Lesson 5 — Joint holdings: do not divide the percentage
This is the single most important rule in the course, and it is the one most often got wrong.
Article 5(4) treats each joint holder as owning the whole percentage. A 30% holding shared by three people is recorded as three real beneficiaries at 30% each. It is not three people at 10% each, and it is not one entry at 30% with three names attached. Source: Cabinet Resolution 109/2023, Art. 5(4).
Look at what dividing it would do. Three holders at 10% are all below 25%, so all three drop out of the register entirely. A structure deliberately built to sit just under the threshold would become invisible with a single arithmetic habit — which is precisely the outcome Article 5(4) exists to prevent. Dividing a joint holding does not understate the register; it empties it.
So the register for Al Mirfa Contracting LLC looks like this:
| Real Beneficiary | Recorded percentage | Recorded basis |
|---|---|---|
| Amina Al Bakri | 28% | Tier 1, indirect capital ownership |
| Layla Rahmani | 30% | Tier 1, capital, joint holding |
| Omar Rahmani | 30% | Tier 1, capital, joint holding |
| Salma Rahmani | 30% | Tier 1, capital, joint holding |
| Karim Haddad | 25% | Tier 1, capital, exactly at the threshold |
| Rashid Al Hosani | 30% | Tier 1, voting rights |
| Noura Sayegh | 5% | Tier 2, suspicion with its reason stated |
The percentages do not add up to 100%, and they are not supposed to. The capital-based entries alone total 143%. That is not an error to reconcile — it is what happens when one 30% block is correctly counted three times and an indirect chain is counted at its effective level. If a colleague "fixes" this column so it sums to 100%, they have just removed people from a statutory register.
Worth stating flatly because people still hesitate: Karim Haddad, at exactly 25%, is a real beneficiary. There is no rounding argument, no de minimis, and no discretion. The threshold is "25 per cent or more".
The failure mode. "Identify the other joint holders" appears when the joint-holding flag is set but the other holders are not named. The flag on its own is unverifiable — an auditor reading Layla Rahmani's 30% needs to see Omar and Salma on the same holding, or the entry looks like a plain 30% shareholder and the reconciliation against the share register fails.