Regulatory update – Sri Lanka

The law was enacted on 4 August 2025, and provisions of the Act will come into operation when an Order is published in the Official Gazette. 

Each company must maintain a register of beneficial owners at its registered office, appoint a natural person resident in Sri Lanka for register safekeeping, and submit accurate and timely information to the Registrar of Companies. Existing companies must provide BO details within 6 months from the effective date, and all information must be kept current.

Information Required:

• Full name
• Date of birth
• Nationality
• Residential and business addresses
• Nature and extent of interest or control
• Date on which the person became a beneficial owner

Additional Amendments

• Single shareholder companies may now be incorporated.
• Bearer shares and share warrants to bearer are prohibited; existing holders must disclose their identities and convert them to registered shares.
• Share allotments must be completed within 20 working days of receiving consideration.
• Director removal procedures now require special notice and an opportunity for directors to respond.

These updates aim to strengthen transparency, enhance governance, and align Sri Lanka’s company law with international AML/CFT standards.