Investor Guide
2026-10-10 08:16

Transparenzregister (Transparency Register): Disclose the Owner Before the Notary Will Act

The Transparenzregister is Germany's federal register of beneficial owners — the natural persons who ultimately own or control a company, for example through more than 25% of its capital or voting rights. Every German GmbH must report them, a foreign company must, as a rule, register before buying German real estate, and a notary must refuse to record a purchase until the companies involved disclose who stands behind them.

What it is

Legal entities under private law and registered partnerships must obtain, keep up to date and report without delay data on their beneficial owners, including residence and all nationalities (§§ 19(1), 20(1) sentence 1 GwG). A beneficial owner is any natural person who directly or indirectly holds more than 25% of the capital, controls more than 25% of the voting rights or exercises comparable control. If none can be identified, the managing director is deemed to be one (§ 3(2) GwG).
The duty extends to a company with its seat abroad that owns or commits to acquire German real estate. It also covers a foreign company that comes to hold at least 90% of a property company within the meaning of § 1(3) or (3a) GrEStG. In both cases, the duty does not apply if the company has already filed the data with a register in another EU member state (§ 20(1) sentences 2–3 GwG). Inspection is limited to authorities, obliged entities such as banks and notaries, and those showing a legitimate interest (§ 23(1) GwG).

Why it matters to investors

The register is a condition of closing. A notary must refuse to notarise while a foreign company party to the deed has not met its registration duty. Each company party must also have presented a text-form record of its ownership and control structure before the notary may proceed (§§ 10(9) sentence 4, 12(4) GwG). Banks, notaries and brokers must report discrepancies they find in the register (§ 23a GwG), so an outdated entry tends to surface during financing or closing.
Fines reach €150,000 for intentional and €100,000 for reckless breaches, and €1 million or twice the economic benefit for serious, repeated or systematic ones (§ 56(1), (3) GwG). Final decisions are, as a rule, published with the names of those responsible (§ 57 GwG). Even a certified extract carries no guarantee of accuracy (§ 18(4) GwG): the register supports, but does not replace, identifying the seller and a target company's owners. From 10 July 2027 the EU Anti-Money Laundering Regulation (EU) 2024/1624 takes over much of the GwG.

What to check

• A current entry for the buying GmbH, updated without delay after any change in ownership or control, and, where required, for the companies above it (Part 9).
• For a foreign company on either side: registration, or proof of filing in another EU register, before the notary appointment (Part 8).
• A text-form chart of the ownership and control structure, ready for the notary.
• In a share deal, the target's entry against its list of shareholders.
Related terms: Barzahlungsverbot (§ 16a GwG) · Notarielle Beurkundung · GmbH
Sources: GwG §§ 3, 10(9), 12(4), 18, 19, 20, 23, 23a, 56, 57; GrEStG § 1(3), (3a); Regulation (EU) 2024/1624; Gordon Real Estate Group, "German Prime Retail", Parts 8 and 9. Legal position as of 10 October 2026.
Photo: Alex Block / Unsplash
This entry is general information and not legal or tax advice.