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Ministry of Justice
National Trade Register Office

December 02, 2022

 

In compliance with art. 56 of Law no. 129/2019 for preventing and combating money laundering and terrorist financing, as well as for amending and supplementing certain normative acts, as subsequently amended and supplemented:
(1)The legal persons subject to the obligation of registration in the trade register submit upon incorporation or, whenever a modification intervenes, a declaration on the beneficial owner of the legal person in order to be registered in the Register of beneficial owners of the companies.

(11)There are exempted from the obligation of submitting the declaration provided for by paragraph (1):

a) the autonomous administrations, the national companies and the companies fully or majority owned by the state;
b) the legal persons established only with partners natural persons, when they are the only beneficial owners.

(12)In case of the exempted persons pursuant to paragraph (11) letter b), in the absence of submitting the declaration on the beneficial owner, the National Trade Register Office is obliged to fill in ex officio the Register of beneficial owners of the companies based on the documents accompanying the application of registration or based on the evidences held in case of the companies already registered.

(2)The declaration on own responsibility of the legal representative of the legal person provided for by paragraph (1) includes the identification data of the beneficial owners, as well as the ways of exercising the control over the legal person.

(3) The identification data of the beneficial owner within the meaning of paragraph (1) are: last name, first name, date of birth, personal code, series and number of the identity document, citizenship, domicile or residence.

(4) If intervenes a change on the identification data of the beneficial owner, the declaration shall be submitted within 15 days from the date on which it intervened.

(5)The declaration provided for by paragraph (1) may have the form of a deed under private signature or an electronic form and may be sent to the trade register office without any other formality, by electronic means, with electronic signature or by post or courier services. The declaration on own responsibility may be also given in authenticated form, certified by a lawyer or given in front of the representative of the trade register office.

(6) The obligation provided for by paragraph (1) is also fulfilled by including, upon incorporation, in the Articles of Association, of the identification data of the beneficial owners and of the ways of exercising the control over the legal person. The subsequent change of identification data of the beneficial owners does not set the obligation of drawing up a modifying document of the Articles of Association; their declaration is fulfilled under the conditions of paragraph (1)

IMPORTANT

Pursuant to the dispositions of art. 2 of G.E.O. no. 191/2020 for the extension of the deadlines for the submission of the documents which fall within the responsibility of associations and foundations, as well as of the legal persons registered in the trade register, for a period of 90 days from the date of termination of the state of alert, the declarations on the beneficial owner may have the form of a document under private signature or they may have electronic form and they may be sent to the trade register office by electronic means, with electronic signature or through postal services and courier.
The statements on own responsibility may be also given in front of the representative of the trade register office or they may be submitted, personally or by a representative, having a definite date, granted by the notary public or attested by the lawyer (indicative model of the declaration on the beneficial owner - document under private signature)application-form declaration on the beneficial owner (given in front of the representative of the trade register office attached to the law court)).

 

 
AMENDMENTS - Legal Persons
 
 
 
 
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