Concept
A beneficial ownership register (UBO register) is a database where the state stores information about the real, ultimate owners of companies and structures: who stands behind nominee directors and layers of holdings. The idea was born from the fight against money laundering: to prevent funds from being hidden behind an anonymous company, you need to know the person behind it. The debate in recent years is not about whether to collect this data, but about who should see it.
Where UBO Registers Came From
In the EU, the obligation to maintain beneficial ownership registers was introduced by the Fourth Anti-Money Laundering Directive (AMLD4), and the Fifth (AMLD5, 2018) went further—it opened public access to them. At its peak, anyone could look up who owns a company in most EU countries. In parallel, ultimate owners also began to be disclosed by classic offshore jurisdictions—under pressure from the OECD and the EU.
The 2022 EU Court Judgment
On November 22, 2022, the Court of Justice of the EU (joined cases C-37/20 and C-601/20, Luxembourg) invalidated the AMLD5 provision on general public access. The Court found that open access by anyone to beneficial ownership data constitutes a serious interference with the rights to private life and protection of personal data under the EU Charter, disproportionate to the stated objective. Following the judgment, Luxembourg, the Netherlands, Austria, and other countries suspended public access to the registers that same day.
What "Legitimate Interest" Means
The judgment restored the previous AMLD4 standard: access is granted to those who can demonstrate a legitimate interest. Journalists and organizations fighting money laundering are presumed to have such an interest; a random curious person is not. In practice, this is a compromise between transparency and privacy: data is collected and accessible to competent authorities, banks for KYC purposes, and those with a justified reason—but not openly available to everyone.
The New EU AML Package
In 2024, the EU adopted a major anti-money laundering package: a unified Regulation (AMLR), a new Directive (AMLD6), and a supranational authority—AMLA with headquarters in Frankfurt. The package codifies access based on legitimate interest and harmonizes registers across the EU; its provisions are being implemented in stages during the second half of the 2020s. The direction is clear: anonymous ownership is disappearing, but the "showcase for all" is being replaced by controlled access. For private capital, the conclusion is simple—a structure must withstand disclosure of the beneficial owner to a competent authority, which means it must be built on clean compliance.
💡 UBO registers have not disappeared—access has changed. After the 2022 EU Court judgment, instead of a "showcase for all," access is based on legitimate interest, and the AMLR/AMLD6/AMLA package from 2024 enshrines this across the EU. Anonymous ownership no longer exists; the focus is on a legal structure that can withstand disclosure.
This material is for informational and analytical purposes only and does not constitute individual legal advice.
Key factual claims
- In the EU, the obligation to maintain beneficial ownership registers was introduced by the Fourth Anti-Money Laundering Directive (AMLD4), and the Fifth (AMLD5, 2018) went further—it opened public access to them.
- On November 22, 2022, the Court of Justice of the EU (joined cases C-37/20 and C-601/20, Luxembourg) invalidated the AMLD5 provision on general public access.
- The judgment restored the previous AMLD4 standard: access is granted to those who can demonstrate a legitimate interest.
- In 2024, the EU adopted a major anti-money laundering package: a unified Regulation (AMLR), a new Directive (AMLD6), and a supranational authority—AMLA with headquarters in Frankfurt.