The Register of Public Sector Partners (RPSP or RPVS in Slovak) is a pubic register of individuals (natural persons) and firms storing detailed information on entities known as 'ultimate beneficiaries' or 'ultimate beneficial owners', i.e. actual owners of companies.
In Slovakia, registration in RPSP is mandatory for certain domestic and foreign individuals or legal persons, in particular where public tenders (in their capacities as contractors of subcontractors), receiving subsidies or purchase of assets owned by public sector entities are concerned.
Thus, a public sector partner may be a firm, sole trader or a civic association.
In addition, registration in RPSP may concern also persons seeking voluntary registration in this Register for a variety of possible reasons.
Entities themselves are not allowed to handle the registration process, as this can be performed only through an advocate, notary, auditor, tax advisor or a bank in their capacities as 'authorized persons'.
The authorized person must have a cooperation agreement in place with the person wishing to registered in RPSP. Subsequently, the authorized person prepares the required documentation serving as the basis for fully electronic registration in RPSP.
In the course of the registration process, the authorized person reviews and verifies the shareholding and management structure of the person wishing to be registered, relying on relevant written documentation, such as current lists of members or shareholders in companies, assorted affidavits and extracts from the national and foreign registers of companies.
The authorized persons specifies the underlying information required for registration in RPSP individually for each particular case, depending on the complexity of the shareholding and management structure, and all this is reflected in the overall costs of registration.
As a rule, the associated costs oscillate around EUR 200 if individuals seek registration, or several hundred euros where legal persons are concerned. While limited liability companies with relatively simple ownership structures can expect registration costs of EUR 400, the price for registration of a company that itself is part of a supra-national concern may be much higher.
The entire registration process is usually completed within one (1) week after the candidate for registration furnishes all the required underlying information.
We are a modern, dynamically developing law office domiciled in Bratislava and Prague.
Our team possesses extensive experience with registrations in RPSP and rich expertise in a broad array of the areas of law relevant to the business sector, in particular commercial law, civil law, real estate law, intellectual property law including trademarks and licensing, business regulation and employment law.
Do not hesitate to rely on our services, we are prepared to handle your registration in RPSP, we will assist you fulfilling all the related obligations and we will also take care of all your commercial law-related needs.
The price for registration in RPSP we quote is always tailored to the complexity of the shareholding and management structure of the person seeking registration in RPSP
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What is the Register of Public Sector Partners?
The underlying legal regulation dealing with RPSP is contained in Act No. 315/20016 Coll. concerning the register of public sector partners and amending certain laws, and the related Act No. 297/2008 Coll. on protection against the legalization of proceeds from criminal activities and protection against terrorism financing and amending certain laws. The former of the cited laws deals with issues concerning RPSP, while the latter addresses issues related to the identification of ultimate beneficiaries.
Who is the administrator of the Register of Public Sector Partners (RPSP)?
The administrator of RPSP is the Ministry of Justice of the Slovak Republic. However, the authority to whom applications for registration, applications for registration of changes and applications for de-registration are to be addressed is the District Court in Žilina.
Who is to be registered in the Register of Public Sector Partners (RPSP)?
Entities to be registered in RPSP are both individuals and legal persons receiving funds from the public purse up to the legal limits that are thus deemed partners of the public sector. Therefore, both domestic and foreign entities, including their ultimate beneficiaries, are registered in RPSP.
Who is a public sector partner?
In general, each individual or legal person receiving public funding or acquiring public assets is a public sector partner. Apart from persons concluding agreements or contracts with a public sector entity, persons acting as sub-contractors can also be public sector partners, provided that the same financial limits are complied with or observed.
Under what circumstances is registration in the Register of Public Sector Partners (RPSP) mandatory?
Were contracts with the public sector (or with a person concluding such contract as the principal supplier/contractor) are concerned, registration in RPSP is mandatory if the value of the contract exceeds EUR 100,000 for isolated performance or EUR 250,000 for several performances under the same contract. The value-added tax is not included in the above limits.
How is the value of a performance assessed at the time of registration in RPSP?
When registration in RPSP is made, the value of public contracts, amounts of grants or EU funds, as well as the value of assets acquired from the State (such as the value of immovable properties) is assessed.
Are the values of multiple contracts added together?
As a rule, each contract is evaluated independently for the purpose of registration in RPSP. Thus, if the value of performance under contract A is EUR 90,000 and that under contract B is EUR 50,000, the values are not added together, and the obligation to register in RPSP does not occur. If, however, an amendment to contract A is concluded, resulting in the increase of the performance by an additional EUR 10,000, the obligation to register in RPSP will occur in such a case.
What is the procedure for registration in the Reister of Public Sector Partners (RPSP)?
According to the law, only an 'authorized person' may carry out registrations in the RPSP and the associated acts. The Authorized Person acts for a public sector partner under an agreement for discharge of the obligations of the authorized persons. Also, the Authorized Person is responsible for the identification and verification of ultimate beneficiaries. Thus, self-registration in RPSP is not permissible.
Who may act as Authorized Person and procure the registration in RPSP?
Only an advocate, notary, bank, branch of a foreign bank, auditor or tax advisor with the place of business or registered office in the Slovak Republic are allowed to act as Authorized Person that may file applications for registration, change or de-registration of data in RPSP.
Is a list of Authorized Persons available, and how to locate an Authorized Person?
There is no official list of Authorized Persons providing RPSP-related services, as a commercial service is concerned here. Interested parties wishing to be registered in the Register of Public Sector Partners may, among other things, attempt to identify an advocate providing this service.
What are the costs associated with registration in the Register of Public Sector Partners?
The costs of registration in the Register of Public Sector Partners may vary depending, among other factors, also on the complexity of the ownership and management structure the Authorized Person must analyze, the need to secure documents from foreign countries, etc.
What is needed for registration in the Register of Public Sector Partners (RPSP)?
In the first place, the party seeking registration and prospective Authorized Person need to conclude an agreement for discharge of the obligation of the authorized person. As part of the ensuing cooperation, the Authorized Person subsequently identifies the underlying documents needed to secure the registration in the RPSP, such as assorted representations, constituting documents, information concerning the ownership structure, etc.
Is there a mandatory deadline for registration in the Register of Public Sector Partners?
Registration in the RPSP must be completed prior to execution of the contract/agreement in relation to which the public sector partner seeks registration in RPSP. If contracts/agreements concluded for an indefinite period are concerned where the value of performance cannot be estimated in advance, registration in RPSP must be completed prior to acceptance of performance at the above value limits, meaning that registration may be carried out also after the execution of the relevant contract/agreement.
How long does registration in the register of public sector partners (RPSP) take?
As a rule, it takes several days to complete the registration in RPSP.
For what period of time must be a public sector partner registered in RPSP?
Duration of registration in the RPSP overlaps with the term of the contract in relation to which the public sector partner has registered in RPSP.
To whom can be a confirmation of registration in RPSP issued?
Extract from RPSP is available directly on RPSP's website. Extracts are provided solely in electronic form.
Must the agreement with the Authorized Person be concluded?
The agreement for discharge of the obligations of the authorized person is mandatory in order to perform registrations in RPSP. It forms one of the Annexes of the Application for Registration in RPSP, without which the registration in RPSP is not possible.
What kind of ultimate beneficiaries are to be entered in RPSP?
Ultimate beneficiaries, according to the Slovak legislation transposing European Directives, namely the AML Directive, are entered in the Register of Public Sector Partners (RPSP). According to the said legislation, ultimate beneficiaries have usually deemed either person who has a substantial influence on the management of the public sector partner (e.g. top managers) or persons entitled to valuable benefits from the activities performed by the public sector partner.
What does the obligation to verify the ultimate beneficiaries as of 31 December entail?
According to the law, the Authorized Person is required to verify whether the information, always as of 31 December, entered in RPSP are still up-to-date and whether any changes have occurred in relation to ultimate beneficiaries. If the information is up-to-date, the Authorized Person shall confirm that fact.
What sanctions are attached to failure to get registered in the Register of Public Sector Partners, to entering untrue information, and to failure to update the entered information?
The RPSP Act introduces a variety of sanctions associated with the above situations. Sanctions imposed for breaches of statutory obligations may include withdrawal from contracts with public sector partners and also the imposition of fines (up to EUR 1,000,000), cancellation of a public licence or even criminal liability. As a result of such sanctions, entities may be banned from subsequent tenders financed from the public purse, or members of their executive and representative bodies may be disqualified, meaning that the relevant person may no longer discharge his/he office, including in other companies.
What is the penalty for stating untrue information concerning ultimate beneficiaries?
Stating untrue information concerning ultimate beneficiaries may result in the imposition of penalties from EUR 10,000 up to EUR 1,000,000 on a public sector partner (e.g. a company) and from EUR 10,000 up to EUR 100,000 on a company's executive and representative body. Imposition of a penalty results in disqualification of the executive and representative body, meaning that such person may no longer discharge that office in any business company.
Can a public official be an ultimate beneficiary?
Public officials, such as mayors or members of municipal councils, are allowed to act as ultimate beneficiaries. Such a fact must be disclosed when entering the public sector partner in RPSP.
What is a verification document?
Verification document evidence that the Authorized Person, after having analyzed the shareholding and management structures of the public sector partner, has verified the identities of the ultimate beneficiaries. All the information concerning that structure must be included in the verification document that is subsequently made public on RPSP's website.