Article 21 Conditions for the application of group-wide requirements to structures sharing common ownership, management or compliance control

two or more obliged entities share any common majority shareholder(s) or partner(s) exercising ownership rights or control on their activities in the structuremeans any form of organisation, agreement or similar that: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; andhas the objective of establishing a common framework of business, professional or commercial relationships connecting two or more obliged entities., including situations where the parent undertakingmeans: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; andis given the responsibility of implementing group-wide requirements under Chapter II, Section 2 of this Regulation; in the Union is not an obliged entity;

two or more obliged entities share the ownership or control of the structuremeans any form of organisation, agreement or similar that: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; andhas the objective of establishing a common framework of business, professional or commercial relationships connecting two or more obliged entities..

two or more obliged entities are legally dependent parts of an entity in the Union or an entity in a third countrymeans any jurisdiction, independent state or autonomous territory that is not part of the Union and that has its own AML/CFT legislation or enforcement regime; and carry out all or some of the transactions or activities or services inherent in the business of an obliged entity as referred to in Article 3 of Regulation (EU) 2024/1624;

two or more obliged entities have a common management bodymeans an obliged entity’s body or bodies, which are appointed in accordance with national law, which are empowered to set the obliged entity’s strategy, objectives and overall direction, and which oversee and monitor management decision-making, and include the persons who effectively direct the business of the obliged entity; where no such body exists, the person who effectively directs the business of the obliged entity; or the majority of members thereof and are subject to a homogeneous business strategy and/or business model;

two or more obliged entities have a common structuremeans any form of organisation, agreement or similar that: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; andhas the objective of establishing a common framework of business, professional or commercial relationships connecting two or more obliged entities. or mechanism in place to share profits or revenues or results or losses or to transfer remunerations, revenues or costs for services or activities provided;

two or more obliged entities have level of reporting equivalent to groupsmeans a group of undertakings which consists of a parent undertaking, its subsidiaries, as well as undertakings linked to each other by a relationship within the meaning of Article 22 of Directive 2013/34/EU; such as the case of obliged entities required to report to the management bodymeans an obliged entity’s body or bodies, which are appointed in accordance with national law, which are empowered to set the obliged entity’s strategy, objectives and overall direction, and which oversee and monitor management decision-making, and include the persons who effectively direct the business of the obliged entity; where no such body exists, the person who effectively directs the business of the obliged entity; or senior managementmeans the members of the management body in its management function, as well as officers and employees with sufficient knowledge of the obliged entity’s money laundering and terrorist financing risk exposure and sufficient seniority to take decisions affecting its risk exposure; of one of them or another obliged entity or another entity or person;

two or more obliged entities have in place arrangements requiring them to implement and operate activities and operations based on common policies and procedures;

two or more obliged entities conferred the responsibility for developing mandatory group-equivalent policies and procedures related to anti money launderingmeans the conduct set out in Article 3, paragraphs 1 and 5, of Directive (EU) 2018/1673 including aiding and abetting, inciting and attempting to commit that conduct, whether the activities which generated the property to be laundered were carried out on the territory of a Member State or on that of a third country; knowledge, intent or purpose required as an element of that conduct may be inferred from objective factual circumstances; and counter terrorism financing to one of them or to another obliged entity or to another natural or legal person.

two or more obliged entities operate under common policies, procedures or controls managed by a control functionmeans a function that is independent from the commercial functions it controls and that is responsible to provide an objective assessment of the obliged entity’s risks, review or report on those, including, but not limited to, the risk management function, the compliance function and the internal audit function;;

two or more obliged entities are obliged to periodically report to a connected obliged entity, legal or natural person on control functionsmeans a function that is independent from the commercial functions it controls and that is responsible to provide an objective assessment of the obliged entity’s risks, review or report on those, including, but not limited to, the risk management function, the compliance function and the internal audit function; matters such as compliance or risk management;

two or more obliged entities have in place a system of periodic central compliance operations or compliance costs managed by one of them or by another obliged entity or a natural or legal person;

two or more obliged entities share audit or reporting functions overseeing the implementation of controls, policies and procedures;

two or more obliged entities have common branding, marketing or franchising arrangements and share the same audits, reviews, risk assessments or control functionsmeans a function that is independent from the commercial functions it controls and that is responsible to provide an objective assessment of the obliged entity’s risks, review or report on those, including, but not limited to, the risk management function, the compliance function and the internal audit function; related to such branding, marketing or franchising arrangements.