• 03.03.2026
• Specialist topic

Combating money laundering and terrorism

Transparency Register - Notification of beneficial owners

The register is kept electronically and allows the public (if they can demonstrate a legitimate interest) to view relevant data in order to increase the transparency of economic activities. Entries in the transparency register can only be made via www.transparenzregister.de. Registration is free of charge. An annual fee is charged for maintaining the Transparency Register. The Transparency Register is maintained by Bundesanzeiger Verlag GmbH.

Companies are obliged to report details of their beneficial owners to the Transparency Register. This includes information such as name, date of birth, place of residence and type of economic interest.

In order to avoid negative consequences, companies must therefore ensure that they comply with the legal requirements for reporting and updating data in the Transparency Register. Violations of the transparency register reporting obligations constitute an administrative offence and can be punished with a fine of up to 150,000 euros. In cases of serious, systematic or repeated offences, fines of up to one million euros are possible. Final and incontestable decisions on fines are published on the homepage of the Federal Office of Administration.

Identification of beneficial owners

In order to fulfil this reporting obligation, the beneficial owners of a company must be identified. The beneficial owner of a legal entity or other company is the natural person who owns or controls the company, Section 3 (1) sentence 1 no. 1 GwG.

According to Section 3 para. 2 sentence 1 GwG, the beneficial owner of legal entities under private law and other companies is any natural person who directly or indirectly holds

1. holds more than 25 % of the capital shares
2. controls more than 25 % of the voting rights or
3. exercises control in a comparable manner. The cases in which "control is exercised in other ways" can be found in the Federal Office of Administration's "Questions and Answers on the Money Laundering Act" dated 5 May 2023. This is the case, for example, if a natural person has a comprehensive right of veto over decisions made by the general meeting of members, shareholders or partners. Due to their far-reaching powers of administration and disposal, an executor generally also exercises "control by other means".

Indirect beneficial ownership requires that a natural person has a controlling influence over a company (the law refers to "associations", Section 20 GwG) that fulfils one of the aforementioned requirements in the company to be audited, Section 3 (2) sentences 2, 3 GwG. A controlling influence exists in particular if the company controls more than 50% of the voting rights or capital shares. However, statutory or contractually agreed veto or prevention rights can also lead to a controlling influence in certain cases.

If no natural person who fulfils the criteria of a direct or indirect beneficial owner can be identified following detailed investigations and - documented - enquiries with the shareholders, all legal representatives of the association subject to the notification obligation (Section 3 (2) sentence 5 GwG), i.e. the managing directors in the case of a GmbH, are deemed to be beneficial owners.