The new Serbian Law on the Central Register of Ultimate Beneficial Owners ("Law") will apply from 1 October 2025. The Law aims to improve business transparency, improve coherence with recent amendments to the Serbian AML regulations and further align the Serbian legal framework with the relevant EU standards.
However, the relevant bylaws (e.g., the Rulebook regarding the content of the central register for the purpose of registering the ultimate beneficial owners of a registered entity) have not been enacted yet, nor have the required technical solutions been enabled in the Central Register of Ultimate Beneficial Owners maintained by the Serbian Business Registers Agency ("UBO Register").
Key Novelties
The most important novelties that the Law introduces are the following:
- obligation of registered entities to upload relevant documents: all Serbian entities already registered with the UBO Register are obliged to upload documents used to determine the UBO, including identity documents of the UBO (e.g., passport or national ID card), no later than 30 November 2025. The registration procedure in the UBO Register remains unchanged: data is entered electronically using the qualified electronic signature of an authorized person (i.e., the director of the Serbianentity);
- prolongation of the UBO registration deadline: the deadline for registering the UBO in the UBO Register is extended from15 to 30 calendar days from the date of establishment of a new Serbian entity, or from the date on which a change in the UBO data of a Serbian entity occurred;
- annual checks registered UBO data accuracy: Serbian entities are obliged to perform annual checks of the accuracy of their registered UBO data and shall, as a result, either confirm that the registered UBO data is correct or update the relevant data in the UBO Register;
- introduction of trusts and similar entities: the Law now also applies to (i) Serbian trusts that are managed from Serbia, as well as (ii) trusts whose management is located outside Serbia, but whose trustee enters into a business, professional, or commercial relationship, or conducts transactions or cash operations with legal or natural persons within the territory of Serbia on behalf of the trust; and
- establishment of a public list of non-compliant entities: the Serbian Business Registers Agency will maintain a publicly available list of entities which have not registered or updated their UBO data within the statutory deadline.
Penalties
Non-compliance with the obligations under the Law represents a misdemeanour, for which a non-compliant entity may be fined up to RSD 2,000,000(approximately EUR 17,000), while the responsible person in the respective entity may be fined up to RSD 150,000 (approximately 1,300).
Criminal liability may apply, inter alia, in case of concealing UBOs or providing false information, with imprisonment or a period of six months to five years. In addition, protective measures may include the prohibition of entities to conduct specific business activities or the prohibition of the responsible person from holding certain positions for a period of six months to three years.
