---
title: "Group-Wide AML Under AMLR: What AMLA's Final Draft RTS Means for Fund Manager Groups"
url: https://vestlane.com/blog/amla-group-wide-aml-rts/
publishedDate: 2026-11-05
author: "Ivo Schmiedt"
readingTime: 8
description: "AMLA's final draft RTS on group-wide AML: when a fund platform is a group or a structure, who must notify the supervisor, and the deadlines."
---

# Group-Wide AML Under AMLR: What AMLA's Final Draft RTS Means for Fund Manager Groups

Group-wide anti-money laundering rules are usually associated with banks and insurance groups, with clear parent companies and consolidated balance sheets. **Private fund and asset managers are a different case**. They typically consist of an alternative investment fund manager ("AIFM"), a general partner ("GP") per fund, several fund vehicles, parallel and feeder funds, and special purpose vehicles ("SPVs"). The AIFM rarely owns the funds. The limited partners ("LPs") do.

So whether the new **draft Regulatory Technical Standards on group-wide anti-money laundering and counter-terrorist financing** ("AML/CFT") rules under Articles 16(4) and 17(3) of Regulation (EU) 2024/1624, the EU Anti-Money Laundering Regulation ("AMLR") (together, the "Draft RTS") **apply to a fund platform is less obvious than it looks**.

These standards reach further than the EU parent company at the top of a chart, extending to third-country branches and subsidiaries and to groups headquartered outside the EU, where the filing deadline is tightest of all. This article focuses on one question: is a fund platform a group, a structure or neither, and what follows from the answer?

**TL;DR**

- **What happened.** On 1 October 2026, AMLA published the Final Report of its technical standards on group-wide AML rules. They now go to the European Commission for adoption, which is why they are still formally draft.
- **Who is caught.** The rules apply to groups (a parent company and the companies it controls) and to "structures": two or more obliged entities (businesses subject to AML rules) linked by common ownership, management or compliance control.
- **Why funds are in scope.** Under AMLR, a fund and its manager are each subject to AML rules in their own right. Whether a fund platform (a manager with the funds and entities it runs) is a group depends on control relationships, for example through a holding company or a GP, not on accounting consolidation.
- **What you have to file.** In a group, the parent company is responsible. In a structure, a "head of structure" must be notified to the supervisor, or permission requested not to name one.
- **The deadline most readers will miss.** Structures get six months after the rules apply. Platforms whose head office sits outside the EU get no transition at all and file on day one.
- **The operational gap.** Within a group or structure, data on limited partners shared between funds must be need-to-know, secure and logged.

## Not Written for Funds, but Broad Enough to Apply

AMLR provides that **group-wide requirements** can also apply to **structures** sharing common ownership, management or compliance control (Article 16(4) AMLR).

Section 6 Draft RTS (Articles 14 to 17) sets out the conditions. Under Article 2(1) Draft RTS, a structure is:

- any organisation or agreement that includes at least two obliged entities,
- is not a group,
- is set up for a lasting business relationship between them, and
- has common ownership, management or compliance controls.

The recitals (the explanatory statements at the start of the Draft RTS) describe what AMLA had in mind: networks of auditors, partnerships of lawyers and notaries, franchises of real estate agents and gambling operators. Funds do not appear anywhere in that discussion.

At the same time, Recital 25 states that the conditions "should be designed broadly to allow a wide application of the group-wide requirements", and none of them refers to a particular sector.

Whether supervisors will apply Section 6 Draft RTS to fund platforms is not yet clear. On the text, it is a real possibility.

## Is Your Fund Platform a Group Under AMLR?

AMLR defines a "**group**" by reference to the Accounting Directive (2013/34/EU): a parent undertaking, its subsidiaries, and undertakings linked by a control relationship under Article 22 of that Directive (Art. 2(1)(41) AMLR). For a group headquartered in the EU to fall under the group-wide requirements of Article 16 AMLR, the parent must itself be an obliged entity with at least one obliged-entity subsidiary (Art. 2(1)(42)(a) AMLR).

**In simple terms: a group is a parent company together with the companies it controls. The AML group rules only apply if the parent company is itself subject to AML rules and at least one of the companies it controls is too.**

**The Fund**. Funds are often not consolidated in the accounts of the AIFM or the GP. That does not settle the AMLR question, which looks at the ***relationship***, not at accounting treatment. AMLR borrows the parent and subsidiary relationship described in Article 22 of the Accounting Directive, not the duty to consolidate that the Directive attaches to it, and the Directive itself exempts various parents from that duty while leaving the relationship intact.

Among the relationships Article 22 describes is the right to exercise a dominant influence over an undertaking of which you are a shareholder or member, under a contract with that undertaking or a provision in that undertaking's articles, where the law governing it permits such arrangements (Art. 22(1)(c)). A GP that is a partner of the fund and holds management powers under the limited partnership agreement ("LPA") may meet that description.

**The level above the AIFM.** A group can also exist through the company that owns the AIFM. AMLR treats a "financial mixed activity holding company" as a financial institution, and therefore as an obliged entity: a company that is not itself a subsidiary and whose subsidiaries include at least one credit or financial institution (Art. 2(1)(6)(a) and (10), Recital 10 AMLR). Since an AIFM is a financial institution, a sponsor holding company at the top of the chain that controls the AIFM may qualify, and the two would form a group. If the holding company or the AIFM also owns the GP, and the GP controls a fund, that fund may be part of the same group, as subsidiaries of subsidiaries also count.

**Limits.** The holding company must actually control the AIFM and must not itself be owned by another company, such as a partners' vehicle or a parent outside the EU. Otherwise, the analysis moves up to its owner, or depends on whether the holding company's principal activity is acquiring holdings. Where individual partners own the AIFM directly, there is no group through this route.

If the platform is not a group, or only part of it is, the next question is whether it is a structure.

## Why Fund Platforms May Qualify as Structures

**The entity count.** Under AMLR, both an AIF and its AIFM are obliged entities (Article 2(1)(6)(ii)). Every fund that qualifies as an AIF counts, and a structure requires only two obliged entities.

This does not mean duplicated work: according to Recital 23 AMLR, the measures at fund and manager level "*should not be the same, but should reflect the allocation of tasks between the fund and its manager*".

**The conditions.** The Draft RTS requires only one of three links: common ownership, common management or common compliance control (Article 14(2)). AMLA confirms these are alternatives and decided against thresholds for smaller entities. A fund platform may meet several of the listed variants, such as a common management body, revenue- or cost-sharing arrangements, group-like reporting lines, common policies, or shared compliance and audit functions.

Recital 28 excludes referral arrangements, shared tools or branding, and arrangements for a specific customer relationship or transaction, in each case without any power of management or control. A fund platform where one AIFM manages several funds under common policies looks quite different.

## Group or Structure: What Applies in Each Case

The classification mainly changes who is responsible and what has to be filed. The requirements themselves are largely the same; structures apply them in proportion to their size, organisation and risk (Article 14(1) Draft RTS). Where both sets of rules apply to the same entity and conflict, the group rules prevail (Article 14(3) Draft RTS).

|  | Group | Structure |
| --- | --- | --- |
| Responsible entity | Parent undertaking: the obliged entity at the top of the group | Head of structure (Article 15 Draft RTS), or no head with the supervisor's permission (Article 17 Draft RTS) |
| Filing to identify it | None for groups headquartered in the EU (only certain non-EU groups, Article 13 Draft RTS) | Notification by the head (Article 16 Draft RTS) or request for permission (Article 17 Draft RTS) |
| Scope | Full group-wide requirements | Proportionate; with permission, minimum common policies only |
| Timing | Article 16 AMLR from 10 July 2027; Draft RTS details once the Draft RTS apply | Once the Draft RTS apply; first filing within 6 months (Article 19 Draft RTS) |

**Head of structure or permission.** The head is the entity that sets strategy, directs or coordinates most of the obliged entities, or can exclude members (Article 15 Draft RTS). If it is an obliged entity, it notifies its supervisor, for example BaFin (Germany's financial supervisor), or in Luxembourg the CSSF (Commission de Surveillance du Secteur Financier) or the AED (Administration de l'enregistrement, des domaines et de la TVA). The supervisor has 60 calendar days to approve and may name a different entity. Only where the head is not an obliged entity, or legal impediments prevent naming one, can the entities ask for permission not to name a head (Article 17 Draft RTS). Minimum common policies, information sharing and supervisory monitoring then still apply.

**Deadlines.** Existing structures must file within six months of the Draft RTS applying, new structures within 28 calendar days. In practice, the first filings fall due roughly a year after publication in the Official Journal. One exception matters. Where two or more EU obliged entities belong to a head office outside the EU and are not in a parent and subsidiary relationship, Article 13 Draft RTS requires notification on the day the rules apply.

## Is This Entirely New for Fund Organisations?

Not entirely. Group-wide AML policies have been required under EU law at least since the Fourth Anti-Money Laundering Directive (2015/849). What differs is how far national rules reach into fund platforms.

**Luxembourg.** The 2004 AML Law already requires professionals that are part of a group to implement group-wide policies and procedures, including on information sharing (Article 4-1). Fund vehicles are professionals themselves: regulated funds are supervised by the CSSF, reserved alternative investment funds (RAIFs) and unregulated AIFs by the AED, each with its own person responsible for AML compliance (RR) and AML compliance officer (RC).

**Germany.** Under § 2(1) Nr. 9 of the German Anti-Money Laundering Act (GwG), the German fund manager (Kapitalverwaltungsgesellschaft, KVG) is the obliged entity. An externally managed fund vehicle, typically a GmbH & Co. KG, is not listed. Group-wide duties under § 9 GwG extend only to group companies that are themselves subject to AML duties, so the funds often trigger none.

**What is new.** In Germany, externally managed funds become obliged entities, which makes the group and structure questions relevant. In both countries, the national group definitions currently include companies in which the parent merely holds a participation; AMLR's definition does not, but adds structures. Neither national law requires a head of structure. And the Draft RTS add detailed standards for group governance, shareable information (Annex I) and records of information exchanges.

## What the Draft RTS Mean in Practice

For fund platforms under the group or structure rules, the Draft RTS translate into the following points:

1. **Classification.** Whether a fund platform is a group, a structure or neither is a legal assessment, made vehicle by vehicle. It determines which rules apply and who is responsible.
2. **Group governance (Article 3 Draft RTS).** This includes a documented coordination framework, a group compliance manager with sufficient decision-making powers, a group-wide risk assessment that also covers outsourcing, and group-wide policies on whistleblowing, incident reporting and training. Policies must be designed so that entities that are not obliged entities themselves, such as a GP in many setups, do not prevent the obliged entities from complying.
3. **No approval gate on sharing (Article 4(3) Draft RTS).** The parent undertaking sets the information-sharing policies, but those policies may not make the sharing of Annex I information conditional on its own sign-off, or that of any other obliged entity. Entities must also put in place the technical and organisational means for the sharing to happen, proportionate to size, complexity and risk. Platforms that route every request for investor data through the AIFM will need to look closely at where approval sits in that workflow.
4. **Information sharing (Article 4(4) Draft RTS).** Information is shared on a need-to-know basis, through secure channels, with records of each exchange. Informal exchanges of LP data by email or shared drive, without a record of who shared what with whom, are difficult to reconcile with this standard.
5. **Declined and terminated investors (Annex I Draft RTS).** Relationships declined or terminated for money laundering, terrorist financing or sanctions reasons, including the grounds, are among the information entities must be able to share, where relevant.
6. **Responsibility at entity level (Article 4(5) Draft RTS).** Each obliged entity, including each fund, remains responsible for its own customer due diligence (CDD) and risk decisions.

## Open Questions

- Will BaFin, the CSSF and the AED apply Section 6 Draft RTS to fund platforms at all?
- When do a GP's management powers under the LPA amount to control for AMLR purposes?
- How will supervisors treat sponsor holding companies that are themselves owned by another company?
- When does a non-EU fund vehicle count as a subsidiary for the third-country rules (Section 4 Draft RTS)?

We expect more guidance once the Commission adopts the Draft RTS.

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