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home / resources and information / company set up stages

Main stages for establishing a Company, registration with the Trade Registry

We present you the main stages for establishing a trade Company

1. Establishing the objects of activity

Choosing the objects of activity of the Company, according to the classification of the CAEN code; establishing the main object of activity and the secondary objects of activity.

2. Choosing the judicial form  

Limited Liability Company

Partners are not businessmen and they are not liable of the Company’s debts except for within the limits of their contribution to the capital. The authorized social capital is divided into equal shares with a minimal value of 10 lei each.
The Company will be managed by General Assembly of the Partners, and the Company’s administration and its representation in the relationships with third parties will be carried out by administrators, their powers being unlimited. The limited Company has a specific form: limited Company with a sole partner. A physical or judicial body can be a sole partner in only one limited Company.  

Collective Company

It is characterized by the fact that the partners of this form of association have the businessmen quality, in general, and they are liable jointly and unlimited for the operations carried out on behalf of the Company by the persons representing it.
The partners representing the absolute majority of the authorized share capital may choose one or more administrators among them, establishing their powers and their eventual remunerations.  

Simple Commandite Company

A part of the partners, called active partners, usually have the businessmen quality and they are liable together and unlimitedly for the Company’s actions, and another part, the undisclosed partners are liable only within the limits of the contributions subscribed by each.

 Joint-stock Company

The partners of the joint stock Companies are not liable except for within the limits of the subscribed share capital. It is characterized by the fact that they are called shareholders, being the owners of certain exchange securities (shares) received in exchange for the contribution. The share capital is represented by shares issued by the Company, which can be nominative or bearer shares, judging after the way of being transmitted. The shares have an equal value that can not be less than 1000 lei. The number of the shareholders within the joint-stock Company can not be less than 2.

Joint-stock Commandite Company

The share capital is divided into shares, and the partners are divided into active partners and undisclosed partners. Company’s administration is entrusted to one or more active partners.

3. Choosing the name and the corporate image of the Company

Choosing the name (trade sign) and the corporate image of the new Company. Checking the availability of the trade sign can be carried out on the official website of the Trade Registry: http://recom.onrc.ro/index.htm - user: guest, password: guest

4. The constitutive deed of the new trade Company

The constitutive deed is drawn up according to the judicial form of organization chosen by the partners for the new Company.

The constitutive deed of the new Company is signed, in front of the Notary Public or of the lawyer.  

5. Choosing the headquarters

The headquarters of the Company may be established in a place which is the property of one or more partners or in a place being in their use (based on a rent, sub-rent, loan, etc contract).
The proof may be shown by the following documents:

6. Share capital, judicial fees

7. Registration with the Trade Registry

The request of registering the Company with the Trade Registry is carried out in the Sole Office within the Trade Registry Office near the Law Court where the headquarters is, by the establishers, administrators (their representatives), as well as by any person interested in this, according to the law, and a Consultia Pro Jobs representative.
The following procedures take place at the Trade Registry Office:

8. Functional approvals and authorizations

All approval or authorization documents will be required from the public authorities according to the object of activity of the Company. In order to start the trade activity within the Trade Registry, the necessary authorizations and approvals for the legal operation of the Company must be acquired.

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