The Register of Pledges on Movable Property and Rights
The Pledge Register started operating within the Serbian Business Registers Agency on 15 August 2005. It is an integrated, centralized electronic database of data on pledge rights on movable property and rights and contracts of sale with retention of ownership until the full price has been paid, which are subject to registration in the Register in accordance with the Law.
A right of pledge shall be acquired through its registration with the Pledge Register, whereas the order of priority of creditors who have registered their pledge right shall be determined according to the time of receipt of their application for registration of the pledge right by the Serbian Business Registers Agency.
All changes of data on registered pledge rights, annotations on the initiation of the settlement procedure, annotations on disputes, as well as annotations on other facts and documents relevant for legal transactions in connection with the registered pledge shall be registered in the Pledge Register.
Once a pledge right is registered, nobody can claim not to have known about the data contained in the Register’s database.
The fact that a pledge right is registered does not constitute proof of ownership or any other rights of the pledger over a particular movable property or right, or that the secured claim or pledge is valid, and the Serbian Business Registers Agency does not guarantee that there are no other pledge rights over the same movable property or rights that are not registered in the Register.
The following regulations are available on the website:
- The Law on Pledge of Movable Property and Rights Registered in the Pledge Register (Official Gazette of the RS, Nos. 57/03, 61/05, 64/06 – rev., 99/11 – other laws and 31/19);
- The Law on the Procedure of Registration with the Serbian Business Registers Agency (Official Gazette of the RS, Nos. 99/11, 83/14, 31/19 and 105/21).
- The Law on Enforcement and Security Interest (Official Gazette of the RS, Nos. 106/15, 106/16-authentic interpretation, 113/17-authentic interpretation, 54/19 and 9/20-authentic interpretation);
- The Law on Tax Procedure and Tax Administration (Official Gazette of the RS, Nos. 80/02, 84/02-correction, 23/03-correction, 70/03, 55/04, 61/05, 85/05-other law, 62/06-other law, 61/07, 20/09, 72/09-other law, 53/10, 101/11, 2/12-correction, 93/12, 47/13, 108/13, 68/14, 105/14, 91/15-authentic interpretation, 112/15, 15/16, 108/16, 30/18, 95/18, 86/19 and 144/20);
- The Law of Contract and Torts (Official Gazette of the SFRY, Nos. 29/78, 39/85, 45/89 (the Yugoslav Constitutional Court) and 57/89; Official Gazette of the FRY, No. 31/93; Official Gazette of Serbia and Montenegro, No. 1/2003-Constitutional Charter; and Official Gazette of the RS, No. 18/20);
- The Rulebook on the Content of the Register of Pledges on Movable Property and Rights and Documents Required for Registration (Official Gazette of the RS, Nos. 71/19 and 156/20);
- The Decision on Fees for Registration and other Services Provided by the Serbian Business Registers Agency (Official Gazette of the RS, Nos. 119/13, 138/14, 45/15, 106/15, 32/16, 60/16, 75/18, 73/19, 15/20, 91/20, 11/21 and 66/21).
The following shall be registered in the Pledge Register:
- pledge agreements without the transfer of the pledged asset to the possession of the creditor, the so-called “non-possessory pledge”;
- pledge agreements with the transfer of the pledged asset to the possession of the creditor, the so-called “possessory pledge”;
- judicial pledge rights, which arise in the procedure of compulsory settlement of claims and the procedure of securing claims carried out by the court;
- statutory pledge rights, which arise in the procedure of securing and settling the tax liability;
- contracts of sale with retention of ownership.
- exact time of receipt of the application for registration (day, hour and minute);
- type of the collateral (contractual pledge right without the transfer of the pledged asset to the possession of the creditor; contractual pledge right with the transfer of the pledged asset to the possession of the creditor; judicial pledge right; statutory pledge right; contract of sale with retention of title);
- data on the parties to the pledge right [the pledge creditor, i.e. third party authorized by the creditor to undertake legal actions to protect and settle the secured claim; the pledger and the debtor (when the debtor and the pledger are not the same person)], data on the parties to the contract of sale, i.e. the seller and the buyer, as follows:
- data on natural persons:
- personal name and surname;
- Unique Master Citizen Number - “JMBG” (in case of a foreign national – passport number and country of issue);
- residence or domicile address.
b. data on legal persons:
- registered business name;
- registration number (a designation under which a foreign legal entity is kept in the foreign register, and name of the register);
- address of the registered seat.
4. data that describe in more detail the object of the pledge right, i.e. of the contract of sale;
5. legal grounds of the pledge right or contract of sale (name and date of the contract, act and/or decision of the state body);
6. monetary claim secured by the pledge right, specifically: the principal and maximum amount of the secured claim; in case of a future or conditional claim - data on the maximum amount of the principal claim up to which the pledge right shall secure conditional or future receivables (Article 7, paragraph 4 of the Law on Pledge on Movable Property and Rights Registered in the Pledge Register).
The Register may also contain other data relevant to the registered pledge right, such as: data on the owner, i.e. holder of the pledged movable asset which is the object of the pledge; data on restrictions with respect to the use or disposal of the object of the pledge right; and other data relevant to the registered right.
The amount of the purchase price and the date of payment of the purchase price from the contract of sale with retention of ownership until the full price has been paid may also be the subject of registration.
PLEDGE REGISTER - a public register of pledges on movable assets and rights. It is an integrated electronic database containing data on pledge rights registered pursuant to the law.
REGISTERED PLEDGE - pledge rights subject to registration with the Pledge Register pursuant to the law, specifically;
- conctractual pledge- a pledge right that arises on the grounds of a contract stipulated in accordance with the law governing non-possessory pledges on movable assets and rights;
- judicial pledge- a pledge right that arises in the enforcement of a writ of execution, pursuant to the law governing the procedure of enforcement and security of claims;
- statutory pledge- a pledge right that arises in the tax enforcement procedure, pursuant to the law governing tax procedures.
APPLICATION FORM - an application for registration filed on a prescribed form.
Types of application forms:
- Application for registration of a pledge right
- Application for registration of changes and/or additions to data on a registered pledge
- Application for registration of an annotation
- Application for strike off of an annotation
- Application for strike off of a registered pledge
- Application for issuance of an extract from the Pledge Register
All application forms are available for downloading on the SBRA’s website.
LEGAL GROUNDS FOR REGISTRATION OR STRIKE-OFF FROM THE REGISTER
LEGAL GROUNDS FOR REGISTRATION OR STRIKE-OFF FROM THE REGISTER – the documents to be submitted in support of an application for registration, on the basis of which the registration or strike-off of data from the Register is conducted (e.g. pledge agreement, minutes on the inventory and assessment of movable assets, court decision, strike-off statement and similar).
ZL.No - is the registration number of a pledge in the Pledge Register (assigned by the Serbian Business Registers Agency).
EXTRACT OF REGISTERED DATA - a public document containing information on a registered right of pledge reflecting the state as it is at the moment of issuance of the extract. An extract from the Register is an executive document.
CERTIFICATE - a public document confirming that a movable asset is/is not encumbered by a registered pledge according to records kept in the register, or that a natural or legal entity is/is not a registered pledger, or confirming that particular data or documents were registered, or that a particular document is/is not kept in the Register.
TIME OF RECEIPT OF AN APPLICATION - the exact time (day, hour and minute) when an application is received at the Serbian Business Registers Agency. This information is important because it determines the order of priority of the creditors in the settlement of claims from the value of the pledged asset.
PLEDGER - a person whose asset (movable property or right) is encumbered by a pledge to secure a creditor’s monetary claims. A pledger may also be a person, other than the debtor, putting up security for another person’s debt. If the debtor fails to settle the debt at maturity date, the pledger is required to allow the creditor to settle its claims from the value of the pledged asset.
DEBTOR - a person who owes a debt to someone that is secured by a registered pledge. If the debtor is also the owner, i.e. title holder of the pledged asset or right, then that person is also the pledger.
PLEDGE CREDITOR - a person securing its claim by means of a pledge on a movable asset or right. In case of default by the debtor, the creditor is entitled to settle the claim from the value of the pledged asset.
THIRD PARTY UNDER ARTICLE 16, PARA. 1 OF THE LAW - a party authorized by one or more pledge creditors to take legal action to protect and settle the claim secured by a pledge. That party can either be one of the creditors or some other person.
AGENT - a person authorized to represent. If an application is filed through an agent, he/she must be provided with a power of attorney to prove that he/she is authorized to represent and act on behalf of the client before the Serbian Business Registers Agency. If the agent is not an attorney-at-law and the principal is a natural person, then the proxy has to be notarized by a court or other authority competent for the notarization of signatures.
INTERESTED PARTY - a person, other than the pledger or pledgee, who has a legitimate interest in the registration of annotations in the Pledge Register or in the strike off of registered data.
OBJECT OF PLEDGE - it can be a movable asset or right.
PRINCIPAL AMOUNT OF SECURED CLAIM - the principal amount of the claim secured by a pledge. It can be expressed in domestic or foreign currency.
If the collateral is a future of conditional claim, then the amount entered in the Register as the secured claim amount is the maximum amount of the principal claim up to which the pledge right secures the conditional or future claims.
MAXIMUM AMOUNT OF SECURED CLAIM - the amount of the principal claim, i.e. basic claim plus interest rate and costs of debt collection, up to which the creditor will settle its claim from the value of the pledged asset by way of priority, in case of default by the debtor.
MATURITY DATE - the date on which the debtor must repay its debt.