KYB: verify a business and identify its beneficial owner
Entering into a relationship with a legal entity requires much more than verifying the identity of its manager. KYB (Know Your Business) requires understanding the legal structure, tracing the ownership chain and identifying the beneficial owner(s). This guide details the registers to consult and the method to secure B2B onboarding.
Regulatory framework for KYB and beneficial ownership
KYB stems from the same AML/CFT due diligence obligations as KYC for natural persons, but applied to legal entities. Regulated entities must identify the client company, understand its purpose and ownership structure, and identify the beneficial owner, that is to say the natural person who, ultimately, owns or controls the company. The reference threshold retained by the Monetary and Financial Code is more than 25% of capital or voting rights, failing which the person exercising control by other means or the legal representative. Access to beneficial ownership register data has evolved since the CJEU ruling of November 2022, with public access being restricted in favor of access justified by a legitimate interest or by the status of a regulated entity.
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- Monetary and Financial Code (art. L. 561-2-2 and R. 561-1 et seq.): definition and identification of beneficial owner.
- Register of beneficial owners (RBE) held by the commercial court registries.
- Threshold of holding more than 25% of capital or voting rights as criterion for beneficial owner.
- 5th and 6th anti-money laundering directives (EU): transparency of structures and register access.
Documents and registers used for a KYB
Steps of a company verification
- 1
Identification of the legal entity
Verification of legal existence via Kbis and official registers: company name, SIREN, legal form, address.
- 2
Analysis of the ownership structure
Reconstitution of shareholding and control chain to identify who actually owns the company.
- 3
Identification of beneficial owner
Determination of natural persons exceeding the 25% threshold, or exercising control, then verification of their identity.
- 4
Screening and monitoring
Control of managers and beneficial owners against sanctions lists and PEPs, with monitoring of RBE updates.
Frequently asked questions
- What is the difference between KYC and KYB?
- KYC (Know Your Customer) verifies the identity of a natural person. KYB (Know Your Business) applies to legal entities: it verifies the existence of the company, its ownership structure and identifies the natural persons who control it.
- Who is the beneficial owner of a company?
- It is the natural person who, ultimately, owns or controls the company. The main criterion is the ownership of more than 25% of the capital or voting rights; failing that, the person exercising control by other means, or the legal representative.
- Where to find information on beneficial owners?
- In the register of beneficial owners (RBE) held by the clerk's offices. Since 2022, public access has been restricted: entities subject to AML-CFT regulations and persons justifying a legitimate interest retain limited access.
- Is a Kbis sufficient for a KYB?
- No. The Kbis certifies legal existence but does not reveal the ownership chain. A complete KYB crosses Kbis, bylaws, RBE and official registers to trace back to the actual beneficial owners.
- How often should a KYB be updated?
- Due diligence is continuous. The file must be re-examined upon any significant change (transfer, bylaw amendment, new manager) and according to a frequency proportionate to the level of risk of the relationship.
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