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Ministry of Justice
National Trade Register Office

October 01, 2022

 

DISSOLUTION, LIQUIDATION AND STRIKE OFF LEGAL PERSONS

 

The company shall be dissolved through:

  1. passing the time established for the company’s life;
  2. the impossibility of realisation of the object of activity of the company or its realisation;
  3. declaration of the company’s invalidity;
  4. the decision of the general assembly;
  5. the decision of the court of law, upon the request of any partner, for strong reasons, as bad misunderstandings between partners which prevent the functioning of the company;
  6. the bankruptcy of the company;
  7. other causes provided for by the law or by the articles of association of the company.

Depending on the reason of dissolution, in the procedure for closing a company, shall be distinguished the following situations:

  1. Dissolution at law of general partnerships, limited partnerships, private limited companies, public limited companies and partnerships limited by shares (SNC, SCS, SRL, SA and SCA)
  2. Simultaneous dissolution and liquidation of general partnerships, limited partnerships, private limited companies and Economic Interest Groups (art. 235 of Law no. 31/1990, as republished and subsequently amended and supplemented)
  3. Voluntary dissolution and liquidation of general partnership, limited partnership, private limited company, public limited company and partnership limited by shares with liquidator appointment cu numire de lichidator (art. 227 paragraph (1) pts. b), d), art.228 and art. 233 of Law no. 31/1990, as republished and subsequently amended and supplemented)
  4. Strike off after legal dissolution and liquidation of companies (in compliance with art. 227 paragraph (1) pts. c) and e), art.229 of Law no. 31/1990, as republished and subsequently amended and supplemented)
  5. Striking off and liquidation of general partnership, limited partnership, private limited company and partnership limited by shares (related with death – art. 229 and art.230 of Law no. 31/1990, as republished and subsequently amended and supplemented)

 

 

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