ZAMBIA Trends and Developments Contributed by: Mweshi Banda-Mutuna, Musenge Leah Nkonde and Lumbanya Judah Mulenga, Mweshi Banda & Associates Legal Practitioners
In practice, a company will routinely engage with institutions such as the Financial Intelligence Centre, banks and other reporting entities, as well as regula- tory and law enforcement bodies. The Act anticipates these interactions. Importantly, the Registrar of Com- panies now has authority to verify information using independent databases, cross-checks with financial institutions, and collaboration with oversight bodies earlier referred to. The Act also introduces a discrep- ancy reporting framework, under which authorities such as the Financial Intelligence Centre or other reporting entities may flag inconsistencies between information held by them and the information record- ed in the Register of Beneficial Owners. The Registrar may then require clarification from the affected com- pany, and may even seek information directly from individuals believed to be beneficial owners. This cre- ates a system in which ownership information may be tested against multiple sources, thereby reducing the scope for concealment. This moves Zambia from a passive disclosure model to an active monitoring system. Continuous compliance through annual returns Beneficial ownership information must now accom- pany annual returns. This ensures continuous com- pliance and eliminates the possibility of submitting outdated or incorrect information. Companies must therefore implement internal tracking mechanisms to capture changes in ownership, control arrangements and nominee relationships. The rationale for these developments is closely aligned with international standards on transparency and financial integrity. The emphasis on identifying natural persons, verifying information and enabling information-sharing reflects the broader objective of preventing the misuse of corporate structures for illicit purposes. In this respect, the amendments bring Zambia’s framework into closer alignment with global expectations on beneficial ownership disclosure. In terms of the practical implications that this now has on businesses, companies must now have a clear and accurate understanding of their ownership structures, particularly where ownership is layered through multiple entities or arrangements. Failure to do so may attract not only financial penalties but also
more severe consequences, including de-registration or restrictions on the company’s ability to operate. Beneficial ownership information is no longer confined to the company’s internal records or filings with the Registrar. It now forms part of a wider regulatory eco- system in which that information is shared with, and tested by, multiple actors. Occupational Health and Safety The Occupational Health and Safety Act, No 16 of 2025, which repealed the earlier framework, came into force on 30 December 2025 and represents a significant shift in Zambia’s approach to workplace regulation. Broadened scope and applicability The new Act reflects an expanded and modernised approach to worker protection. Unlike the previous Act, its scope now covers all types of workplaces, including professional service firms and office-based operations from the previous workplaces that involved dangerous or hazardous work associated with indus- tries such as mining and manufacturing. However, this expanded scope of application is subject to limited exclusions. This broader coverage indicates an understanding that health and safety risks are not limited to mines, facto- ries or construction sites. Risks related to ergonomics, mental health, indoor air quality, electrical safety and workplace stress are now formally recognised. Internal governance and employer obligations Employers who meet the prescribed threshold must now: • establish internal health and safety governance structures; • develop written safety policies; • create and maintain safe systems of work, includ- ing the supply of protective gear; • conduct regular risk assessments and workplace inspections; • provide mandatory training and safety inductions; • maintain accident logs, incident reports and cor- rective action records; and • actively monitor employee health.
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