Joint Stock Company in Romania
A JSC is a limited liability corporation with a registered capital of a minimum of 25.000 EUR or the equivalent of 90.000 RON and with at least two shareholders. Shares could be registered shares or bearer shares and can be freely traded or pledged. JSC can be set up by full and simultaneous subscription of the registered capital by all signers of the constitutive act or by public subscription.
Joint Stock Company conditions
One-tier administration system:
The management is controlled by one director or by several directors, organized as a board of directors and, if the case, by one or several managers , led by a General Manager. In case of companies having the legal obligation to have their financial statements audited, the BoD must be formed of at least three directors and must delegate the management to the Managers, save for certain reserved powers.
Two-tier administration system:
The managing board comprises one or several members. When there is only one member, the title is of sole general manager. With joint-stock companies whose annual financial statements are subject to legal auditing, the managing board comprises at least 3 members. The managing board is supervised by a supervisory council. There are no residence restrictions applicable.
Minimum share capital
The JSC in Romania must have a share capital of at least RON 90,000. Contributions in kind may form the company’s share capital, in cash and/or in receivables. Cash contributions are always obligatory upon establishment. Where the JSC is registered by public subscription, at least 30% of the subscribed capital must be paid upon incorporation, while other 70% should be paid within 1 year or within two years from the registration of the company. The amount will have to be deposited in a share capital account. The managing board contains one or several members.
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Timeline
The registration certificate will be issued within three days after the documentation for incorporation was submitted with the Trade Registry Office.
Fees
The cost of registration is about EUR 400.
Compulsory regulation
JSC must have at least two shareholders. The owners of Romanian corporations can be Romanian or foreign legal or natural persons, in any proportion, no residency restrictions/ prohibitions being applicable thereto.
Documents
One must get/draft the documents required for the registration procedures.
Consultation about Joint Stock Company registration
Our consultation services aim to assist you with the entire process of setting up your business in Romania as a Joint Stock Company. Our expert advisors will help you with all the necessary paperwork, permits, and registrations to ensure a smooth and efficient process. We offer personalized guidance on legal requirements, share capital, and corporate structure to ensure that your decisions are well-informed and in line with your business objectives.
Ownership management
Controlling the ownership of a Joint Stock Company is both intricate and essential. Our offerings consist of managing alterations in ownership, overseeing beneficial owners, and supervising ownership transfers. We guarantee that all changes in ownership are accurately recorded and adhere to the most recent regulations.
Corporate structure changes
As your business grows, your corporate structure may also change. If you need to modify directors, update nominee details, or make other structural adjustments, we offer a full range of services to help you navigate these changes smoothly and effectively.
Share capital management
Managing share capital is crucial for the financial wellbeing of your company. Our services can assist you in raising, decreasing, selling, and transferring share capital, guaranteeing that all operations are conducted precisely and in compliance with legal regulations.
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