Ownership and client structures
AMLR 2024 vs 4/5 AMLD
[Updated October 2026]
Key differences in ownership and client structures under AMLR.
The EU Anti-Money Laundering Regulation (AMLR) makes beneficial ownership rules more precise, specifying ownership-chain calculations and requiring a separate assessment of control. It expressly captures holdings of exactly 25%, although the practical impact depends on firms’ existing thresholds and how ownership data is recorded and rounded. Lower thresholds require further EU legislation for designated higher-risk categories; a high-risk client rating alone does not trigger them. AMLR also clarifies complex structures, narrows listed-company exceptions and introduces more specific register reporting and overseas registration duties.
Ref: AMLR Articles 22, 24 and 51–67.
4/5 AMLD
AMLR 2024
Ownership and control
"More than 25%" indicated ownership, implemented without a uniform chain-calculation method or standard sector risk adjustments.
Specifies a "25% or more" baseline threshold, prescribing precise chain multiplication and aggregation. Crucially, it introduces sector/risk-based flexibility, allowing the European Commission to lower the threshold to 15% (or less) for high-risk categories. Parallel assessments of control via other means must be run alongside rules for when ownership and control coexist.
Example: Jane owns 15% of Root Co directly. She also owns 60% of Holdco, which owns 20% of Root Co. Her total is 15% + (60% × 20%) = 27%, so she is a beneficial owner even though neither path reaches 25% on its own. (Note: If Root Co is classified under a high-risk sector dropped to a 15% threshold, Jane’s direct 15% path alone would independently trigger UBO status).
Senior managing official fallback
Senior managing officials were treated as fallback beneficial owners.
Specifies that where no beneficial owner is identified after exhausting all means, or there are doubts about those identified, record that no beneficial owner was identified. Then identify all the natural persons holding senior managing official positions and verify them. Keep records of the steps taken and the difficulties found. Abstain from verification if it would tip off the customer.
Listed companies
Qualifying listed companies were excluded from the corporate UBO definition.
Does not reproduce that broad exclusion. Article 65 provides a narrower exception to specified entity/trustee obligations, subject to conditions on ownership and control. Listing is not a blanket exemption from UBO due diligence.
Register discrepancies
Discrepancy reporting was required without a uniform EU reporting deadline.
Expressly requires central-register consultation and reporting without undue delay, within 14 calendar days. Defined correction routes apply to certain minor inaccuracies or outdated information, but not higher-risk cases. Applicable professional exemptions remains.
Trusts, foundations, funds and nominees
Core trust parties and equivalent roles were identified, with less detail on complex structures.
Specifies look-through for corporate trust parties, treatment of discretionary beneficiaries and default takers, fund ownership/control tests and disclosure of nominators and their beneficial owners. It also addresses layered structures and when beneficiaries become identifiable.
Overseas registration
EU corporate registers and specified registration duties for non-EU trusts
Extends registration to foreign entities and arrangements in specified circumstances, including EU property acquisitions and certain business relationships. Registration can be required before onboarding or purchase completion; certain existing property holdings face a 10 January 2028 deadline.
Entity and trustee maintenance
Beneficial-ownership information had to remain accurate and current, with timing largely set nationally.
Introduces specified 28-day deadlines for acquiring, updating and reporting information, alongside annual requirements. These are entity/trustee duties, separate from the firm’s CDD refresh cycle.
Read more
Understand what AMLR changes for EU law firms, with links to legislation and local guidance, plus UK-specific comparisons for firms with offices there.
EU firms - key differences
AMLR 2024 vs 4/5 AMLD
UK firms - key differences
AMLR 2024 vs UK AMLS
Bar associations for common jurisdictions
Belgium
- Orde van Vlaamse Balies – witwaspreventie (Flemish bars)
- AVOCATS.BE – anti-blanchiment (French/German-speaking bars, OBFG).
Belgium has no single national bar, so both apply depending on the bar of registration.
France
Germany
Italy
Luxembourg
Netherlands
Spain
EU level
- AMLA: regulatory instruments – tracks every guideline and technical standard as it's finalise
- AMLA: draft regulatory technical standards (RTS)
- AMLA: public consultations – draft guidance open for comment
- EUR-Lex: Anti-Money Laundering Regulation (AMLR) – the regulation itself
- EUR-Lex: sixth Anti-Money Laundering Directive (AMLD6) – the directive Member States transpose
Cross-border legal profession
- CCBE: anti-money laundering – guidance written for lawyers specifically, bridging UK and EU frameworks