Ultimate Beneficial Ownership in 2026: A Reporting Obligation Now Extending to Smaller Companies

For several years, the declaration of beneficial ownership was primarily associated with large companies or complex corporate structures.

In 2026 that scenario has changed.

The schedule established by SUNAT is progressively incorporating companies with lower income levels, which makes this obligation a directly relevant issue for family businesses, medium-sized companies, small businesses and recently established companies.

For many business owners, therefore, this may be the year in which they must formally answer a seemingly simple question: who is really the natural person behind the ownership or control of the company?

What is the ultimate beneficiary?

In general terms, the regime seeks to identify the natural person who ultimately owns or controls a legal entity.

One of the criteria established by SUNAT (the Peruvian tax authority) considers a natural person who directly or indirectly owns, through any means of acquisition, at least 10% of the capital of a legal entity to be the beneficial owner. There are also criteria related to effective control and rules applicable when a person cannot be identified using the aforementioned criteria.

Therefore, identifying the ultimate beneficiary does not always simply mean checking who appears as the immediate shareholder of a company.

When there are intermediary companies, holdings, family structures, shareholder agreements, or other forms of control, it may be necessary to review various levels of ownership.

Why is 2026 particularly important?

Superintendence Resolution No. 000168-2025/SUNAT established a progressive schedule taking as a reference the net income corresponding to the 2024 fiscal year.

For domiciled legal entities that were not included in previous schedules, SUNAT has established, among others, the following deadlines:

• Companies with net income above 25 UIT and up to 50 UIT: July 2026.

• Companies with income above 10 UIT and up to 25 UIT: September 2026.

• Companies with revenues up to 10 UIT: November 2026.

This explains why the obligation is taking on a different dimension this year.

It no longer only affects high-revenue companies.

It can also affect newly established companies.

Another particularly relevant aspect is that the timeline incorporates situations that do not depend solely on income level.

SUNAT has set aside the period of November 2026 for certain additional cases, including certain legal entities that registered or obtained a RUC between January 1, 2025 and November 30, 2026, in addition to other cases expressly contemplated by the resolution.

Therefore, a newly created company should not automatically conclude that this obligation does not yet apply to it.

The date of incorporation, registration and activation of the RUC must be reviewed together with the applicable rules.

The challenge is not just submitting a form

The declaration of the ultimate beneficial owner should be understood as the result of a prior identification process.

A society should be able to reasonably determine which natural persons meet the legal criteria and retain documentation to support that conclusion.

In a company with two individual partners, identification can be simple.

But the analysis changes when the following exist:

• shareholders who are other companies;

• nationally or foreignly owned chains;

• trusts or other legal structures;

• economic rights different from political rights;

• agreements that allow control without having a majority shareholding;

• recent changes in company ownership.

In these situations, simply reviewing the share register may not be enough.

The information must be kept up to date.

The declaration should not be seen as an exercise that ends with its submission.

SUNAT indicates that when the company detects changes in the information of the final beneficiary —including changes in ownership, control or the data communicated— it must comply with the updating obligations provided for by the regime.

This makes it advisable to link the ultimate beneficial obligation with the company's usual corporate processes.

A transfer of shares, a reorganization, the entry of an investor, or a modification of the control mechanisms could have consequences that go beyond updating the corporate register.

An opportunity to streamline corporate governance

Although the obligation has a regulatory compliance component, it can also serve as an exercise in corporate order.

To correctly identify the ultimate beneficial owners, a company needs to know its ownership structure accurately, keep its corporate books up to date, and have documentation that adequately reflects the relationships between its shareholders.

In family-owned businesses or companies that have grown rapidly, this exercise can reveal inconsistencies that should be corrected before they become a problem.

The year 2026 makes this review a particularly timely task for many Peruvian companies.

The recommendation is simple: don't wait until the expiration month to determine who should be declared.

The identification, documentation, and validation of the corporate structure should be carried out in advance.

In corporate matters, meeting deadlines is important. But knowing clearly who owns and controls the company is even more important.