the following particulars and information, namely: - (a) name of beneficial owner; (b) father's name or spouse's name; (c) date of birth; (d) nationality of beneficial owners; (e) CNIC, NICOP, NTN, passport number or foreign national identity number of beneficial owner; (0 nature and details of the personal and family connection which provides effective control to the beneficial owner [e.g. Mr. X (the beneficial owner) has influence over the company or AOP for being associated to Mr. Y (company's managing director)]; and (g) residential and commercial addresses of the beneficial owner. (7) The beneficial owner who exercises ultimate effective control over the company or AOP through senior managerial position or other indirect means shall provide the following particulars and information, namely: - (a) name of beneficial owner; (b) father's name or spouse's name; (c) date of birth; (d) nationality of beneficial owner; (e) CNIC, NICOP, NTN, passpod number or foreign national identity number of beneficial owner; (0 managerial position held by senior managing officer and the nature of control he exercises in the company or AOP [For example, Mr. X the CEO of the company holds the power of appointing or removing the directors of the company]; (g) date of acquisition of senior management position in the company or AOP; and (h) residential and commercial addresses of the benehcial owner. 83D. The Cascading Process for recording of beneficial ownership 83C represents a cascading process which entails threeinformation. - (1) Rule Tests. Rule 83C(1), 83C(2), 83C(3) and 83C(4) shall collectively represent Test 1. Rule 83C(5) and 83C(6) shall collectively represent Test 2 and Rule 83C(7) shall represent Test 3 of the cascading process.

(2) The three Tests ofthe cascading process shall be applied in succession when a previous test has been applied but has not resulted in the identification of all beneficial owner i.e. Test 2 shall only be applied in case if there is doubt as to whether a person with controlling ownership interest is a beneficial owner, or where no beneficial owner has been identified as a consequence of application of Test 1. Similarly, Test 3 shall only be applied in case the information about all beneficial owners is not recorded or captured by application ofTest 1 and Test 2. 83E. Retention of records of beneficial owner.- ( I ) Every company or AOp shall retain the records of all beneficial owners for a period of ten years from the date when the beneficial owners of that company or AOP, as the case may be, cease to be the beneficial owners of that company or AOP. (2) Board shall retain the records ofbeneficial owners ofall companies and AOPs registered with the Board for a period of ten years from the date when that company or AOP ceases to be registered with FBR.

Form BOF-01 Record of Beneficial Owner prescribed under section 181E of Income Tax Ordinance,200l RECORDS OF BBNEFTCTAL OWNER(S) Cascading Tests Sr. Category of lnformation to be Obtained and Application No Beneficial Owner(s) Test 1 I Particulars of Name of beneficial owner The test aims at beneficial owner(s) Father's name/Spouse's name identifring, who exercise(s) Date of Birth effectiveobtaining and ultimate theveriffing the control over Nationality of beneficial owner(s) CNI C NI C OPAITN/Pas sport AOPparticulars of the company or number(s)/ Foreign National Identitybeneficial through direct rights number of beneficial owner(s)owner(s) who ownership exercise(s) (shareholding) of Percentage of ultimate effective twenty-five percent shareholding/ownership interest held control over the or more. by the beneficial owner(s)company or AOP Date of acquisition of ownershipthrough interestdirect/indirect ownership and Residential and Commercial voting rights. addresses of the beneficial owner. 2 Particulars of the Name of beneficial owner beneficial owner(s) Father's name/Spouse's name who exercise ultimate Date of Birth effective control over Nationality of beneficial owner(s) the company or AOP through ownership CNI C/\II C OP/\ITN/Pas sport rights of twenty-five number(s)/Foreign National Identity percent or more number of beneficial owner(s) through chain of Particulars of all legal owner(s) i.e. ownerships. all legal entity(ies) or/and arrangement(s) through which the company or AOP is indirectly owned by the beneficial owner(s). i. Name(s) of the legal owner(s)

ii. Type of legal owner(s) involved in chain of ownership (e.g. Joint Stock Company, Limited Liability Company, Foundation, Trusts etc.) iii. Country of Registration/Incorporation of legal owner(s) iv. Incorporation /Registration detail(s) of the legal owner(s) i.e. Incorporation number, date of incorporation and name of registering authority. v. Registered addresses of the legal owner(s) Percentage of shareholding/ownership interest held by the beneficial owner(s) Date of acquisition of ownership interest Residential and Commercial addresses of the beneficial owner. 3 Particulars of the Name of beneficial owner beneficial owner(s) Father's name/Spouse's name who exercise ultimate Date of Birth effective control over Nationality of beneficial owner(s) the company or AOP C NI CNI C OPAITN/P as sport through joint control number(s)/Foreign National Identity arrangements. number of beneficial owner(s) Details/nature of relationship between the beneficial owners involved in joint control arrangement. . Relatives [For example, Mr. X who holds x percentage of ownership interests in NzVs ABC

company/AoP is the spouse of Ms. Y who holds y percentage of ownership interest in the same company/AoPl. . Friends . Other associates (Please speciff) Percentage of shareholding/ownership interest of each beneficial owner involved in joint control arrangement Date of acquisition of ownership interest by each beneficial owner Residential and Commercial addresses of the beneficial owner(s). 4 Particulars of the Name of beneficial owner beneficial owner(s) Father's name/Spouse's name who exercise ultimate Date of Birth effective control over Nationality of beneficial owner(s) the company or AOP CNI CAII C OPAITN/P as sport through voting rights. number(s)/Foreign National Identity number of beneficial owner(s) Details of voting rights that provide control to the beneficial owner(s). Percentage of voting rights held by the beneficial owner(s) Residential and Commercial addresses of the beneficial owner. Test 2 I Particulars of the Name of beneficial owner owner(s)Test 2 aims at beneficial Father's name/Spouse's name Identifi,ing, who exercise ultimate Date of Birth effective control overobtaining and the company or AOPverifring the Nationality of beneficial owner(s) contractualparticulars of the through CNI C /NII C OPA{TN/P as sport beneficial associations. number(s)/Foreign National Identity owner(s) who number of beneficial owner(s) exercise(s) Nature and details of the contract ultimate effective which provides effective control of

control over the the company or AOP to the company or AOP con es/ beneficial owner. through Residential and Commercial contractual addresses of the beneficial owner(s) associations and 2 Particulars of the Name of beneficial owner personal and/or beneficial owner(s) Father's name/Spouse's name family who exercise ultimate connections with Date of Birth the owners I effective control over Nationality of beneficial owner(s) the company or AOP C NI C /\II C OPAITN/Pas sport directors/ through personal number(s)/Toreign National Identitymanagement of andlor familythe company or connections with the number of beneficial owner(s)AOP. management/owners/ Nature and details of the directors of the personal/family connection which If there is doubt company or AOP. provides effective control to theunder Test I as to (the beneficial owner [e.g. Mr. Xwhether a person with direct/ beneficial owner) has influence over the company or AOP for being indirect/joint associated to Mr. Y (company'sownership interest or direct/indirect director Residential and Commercialvoting rights is a beneficial owner, addresses of the beneficial owner. or where no natural person exerts control through ownership interests and voting rights, then the particulars of a natural person(s) exercising control over company or AOP through means of control other than ownership and voting rights, are obtained by application of Test 2.

Test 3 1 Particulars of the Name of beneficial owner Test 3 aims at beneficial owner(s) Father's name/Spouse's name Identi$,ing, who exercise ultimate Date of Birth effective control over obtaining and company or AOP veri$,ing the the Nationality of beneficial owner(s) C NI CA{ I C OPAiTNIPas sport particulars of through senior beneficial managerial positions number(s)/Foreign National Identity (e.g. senior managing number of beneficial owner(s) owner(s) who exercise(s) officer who has the Position held by senior managing ultimate effective power to appoint and officer and the nature of control control through remove majority of he/she exercises in the company or senior managerial directors or control AOP. [For example, Mr. X the CEO position(s). over the affairs of the of the company holds the power of company) and other appointing or removing the Directors Where no natural indirect means of of theperson is control. Date of acquisition of senlor identified under management position in the Test I and Test 2 com or AOP above, reasonable Residential and Commercialmeasures shall be addresses of the beneficial owner. taken to verifr the identity of the relevant natural person(s) who holds(s) senior managerial position(s) in the or AOP. Note: The 3 Tests represents a cascading process and shall be applied in succession when a previous test has been applied but has not resulted in the identification of all beneficial owner i.e. Test 2 shall only be applied in case if there is doubt as to whether a person with controlling ownership interest is a beneficial owner, or where no beneficiaf owner has been identified as a consequence of application of Test l. Similarly, Test 3 shall only be applied in case the information about all beneficial owners are not recorded or captured by application of Test I and Test 2.

Form BOF-02 Certificate of Confirmation in respect of Beneficial Owner prescribed under Rule 83A(6) of Income Tax Rules, 2002. 1. This is to certifo that the particulars of the Beneficial owners in respect to IWs (Name of the Company/AOP/TrustAIPO) holding NTN_ provided to FBR under Section l8l E of Income Tax Ordinance, 2001 were updated latest on (Day/Month/Year) in accordance with the rules prescribed under Chapter XIIIA of Income Tax Rules,2002. 2. This is to further certit/ that the particulars of the Beneficial Owners in respect of M/s (Name of the Company/AOP/TrustAIPO) holding NTN updated latest on (DayiMonth/Year) remained unchanged for tax Authorized Signatory for M/s Dated )) [F. No. 1(23)R&S/20221 (Usman Secretary (Rules & SROs)