Relatio de potestate curatoris aerarii rationem argentariam constituendi

A senatorial decree concerning the authority of the Curator of the Treasury to establish a bank account.

I. Previously under the senatus consultum de ordine novo tributorum exigendorum, the curator aerarii was tasked with opening a European bank account. Activating article VI of that decree, the curator has submitted a recommendation to the senate (Annex A) to proceed with a "Wise Business" account. The senate accepts his recommendation and acknowledges that it meets the intent of the senatus consultum de ordine novo tributorum exigendorum.

II. To facilitate the opening of a Wise Business account, the senate (the Nova Roma board of directors) authorizes the curator aerarii (Nova Roma chief treasurer), Publius Aurelius Barbatus (Mr Preston Sangster) to act in the name of Nova Roma Inc. to open a Wise Business account. Authorized access to this new account is granted by the senate to those already established as treasury officers under Nova Roma law, supporting the curator.

Annex A to senatus consultum de potestate curatoris aerarii rationem argentariam constituendi

Statement of the Curator Aerarii concerning the establishment of a euro-denominated treasury account

Patres conscripti,

The senatus consultum de ordine novo tributorum exigendorum directs the curator aerarii to establish a European-based bank account in the name of Nova Roma, Inc. The purpose of the account is to allow citizens to pay taxes in euros through the Single Euro Payments Area, using a euro-denominated account that accepts transfers without fees and imposes no continuing costs, or only minimal costs.

I have examined the practical, legal, administrative, and financial implications of carrying out this instruction through a conventional European bank. I have also examined Wise Business as an alternative means of achieving the same operational result.

The principal conclusion is that a traditional European bank account may be legally possible, but it would likely impose a substantial administrative burden upon Nova Roma without any guarantee that a bank would accept the application. Wise Business would require meaningful corporate verification, but the process is materially simpler and would functionally accomplish the purpose of the decree.

Establishing a conventional European bank account

Nova Roma, Inc. is a nonprofit corporation incorporated in the State of Maine. Opening a foreign bank account would not alter its corporate domicile or create a new European legal entity. The account would remain an asset of Nova Roma, Inc.

The practical difficulty is that Nova Roma is a United States corporation without a conventional branch, office, employee, or established business operation in a European jurisdiction. Many European banks decline applications from foreign organizations unless they can demonstrate a substantial local connection.

Even where local law does not formally prohibit a nonresident corporation from holding an account, an individual bank may require a local address, branch registration, tax number, resident officer, employee, commercial activity, or other evidence of an operational connection to the country.

The appointment of an authorized magistrate residing in Europe would assist with identification, correspondence, local attendance, and account administration, but it would not by itself establish Nova Roma’s eligibility. The bank would still have to verify Nova Roma as the actual customer and establish that the magistrate was legally authorized to act on behalf of the corporation.

The account could not properly be opened as the personal account of a magistrate and then used informally for Nova Roma’s funds. Such an arrangement would create unacceptable risks of commingling, loss of corporate control, uncertainty concerning ownership, and dependence upon the continued cooperation of the individual account holder.

Any account must be titled in the name of Nova Roma, Inc., with the magistrate or treasury officer acting only as an authorized representative, administrator, or signatory.

Institutional terminology and explanation of activities

Nova Roma’s governmental and constitutional terminology does not correspond directly with the terminology used by ordinary banks and corporate compliance departments.

A bank may not understand automatically the role of a consul, curator aerarii, quaestor aerarii, treasury account manager, or the Senate. These offices would have to be explained in conventional corporate terms.

The curator aerarii may be described as the corporation’s authorized treasury officer. A quaestor aerarii or treasury account manager may be described as an authorized account administrator or signatory. The consuls may need to be identified according to whatever formal corporate authority they exercise under Nova Roma’s corporate documents.

The term “tax” would also require explanation. Nova Roma’s taxes are internal assessments or membership payments made by the citizens of a private nonprofit corporation. They are not governmental taxes imposed through the sovereign authority of a state.

The bank would need a clear explanation that Nova Roma seeks to receive modest annual organizational payments from citizens in Europe and elsewhere, and that those funds are to be used solely for the lawful administrative and nonprofit purposes of Nova Roma, Inc.

Documents likely required by a conventional European bank

The exact requirements would vary by country and institution, but Nova Roma should expect a conventional foreign bank to request substantially all of the following:

1. Articles or certificate of incorporation for Nova Roma, Inc. 2. Any amendments to the articles of incorporation. 3. A current certificate of existence or certificate of good standing from the State of Maine. 4. Nova Roma’s Employer Identification Number confirmation. 5. The Internal Revenue Service determination letter, if Nova Roma possesses recognized federal tax-exempt status. 6. Current corporate bylaws. 7. Nova Roma’s constitution or other governing instruments where necessary to explain the relationship between the Senate, board, consuls, and treasury officers. 8. A current list of directors. 9. A current list of principal corporate officers. 10. A description of Nova Roma’s governance structure. 11. An organizational chart identifying the persons who exercise ultimate control over the corporation. 12. A formal board resolution authorizing the opening of the account. 13. A resolution identifying the selected bank, or authorizing the curator aerarii to select an institution. 14. A resolution naming the person authorized to submit the application. 15. A resolution naming each authorized signatory. 16. A resolution naming each person permitted to use online banking or administrative controls. 17. A resolution establishing whether transactions above a certain amount require more than one approval. 18. The applicable senatus consultum authorizing the euro account. 19. A formal letter from a consul confirming the Senate’s decision and the authority granted to the curator aerarii or other designated representative. 20. A power of attorney authorizing the local magistrate or treasury account manager to act for Nova Roma, Inc. 21. Notarized copies of resolutions, powers of attorney, signatures, or other documents where required. 22. Apostilles authenticating Maine corporate records, notarizations, powers of attorney, or resolutions where required. 23. Certified translations into the language of the selected bank’s jurisdiction. 24. Government-issued identification for the curator aerarii. 25. Government-issued identification for each authorized signatory. 26. Government-issued identification for each director, controlling officer, or other person the bank treats as exercising ultimate control. 27. Residential addresses for all persons subject to verification. 28. Proof of residence for those persons. 29. Dates and places of birth. 30. Citizenship and tax-residence information. 31. Tax-identification numbers for directors, officers, signatories, or controllers where required. 32. A completed Form W-9 or other certification of Nova Roma’s United States tax status. 33. Any FATCA self-certification required by the bank. 34. Any Common Reporting Standard self-certification required by the bank. 35. A description of Nova Roma’s nonprofit purposes. 36. A description of its activities. 37. A description of its citizenship or membership system. 38. An explanation of the internal tax or dues system. 39. An explanation of why a euro-denominated account is required. 40. An estimate of the number of transactions expected each month or year. 41. An estimate of the average and maximum balance. 42. An estimate of the average size of individual payments. 43. A list of the principal countries from which payments are expected. 44. An explanation of the source of funds. 45. An explanation of the expected use and destination of funds. 46. Recent treasury reports or financial statements. 47. Recent statements from Nova Roma’s existing United States bank accounts and payment platforms. 48. Recent annual filings or federal information returns, including Form 990 or the applicable alternative, if requested. 49. Evidence of Nova Roma’s physical or mailing address in the United States. 50. Evidence of the authorized representative’s address in the European jurisdiction, if required. 51. Evidence of a substantial connection to the selected country, if required by the bank. 52. A local tax number, company registration number, branch registration, or other local identifier, if required. 53. A description of the controls that prevent misuse of the account. 54. A description of the persons responsible for reconciling the account. 55. A description of the controls governing outgoing transfers. 56. A description of the procedure for removing former officers and transferring access to successors. 57. Declarations concerning beneficial ownership or ultimate control, notwithstanding that Nova Roma has no shareholders. 58. Declarations concerning politically exposed persons, sanctions, or related compliance matters. 59. Any additional documents requested by the bank to establish the legitimacy, purpose, and expected operation of the account.

Preparing this package could require coordination among the curator aerarii, consuls, board, corporate secretary, and proposed European account manager. It could also require notarization, apostilles, translation, foreign legal advice, and personal attendance at a bank branch.

Even after these steps were completed, the bank might still refuse the application because Nova Roma lacks a sufficient local economic or organizational presence.

United States reporting, tax, and accounting implications

A conventional foreign bank account would create additional United States reporting responsibilities.

If the aggregate maximum value of Nova Roma’s foreign financial accounts exceeds $10,000 at any point during a calendar year, Nova Roma would generally be required to file a Report of Foreign Bank and Financial Accounts on FinCEN Form 114.

United States citizens or residents with signature authority over the account may also have individual FBAR obligations, even though the funds belong to Nova Roma rather than to them personally.

The foreign account may also require disclosure on Nova Roma’s annual federal information return. Depending upon the nature and scale of Nova Roma’s foreign activities, Schedule F may also become relevant.

The location of the account would not ordinarily determine whether the underlying receipts are taxable. Their treatment would depend upon what the payments represent, such as membership dues, contributions, program revenue, or another category of receipt.

Nova Roma’s accounts and federal filings would remain denominated in United States dollars. The treasury would therefore need a consistent method for recording euro receipts, conversion fees, year-end balances, and currency gains or losses.

Depending upon the country selected, Nova Roma could also face foreign withholding on interest, requests for tax-residence documentation, or other local reporting requirements.

A foreign bank account by itself would not ordinarily create a taxable branch or permanent establishment, but the answer could change if Nova Roma also maintained an office, employed local personnel, conducted substantial local business, or authorized a representative habitually to bind the corporation.

Nova Roma’s nonprofit or tax-exempt status in the United States would not automatically confer charitable status in another country. The account should therefore not be represented as authorizing local tax-deductible charitable receipts unless Nova Roma separately qualified under local law.

Governance and control concerns

A foreign account should not depend solely upon one individual magistrate.

Nova Roma should avoid any arrangement in which access or recovery depends entirely upon a magistrate’s personal telephone number, private email account, home address, continued tenure, or willingness to cooperate after leaving office.

The account should be titled only in the name of Nova Roma, Inc. At least two appropriate officers should possess administrative visibility or recovery authority. Institutional email addresses should be used where possible. Statements should be preserved in a central treasury archive.

Substantial outgoing transfers should require more than one approval where the institution permits it. Each account user’s authority should be documented and limited. There should be a written procedure for the immediate transfer or termination of access when an officer resigns, is removed, or completes a term.

Wise Business as an alternative

Wise Business offers a substantially simpler means of accomplishing the operational purpose of the decree.

A Wise Business account may be established under the verified legal name of Nova Roma, Inc. Once approved, Nova Roma may receive individual euro account details, maintain a euro-denominated balance, and accept payments through the SEPA system.

Wise also supports multiple account users, differentiated access levels, payment approvals, transaction records, statements, and controlled account administration.

This would allow Nova Roma to receive euro tax payments through ordinary European transfer methods without requiring the corporation to establish a foreign branch, obtain a European corporate registration, maintain a local office, or build a traditional banking relationship in a country where it has no substantial business operation.

Wise would still require meaningful verification. It is not an anonymous or informal service. Nova Roma would have to prove its legal existence, identify its directors and controller, verify the applicant, explain its activities, document its address, establish the source of funds, and demonstrate the applicant’s authority to act.

The difference is that the Wise process is designed for remote international business onboarding and relies primarily upon records Nova Roma should already possess.

Wise Business verification requirements

Wise does not use one fixed document list for every applicant. It first attempts to verify the organization electronically and then requests additional evidence where necessary.

Nova Roma should be prepared to provide:

1. Its full legal name, entity type, EIN, registered address, operating address, and a description of its activities.

2. Articles of incorporation, amendments, a current Maine certificate of existence or good standing, bylaws, and IRS documentation where requested.

3. The names, dates of birth, countries of residence, and identification details of directors and the person Wise treats as exercising ultimate control.

4. Government-issued identification and proof of address for the person opening the account.

5. A board resolution, authorization letter, or power of attorney confirming that the applicant may open and administer the account on behalf of Nova Roma, Inc.

6. Proof that the Tennessee address listed in Maine’s corporate records is the organization’s genuine registered and administrative address.

7. A clear explanation of Nova Roma’s activities, its citizen tax system, the purpose of the euro account, the expected number and value of payments, and the countries from which payments are expected.

8. Evidence of the source of funds, such as bank statements, PayPal statements, treasury reports, payment ledgers, tax-rate legislation, or other financial records.

Nova Roma should prepare these records in advance but submit only those documents specifically requested by Wise.

The Wise process still requires meaningful verification, but it relies primarily on existing United States corporate records and can ordinarily be completed remotely. Unlike a conventional European bank, Wise would not normally require Nova Roma to establish a European branch, obtain local corporate registration, retain a local office, secure apostilles or certified translations, or attend a foreign branch in person.

Comparison of administrative burden

Wise does not eliminate compliance obligations. Nova Roma would still have to prove its identity, governance, address, authority, activities, and source of funds.

The administrative difference is nevertheless substantial.

A conventional European bank may require the same core corporate records together with apostilles, notarizations, certified translations, local tax numbers, branch registration, evidence of a commercial connection to the country, local legal advice, and personal attendance.

Wise would ordinarily allow Nova Roma to complete the process remotely with existing United States corporate records.

Wise would not normally require Nova Roma to:

- establish a European branch; - obtain a foreign corporate registration; - retain a local office; - obtain a local tax number solely for the account; - translate its entire corporate record; - attend a foreign bank branch in person; or - demonstrate a substantial business operation in the bank’s country.

For a small international nonprofit seeking only to receive modest euro-denominated payments, this difference is significant.

Functional compliance with the decree

Wise Business is not a conventional European deposit account opened directly with a traditional bank.

It should therefore not be represented without qualification as being identical to the specific institutional form named in the decree.

Under the narrowest possible interpretation, the words “European-based bank account” may be read as requiring a direct relationship with a conventional European bank.

Wise may not satisfy that literal description.

It does, however, satisfy the substantive and operational requirements of the decree.

Wise would permit Nova Roma to:

- establish an account under the verified legal name of Nova Roma, Inc.; - maintain funds denominated in euros; - provide European euro receiving details; - accept standard SEPA transfers; - receive payments from European citizens without requiring costly international bank wires; - avoid or minimize continuing account fees; - maintain transaction records and statements; - assign controlled access to treasury officers; - establish approval procedures for outgoing payments; - convert euros into dollars where necessary; and - transfer funds into Nova Roma’s principal United States treasury account.

These are the practical objectives the decree was intended to accomplish.

The difference between Wise and a conventional European bank is therefore principally one of institutional form, not operational result.

Recommendation

I recommend that the Senate recognize Wise Business as a reasonable and substantially compliant means of carrying out the senatus consultum de ordine novo tributorum exigendorum.

This recommendation does not claim that Wise is technically identical to a conventional European bank account. It acknowledges that Wise meets the spirit, purpose, and functional requirements of the decree while differing from the narrowest possible reading of its wording.

If the Senate wishes to remove uncertainty, it may clarify that the decree is satisfied by a regulated business payment account that:

1. is established under the verified legal name of Nova Roma, Inc.; 2. maintains or records funds in euros; 3. provides individual European receiving details; 4. accepts standard SEPA transfers; 5. permits citizens to pay without disproportionate international transfer costs; 6. imposes no continuing fees, or only minimal continuing fees; 7. provides reliable records and statements; 8. allows controlled access by duly authorized treasury officers; and 9. preserves Nova Roma’s ownership and control of the funds.

Such a clarification would preserve the substantive protections and purpose of the law while permitting the treasury to use a modern financial service appropriate to Nova Roma’s actual circumstances.

Unless the Senate determines that maintaining a conventional deposit account at a European bank is itself an indispensable objective, the documentation, cost, delay, and risk of rejection associated with that approach appear disproportionate to the limited purpose for which the account is required.

Wise Business presents the more practical course. It would allow Nova Roma to receive tax payments in euros through SEPA, under its own corporate identity, with appropriate records and internal controls, while imposing substantially less administrative overhead upon the treasury, the consuls, the corporate board, and the appointed account managers.

For these reasons, I recommend that the Senate authorize or acknowledge Wise Business as fulfilling the operational requirements and legislative purpose of the decree.