Romania: Simplified trade registry formalities in relation to the time required for formation of companies and the company`s seat

20 February 2012 | newsletters

From 6 February 2012, the National Trade Registry and the National Agency for Fiscal Administration issued new rules meant to facilitate formalities associated with company incorporation and changing a company’s registered seat in Romania.

The incorporation process has been shortened to three business days from the application for registration with the trade registry.

The applications to register documents attesting the use of the office space and to issue the certificate for office space must be submitted directly to the trade registry.

Time required for the formation process

Pursuant to these new formalities, the registration of companies shall be finalised within (3) three days from the submission of all documents required by the law for the incorporation of the company. Formerly, the incorporation process lasted one to two weeks from the application for registration with the Trade Registry.

Company’s seat

Legal requirement

When registering a company, the trade registry requires confirmation of the actual availability of office space for the respective company (by requiring a lease agreement or the like, including ownership documents of the landlord).

Before registering a company’s seat, documents attesting the use of the premises (i.e., notarised/certified copies of the lease agreements and ownership title deeds) must first be registered with the relevant tax authorities. Upon registration of the corporate seat, the company shall present to the trade register a letter of confirmation attesting that no other right of use on the respective premises has been registered or, when additional rights of use exist in relation to the same premises, a notarised statement of the company’s representative on the compliance with the legal requirement related to the corporate seat.

New Formalities

Formalities with the tax authorities have been eliminated, meaning that applications for registration or change of corporate seat shall be submitted directly to the competent trade registry.

Persons intending to start a business shall fill out the applications made available by the trade registry offices bearing the corresponding fiscal stamp. These applications shall be afterwards delivered internally by the trade registry to the competent tax authorities along with the documents attesting the use of the respective office space. The tax authorities shall issue and deliver to the competent trade registry office the certificates for the office space and the proofs in relation to the registration of the document attesting the use of the office space. The tax authorities will process the applications received from the trade registries on the same business day, or, depending on the time of receipt, on the following business day.

Mădălina Neagu

Local Partner

T: +40 21 319 67 90
m.neagu@schoenherr.eu

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legal service:

corporate/m&a

country:

romania