Beneficial owner
UBO, ultimate beneficial owner
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The natural person who ultimately owns or controls a company, foundation or trust, or on whose behalf a transaction is carried out.
In most jurisdictions, a person is a beneficial owner if they hold more than 25 percent of the shares or voting rights or exercise control in another way; for operating companies, Switzerland applies a threshold of at least 25 percent. For foundations and trusts, the founder or settlor, the governing bodies and the beneficiaries are also included.
Identifying the beneficial owner is a core duty under the anti-money-laundering rules of Switzerland, Germany, Austria and Liechtenstein.
In practice
In a family office, beneficial ownership is rarely a single line on a form. Multi-level holdings, trusts with discretionary beneficiaries and voting agreements mean that the answer can differ from one jurisdiction to the next. Good practice is to keep one record of the structure with shareholdings and control rights, derive the beneficial owners for each legal system from it and document the reasoning – especially where nobody reaches the threshold and fallback rules apply.
Distinctions and common mistakes
Beneficial ownership is not the same as legal ownership: a nominee or fiduciary shareholder is not the beneficial owner. A common mistake is to multiply percentages through several levels and conclude that nobody qualifies, although one person controls the intermediate company and is therefore a beneficial owner.
Relevant in: Switzerland · Germany · EU-wide
Related terms
- Controlling person (Swiss AML)
- For operating companies in Switzerland, the natural person who holds at least 25 percent of the capital or votes or controls the company in another way.
- Beneficial owner under Austrian law
- The Austrian term for the beneficial owner under the Beneficial Owners Register Act (WiEReG) and the Financial Markets Anti-Money Laundering Act (FM-GwG).
- Transparency register
- Central register of the beneficial owners of companies and other legal entities.
Mentioned in these guides
- What is a family office?What a family office is, what it does, how single and multi family offices differ and when a family needs one – a clear, sourced overview.
- Setting up a single family office in SwitzerlandHow to set up a single family office in Switzerland: mandate, legal form, licensing under FinIA, governance, team and the systems to put in place first.
- Family office software for SwitzerlandWhat Swiss family offices need from software: structures across jurisdictions, AML due diligence, automatic exchange of information and Swiss data storage.
- Trust or foundation? A comparisonTrust or foundation for family wealth? Legal nature, control, recognition in Switzerland, Germany and Austria, tax and compliance compared side by side.
- KYC for trusts: which documents are requiredWhich documents banks and family offices require for a trust: trust deed, letter of wishes, information on settlor, trustee, protector and beneficiaries.
- Swiss Form A: establishing the beneficial ownerWhen Swiss banks require Form A, what it contains, how it differs from Forms K, T and S and how family offices maintain it efficiently across banks.
- The Liechtenstein trust (Treuhänderschaft)How the Liechtenstein trust works under the Persons and Companies Act and how it differs from the trust enterprise and the foundation.
- Software for the single family officeSingle family office software: the whole family structure, consolidated wealth across all banks, documents with deadlines and compliance evidence in one system.