You apply for a virtual office and everything goes pretty much as expected. You fill in your details, choose an address, and you’re ready to proceed. Until we ask you to provide your company structure and your UBOs. That’s often the moment when entrepreneurs hesitate. Not because they don’t want to provide it, but because the question isn’t immediately clear. What exactly do we mean by UBOs? And how deep do you need to go?
The good news: it’s less complex than it sounds. But you do need to understand why we ask for this in the first place.
A UBO ‘Ultimate Beneficial Owner’, is the person who ultimately benefits from or controls the company. In many cases, this is someone who owns more than 25% of the shares. But that’s really just the starting point. The real question is: who is truly behind this company when you strip away all the layers?
Why company structures matter
Many entrepreneurs mainly think of their business in terms of what they do every day: customers, revenue, growth. The legal structure often feels like something “for the accountant.” But that structure determines how ownership and control are distributed and that makes a significant difference.
A simple private limited company (BV) with two shareholders is transparent. You can immediately see who the owners are. But once holdings, investors, or multiple layers come into play, that visibility decreases. And that’s exactly where it becomes important. Company structures can, intentionally or unintentionally, obscure who actually benefits from or controls the business. That doesn’t mean there’s anything wrong with them structures are often set up for tax, legal, or strategic reasons. But it does mean you can’t always tell from the outside how things really work.
That’s why we always “look through the structure.” Not because the structure is incorrect, but because we need to identify the actual individuals involved.
Why UBOs are essential
UBOs become important when ownership and control are no longer directly visible. As long as everything is simple, they are effectively self-evident. But once multiple layers are introduced, it becomes essential to explicitly identify who the ultimate beneficiaries are.
This is not only important for us, but also for:
- Banks
- Investors
- Accountants
- Regulators
Everyone wants to know who they are actually doing business with.
Without UBO insight, you could have a fully legally registered company while it remains unclear who is ultimately behind it. And that is exactly what legislation aims to prevent. This isn’t about control for the sake of control—it’s about transparency.
It often starts simple
In many cases, things are fortunately quite straightforward.
For example, you and a partner start a company together. Lisa and Tom launch a marketing agency. Lisa owns 60% of the shares and Tom 40%. In this situation, it’s immediately clear: both Lisa and Tom are UBOs. They both have a substantial interest and share control over the company. This also shows why UBOs are fundamentally simple. The structure and reality are fully aligned. What you see is what you get.
But what if there’s a holding structure?
Once a holding structure is introduced, things change.
Lisa and Tom structure their business differently. The operating company, Bright Marketing BV, is fully owned by a holding company. That holding company is owned 70% by Lisa and 30% by Tom. On paper, you now only see the holding company as the owner of the operating company. If you stop there, you miss the core.
Because the real question is: who owns that holding?
When you take that step, you end up back with Lisa and Tom. They are still the ultimate beneficial owners—just indirectly. This clearly shows why company structures and UBOs go hand in hand. The structure explains how things are set up, but the UBO reveals who is ultimately behind it.
What if no one has a majority?
Not every structure has a clear majority owner. Imagine a creative agency with five partners, each owning 20%. No one has a controlling interest. In such a situation, you can’t rely on percentages alone. You need to understand how the company operates in practice. Who makes the decisions? Is there someone leading? Or is it truly an equal partnership? Often, in these cases, the partners themselves are designated as UBOs because they jointly exercise control.
This illustrates that UBOs are not only about ownership, but also about influence.
The less visible UBO
Sometimes the complexity lies not in the structure, but in what happens behind the scenes. Think of a founder who has sold part of their shares but still effectively determines the company’s direction. On paper, that person may only hold a small stake, but in practice, little has changed in terms of control.
In such cases, that person may still be considered a UBO. This is also why we sometimes ask additional questions. Not to complicate the process, but to ensure that the picture reflects reality.
Why we specifically need this
As a provider of business services, we are required to properly know our customers. That means we don’t just look at the company itself, but also at the people behind it. Company structures provide context. UBOs provide clarity.
Together, they allow us to determine:
- who the ultimate beneficial owners are
- who has control
- and who we are actually doing business with
Without that combination, you would only see half the story.
