The European Union’s Sixth Anti-Money-Laundering Directive (Directive (EU) 2024/1640, “6AMLD”), together with the new EU Anti-Money-Laundering Regulation (Regulation (EU) 2024/1624), completes a transparency project that began with 4AMLD in 2015 and 5AMLD in 2018. By 1 July 2025, every EU Member State must establish an online register of the natural persons who hold 25 % or more of any EU-registered legal entity. This information will also be connected to a single EU-wide access point managed by the new Anti-Money-Laundering Authority (AMLA).
A “beneficial owner” is any natural person who directly or indirectly holds at least 25 % of the shares, voting rights, or economic interests in a company—or an equivalent degree of control in a partnership, foundation, or trust. The 25 % threshold is now legally fixed across all Member States, which may only choose to set a lower, but not higher, threshold.
Additionally, the new EU AML Regulation requires banks, legal firms, auditors, corporate service providers, and crypto platforms to actively verify the entries in the register against independent documents and to report any discrepancies to the national Financial Intelligence Unit (FIU).
This package follows the 2022 Luxembourg Business Registers decision, which had briefly disrupted public access to BO data. The EU’s goal is now clear: to enforce uniform transparency and verification standards across all Member States. As Hogan Lovells notes, this new regime moves the EU “from light-touch reporting to active verification of ownership chains,” with regulators required to audit at least 10 % of register entries annually.
In practice, this will have a clear and immediate effect on day-to-day corporate compliance and banking operations.
From July 2025, banks across the EU must classify any corporate structure that cannot produce a valid register extract as “high risk.” This will trigger enhanced due diligence, require approval by senior management, and mandate annual refreshes.
As DLA Piper warns, passive holding companies and layered nominee structures will face the greatest compliance burden, as banks will now be required to fully document and “pierce” all intermediary layers. Changes in beneficial ownership must be updated in most national registers within 14 days—non-compliance may result in civil fines or even criminal charges for directors. Norway’s new UBO registry, for instance, will begin imposing daily penalties for late filings from 31 July 2025.
Freshfields’ latest AML Navigator predicts growing pressure on businesses to simplify complex multi-layer holdings or move shareholder vehicles to more digitally efficient jurisdictions. Compliance costs will rise and personal liability for board members will become a growing concern.
As Matthias Lehmann, Partner at Freshfields, notes: “The days of a once-a-year shareholder declaration are over; boards will need live dashboards of beneficial-owner changes.” Samantha Brown, Global AML Lead at Hogan Lovells, adds: “Expect more questions on ‘control by other means’—veto rights, golden shares, family agreements—even where no one hits 25 %.”
In short, boards and compliance teams will need to adapt quickly. Already, compliance technology providers report strong demand for automated tools that monitor BO registers in real time and trigger alerts when an extract expires.
For the coming 12–18 months, businesses should consider four key actions:
First, review nominee layers—multi-jurisdictional chains will trigger more frequent KYC queries. Where possible, consider streamlining ownership structures.
Second, align shareholder agreements—partners must now accept faster disclosure requirements and new audit rights.
Third, update onboarding procedures—adding “verified BO extract” as a precondition for new accounts or loan facilities.
Finally, prepare for AMLA oversight—systemically important banks and selected crypto exchanges will fall under AMLA’s direct supervision starting July 2025.
Even with this harmonisation, 27 national registers will remain, with 27 slightly different procedures, timelines, and penalties. A single missed update could lead to frozen bank accounts or disrupted cross-border dividend payments.
This is why working with expert advisors remains essential. ERG’s regulatory team helps clients map discrepancies across jurisdictions, calibrate risk ratings, and implement automated BO monitoring—keeping beneficial ownership data accurate and timely in every market where you operate.
If your business is preparing for July 2025, now is the time to act. Contact us for a full audit of your corporate structure and a roadmap for simplifying nominee layers and automating compliance with the new 25 % beneficial-owner rule.
