Introduction
Across Europe, legal entities, businesses, trusts, and similar legal structures are required to register their Ultimate Beneficial Owners (“UBOs”). UBOs are the natural persons who ultimately own or have a predominant degree of ultimate control within the organization or legal entity. In the Netherlands, the obligation to register UBOs arises from the Dutch Anti-Money Laundering and Anti-Terrorist Financing Act (Wwft) and the Trade Register Act (Handelsregisterwet). To adhere to this obligation, two separate Dutch UBO registers were introduced for legal entities and partnerships and for trusts and similar structures.

The UBO registers form part of a broader European effort to prevent money laundering and terrorist financing, as laid down in the Fourth Anti-Money Laundering Directive (“AMLD4”). The rationale behind the regulation is straightforward: individuals who ultimately control an entity are likely to exert significant financial influence over it and mandating disclosure of UBOs aims to prevent the misuse of legal entities to conceal the identity of those individuals.

Changing Access to the UBO Registers
Initially, the information in the UBO registers was accessible to the public. This open access faced significant criticism, particularly concerning the infringement on UBOs’ privacy rights. In 2022, the Court of Justice of the European Union (“CJEU”) ruled that public access to UBO information constituted a serious interference with the right to respect for private life and the protection of personal data. Public access allowed insight into the material and financial circumstances of UBOs and exposed their personal data to potential misuse for purposes unrelated to the objectives of the AMLD4.

Following the CJEU’s judgment, the Netherlands temporarily suspended access to the UBO registers. In the interim, entities obligated under the Wwft to conduct client investigation, investigate the origin of funds and report unusual transactions – such as civil law notaries –  had to request a certified extract from the UBO register directly from their clients as part of their know your client (“KYC”) procedures.

Amending act restricted access UBO Registers
In order to bring the Dutch UBO register regime in line with the CJEU’s decision, the Senate (Eerste Kamer) adopted the ‘Amending act restricted access UBO registers’ (Wijzigingswet beperking toegang UBO-registers) on July 8, 2025, which into force on July 16, 2025. Despite the title suggesting otherwise, the act seeks to restore access to the UBO registers, albeit for a limited group of parties. By categorizing levels of access as outlined below, the act aims to strike a balance between transparency and the protection of privacy:

Parties that must have access under AMLD4

The FIU and authorized parties retain unlimited access to all registered information regarding the UBOs.

Parties with obligations deriving from the Wwft such as banks, civil law notaries, tax advisors and auditors have access that is limited to the name, birth month, birth year, state of residence, nationality, and the nature and extent of the economic interest of UBOs.

Persons (including legal persons) with a legitimate interest can request access to the UBO register, resulting in access to the limited scope of information, as mentioned above. The notion of ‘legitimate interest’ has to be specified in further regulation. However, the act states that it has to be connected to the prevention of money-laundering and financing of terrorism. Examples given in the explanatory memorandum to the legislative proposal (memorie van toelichting) are NGOs and journalists that aim to prevent the aforementioned.

Parties with access in the context of sanctions compliance and the supervision of such compliance

Parties that have to investigate if entities and other legal structures and their owners are in compliance with sanction regulation, also have access to the UBO register. Given that most financial institutions already have access to the UBO register as they are subject to Wwft regulation, this category is mainly relevant to insurance companies like health- and other non-life insurance companies. These entities have access to the same limited scope of information.

Parties that have to supervise compliance with sanction regulation (i.e. the Dutch Authority for the Financial Markets and the Dutch Central Bank) have unlimited access to all registered information the same way the FIU has.

Certain public authorities

Secondary legislation can give certain public authorities access to the UBO register if deemed necessary for the execution of their public obligations deriving from national or European laws. The access is unlimited and covers all registered information.

Parties accessing their own data

The obligation to submit a registration to the UBO register rests with the person who owns a business or, in the case of a legal entity, the directors of that legal entity. Regarding the UBO register for trusts and similar structures, this obligation rests on the trustee. The inspection of the data by persons with a reporting obligation or trustees is important in order to verify whether the data has been fully and accurately registered. The possibility for entities or trusts to request an extract from the UBO register of their own data via a portal at the Chamber of Commerce is relevant with regard to using these extracts in commercial transactions. It concerns the data that was previously publicly accessible for consultation.

Would you like to stay updated on the latest developments regarding the UBO register? Please do not hesitate to contact one of our corporate lawyers for assistance.