Who is the ultimate beneficial owner (UBO) and what threshold applies?

The **beneficial owner (UBO)** is always a **natural person** — the one who **ultimately owns or controls** a legal entity or arrangement, whether through ownership or through other means of control. The point of identifying them is to make visible the person behind chains of holdings, trusts and shell structures; it is at the core of the customer due diligence (CDD) duties of every obliged entity.

The governing definition now sits in **Art. 52 of the AML Regulation AMLR (Regulation (EU) 2024/1624)**. The indicator for beneficial ownership is holding **25% or more** of the shares, voting rights or other ownership interest. **Important:** this is a change from the previous AML Directive, which referred to **more than 25%** — the exact-25% threshold is now **included** ^[1].

Ownership is only one route. The AMLR treats **control** as a separate criterion: someone who exercises dominant influence through voting agreements, the right to appoint management or other means is also a beneficial owner — ownership and control can coexist. Identification therefore cannot be evaded by sitting just below the ownership threshold.

Nor is the 25% threshold fixed in stone: **Art. 52(2) AMLR** empowers the Commission to **lower it to 15% for certain higher-risk sectors** (by delegated act, foreseen by 10 July 2029). The general reduction to 15% discussed in negotiations did **not** happen; 15% remains a sector-specific option. The AMLR applies from **10 July 2027** ^[1].

The substantive UBO definition and the due-diligence duties sit in the **AMLR**; the **central beneficial-ownership registers**, by contrast, are governed by the accompanying directive **AMLD6 (Directive (EU) 2024/1640)**. The registers are interconnected through the **BORIS** system (via the European Central Platform). When citing, the split is worth keeping: threshold and definition belong to the AMLR; registers, access and interconnection to the AMLD6 ^[2].

The deadlines are staggered: parts of the register-access provisions (including Art. 74 AMLD6) had to be transposed by **10 July 2025**, while the bulk of the package applies from **10 July 2027**. For obliged entities — from banks through crypto-asset firms to notaries — that means a multi-year stream of implementing acts, AMLA guidelines and national transposition laws to track continuously.