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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
In compliance with the dispositions of art. 27 of GEO no. 70/2020 on the regulation of some measures, starting with May 15, 2020, in the context of the epidemiological situation determined by the spread of the SARS-CoV-2 coronavirus, for the extension of some deadlines, for the amendment and completion of the Law no. 227/2015 on the Fiscal Code, of the Law of national education no. 1/2011, as well as of other normative documents, for a period of 6 months since the ceasing of the state of emergency established by the Decree no. 195/2020 on the establishment of the state of emergency in Romania, extended by the Decree no. 240/2020 on the extension of the state of emergency in Romania, the statements on own responsibility enclosed to the application for registration/other applications may have the form of a deed under private signature or electronic form and they may be sent to the trade register office without any other formality, through electronic means, with electronic signature or through post or courier services. Statements on own responsibility may also be in authentic form, certified by a lawyer or given to the trade register office (indicative model of the declaration on the beneficial owner (deed 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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