A new Law on the Central Registry of Ultimate Beneficial Owners (Official Gazette of the Republic of Serbia No. 19/2025) (“Law“) has recently been adopted, which repeals the previously applicable regulation from 2018.

The Law entered into force on March 14, 2025, but its implementation will begin on September 15, 2026, with two exceptions relating to:

• The retention of documents based on which the beneficial owner is registered, and the associated misdemeanor for non-compliance with this obligation, which provisions apply from the date of entry into force of the Law;
• The connection of the Central Registry of Beneficial Owners with the European central platform, which will apply from the date of the Republic of Serbia’s accession to the European Union.

The adoption of a completely new law aims, among other things, to align with the Law on the Prevention of Money Laundering and Terrorist Financing, as well as to enable competent authorities and the public to have perception of who is behind entities with a complex structure and/or entities that have its registered seat abroad.

What Has Not Been Changed by the Law?

The Law stipulates the obligation for transparent disclosure of the ownership structure of companies and other legal entities, which is the essence of recording beneficial owners.

The central registry of beneficial owners continues to be maintained by the Business Registers Agency (“SBRA”), in electronic form.

The registration procedure remains the same and is conducted electronically, using a qualified certificate for the electronic signature of the legal representative.

Which are the New Provisions?

A significant change is the extension of the deadline for registering data in the Central Registry of Beneficial Owners, which for the authorized person responsible for data entry has been changed from 15 days to 30 days from the date the grounds for registration arise.

Additionally, an important novelty is the requirement that, at the same time as the registration, documents based on which the beneficial owner has been determined must be uploaded. Although entities subject to the Law were previously required to possess and retain the documentation on which the beneficial owner was registered in the SBRA, they are now also obligated to present this documentation to the Central Registry during the registration process.

The Law also introduces the obligation for periodic verification of the registered data. Specifically, the registered entity is required to verify the accuracy of the beneficial owner’s data electronically within one year of the last verification and, within a further period of 30 days, confirm the accuracy or amend the data in the registry.

Compared to the previous version, the Law also regulates the registration of beneficial owners of trusts and other legal relationships similar to trusts.

A trust is a legal transplant from the Anglo-Saxon system, defined in the Law as a foreign legal entity that is established by one person, the founder (trustor), either during their lifetime or upon death, who entrusts property to a trustee (trustee), who holds and manages it on behalf of the user of the trust (beneficiary).

The previous Law on the Central Registry of Ultimate Beneficial Owners provided two grounds for registration:

• The establishment of a registered entity, and
• A change in the ownership structure and the members of the governing body of the registered entity.

The new Law introduces a third ground, the management of a trust from the Republic of Serbia, as well as a legal relationship similar to a trust, or the involvement of the trust’s trustee, or a person comparable to the trustee, in a professional, commercial relationship or transaction.

The Law now explicitly prescribes specific cases when a beneficial owner is not required to be registered. These cases are as follows:

• When it concerns registered entities in which the sole owners are the state, autonomous provinces, local self-government units, or public enterprises,
• In cases of bankruptcy or compulsory liquidation, as well as
• When it involves capital owned by the state, bankruptcy estate, or social capital.

What is the Deadline for Compliance with the Law?

Existing registered entities are required to comply with the provisions of the Law within 60 days from the commencement of its application, i.e., by November 14, 2026.

During this period, entities will need, among other things, to perform the necessary verifications and ensure that the documentation is uploaded to the Central Registry portal.

What Penalties Are Prescribed for Non-Compliance with the Law?

Entities that fail to register or update the data on their beneficial owners will be subject to fines ranging from RSD 500,000 to RSD 2,000,000, or from RSD 50,000 to RSD 150,000 for responsible individuals.
In the case of the establishment of companies through the internet, if ownership data is incorrectly entered, the same fines will apply. The same applies to legal entities that manage funds, trusts, or similar legal entities.

The most severe penalties are provided for those who intentionally conceal the beneficial owner. In cases of entering inaccurate data into the Central Registry, deleting or altering accurate information, imprisonment is punishable by a sentence of six months to five years.

In addition to monetary fines, the Law provides for protective measures. Legal entities may be subject to a temporary prohibition on carrying out specific activities, while responsible individuals may be prohibited from performing certain duties for a period ranging from six months to three years.

This article is to be considered as exclusively informative, with no intention to provide legal advice. If you should need additional information, please contact us directly.