Beneficial owner (UBO)
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A beneficial owner — often called the ultimate beneficial owner (UBO) — is any natural person who ultimately owns or controls a legal entity, an express trust or a similar legal arrangement. Under the EU Anti-Money Laundering Regulation, a person is a beneficial owner of a company if they hold, directly or indirectly, 25 % or more of its shares, voting rights or other ownership interest, or if they control it by other means.
Also called: UBO, ultimate beneficial owner.
Why it matters for PSPs and EMIs
A payment account in a company's name can move money for whoever really stands behind that company. Identifying the beneficial owners, and understanding the ownership and control structure, is part of every business onboarding. It is also where sanctions exposure, politically exposed persons and nominee arrangements tend to surface.
What the law says
Definition. AMLR Art. 2(1)(28): any natural person who ultimately owns or controls a legal entity, an express trust or a similar legal arrangement.
Two routes: ownership and control. AMLR Art. 51: beneficial owners are the natural persons who have an ownership interest in the entity, or who control it through ownership interest or by other means. Control by other means is identified in parallel, not only when no owner is found.
Ownership: 25 % or more. AMLR Art. 52(1): direct or indirect ownership of 25 % or more of the shares, voting rights or other ownership interest, including rights to profits or liquidation balance. Indirect ownership is calculated by multiplying the holdings along each chain and adding the chains together; shareholdings on every level count.
Lower thresholds possible. AMLR Art. 52(2): for categories of entities exposed to higher risk, the Commission may set a lower threshold by delegated act — normally at most 15 %, and in any case below 25 % (its assessment is due by 10 July 2029).
Control. AMLR Art. 53: control through ownership means 50 % plus one; control by other means includes majority voting rights, the right to appoint or remove a majority of the board, veto or decision rights, and decisions on profit distribution. It may also arise from agreements, family relationships or nominee arrangements (Art. 53(4)).
Mixed structures. AMLR Art. 54 (ownership and control in different layers of a chain).
What beneficial ownership information covers. AMLR Art. 62(1) (the information the entity itself must hold; firms collect at least point (a), under Art. 22(2)): names, date and place of birth, residence, nationality, identity document number, the nature and extent of the beneficial interest and the date from which it is held, and a description of multi-entity structures.
Until 10 July 2027. Directive (EU) 2015/849, Art. 3(6), treats a shareholding of 25 % plus one share, or an ownership interest of more than 25 %, as an indication of ownership, and lets Member States set a lower percentage; Belgian law uses "more than twenty five percent" (Law of 18 September 2017, Art. 4, 27°). The AMLR's "25 % or more" catches exactly 25 %.
International standard. FATF Recommendations 10 and 24.
How ProofVolt handles it
Where the declared owner is also a director, ProofVolt matches the two by national register number, never by name alone. When no beneficial owner can be established from the evidence, the receipt says so ("Owner — not identified") and that line does not turn green.
Related
Sources
Informational only, not legal advice.