Avoid the APR Gray List: Serbia’s New Business Compliance Rule Explained

The APR gray list is part of Serbia’s effort to align with EU-level anti-money-laundering (AML) standards. It identifies companies that have not properly registered their real or “beneficial” owners in the Central Registry of Beneficial Owners.

While the term “gray list” may sound temporary, its consequences are serious. Banks, payment processors, and international partners will have access to this list — and many will automatically treat listed companies as high-risk clients.

Once flagged, financial institutions can suspend or freeze transactions under their internal AML policies. Even if your company is fully legitimate, the administrative freeze can halt your operations for weeks.

The regulation primarily concerns limited liability companies (d.o.o.) in Serbia. Entrepreneurs operating as sole proprietors (preduzetnik) are not subject to the same beneficial ownership declaration requirement.

If your company structure involves:

• Multiple shareholders or partners,

• Foreign ownership, or

• A director who is not the primary owner,

then your company must submit or update its beneficial ownership information in the APR system before the deadline.

A beneficial owner is any natural person who ultimately owns, controls, or significantly influences a company — directly or indirectly.

This may include:

• Shareholders with more than 25% ownership;

• Individuals with controlling rights through contracts or agreements;

• Persons exercising authority over management decisions;

• In some cases, family members or proxies acting on behalf of the true owner.

The goal is transparency: the Serbian government wants to ensure that every registered business clearly identifies who truly benefits from its operations.

For years, Serbia’s banking sector faced criticism from EU and global regulators for weak oversight and exposure to money-laundering risks. To strengthen its financial reputation, Serbia has tightened compliance across its financial and corporate systems.

As part of that shift, the APR will classify non-compliant companies as high-risk under AML laws. Even though the law itself does not force banks to freeze accounts, banks are legally obligated to take precautionary measures when a company is flagged.

In practice, this means:

• Account freezes without notice,

• Rejected loan or credit applications,

• Delayed international transfers, and

• Restricted access to payment platforms such as Payoneer, Wise, or Stripe.

The government’s message is clear: businesses that fail to disclose their real owners will not be trusted partners in Serbia’s financial system.

1. Verify Your Company’s Registration

Check your company details in the Central Registry of Beneficial Owners via the APR’s official website. Confirm that the ownership information matches your corporate structure.

2. Register or Update Beneficial Owners

If no beneficial owner has been registered, or if your ownership has changed, submit an updated declaration through the APR portal. Documentation must be complete and accurate.

3. Distinguish Owners from Directors

In Serbia, a director (zastupnik) is not automatically the owner (vlasnik). If multiple directors or shareholders exist, clarify who the beneficial owner is to avoid discrepancies.

4. Keep Documentation Ready

Banks and financial institutions may request supporting documentation, including:

• Founding acts and articles of incorporation,

• Shareholder agreements,

• Proof of ownership or control,

• Identification documents of owners.

5. Seek Professional Assistance

Many foreign investors rely on agencies or lawyers to open companies in Serbia. However, not all ensure full compliance. If you are unsure whether your company has been properly registered, seek verification through a licensed intermediary such as Relocation Serbia.

Companies listed on the APR gray list face:

• Public classification as “high-risk.” This can deter partners, suppliers, and potential investors.

• Frozen accounts and payment delays. Most banks will suspend account access until the issue is resolved.

• Operational standstills. Payments, payroll, and invoices may be delayed or canceled.

• Damage to reputation. Appearing on the list signals unreliability in business relationships.

Even after compliance corrections, reactivation can take time — often requiring coordination between the APR, the bank, and the National Bank of Serbia.

At Relocation Serbia, we ensure that every business we establish for our clients meets all APR and AML requirements from the start.

For existing businesses, we:

• Conduct full APR compliance checks;

• Register beneficial owners on your behalf;

• Update articles of incorporation or shareholder records; and

• Provide legal coordination with your accountant or corporate representative.

Our team works directly with the APR to resolve missing or incomplete filings efficiently — preventing disruptions before they start.

If you already own a company in Serbia and are unsure whether it meets these standards, we can review your file and correct any deficiencies ahead of the November 30, 2025 deadline.

This new APR regulation is not about punishment — it’s about transparency and trust. Companies that act early will maintain uninterrupted access to banking, payments, and partnerships.

If you are uncertain about your company’s current status or how to file your beneficial ownership declaration, contact Relocation Serbia today. Our experts will guide you through the process and ensure your business remains fully compliant and protected.

Book your paid consultation now and safeguard your operations before November 30, 2025.