Source: AMLA consultation paper draft
- Anti-money laundering
AMLR supplemental acts
- RTS on group-wide minimum requirements and additional measures for third-country subsidiaries and branches
Article 22 Criteria for identifying the parent undertaking in the Union for entities that are part of a structure which shares common ownership, management or compliance control
This is a draft act
This text has been parsed from the AMLA consultation paper draft as published on 16 April 2026. While we run a suite of validations, the automated parsing can result in errors. Also, before it is finally adopted by the Commission, its wording, numbering and references may change, and entire articles might be removed or added.
Summary What does Article 22 of the RTS on group-wide minimum requirements and additional measures for third-country subsidiaries and branches say?
This article directly builds on Article 21, providing the criteria for identifying which entity within a structure (such as a network, partnership, or franchise) should be designated as the parent undertaking in the Union, where that structure does not qualify as a formal group.
The article sets out a tiered approach: first, a list of qualitative criteria based on control, influence, and centralised functions; and second, a fallback rule where those criteria fail to produce a clear answer.
Important points:
- The entity within a structure that controls strategy, management, compliance, critical services, costs, or branding arrangements for two or more obliged entities is to be identified as the parent undertaking in the Union.
- If the primary criteria do not conclusively identify a parent undertaking, the entity established in the Union with the highest total annual turnover, per its latest management body-approved accounts, takes that role.
- This article applies specifically to structures that are not formal groups, meaning networks, partnerships, and franchises covered under Article 21 of this Regulation.
Springlex's summary of the article, a reading aid, not a substitute for the legal text.
The determination of the parent undertaking in the Union referred to in Article 16(4) of Regulation (EU) 2024/1624 for structures other than groups under Article 21 of this Regulation shall be based on any of the following criteria:
the entity has the right or ability to decide on the strategy or to direct the activities of the two or more obliged entities in the structure;
the entity has the right or ability to decide on important transactions, including the transfer of profits or losses of two or more obliged entities in the structure;
the entity has the right or ability to coordinate the management of two or more of the obliged entities in the structure;
the entity provides essential technical information or critical services to two or more obliged entities in the structure which cannot be replaced in a timely fashion without excessive cost;
the entity manages the compliance control or system of two or more obliged entities in the structure;
the entity manages the costs of operational and compliance activities of two or more obliged entities in the structure;
the entity develops, manages, distributes or reviews branding, marketing, franchising, partnership or network arrangements for two or more obliged entities of the structure.
Where paragraph 1 does not conclusively determine the parent undertaking in the Union of the structure, the parent undertaking shall be the entity established in the Union with the highest total annual turnover according to the latest available accounts approved by the management body.
Springlex and this text is meant purely as a documentation tool and has no legal effect. No liability is assumed for its content. The authentic version of this act is the one published in the Official Journal of the European Union.
Definition
parent undertaking
- for groups whose head office is located in the Union, an obliged entity that is a parent undertaking as defined in Article 2, point (9), of Directive 2013/34/EU that is not itself a subsidiary of another undertaking in the Union, provided that at least one subsidiary undertaking is an obliged entity;
- for groups whose head office is located outside of the Union, where at least two subsidiary undertakings are obliged entities established in the Union, an undertaking within that group established in the Union that:
- is an obliged entity;
- is an undertaking that is not a subsidiary of another undertaking that is an obliged entity established in the Union;
- has a sufficient prominence within the group and a sufficient understanding of the operations of the group that are subject to the requirements of this Regulation; and
- is given the responsibility of implementing group-wide requirements under Chapter II, Section 2 of this Regulation;
Definition
partnership
- at least two obliged entities exercise an activity in common with a view to profit or cost-sharing or achieving a common purpose; and
- the relationship is established in a structure under common ownership, common management or common compliance control.
Definition
management body
Definition
group
Definition
structure
- includes at least two obliged entities;
- is not a group with a parent undertaking within the meaning of Article 2(1), point (42) of Regulation (EU) 2024/1624; and
- has the objective of establishing a common framework of business, professional or commercial relationships connecting two or more obliged entities.
Definition
network
- at least two obliged entities carry out their activities in a framework which aims at cooperation and common profit- or cost-sharing, or has in place a common business strategy, or shares common compliance policies, procedures or controls, or uses a common brand or marketing name; and
- the relationship is established in a structure under common ownership, common management or common compliance control.