Caltury

Caltury Resource

Beneficial owner identification matrix

Per-customer-type reference for AU reporting entities. Apply the 25% threshold and the control-by-other-means test to every customer; identify beneficial owners as listed; record reasoning when the fallback applies.

Tip: print and keep on the desk next to the KYC checklist.

Foundations

The 25% threshold

An individual who ultimately owns or controls (directly or indirectly) 25% or more of a customer is a beneficial owner. ‘Ultimately’ means look through every intermediate entity until you reach a natural person.

Control by other means

An individual who exercises control by other means is also a beneficial owner. Examples: a shareholders’ agreement granting a minority shareholder veto rights; an appointor with power to remove and appoint trustees; a power of attorney holder with operational control.

Senior managing official fallback

Where the firm has applied both tests above and is unable to identify any beneficial owner, the senior managing official of the customer is identified. The fallback should be the exception, not the default.

Verification standard

Each beneficial owner identified must be verified as if they were an individual customer: full name, residential address, and verification against a reliable and independent source (passport, driver licence, Medicare card, or electronic verification service).

Refresh trigger

Re-identify beneficial owners whenever there is a change in ownership or control, when the customer’s risk rating changes, or on the periodic ongoing due diligence cycle (annual for low risk, quarterly for medium, monthly for high).

The matrix

Sole trader (individual operating a business)

Beneficial owners

  • · The sole trader. By definition the customer and the beneficial owner are the same individual.

Also identify

  • · Any agent or authorised representative acting on the sole trader’s behalf.

Notes: No 25% calculation is needed. The sole trader is identified as an individual customer (B2 flow in the AML/CTF Program). ABN should be verified against ABN Lookup.

Partnership (general or limited)

Beneficial owners

  • · Each individual partner with a 25% or greater interest in the partnership.
  • · Any individual who otherwise controls the partnership (for example a managing partner with veto rights, or a partner who is the only one with bank-account signing authority).

Also identify

  • · Each partner (whether or not they meet the 25% threshold) where the partnership has fewer than 5 partners.
  • · Any agent or authorised representative acting on the partnership’s behalf.

Notes: Partnership agreements vary widely; ask for a copy or extract to identify control rights, not only profit-share percentages.

Australian proprietary company (Pty Ltd) — small

Beneficial owners

  • · Each individual owning (directly or indirectly) 25% or more of the issued share capital.
  • · Each individual exercising control by other means (for example through a shareholders’ agreement, casting vote, or contractual right to appoint directors).

Also identify

  • · Each director.
  • · Senior managing official as the fallback if no individual meets the 25% or control threshold.

Notes: For single-director, single-shareholder companies the director is usually the sole beneficial owner. Indirect holdings (a Pty Ltd owned by another entity) require you to look through and identify the natural-person owner at the end of the chain.

Australian proprietary company (Pty Ltd) — layered structure

Beneficial owners

  • · Each individual who, after looking through every intermediate entity, ultimately owns 25% or more of the customer.
  • · Each individual exercising control by other means at any level of the chain.

Also identify

  • · Every entity in the ownership chain at a high level (name, ACN, registered office).
  • · Senior managing official of the customer as the fallback.

Notes: Layered structures (Pty Ltd owned by Pty Ltd owned by trust owned by individuals) are the classic place beneficial owners get lost. Draw the chain on paper before recording the result.

Australian public company (listed on ASX or another approved exchange)

Beneficial owners

  • · None required to be identified to the individual level for the listed company itself.

Also identify

  • · The listed company itself (name, ABN, registered office, exchange listing).
  • · Any agent or authorised representative.

Notes: Listed public companies attract a simplified verification path under the AML/CTF Rules: the disclosure regime of the exchange substitutes for individual-level beneficial owner identification. Confirm the listing on the relevant exchange.

Australian public company (unlisted, e.g. limited by guarantee)

Beneficial owners

  • · Each individual exercising control by other means (members of a limited-by-guarantee company are not shareholders in the percentage sense).

Also identify

  • · Each director.
  • · Senior managing official as fallback.

Notes: Limited by guarantee companies (often used by associations and charities) have no equity holders. Control is identified through directorships and constitutional rights.

Discretionary trust (family trust, including testamentary)

Beneficial owners

  • · The trustee(s) — whether individual or corporate.
  • · The appointor (if any) — person with power to remove/appoint trustees.
  • · Any individual entitled (or expected) to receive 25% or more of the trust income or capital in a given distribution cycle.
  • · Any individual who otherwise controls the trust.

Also identify

  • · The settlor of the trust (unless deceased or unless the settlor was a sham settlor making a nominal initial settlement).
  • · Named beneficiaries individually; or, where beneficiaries are a class (e.g. “the children of John Smith”), a description of the class.

Notes: Discretionary trusts are the highest-risk customer type for beneficial-owner identification. Always obtain a certified copy or extract of the trust deed and walk through it carefully.

Unit trust

Beneficial owners

  • · Each individual (or entity that you must then look through) holding 25% or more of the units.
  • · The trustee(s).
  • · Any individual exercising control by other means.

Also identify

  • · Settlor of the trust (where not a sham settlor).
  • · All other unit holders where the trust has fewer than 5 unit holders.

Notes: Unit trusts behave more like companies for beneficial-owner purposes; unit register is the primary source.

Hybrid trust (discretionary + unit features)

Beneficial owners

  • · Apply both the discretionary trust and unit trust rules.
  • · Identify trustees, appointors, settlor, named beneficiaries and any 25% unit holder.

Also identify

  • · Any individual exercising control by other means.

Notes: Hybrid trusts attract heightened scrutiny because the discretionary element can be used to obscure the economic owner.

Self-managed superannuation fund (SMSF)

Beneficial owners

  • · Each trustee — whether individual or corporate trustee.
  • · If a corporate trustee, each director of the trustee company.
  • · Each member of the fund (members and trustees overlap in an SMSF by design).

Also identify

  • · The SMSF itself (name, ABN).
  • · Senior managing official of any corporate trustee.

Notes: SMSFs are trusts. The Superannuation Industry (Supervision) Act 1993 requires that members are also trustees (or directors of the corporate trustee), so the identification list overlaps significantly.

APRA-regulated superannuation fund

Beneficial owners

  • · Generally none required to be identified to the individual level.

Also identify

  • · The fund itself (name, ABN, RSE licence).
  • · The trustee entity (name, ABN, AFSL).

Notes: APRA-regulated funds attract a simplified verification path under the AML/CTF Rules, similar to listed public companies.

Incorporated association (e.g. sporting club, community group)

Beneficial owners

  • · Each individual who exercises control by other means (the chair, secretary, treasurer or other office-holders with practical control).

Also identify

  • · The association itself (registered name, incorporation number, registered address).
  • · Each office-holder where the association has fewer than 5 members.

Notes: Incorporated associations have no shareholders. Identify control through the constitution and office-holders register.

Registered charity (ACNC-registered)

Beneficial owners

  • · Each individual who exercises control by other means — typically the directors of the entity if a company limited by guarantee, or office-holders if an association.

Also identify

  • · The charity itself (name, ABN, ACNC registration).
  • · Each responsible person listed with the ACNC.

Notes: ACNC registration provides a useful public source for confirming names of responsible persons.

Australian government body (Commonwealth, State, Territory, local)

Beneficial owners

  • · None required to be identified to the individual level.

Also identify

  • · The government body itself (name, ABN if applicable, jurisdiction).
  • · The authorised representative acting on behalf of the body.

Notes: Government bodies attract a simplified verification path. Confirm the body is in fact a government body (and not a government-owned company, which is identified as a company).

Foreign company or foreign trust

Beneficial owners

  • · Same 25% threshold and control-by-other-means tests apply.
  • · Each individual identified must be verified to the AML/CTF Rules standard despite foreign documentation.

Also identify

  • · The foreign entity (name, country of registration, registered address).
  • · Country-specific identifiers (registration number).

Notes: Treat foreign-customer onboarding as higher-risk by default. Cross-check the registered address against the jurisdiction’s public register if accessible.

Worked example: a buyer that is a Pty Ltd whose sole shareholder is a discretionary trust

  1. Customer: BlueBlock Investments Pty Ltd (ACN 000 000 000), buying a $2.4m commercial property.
  2. BlueBlock has one director (Sarah Smith) and one shareholder (BlueBlock Family Trust).
  3. BlueBlock Family Trust is a discretionary trust with trustee BlueBlock Nominees Pty Ltd, settlor Robert Smith (deceased), appointor Sarah Smith, and a class of beneficiaries described as ‘the children and grandchildren of Robert Smith’.
  4. BlueBlock Nominees Pty Ltd has two directors and two shareholders: Sarah Smith (50%) and Tom Smith (50%).
  5. Beneficial owners identified: Sarah Smith (as director of BlueBlock Investments, appointor of the trust, 50% shareholder of the corporate trustee), Tom Smith (50% shareholder of the corporate trustee).
  6. Settlor: Robert Smith (deceased) — recorded but identification not required given the deceased status.
  7. Class beneficiaries: described as ‘children and grandchildren of Robert Smith’ — class description sufficient.
  8. Risk rating: MEDIUM — layered structure with a discretionary element warrants closer scrutiny on source of funds.