Clarifications Provided by the Ministry of Economy in its Guide for Registering Ultimate Beneficial Owners

Following our previous updates on the rendering and implementation of the new Law on the Central Register of Ultimate Beneficial Owners (“Official Gazette”, no. 19/2025, 51/2025 and 60/2025 – hereinafter “Law”), many companies have encountered difficulties determining who qualifies as a beneficial owner that should be registered, what supporting documents must be submitted, and how to complete the registration, especially in complex cases.

The Ministry of Economy has now issued a Guide for Registering Ultimate Beneficial Owners (“Guide”), aiming to provide practical answers to these challenges, and can be found via this link.

Below, we highlight some of the practical insights from the Guide regarding the identification of the appropriate documents on the basis of which the ultimate beneficial owner should be registered.

The Guide states that if it is not possible to obtain all relevant information about the beneficial owner from an official public register (i.e. registry excerpt), the company may obtain such information from the original or certified copy of the document, or other business documentation, such as a founding act, shareholders’ agreement, or similar.

Furthermore, with respect to the required documentation for a beneficial owner who has prevailing influence (meaning the absolute right of decision-making or the absolute right of “veto” in making decisions regarding the financial and business policy of the company), this may also include a shareholders’ agreement, founding act, statement from the legal representative, or other evidence showing that the person, directly or indirectly, exercises prevailing influence over business management and decision-making.

With respect to a beneficial owner who provides funds and thus influences the company’s decisions, relevant documents may include bank statements, a concluded fiduciary contract, or other evidence proving the transaction, or a statement from the legal representative confirming that the person is indirectly providing or has provided funds.

The informal recommendations we received from the Serbian Business Registers Agency, regarding the documentation used to determine the ultimate beneficial owner, indicate that the documents to be submitted may be the same as those previously provided to banks for the purpose of identifying the ownership structure.

In cases where the ultimate owner is identified as the legal representative, due to the inability to identify the ultimate owner through other legally prescribed means, it is necessary to submit a confirmation about the inability to determine the ultimate owner, such as an organizational chart of the ownership structure, that clearly demonstrates that it was not possible to further identify ownership relations.

As for the age of the documents that need to be uploaded to the Central Register of Beneficial Owners, the Guide states that documentation should not be older than six months from the date of uploading to the Central Register.

Documentation uploaded to the Central Register should be in PDF format, which means it is not in the form of an electronic document as defined under the Law on Electronic Document, Electronic Identification and Trust Services in Electronic Business.

Documents in a foreign language must be translated and certified by a court-certified translator, and must include an apostille, depending on the type of document. However, when it comes to copies of passports or foreign identity cards, these do not need to be certified or translated.

The deadline for compliance with the provisions of the Law is 60 days from the date of its entry into force, which in this case falls on a non-working day, Saturday, November 29, 2025. Therefore, the deadline is extended to December 1, 2025.

For any additional information, feel free to contact us via email at: office@pricapartners.com