The 25% beneficial ownership threshold and control through other means
Articles 51 to 56 AMLR replace national thresholds with one rule: 25% ownership, plus control through other means, traced through multi-layered structures. What to collect, verify and record from 10 July 2027.
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Under the current directives Member States could set their own beneficial ownership thresholds, and several went below 25%. The AMLR ends that: a natural person who holds 25% or more of the shares or voting rights, directly or indirectly, is a beneficial owner. So is anyone who exercises control through other means, whatever their shareholding.
Ownership interest
Article 52 defines how ownership is calculated, including indirect holdings through chains of entities. The calculation multiplies the interests along the chain, and the threshold is tested at the level of the customer. A person holding 50% of a company that holds 50% of the customer has a 25% indirect interest and qualifies.
Control through other means
Article 53 lists the forms of control that count even without ownership: the right to appoint or remove a majority of the board, veto rights, contractual arrangements, family links, and informal arrangements. Article 54 confirms that ownership and control can coexist: where they point at different people, all of them are beneficial owners.
Multi-layered and opaque structures
Article 55 deals with layered structures, Article 56 with the case where no beneficial owner can be identified after exhausting all means. In that case the senior managing officials are recorded, with the reason. The AMLR expects that case to be rare and documented, not a default.
Nominees, trusts and foundations
Nominee shareholders and directors must disclose the nominator (Article 60). For trusts and similar arrangements the settlor, trustees, protectors, beneficiaries and any other person with control are beneficial owners (Article 57), and foundations follow the same logic (Article 59).
Registers and discrepancies
Obliged entities must consult the beneficial-ownership register where required and report discrepancies between the register and what they found (Article 24). The register is not a substitute for verification; it is a check against it.
What to do now
- Identify customers where your current threshold or method differs from the AMLR and plan a re-verification wave before July 2027.
- Extend the data model: nature of control, chain of ownership with percentages, reason code for senior-managing-official fallback.
- Build the discrepancy-reporting process with the register in each country you operate in.
The RTS on customer due diligence, submitted to the Commission, specifies the verification sources; the dashboard tracks it under Client Acceptance.