New rules for the activity of the Romanian Trade Registry 

Government’s Emergency Ordinance no. 54/23.06.2010 brings news also related to the acti vity of the Trade Registry. It amendes other regulations, among which the Law 31/1990 on copanies, republished in the Official Gazette, Part I, no. 1066 from November 17^th, 2004, which is modified and completed as it follows:

Government’s Emergency Ordinance no. 54/23.06.2010 brings news also related to the acti vity of the Trade Registry. It amendes other regulations, among which the Law 31/1990 on copanies, republished in the Official Gazette, Part I, no. 1066 from November 17^th, 2004, which is modified and completed as it follows:

• at the moment of registration of any company, or when the headquarter is being changed, the following documents shall be presented at the Trade Register:
  1. the document certifying the right to use the space as registered headquarters at the fiscal authority within the National Agency for Fiscal Administration in the jurisdiction of which the headquarters is situated
  2. a certificate issued by the fiscal authority referred to in point a), certifying that, for the building destined for headquarter, there was not recorded another document certifying the renouncement to the right of user for the same property, pro bono or free of charge, or the existence of other contracts by the means of which the right of user is assigned for the same property, as appropriate;
  3. in the case in which for the certificate issued according to point b) it results that there are already registered at the fiscal authority documents attesting that the right of user has been assigned for the same property, an affidavit in authentic form regarding compliance to conditions referring to the headquarters, stipulated in paragraph (4), is being submitted.
• Also, at the same headquarter more companies may function only if the building, by its structure and surface, allows the existence of more companies in different rooms or spaces distinctly divided. The number of companies functioning in a building can not exceed the number of rooms or separate divided areas.
• In the case of transfer of shares, the shareholders’ decision will be previously published in the Official Gazette for 30 days, period during which company’s creditors can oppose to the transfer of shares. After the period of 30 days and in the case no creditor objected, the company will be able to register the mention of transfer at the Trade Register.