Extension or reduction of the duration of a company in Romania
Business lawyer in Romania. Company incorporation in Romania
At the time when the procedure for company incorporation in Romania takes place, the associates can choose whether it will be established for a duration of a company that is indefinite or definite. In the event that the associates or the administrator opt for the latter option, they must consider that the operation for the amendment of articles of incorporation to extend the operating period of the commercial company must be followed before it expires. If no steps are taken to extend the duration of the company before the established term expires, then the company is dissolved by law.
When establishing a company in Romania or seeking a reduction of corporate duration, it is essential to consult a corporate lawyer in Romania, who can provide guidance on how to set up a new company in Romania. Such a procedure is carried out in two distinct stages that involve the completion and submission of a series of documents to the Trade Register. The Romanian law firm Pavel Mărgărit and Associates recommends collaborating with a commercial lawyer in Romania or a business lawyer in Romania to draft and review all necessary documents for updating the articles of incorporation. Moreover, a corporate lawyer in Romania can represent you at the Trade Register to help you save time and resources while ensuring that all procedures are completed within the legal deadlines when establishing a company in Romania.
Don’t go through these challenges alone. Contact us today for expert support tailored to your needs.
Corporate lawyer in Romania. Amendment of articles of incorporation
In the first stage, an application for the amendment of articles of incorporation is submitted for the reduction of corporate duration or extension of the operating period of the company, which will be accompanied by a decision of the general assembly (AGA) and proof of payment of the legal advertisement fee, and, where applicable, the postal fee. Additionally, proof regarding the authorization of the designated person to carry out the legal formalities may be necessary, which is most often a commercial lawyer in Romania or a business lawyer in Romania. This decision of the AGA requested together with the submission of the application for extending or reducing the duration of a company is replaced by the decision of the sole associate when it comes to a company that does not have multiple individuals within the governing body.
The second stage is carried out only after 30 days have passed since the date the decision of the AGA or the sole associate was published in the Trade Register. The necessary documents for this stage include the registration application, the excerpt from the Official Gazette where the decision of the AGA was published, the modifying act of the articles of incorporation regarding the extension of the operating period of the company, and the updated version of the articles of incorporation. Following the procedure for updating the articles of incorporation, the new document must include the new operating duration in the case of an extension, and in the case of a reduction, the date on which the company ceases its activity. Since this extension or reduction of the duration of a company is the reason for the amendment of the articles of incorporation, a corporate lawyer in Romania or a commercial lawyer can assist you in drafting this important amendment.
It is important to mention that obtaining a certificate of status (RECOM) in advance can be helpful for accurately verifying the expiration date of the company’s duration. A RECOM certificate is obtained from the Trade Register, either electronically or physically. Furthermore, following a procedure for verifying the company at the Trade Register ensures that there are no legal impediments that could affect the extension, such as financial or legal issues.
A commercial lawyer or a business lawyer in Romania can provide legal assistance in completing all standard documents, as well as drafting the updated articles of incorporation, obtaining a RECOM certificate for company verification from the Trade Register, and the tax clearance certificate for future associates, preparing the files, and submitting them to the Trade Register. Moreover, a commercial lawyer in Romania can manage the entire company verification process at the Trade Register to ensure the legal and financial compliance of a company before making a major change, such as extending or reducing the duration of the company. The reduction of corporate duration or its extension can be addressed when establishing a company in Romania, and a corporate lawyer in Romania can assist with the necessary steps to set up a new company in Romania.
The Romanian law firm Pavel Mărgărit and Associates offers legal services at a high professional standard in various practice areas, including those related to company incorporation in Romania or updating articles of incorporation, our team demonstrating a complex understanding of the regulations regarding the process of amending articles of incorporation, providing clear and efficient legal solutions to all clients who have requested the services of a commercial lawyer.
Articles from the practice area
Methods of debt collection in Romania The procedure of debt recovery in Romania can be a significant challenge in legal relations between parties, aiming to protect the rights and interests of creditors. This process is governed by the Romanian Civil Procedure Code or applicable legislation, depending on the source of the damage. When dealing with […]
Legal strategies to prevent conflicts and protect your business from costly lawsuits Given the evolving legislative framework and the constantly changing business environment, many companies in Romania find themselves involved in legal disputes that can impact their operations and stability. Most often, these disputes involve commercial debt recovery in Romania from commercial conflicts, tax issues, […]
How to enforce judgements more easily in Romania? One of the most significant legislative changes proposed at the end of 2024 is the removal of Court’s approval for forced execution in Romania when it involves court decisions. This change promises to streamline the process of civil enforcement proceedings in Romania and reduce the duration of […]
Stamp tax in light of the new provisions of Law no. 268/2024 In the context of the new regulations introduced by the Law on stamp tax in Romania, the calculation and payment of stamp taxes for various actions, such as partition, including judicial partition in Romania or partition upon divorce in Romania, have become key considerations for those seeking […]
Legal assistance in litigation and enforcement procedures in Romania According to the Civil Procedure Code, persons interested or harmed by the forced execution procedure in Romania may file an appeal against an enforcement notice in Romania, against the minutes of the proceedings concluded by the bailiff, challenge against enforcement in Romania as well as in […]
The Romanian legislation establishes a series of conditions regarding the conclusion of sales agreements in Romania. The Romanian Civil Code requires a certain form of conclusion of the sales agreement in Romania depending on the nature of the good whose property is transmitted. The law confers the title of agreement under private signature in Romania […]
The Romanian legislation provides a series of rules and obligations on the Romanian administrator regarding the conduct of his activity. According to the legislation in force, in Romania, the directors (called administrators in Romania) are personally responsible and liable for the damages caused. On the other hand, the administrator will be personally and jointly and […]
In the business field, the emergence of a dispute in Romania can represent a significant challenge as it affects the Romanian company’s reputation, its financial resources and time. Therefore, it is essential for companies in Romania to focus on preventing litigation in Romania rather than dealing with them later, which is why a lawyer specialized […]
Being a common financial payment instrument in the relations between professionals, promissory notes in Romania play an important role in discharging from the contractual obligation arising from the contract concluded between the two parties, with the purpose of guaranteeing the payment obligations in Romania. The biggest advantage of the promissory note in Romania is the […]
In the last few years in Romania, there have been various external events such as the Covid-19 pandemic, the war in Ukraine or the Suez Canal crisis, which have determined various economic imbalances which have led to the non-fulfillment of the contractual obligations due to the hardship, force majeure or unforeseeable circumstances, in Romania. In […]
Given the fact that in practice various errors may occur when drafting the civil status documents, Pavel, Margarit and Associates Romanian Law Firm recommends contacting a specialized lawyer in Litigation, Dispute resolution and Family law in Romania who can advise you on the legal means that one may employ with the aim of obtaining the […]
The agreement signed between the parties creates rights and obligations, producing effects for the established period of time. In general, the contractual obligations assumed by a contractual partner are settled by their voluntary performance, i.e. by the remission of a sum of money or by the performance of the object of the obligation. However, there […]