Transparency Register Becomes a Full Register - Expiry of Transitional Ranges as of March 2022

The new Transparency Register and Financial Information Act (TraFinG) came into force on 1 August 2021. This has significantly reformed the German Money Laundering Act (GwG).

One of the most far-reaching changes is the abolition of the notification fiction according to Section 20 (2) AMLA.

As a result of the amendment, all legal entities in Germany must provide notification to the transparency register. Unlike before, this obligation is independent of whether the relevant information is derived from the commercial register or other publicly accessible sources.

The transparency register is to be transformed from a previous "catch-all register" into a "full register". It is to contain a comprehensive database on the beneficial owners of all entities subject to transparency requirements. The aim is to combat money laundering and terrorist financing.

This means that according to Section 20 (1) AMLA, legal entities under private law and registered partnerships, as well as according to Section 21 AMLA, foundations without legal capacity (as far as the purpose of the foundation is self-interested from the point of view of the founder), trusts and comparable legal structures are obliged to provide Bundesanzeiger Verlag GmbH with information on their beneficial owners for entry in the transparency register.

The designation of the beneficial owner includes all natural persons in whose ownership or under whose control the relevant association is. In the case of legal persons under private law and registered partnerships, natural persons are deemed to be beneficial owners if they directly or indirectly own more than 25% of the capital, control more than 25% of the voting rights or exercise control in a comparable manner.

Transitional periods still apply for the reports to the transparency register that are now required:

- 31 March 2022 (AG, SE, KGaA)

- 30 June 2022 (GmbH, cooperative, European cooperative, partnerships)

- 31 December 2022 (all others)

Until the expiry of the above-mentioned deadlines, fines and the obligations to submit discrepancy reports are suspended. However, the transitional periods do not apply to all. Legal entities that were not obliged to report under the previous legal situation due to the exceptions and reporting fictions are not included.

In view of the new obligations and the near deadlines, the relevant documents should be updated and the registration made in good time.

We will support you in implementing the changes to the law. Please contact us at or +49 40 257 660 900.