Announcement for upcoming changes in changes in GTC for opening, servicing and closing bank accounts of legal entities and sole proprietors - 24.06.2020

Dear clients,

We would like to inform you that on 24.06.2020 changes in General terms and conditions by Unicredit Bulbank АD for opening, servicing and closing bank accounts of legal entities and sole proprietors and for providing payment services will take effect.

Main changes concerns SECTION ІI: DEFINITIONS, SECTION ІІІ: OPENING OF BANK ACCOUNTS.  PERFORMING CLIENT IDENTIFICATION.  IDENTIFICATION OF THE BENEFICIAL OWNERS OF A CLIENT.  CLOSING BANK ACCOUNTS, SECTION VІІ: INFORMATION PROVIDED BY THE BANK FOR THE EXECUTION OF PAYMENT TRANSACTIONS, SECTION IХ: EXECUTION OF CREDIT TRANSFERS, SECTION ХIII: AUTOMATIC CORRECTING TRANSFER and SECTION XVII: SUPPLEMENTARY PROVISIONS, as follow:

„Beneficial Owner - Shall have the meaning given to this expression in para.2 of the Supplementary Provisions of the Law on Measures against Money Laundering (LMML).”

„3.2. Deposit accounts - for keeping cash, payable on a specified date (maturity), or under other pre-agreed terms and conditions for payment. The procedures for opening, keeping, servicing and closing a deposit account of a Client with the Bank are described in the General Terms and Conditions of UniCredit Bulbank AD for opening, servicing and closing term deposits of legal entities and sole proprietors;“

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„3.4. Fund-raising accounts - for keeping of funds provided for the incorporation or for the increase of the capital of a joint-stock company (AD), single-member joint-stock company (EAD) and limited partnership with a share capital (KDA) in accordance with and pursuant to the conditions of the Commerce Act and other relevant regulations;“

„3.5. Accounts for keeping capital/donation – for keeping of funds provided for the incorporation or for the increase of the capital of a limited liability company (OOD) or a single-member limited liability company (EOOD) or for providing donations in favour of a foundation which is in process of incorporation;“

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4. Each bank account shall be opened by the Client through his/her legal representatives or through persons authorized by them, after the submission of a completed and signed written application as per a sample form of the Bank (“Application”) and once the Bank has completed the identification of the Client and its beneficial owner/s.

4.1. For the Client identifications checks, for opening a Bank Account, the Client shall present to the Bank the following documents and information:

4.1.1. Unified Identification Code (UIC) or a BULSTAT code;

4.1.2. A copy of valid Articles of Association/ Memorandum of Association/ Deed of Incorporation/ other instrument of incorporation of the Client, certified as a true copy with the signature of its representative/s;

4.1.3. Original/s of official document/s certifying the registration and the current standing of the circumstances entered for the Client, issued by the competent authority according to its national legislation, by which, together with the circumstances entered in regard of the name, the legal form, seat, management and mailing address, the current subject of activity, the period of existence, the control bodies, the management and representative bodies, the type and composition of the collective management body, the ownership and control structure, the main place of business, certifying the persons that manage and represent it and the method of exercising their powers of representation;

4.1.4. An original power of attorney, if any, whereby the person/persons managing and representing the Client authorize another person/s to operate with the funds available on the account on behalf of the Client. The authorizing person’s signature shall be affixed in the presence of a person authorized by the Bank for this or shall be certified by a notary public;

4.1.5. Certified copies of official identity documents and, if applicable, certified copies of other official personal documents of the beneficial owners and the persons having the right to operate with the funds available on the bank account. These documents contain the following information: full name; date and place of birth; official personal identification number or other unique identification element shown on an official identity document/other official identity document before the expiry date and which shows the person’s photograph; each citizenship held by the person; country of permanent residence and address (a post office box number is not sufficient);

4.1.6. Original specimens of the signatures of the persons who have the right to operate with the funds available on the bank account. The signatures of those persons shall be affixed in the presence of a bank employee and shall be certified by a notary;

4.1.7. Copies of permits and licenses for carrying out business, certified with the signature of the representative, where the business carried out by the Client is subject to authorization and/or licensing.

4.1.8. Properly completed questionnaires and/or declarations as per a sample form of the Bank or such envisaged in an applicable regulation, signed by persons who have been authorized accordingly.

4.2. In addition to the provisions under item 4.1 above, for opening a liquidation account of a local person, the following shall be attached to the Application:

4.2.1. A copy of the document declaring the liquidation, certified by the authority which issued it;

4.2.2. A copy of the document for the appointment of the liquidators, certified by the authority which has appointed them;

4.2.3. A certificate issued by the competent registration authority, certifying the facts pursuant to items 4.2.1 and 4.2.2;

4.2.4. Specimens of the liquidators' signatures, similarly to the specimens pursuant to item 4.1.6 and a copy of their identity documents, with the content referred in item 4.1.5., certified by them.

4.3. In addition to the provisions under item 4.1 above, the following documents shall also be enclosed to the Application for opening a special account for keeping funds of a local person, against whom insolvency proceedings have been opened:

4.3.1. A copy of the court judgment on the initiation of insolvency proceedings and on the appointment of a receiver;

4.3.2. A certificate issued by the competent registration authority, certifying the facts pursuant to item 4.3.1;

4.3.3. A specimen of the receiver's signature, similarly to the specimens pursuant to item 4.1.6 and a copy of his/her identity document with the content referred in item 4.1.5., certified by it.

4.4. For opening a bank account of a public-financed organization, the Client – public-financed organization shall also submit with the Application the following:

4.4.1. the relevant law, regulation, order on its incorporation; 

4.4.2. Written authorization by a senior person ordering transactions with funds from the state budget (for first-ranked persons ordering transaction with funds from the state budget - from the Ministry of Finance), specifying the type of account and the method of management and ordering;

4.4.3. A letter of notification to the Client-person ordering transactions with funds from the state budget, requesting the opening of a bank account which needs to contain a code of the person ordering transaction, code of subordination, code of the Ministry of Finance and code of the municipality which shall be approved by the Ministry of Finance;

4.4.4. Employment order/ employment contract of the manager and representative of the Client-person ordering transactions with funds from the state budget; if the employment order/ employment contract constitutes classified information, a letter quoting the order/employment contract is required.

4.4.5. The documents referred in items 4.1.4-4.1.6. above.

4.5. The persons that are entered in the Commercial Register and the Register for Non-profit Legal Entities with the Registry Agency are not obliged to provide the documents referred in item 4.1.2. and item 4.1.3.

4.6. The identification of a Client which is a legal person or other legal entity includes also identification and verification of the identity of its beneficial owner/s. The Bank has the right to request and the Client is obliged to provide to it information and documents (including, but not limited to, completed questionnaires and/or declarations as per a sample form of the Bank or such envisaged in an applicable regulation) about the Beneficial Owner/s of the Client, the persons (individuals and legal entities) and the establishments with direct or indirect participation in its capital or assets, the ownership and control structure, the countries where its Beneficial Owner is a resident for tax purposes, the purpose and nature of the relations with the bank, etc.

4.7. The Bank has the right to:

4.7.1. Verify the identification data of the Client, of the persons (individuals and legal entities) and the establishments with direct or indirect participation in its capital or property and of its beneficial owner/s;

4.7.2. Require any other necessary documents and information when business relations are about to be established or have been established with the Client in order to ensure meeting its obligations under the Law on Measures against Money Laundering (LMML) and the rest of the applicable legislative requirements, including but not limited to identification of the origin of the funds and source of assets (where applicable) of the Client and the Client is obliged to provide the requested information and documents;

4.7.3. Check all data, information and documents provided by the Client at all times using independent sources and require that the Client shall provide to it additional information and documents;

4.7.4. At any time, at its own discretion, to require information and documents for the purpose of opening, servicing, performing operations from or on and/or the closing of a Bank Account, including but not limited to information and documents regarding the Client, its Beneficial Owner/s and the persons (individuals and legal entities) and the establishments with direct or indirect participation in its capital or assets, the ownership and control structure, the countries where the Client/ its Beneficial Owner is a resident for tax purposes, the purpose and nature of the relations with the bank, etc. and the Client shall be obliged to provide the required information and documents;

4.7.5. Store the data, information and documents referred in item 4 and disclose them in accordance with the applicable law and the General Terms and Conditions, about which the Client has been notified of and agrees with those.

4.8. When opening accounts with other special purpose, it is necessary to present documents verifying the need to open such type of account.

5. The documents referred in item 4, issued by a public authority or certified by a legally capable foreign notary public shall have an Apostille affixed thereto if issued or certified respectively in a signatory country to the Convention Abolishing the Requirement of Legalization for Foreign Public Documents (published in the State Gazette 45/ 2001) or in accordance with an effective agreement on legal assistance between the Republic of Bulgaria and the country where the documents were issued/certified or certified pursuant to the Rules for legalization, certification and translation of documents and other papers if they were issued/certified on the territory of a signatory country to the Convention Abolishing the Requirement of Legalization for Foreign Public Documents or a country with which Bulgaria has entered into a legal assistance agreement. The documents referred in item 4 which are issued and/or drawn up in a foreign language shall have an official translation into Bulgarian.

6. Any amendments to the documents referred in item 4 and/or the circumstances certified by such documents shall have effect with regard to the bank only as of the date on which the latter is notified by the Client in writing. The Client shall be obliged to immediately notify the Bank in writing in case of occurrence of any circumstances that are significant for its identification as well as for the identification of its representatives, proxies, its Beneficial Owner/s, its capital structure and/or for keeping its bank accounts (changes to the statutes/ articles of association/ instrument of incorporation (or other similar document) of the Client, changes to the commercial registration, withdrawal of a power of attorney, decease of a proxy, termination of the legal personality of the Client, loss, theft or destruction of identity documents and/or a power of attorney, etc.) and to present to it information and documents as referred in item 4 above, verifying such changes. 

6.1. The Bank shall not be liable for any damages and loss of profits resulting from  payment transactions carried out prior to written notification of any changes or circumstances referred in item 6, including in the cases where it has executed a payment order given by a person who has presented documents which proved to be forged (with false content and/or inauthentic) and having certified his/her rights to carry out transactions on a bank account, including by virtue of a power of attorney which appears to be valid, in the cases when the representative power of this person was revoked before the Bank was informed in writing about the revocation of the powers of this person.

6.2. The Bank has the right to refuse to execute a payment transaction from/on a payment account ordered by a proxy of a Client – Account Holder if the scope of his/her powers of representation is not clearly and precisely specified;

6.3. The Bank has the right to refuse to execute a payment transaction from/on a payment account in the cases referred in Art. 17 of the MAMLA.“

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„9. The Bank Account Agreement shall be terminated and the bank account shall be closed:

9.1. Following a written order submitted by the Client to the Bank;

9.2. In the case referred in item 88 below;

9.3. Automatically, where the Bank will not need to provide a notification or other written statement to the Client:

9.3.1. Where for a period of two months the Client maintains a zero balance on a Bank Account;

9.3.2. After expiry of the pre-agreed term for which the Bank Account has been opened, if any;

41.4. By a two-month notice made from the Bank to the Client;

9.5 by a notice with immediate effect as of the date of its sending in case the Client is a Defaulting Party to the Agreement and/or upon an established breach of the Client in respect of any of its obligations referred in the General Terms and Conditions, including but not limited to an established breach of the prohibitions on execution of the transactions referred in items 80 and 81 of the General Terms and Conditions, including but not limited to when for the Client/ the owners of the capital/ its legal representative/ proxy it is identified that they are included in restrictive lists, drawn up by the United Nations Security Council, SDN lists of OFAC and of the European Commission and/or that they are included in the list pursuant to the Measures Against the Financing of Terrorism Act – a list drawn up by the Council of Ministers for individuals, legal entities and organizations against which special measures are applied and/or when it is identified that the Client is a person that carries out an activity linked to terrorism or terrorist financing; or for providing data, information and documents referred in item 4 and item 6 above.

9.6. The start date of the notice shall be the date of its receipt by the respective addressed party to the Agreement. The notice, respectively the statement by the Bank, shall be considered to have been received by the Client when it is sent to the latest management address indicated on the relevant register. When the Client has changed address but the new address is not indicated on the relevant register, the notice, respectively the statement by the Bank, shall be considered to have been properly received, irrespective of what is marked on the acknowledgment of receipt.

10. Notwithstanding item 9 above, a fundraising account, respectively an account for capital keeping/donation shall be closed in the following cases:

10.1. After entering the company/ the foundation, respectively the circumstance of increasing the capital of the company, in the Commercial Register, certified with a certificate issued by the Commercial Register with the Registry Agency; or

10.2. After termination of the procedure on registration/ increase of the capital, certified by the minutes of the meeting of the founders/ partners, respectively the shareholders, containing the decision on termination of the procedure, or any other relevant document.  In such case, the Bank shall pay to the depositors the full amount of the installments in the currency in which they have been deposited at the time of making the deposit and the interests accrued until then shall be distributed among the depositors in proportion to their installments;

10.3 unilaterally by the Bank, in case that in the first 6 (six) months of the date of opening the account, none of the circumstances referred in items 10.1 and 10.2 above have occurred; or

10.4. In other cases envisaged in the law.

11. Notwithstanding item 9 above, an insolvency account shall be closed after the Client-Account Holder submits the following to the Bank:“

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„26. The Bank shall provide to its Clients information about all executed payment transactions and the available balance in the form of a bank statement. The bank statements and/or complete information on the received transfers in foreign currency or BGN shall be given to the Client, respectively his/her proxy, in a manner and for such a period as requested by the Client at the time of completing the documents for opening the account.“

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„50.2. “All charges on the transaction are at the expense of the Payer”  („OUR guaranteed“) - the Payer does not pay any other charges beyond the transaction fee and the additional transaction fee, specified in the Tariff, so that the Beneficiary’s payment account is credited with the exact amount specified by the Payer in the payment order.“

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„74. The automatic correcting transfer shall be in such an amount, upon which the payment account is restored to the condition in which it would have been before the execution of the wrongly executed transaction.“

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„93. On the basis of Art.67, para. 4 of the LPSPS, the provisions ot the following text of the PSPSA shall not be applied with regard to the Bank Account Agreements concluded by the Banu with the Clients: Art. 68, para. 1, Art. 78, Art. 80, Art. 85, Art. 91, Art. 92, Art. 93, para. 1 and para.94 of the LPSPS “

 

The full text of the updated General Terms and Conditions for opening, servicing and closing bank accounts of legal entities and sole proprietors and for providing payment services can be viewed in the attached file.

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The current notification is in regards to the Bank obligation as a payment service provider pursuant to Art. 62 of the Law on Payment Services and Payment Systems to communicate with its customers any upcoming change in the terms of the framework agreement with 2-month notice.

 The Bank hereby informs with this notification the payment service users that it reckons they have accepted the changes in the conditions of the framework contract, unless otherwise notified before the date of entry into force of the changes. Provided that the payment service user did not accept the changes, the user would have the right to terminate the framework contract and any other related contracts without any cost and charge at any time prior to the proposed date of entry into force of the changes.

 

• GTC-EN-UCB-ACC-LE-24-06-2020.pdf 484.9 KB