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Ministry of Justice
National Trade Register Office

December 06, 2022

 

Documents required for registration in the trade register of the amendments regarding changing the registered office of the professionals, in another county

Information note on the processing of personal data

Preliminary operations

  1. Application for verification of company name availability and/or its reservation thereof (original) - application form, completed with three designations - details.

Registration

  1. Application for registration (original) - application form;
  2. Statement Form of own responsibility (original), signed by the partners or administrators, attesting, as appropriate, that:
    • the legal person shall not carry out any of the stated activities at the space of the registered or secondary office/s, for a period of maximum 3 years (model 3 – item 6, Footnote – original);
    • the legal person complies with the operating requirements provided for by the specific legislation in the field of food safety and sanitary-veterinary protection, environment protection and labor protection for the activities set out in the statement form (model 3 - original);
  3. Evidence of verification of company name availability and its reservation thereof (original);
  4. Where appropriate, consent to use the company name, as laid down in art. 39 of Law no.26/1990, as republished and subsequently amended and supplemented (original);
  5. General Assembly decision of partners/shareholders/sole shareholder/ board of directors/ Directorate (original) - details;
  6. Document  attesting to the right of use of the space designated as registered office. After the registration in the trade register, the Trade Register Office shall transmit  the document to the fiscal body within the National Agency of Fiscal Administration where the building with destination of registered office is located - details;
  7. Updated Articles of Association (original) - details;
  8. Certificate of incorporation (original) - details;
  9. As appropriate:
    • endorsement for the owners/tenants association regarding the change of destination of collective residential buildings, pursuant to Law no.196/2018 (form to be filled out, original).
      • If the company does not carry out any activity at the registered office or at the secondary offices, the declared activities for a period of maximum 3 years, the statement-form on own responsibility provided for by art. 15 paragraph (1) letter a) of the Law no. 359/2004 regarding the simplification of registration formalities in the trade register of natural persons, family associations and legal persons, their tax registration, as well as the authorization of legal persons in order to operate, as subsequently amended and supplemented, signed by the partners or by the administrators, includes the statement provided for by art. 17 paragraph (6) of the Law on companies no. 31/1990, so is no longer necessary any other statement;
      • If the company carries out activity outside the registered office and the secondary offices the statement-form on own responsibility provided for by art. 15 paragraph (1) letter b) of the Law no. 359/2004 regarding the simplification of registration formalities in the trade register of natural persons, family associations and legal persons, their tax registration, as well as the authorization of legal persons in order to operate, as subsequently amended and supplemented, signed by the partners or by the administrators, includes the statement provided for by art. 17 paragraph (6) of the Law on companies no. 31/1990, so is no longer necessary any other statement.
    • other prior endorsements provided for by special laws (copy) - details;
    • (special) power of attorney (in authenticated form) or delegation for the persons appointed to fulfill the legal formalities (original);
  10. 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.
  • In case the name of the company or the registered office is unavailable, the settlement of the application shall be postponed until carrying out an amendment regarding either changing the company’s name or its registered office.
  • The certificate of registration issued by the trade register office from the new location, as well as the certificate of registration of amendments, the certificate of status and the striking off certificate of the company for the old registered office shall be released either at the trade register office of the old location or of the new one.
  • 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
  • The application for amendments shall include the request of carrying out both operations and it shall be submitted to the trade register office attached to the law court where the legal person in subject is incorporated.
  • 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.

 

 

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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