Context and objective

The fight against money laundering and terrorist financing (AML/CFT) has been a major concern of FATF* member states since the 1980s and then September 11, 2001. In France, with recently the 4th AML Directive** of May 2015, transposed by the so-called Sapin II law of December 2016, obliges companies to declare their beneficial owners, information gathered within a national register.

The objective of this fight is clear: to identify the person or persons who are really in charge of the company, so that the public authorities and the entities subject to AML/CFT regulatory obligations can access a first level of information. For private entities, the vigilance measures to be implemented sometimes oblige them to resort to other sources of information, the declarative mode being by its very nature likely to generate deliberately false declarations of beneficial owners.

How to identify them?

For companies with capital, the Ultimate Beneficial Owners (UBO) are the natural persons who either directly or indirectly hold more than 25% of the capital or voting rights of the company, or who exercise by any other means a power of control over the company.

When no natural person could be identified according to the previous criteria, the beneficial owner is the natural person(s) who legally represents the company. If the legal representative is a legal entity, the beneficial owner is the natural person(s) who legally represents this legal entity.
For companies without capital (associations, foundations, sole proprietorships...), the beneficial owner is either :

the legal representative(s) of the association ;
the president, the executive director and, if applicable, the member(s) of the foundation's board of directors;
the endowment fund president ;
the natural person(s) and, where applicable, the permanent representative of legal entities, appointed as directors of the economic interest group.