Beneficial ownership and control

What a beneficial owner is

A beneficial owner, or ultimate beneficial owner (UBO), is the natural person who ultimately owns or controls a legal entity, looking through intermediate companies, trusts and nominees. The FATF standards (Recommendation 24, strengthened in March 2022) require countries to ensure that adequate, accurate and up-to-date beneficial-ownership information is available to competent authorities; they do not require public access.

Most national definitions use a 25% threshold of shares or voting rights, directly or indirectly, plus a control limb for people who exercise significant influence or control by other means, such as the right to appoint or remove a majority of directors, rights under a shareholder agreement, or control of a trust that holds the shares. Some regimes use lower thresholds in specific sectors. Where no person meets the test, many regimes name senior managing officials instead.

A dossier records the applicable definition for the jurisdiction, the source of each ownership fact and whether it reaches a natural person. Owned 100% by Example Holdings Ltd (BVI) is an ownership fact; it is not a beneficial-ownership answer until the chain reaches a person or the dossier says it could not.

Public registers

United Kingdom. The register of people with significant control (PSC), public and free on Companies House since 2016. Thresholds: more than 25% of shares or voting rights, the right to appoint or remove a majority of the board, or significant influence or control, including over a trust or firm that meets the test. Since November 2025 PSCs must verify their identity with Companies House during a 12-month transition.

Canada (federal). Since 22 January 2024 CBCA corporations file their register of individuals with significant control (25% of shares by votes or value, or control in fact) with Corporations Canada, and part of it is published: name, address for service, date and a description of the control. Several provinces, including Quebec and British Columbia, have their own regimes; check each.

European Union. General public access ended after the Court of Justice judgment of 22 November 2022 in joined cases C-37/20 and C-601/20. The 2024 anti-money-laundering directive (Directive (EU) 2024/1640) re-establishes access for persons with a legitimate interest, including journalists and civil-society organisations, with member states to apply the new rules by July 2027. In the meantime access varies by member state; Malta, for example, limits access to competent authorities and subject persons.

Private registers and no register

Singapore. Companies and LLPs must keep a Register of Registrable Controllers (25% of shares or voting rights, or control) and lodge it with ACRA's central register. It is available to ACRA and law-enforcement agencies, not to the public.

Hong Kong. Companies must keep a Significant Controllers Register (more than 25%) at the registered office or a prescribed place, and make it available to law-enforcement officers on demand. It is not public and is not filed with the Companies Registry.

Taiwan. Under Company Act Article 22-1 companies declare directors, supervisors, managers and shareholders holding more than 10% to a government platform annually. The data is not public; the MOEA register shows director-represented holdings only.

Japan. No beneficial-ownership register for ordinary companies. Shareholder lists are not public. A voluntary scheme at the Legal Affairs Bureaus (実質的支配者リスト制度, from 2022) lets a company obtain a registrar-certified list of its beneficial owners to show to banks and counterparties.

Australia and New Zealand. No beneficial-ownership register at the time of review; both governments have consulted on one. Ownership evidence comes from ASIC extracts (members of proprietary companies) and the NZ Companies Office (all shareholders), which show legal, not beneficial, holders.

The United States in 2025 and 2026

The Corporate Transparency Act required most US companies to report beneficial-ownership information (BOI) to FinCEN from 2024. That position has changed and should be checked against FinCEN's current page before reliance.

• On 26 March 2025 FinCEN published an interim final rule removing the reporting requirement for US-formed companies and US persons, limiting reporting company to foreign entities registered to do business in a US state or tribal jurisdiction.
• On 11 August 2026 FinCEN issued a final rule making those exemptions permanent, effective 14 August 2026; foreign reporting companies remain subject to reporting under the final rule.

BOI reports were never public; access is limited to authorised government users and, under conditions, financial institutions. For diligence this means that no US register, state or federal, will tell you who owns a private US company. Evidence comes from Form D related persons (officers and directors, not owners), state annual reports (officers in some states), litigation, and company-supplied capitalisation tables. A dossier for a US private company says this plainly in the ownership section and lists the company-supplied documents it relied on, with dates and signatories.

How control is evidenced without a register

Where no register exists or the register is private, control is built from documents, most of them obtained from the company through the Trust Workspace and recorded as company-stated unless independently corroborated.

The dossier follows the chain entity by entity, citing each registry, and stops where it must, stating why: chain ends at a BVI company whose members are not disclosed; company-supplied declaration names two individuals; not independently verified.

Reading an ownership section

An ownership section in an OpenDossier file answers four questions, each with status and chain: who the legal shareholders are; who the beneficial owners are under the applicable definition; who controls the board; and whether any owner or controller triggers a sanctions, conflict or politically-exposed-person concern.

Where the answer is public (UK PSC, Canadian ISC, NZ shareholders) the status is verified and the retrieval date is recent. Where it is private but the company has supplied documents, the status is company-stated and the signatory and date are shown. Where neither is available, the section says so, lists what was asked of the company and when, and the open question count rises.

Readers should weigh an ownership section by the chain, not by the presence of a name. A beneficial owner named only in an unsigned PDF is a lead; a PSC entry with a verified identity is a fact. This is also why OpenDossier does not fold ownership into a score: the quality of the evidence varies more across jurisdictions than in any other section.