Law nr.315 on amending and supplementing Law no. 129/2019 for preventing and combating money laundering and terrorist financing, as well as for amending and supplementing some normative acts was published in the Official Gazette (Part I) no. 1240 of December 29, 2021, with applicable from 1 January 2022.
According to the normative act, starting with January 1, 2022, the obligation of the companies to submit annually the declaration regarding the real beneficiaries is eliminated.
Thus, for legal entities that have submitted at least one declaration regarding the real beneficiary, the obligation to submit the declaration regarding the real beneficiaries is considered to be fulfilled.
According to Article 56, paragraph (1) of Law 129 (updated), “legal persons subject to the obligation to register in the trade register shall submit to the registration, and whenever there is a change, a statement on the beneficial owner of the legal person, for registration in the Register of real beneficiaries of companies, except for autonomous utilities, companies and national companies and companies wholly or majority owned by the state. “
The obligation provided in paragraph 1 is also fulfilled by including, at the registration, in the constitutive act, the identification data of the real beneficiaries and the ways in which the control over the legal person is exercised. The subsequent modification of the identification data of the real beneficiaries does not establish the obligation to draw up an amending act to the constitutive act, their declaration being fulfilled in the conditions of paragraph (1) of article 56.
In addition to the obligation provided in Article 56, paragraph (1), the legal entities subject to the obligation to register in the trade register, which have registered / registered entities in the shareholding structure and / or which have their fiscal headquarters in non-cooperating jurisdictions from a fiscal and / or in jurisdictions with a high risk of money laundering and / or terrorist financing and / or in jurisdictions under the monitoring of relevant international bodies, for the risk of money laundering / terrorist financing, submit an annual statement on the real beneficiary of the person legal, in order to be registered in the Register of the real beneficiaries of the companies, within 15 days from the approval of the annual financial statements.
Please note that the National Office for the Prevention and Combating of Money Laundering (ONPCSB) ensures the publication on its website of updated lists of non-cooperating jurisdictions from a fiscal point of view and / or in jurisdictions with a high degree of money laundering risk and / or terrorist financing and / or in jurisdictions under the monitoring of the relevant international bodies (referred to in paragraph 1 ^ 3), drawn up by the competent international bodies.
The deadline for submitting the annual declaration regarding the real beneficiary, provided in the above mentioned article, is 90 days from the end of the alert state.
Another exception from Article 56, paragraph 1, introduced by Law 315/2021 (Article 56, paragraph 1^4), refers to legal entities registered in the trade register prior to the date of entry into force of this law, except autonomous utilities, companies and national companies and companies wholly or majority owned by the state, which submit a declaration regarding the real beneficiary of the legal entity that they update whenever a change occurs, in order to register in the Register of real beneficiaries of companies.
This obligation is considered to be fulfilled for the legal persons who have submitted at least a declaration regarding the real beneficiary after the date of entry into force of this law.
Therefore, for legal entities, which have submitted at least one declaration regarding the real beneficiary, the obligation to submit the declaration regarding the real beneficiaries is considered to be fulfilled.
We specify that in the event of a change regarding the identification data of the real beneficiary, the declaration is submitted within 15 days from the date on which it intervened.
The self-declaration of the legal representative of the legal entity includes the identification data of the real beneficiaries: name, surname, date and place of birth, personal numerical code, series and number of the identity document, citizenship, domicile or residence, as well as the ways in which exercises control over the legal person.
The declaration regarding the real beneficiary may be in the form of a private signature or electronic form and may be sent to the trade register office by electronic means, electronically signed, or by postal and courier services or through the counter of the trade register office, personally or by representative legal provisions.
The declaration regarding the real beneficiary can also be given in front of the representative of the trade register office or it can be submitted, personally or through a representative, having a certain date, given by the notary public or attested by a lawyer.
- Legal basis:
- Law 129/2019 for preventing and combating money laundering and terrorist financing, as well as for amending and supplementing some normative acts;
- Law 315/2021 on amending and supplementing Law no. 129/2019 for preventing and combating money laundering and terrorist financing, as well as for amending and supplementing some normative acts;
- onrc.ro.