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Ministry of Justice
National Trade Register Office

December 06, 2022

 

Documents required for registration in the trade register of the amendment regarding the decreasing of the share capital of the companies

Information note on the processing of personal data

Phase I 

  1. Application for submission of documents and registration of amendments - application form;
  2. General Assembly decision of partners/shareholders/sole partner (original) - details;
  3. As appropriate, (special) power of attorney (in authenticated form) or delegation for the persons appointed to fulfill the legal formalities (original);
  4. Evidences of payment of legal charges - details:

 

Phase II - details

  1. Application for registration (original) - application form;
  2. Amending document of the Articles of Association - details;
  3. Excerpt of the Official Gazette of Romania, Part IV where the decision of decreasing the share capital was published;
  4. Updated Articles of Association, original - details;
  5. As appropriate:
    • prior endorsement regarding the limit of the share capital laid down in special laws (original);
    • prior endorsements provided for by special laws (original);
    • (special) power of attorney (in authenticated form) or delegation for the persons appointed to fulfill the legal formalities (original);
  6. Declaration on beneficial owner of a legal person - detailsform;
  7. Evidences of payment of legal charges - details:

Note:

  • Settlement of the application lies with the director of the trade register office attached to the law court and/or the appointed person or persons who may dispose submission of proving documents other than the ones already specified.
  • Assistance departments of the trade register offices attached to law courts may draw up documents, grant a definite date or provide for guidance for properly filling out the application for registration, against payment of a fee.
  • The manuscript page of the documents submitted for publication in the Official Gazette of Romania represents 2000 signs, including the spaces. The documents submitted for publication in the Official Gazette of Romania shall have a legible content, 1.5 line spacing and font Times New Roman 12, without any deletions or additions that are not typed, which make incomprehensible their text. Model
  • Forms are available at the trade register offices.
  • The application for registration, the documents provided for by law, filed and numbered, shall be submitted by the applicant directly at the trade register office attached to the law court, by post, with declared-value letter and notice of receipt or by electronic means. The application sent in electronic form, through the online services portal or through the electronic mail, shall have the qualified electronic signature incorporated, attached or logically associated. If the documents are sent by post, the applicant's identity document shall be attached, as a handwritten photocopy  certified by the owner regarding the conformity with the original.
  • The documents whose registration, change or publication is requested at the trade register office attached to the law court shall be drawn up by the applicant in Romanian, shall be legible, without deletions or additions, under the sanction of rejection thereof.

 

 

This leaflet is intended to serve as a general guide to professionals regarding their obligations and the legal formalities that need to be fulfilled in order to register in the trade register.

 
AMENDMENTS - Legal Persons
 
 
 
 
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