# UBO Registers: From Public Access to "Legitimate Interest" > How beneficial ownership registers work: why the EU Court closed public access in 2022, what "legitimate interest" means, and what the new EU AML package changes. Author: Алёна Дунаева — юрист, Family Office (https://wiki.private.law/authors/dunaeva) Last modified: 2026-07-21T10:07:00.000Z Canonical: https://wiki.private.law/en/ubo-registers Topics: structures Jurisdictions: global Semantic tags: company --- ## Concept A beneficial ownership (UBO) register is a state database of the real, ultimate owners of companies and structures — the people who stand behind nominee directors and chains of holdings. The idea grew out of the fight against money laundering: capital cannot be hidden behind an anonymous firm if a specific human being is visible behind every firm. The data itself is now collected in almost every jurisdiction, and the main dispute of recent years is about access — to whom the state shows the beneficial owner. How exactly an owner is concealed behind nominee holders we cover in the article on [beneficial ownership and nominee structures](https://wiki.private.law/en/beneficial-ownership-nominee). ## Where UBO Registers Came From In the EU, the duty to keep beneficial ownership registers was introduced by the Fourth Anti-Money Laundering Directive (AMLD4), and the Fifth (AMLD5, 2018) went further — it opened access to them to the general public. At the peak, anyone could look up who owned a company in most EU countries. In parallel, the classic offshore centres also began to disclose ultimate owners — under pressure from OECD and the EU. ## The 2022 EU Court Judgment On 22 November 2022, the Court of Justice of the EU (joined cases [C-37/20](https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX%3A62020CJ0037) and C-601/20, Luxembourg) invalidated the AMLD5 provision on general public access. The Court held that open access by anyone to beneficial ownership data is a serious interference with the rights to private life and the 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 earlier AMLD4 standard: access goes to whoever can demonstrate a legitimate interest. Journalists and organizations that fight 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: the data is collected and available to competent authorities, to banks for KYC purposes and to those with a justified reason — but not published in open access for everyone. ## The New EU AML Package > 🔗 **Related** > [economic substance](https://wiki.private.law/en/economic-substance) · [offshore companies (BVI, Cayman, Seychelles)](https://wiki.private.law/en/offshore-companies) · [holding structures](https://wiki.private.law/en/holding-structures) · [CRS: automatic exchange](https://wiki.private.law/en/crs-overview) · [beneficial ownership and nominee](https://wiki.private.law/en/beneficial-ownership-nominee) · [AML/KYC for private clients](https://wiki.private.law/en/aml-kyc-private-client) In 2024 the EU adopted a large anti-money-laundering package. Its core is the single Regulation AMLR (Regulation 2024/1624), the recast Directive AMLD6 (Directive 2024/1640) and a supranational supervisor, AMLA (Regulation 2024/1620), headquartered in Frankfurt and operating since July 2025. The main AMLR provisions apply from 10 July 2027, while member states bring in the register-access rules earlier — already in 2025–2026. The package harmonises registers across the EU, fixes the control threshold at 25% of ownership or votes, and codifies legitimate-interest access, for the first time guaranteeing it to journalists and civil-society organizations in every country of the Union. The direction is clear: anonymity of ownership is going away, and the "shop window for all" gives way to managed access. For private capital the conclusion is simple — a structure must be able to withstand disclosure of the beneficial owner to a competent authority, that is, be built on clean compliance from the very start. > ⚙️ "Legitimate interest" works as an access filter. A journalist, researcher or NGO confirms that the request relates to countering money laundering and terrorist financing, attaches documents about themselves and the purpose — and receives a limited set of data on the beneficial owner: name, month and year of birth, nationality and the nature of the holding. To a random curious person the register is closed. ## Britain Went Its Own Way The United Kingdom has kept a public People with Significant Control (PSC) register since 2016 and has not given up open access: anyone can see controlling persons with a stake of 25% or more on Companies House. With the Economic Crime and Corporate Transparency Act 2023, the emphasis shifted to the reliability of the data. From 18 November 2025, directors and PSCs must complete identity verification at Companies House; without it a company cannot file its annual return and risks being struck off the register. London bet on transparency with verification where Brussels chose restricted access. ## Offshore Centres: BVI and the Cayman Islands Adopt "Legitimate Interest" The classic offshore centres went the same way under pressure from OECD and the EU. In the [British Virgin Islands](https://wiki.private.law/en/bvi-company) a beneficial ownership register has existed for a long time, and amendments of 1 July 2025 opened access to third parties with a legitimate interest; the regime comes into full force on 1 April 2026, after a nine-month transition period. An applicant who proves an interest obtains limited data on an owner with a stake of 25% or more. The Cayman Islands launched such access back in February 2025 under the Beneficial Ownership Transparency Act. The [Seychelles](https://wiki.private.law/en/seychelles-company) and other IBC jurisdictions collect the same information. The anonymous offshore company as a tool of concealment has closed for good. ## The United States: The 2025 Reversal The United States initially moved with the general current: the Corporate Transparency Act required companies to disclose beneficial owners to the [FinCEN](https://www.fincen.gov/boi) register (BOI). But in March 2025 FinCEN issued an interim rule and rewrote the very concept of a "reporting company": now only foreign companies registered to operate in the US report. All firms formed within the country, and their US owners, are exempt from filing, and foreign reporting companies no longer need to name their US-citizen beneficial owners. While Europe and the offshore centres were tightening the screws, Washington took domestic business out of disclosure — a rare move against the global trend. > 🧭 By 2026 the picture has split along three tracks. The EU together with the offshore centres (BVI, Cayman) — access by legitimate interest. The United Kingdom — a public register plus identity verification. The United States — disclosure effectively only for foreign companies. For a cross-border structure this means one thing: the disclosure regime must be checked in each jurisdiction separately and in advance. ## What This Means for Private Capital For family capital the conclusion is calm. Anonymity as protection no longer works: the beneficial owner will in any case be seen by a competent authority, by a bank as part of [AML/KYC](https://wiki.private.law/en/aml-kyc-private-client), and in some places by a person with a legitimate interest. Working protection today is a legal structure that withstands disclosure without surprises: real substance, a clean ownership chain and a compliance file assembled in advance. Confidentiality has not gone anywhere, but it now rests on the correct application of the law and on limiting access to the data; the fact of ownership itself can no longer be hidden. [Holding structures](https://wiki.private.law/en/holding-structures), foundations and trusts still solve the tasks of succession and capital management — provided that the beneficial owner in them is disclosable and justified. > 💡 UBO registers have not gone anywhere — what changed is access to them. After the 2022 EU Court judgment, the "shop window for all" was replaced by access on a legitimate-interest basis, and the AMLR / AMLD6 / AMLA package locked this in across the EU with an eye to 2027. Britain kept its register public and added identity verification; the US in 2025 took domestic companies out of disclosure; the offshore centres BVI and Cayman adopted "legitimate interest." Anonymity of ownership is gone — only a legal structure that withstands disclosure of the beneficial owner still works. *This material is for informational and analytical purposes only and does not constitute individual legal advice.* --- ## Sources - [C-37/20](https://eur-lex.europa.eu/legal-content/EN/TXT?uri=CELEX%3A62020CJ0037) - [FinCEN](https://www.fincen.gov/boi) --- ## Factual claims - In the EU, the duty to keep beneficial ownership registers was introduced by the Fourth Anti-Money Laundering Directive (AMLD4), and the Fifth (AMLD5, 2018) went further — it opened access to them to the general public. - On 22 November 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 earlier AMLD4 standard: access goes to whoever can demonstrate a legitimate interest. - In 2024 the EU adopted a large anti-money-laundering package. - The United Kingdom has kept a public People with Significant Control (PSC) register since 2016 and has not given up open access: anyone can see controlling persons with a stake of 25% or more on Companies House.