Conditions and Essential Steps for Listing on the Capital Market

At the Bucharest Stock Exchange listed companies (BVB), the number of listed companies has varied over the years. Currently, in 2025, there are 83 listed companies, both private and state-owned, operating in a regulated and transparent environment. In this context, listing on the stock exchange can be a strategic opportunity for any company looking to develop and attract capital. The listing process requires compliance with strict regulations but offers, in return, access to a broad investor market and greater visibility. The Romanian Law Firm Pavel, Mărgărit and Associates provides legal assistance and representation in corporate law, investments in Romania, stock exchange transactions and all stages of the listing process on BVB. A Stock exchange lawyer in Romania and a business lawyer in Romania provide specialized legal consultancy for registering as a company in Romania, transforming from an LLC into a joint stock company and opening businesses thus facilitating access to the capital market in Romania and contributing to meeting the conditions for stock exchange listing and ensuring long-term success.

Conditions for Stock Exchange Listing and Essential Steps for Listing on the Capital Market

To be part of the Bucharest Stock Exchange listed companies, a company must be a joint stock company (SA), have equity or a capitalization of at least 1 million euros, have at least 25% of shares available for trading, and have been active on the market for at least three years. There are two ways to issue shares on the stock exchange: selling new shares to raise funding or selling an existing share package by shareholders. In both cases, the decision must be approved by the Board of Directors and the General Meeting of Shareholders. For listing, there are three methods, namely initial Public Offering (IPO), which involves issuing new shares and requires a prospectus approved by authorities, private placement, addressed to a limited number of investors and does not require an approved prospectus, technical listing, which does not involve a share offering and only requires admission to trading, still needing a prospectus.

The listing process involves a detailed analysis of the company’s legal and tax structure. In this regard, The Romanian Law Firm Pavel, Mărgărit and Associates, with the support of a Stock exchange lawyer in Romania, corporate lawyer in Romania and business lawyer in Romania from Corporate, Commercial and M&A Department, can provide legal assistance to guide company representatives throughout the listing process and ensure compliance with companies law.

Transforming an LLC into a Joint Stock Company

If, during the start a business in Romania, register as a company in Romania and launching a business in Romania, companies were established as LLCs, an important step for listing on the Bucharest Stock Exchange listed companies is their transformation from a limited liability company (LLC) into a joint stock company. The transformation process involves several stages. First, the company must amend its articles of incorporation to reflect the new legal requirements specific to a joint stock company, including changing the capital structure and company organization method. For example, under companies law, an LLC has share capital divided into shares, whereas in the case of a joint stock company, the capital is divided into shares that can be traded on the stock market in Romania.

Another important stage is choosing an appropriate management system. In the case of an LLC, management is usually ensured by one or more shareholders or directors, whereas, in the case of a joint stock company, it must be handled by a Board of Directors, in accordance with the legal regulations under companies law.

Additionally, the transformation involves adjusting the capital structure, considering that a joint stock company can issue shares distributed to shareholders and traded on the stock exchange. Furthermore, the company must establish an appropriate corporate governance system and ensure compliance with all regulations imposed by the Financial Supervisory Authority and the Bucharest Stock Exchange listed companies. These steps are essential to transition from an LLC to a joint stock company and prepare the company for stock exchange listing, providing access to capital from the capital market in Romania and the opportunity to attract investors.

Investments in Romania and opportunities for starting a business in Romania

Romania offers a favorable environment for starting a business in Romania and investments in Romania. In this context, companies looking to list on the Bucharest Stock Exchange listed companies can benefit from numerous opportunities to attract capital and expand in the local and international markets. The process of register as a company in Romania, starting a business in Romania and launching a business in Romania is simplified by business-friendly regulations and support from financial and governmental institutions. The Romanian Law Firm Pavel, Mărgărit and Associates provides legal services for register as a company in Romania, assisting clients in company formation in Romania, preparing necessary documentation, and offering specialized legal assistance in commercial law.

Additionally, for companies looking to diversify their investment portfolios and participate in stock market in Romania transactions, investments in Romania can be a profitable opportunity. Listed companies in Romania are attractive to investors due to financial transparency and strict regulations that ensure their protection.

The Romanian Law Firm Pavel, Mărgărit and Associates offers a wide range of legal services, including consultancy in stock market in Romania transactions, assisting companies in the stock exchange listing process, transforming from an LLC into a joint stock company, as well as all legal aspects of launching a business in Romania, starting a business in Romania and register as a company in Romania. A Stock exchange lawyer in Romania, corporate lawyer in Romania, or business lawyer in Romania provides innovative and effective legal solutions for any company looking to expand its business and invest in stock. Do not hesitate to contact us by accessing the contact form on our website https://avocatpavel.com/contact/.

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“Transforming a company from an LLC to a joint stock company is an essential step for accessing the capital market in Romania and attracting financing. This process involves amending the articles of incorporation, adjusting the capital structure, and adopting a management system in accordance with current regulations. Additionally, it is essential for the company to comply with the requirements imposed by law to ensure transparency and investor protection,” said Dr. Radu Pavel, the Managing Partner of The Romanian Law Firm Pavel, Mărgărit and Associates.

In conclusion, stock exchange listing on the Bucharest Stock Exchange listed companies represents a strategic opportunity for companies looking to attract capital, increase visibility, and benefit from a regulated and transparent framework. The process involves compliance with strict companies law requirements, but companies that choose stock exchange listing can enjoy multiple financial and strategic advantages. The Romanian Law Firm Pavel, Mărgărit and Associates supports companies at all stages of this process, providing specialized legal consultancy in Corporate Law, Commercial law and invest in stock transactions for listed companies in Romania.Pavel, Margarit and Associates Law Firm is one of the top law firms in Romania, providing high-quality legal services. The firm’s clients include multinational and domestic companies of great magnitude. In 2024, the law firm’s success stories brought it international recognition from the most prestigious international guides and publications in the field. As a result, Pavel, Margarit and Associates Law Firm ranked 3rd in Romania in the Legal 500’s ranking of business law firms with the most relevant expertise. The law firm is internationally recognized by the IFLR 1000 Financial and Corporate 2024 guide. Additionally, Pavel, Margarit and Associates Law Firm is the only law firm in Romania recommended by the international director of Global Law Experts in London in the Dispute Resolution practice area. All relevant information about Pavel, Margarit and Associates Law Firm can be found on the website www.avocatpavel.com.