Company registration in Moldova
Company registration in Moldova is not a complex process. However, the assistance of a lawyer can help you save time, and money, and avoid possible post-registration inconveniences.
Setting up a company is the first step in starting a business, a process in which we can provide you with the legal advice you need, if necessary to represent you before the Moldavian authorities.
If you have any questions, call the lawyer Augustin Procopovici, mob. + 37368093939 (Viber, WhatsApp, Telegram) or write to the email address: augustin@procopovici.com.
In Moldova, the entity responsible for the registration of companies is the Public Services Agency (PSA). The legal entities, their affiliations/subsidiaries, and representations, as well as the individual entrepreneurs, are registered at PSA multifunctional centers, according to the legal address of the future company.
Required documents for company registration in Moldova
To incorporate a company, you need the ID. If you are a foreign citizen, you will need the Passport.
The application for registration may be submitted through a representative, he will present a notarized power of attorney (granting all necessary powers) and copies of the documents mentioned above.
The state registration authority will check if the founder has previously registered enterprises with outstanding debts to the state budget or inactive status.
For the insurance companies, the non-state pension funds, the savings, and loan associations, and, in the cases established by the legislation, the non-bank lending organizations, it is necessary to present the opinion of the National Commission of the Financial Market.
Under Law no. 308 of 22.12.2017 on prevention and combating money laundering and terrorism financing, it is necessary to present information about the beneficial owner/beneficiaries.
A beneficial owner is a natural person who ultimately owns or controls a natural or legal person or beneficiary of an investment company or manager of the investment company or a person in whose name activity is carried out or a transaction is performed and/or who owns, directly or indirectly, the right of ownership or control of at least 25% of the shares or the voting rights of the legal person or the goods under fiduciary administration.
If the founder is a legal person, it is necessary to present the decision of the competent body of the legal person regarding the incorporation of the company.
If the founder is a foreign legal entity, it is also necessary to present:
- an Extract from the Trade Register in which the foreign legal person is registered, translated into Romanian, and notarized.
- the documents of formation of the foreign legal entity in original or in notarized copies, translated into Romanian, and legalized by the consular offices of the Republic of Moldova.
Documents drawn up in the territory of the signatory states of the Hague Convention of 05.10.1961 abolishing the requirement of legalization for foreign public documents, on which the apostille is applied under the conditions established by this Convention, are accepted for registration without additional over-legalization.
Documents issued by the authorities of Romania, Lithuania, Latvia, the Czech Republic, Slovakia, Azerbaijan, Hungary, Azerbaijan, Armenia, Belarus, Kazakhstan, Kyrgyzstan, Russia, Tajikistan, and Uzbekistan are recognized on the territory of the Republic of Moldova without apostille and additional over-legalization.
Upon receipt of the application and the documents for state registration, the depositor receives a confirmation indicating the application number and date of receipt, the number of the territorial PSA multifunctional center, the list of submitted documents, and the date set for issuing the deeds of incorporation.
Company Administrator
The person who will represent the company is the administrator. The administrator may be the founder (one of the founders), or a person appointed to this position by the founders. The administrator can be a citizen of the Republic of Moldova or a foreign citizen.
When submitting the registration application, it is necessary to present a copy of the administrator identity card or passport (for foreigners). If the administrator is unable to appear before the state registration authority, the founder will present the administrator’s notarized signature specimen.
Company name
The name of the legal entity should include the form of its legal organization in the official language.
Words other than Romanian, which are transcribed in Latin characters, may be used in the name.
The legal entity cannot be registered if its name coincides with the name of another legal entity, which is already registered.
The name must be different from those already registered, so that an obvious distinction can be made between them, without being examined in detail. For these reasons, you need to have several names and word combinations ready.
Even if you are convinced that your name is original, you may be surprised to learn that it is already registered. The name can be reserved by the Public Services Agency for a period of up to 6 months.
The company cannot be registered if its name coincides with a trademark registered in the Republic of Moldova or with a well-known foreign trademark or contravenes legal or moral norms.
Also, if it contains:
- words or abbreviations, which may mislead a third party regarding its form.
- the name of a well-known person or other personal names, if these do not coincide with the name of the participants in the foundation of the company and if there is no permission of the respective person or his heirs regarding the use of the name;
- the official or historical name of the state or abbreviations or derivatives of the official or historical name of the state if there is no permission from the Government or the official or historical name of the administrative-territorial unit, if there is no decision of the local council of the respective administrative-territorial unit regarding the agreement on its use;
- the name of the central or local public administration authorities or indicates, directly or indirectly, that the legal person belongs to these authorities.
Legal address (Premises of the legal entity)
The Public Services Agency is not entitled to request documents to confirm the chosen address. The company is responsible for the authenticity of the presented data. However, the address must be real and with the consent of the owner. The address of a living space can also be used.
The object of company activity
According to art. 176 paragraph (2) Civil Code, the legal entity with a lucrative objective can conduct any activity, which is not prohibited by the law, even if the Charter does not provide it.
It is essential to have the appropriate permits and licenses if required.
However, the official of the state registration authority will ask you for a list of the economic activities you want to carry out or will help you to draw it up.
For information, you can download the Classifier of Activities in the Economy of Moldova (in Romanian) below.
Completion of the company registration
The state registration authority will ensure that the applications and submitted documents meet the legal requirements, obtain the necessary notices and information for registration from public authorities via electronic networks, and issue either the registration decision or a reasoned decision to reject the registration.
The company is considered registered on the date of adoption of the registration decision, which is completed in two copies, one of which is kept at the Public Services Agency, and the other is issued to the applicant together with the Charter (Incorporation Act) and the Agreement of Formation of the company.
Registering with the State Tax Service, National Public Health Agency, National Social Insurance House, and National Bureau of Statistics is unnecessary. The Public Services Agency will independently transmit in electronic format to the concerned authorities, the data regarding the registration and will issue you the respective notification.
The bank account opening
To open a bank account, the company’s administrator (and, if applicable, the individual holding the second signature, such as the future accountant) must visit a chosen bank and present the Statement from the State Register of Legal Entities. The bank officer will then provide the Account Opening Form along with the specimen signature and stamp card.
Frequent questions
1. What are the fees paid for the company registration in Moldova?
For the company registration in Moldova, you will pay the 1149 MDL state registration fee for the registration within 24 hours and 4596 MDL for the registration within 4 hours. The cost of elaboration, drafting, and approval of the name is 100 MDL. If you want to collect the Statement from the State Register of Legal Entities together with the incorporation documents, you will pay an additional 440 MDL (for three days the price is 110 MDL).
2. How long does it take to register a company in the Republic of Moldova?
You can register your company in Moldova in as little as 4 hours or 24 hours. Registration takes place on weekdays (workweek). The 24 hours shall be calculated from the working day immediately following the day on which the application for registration was submitted together with all the necessary documents.
3. What is the minimum share capital required to register a Limited Liability Company?
The Moldavian law does not provide any minimum amount of Limited Liability Company capital.
Its amount is established by the founders in the company charter.
4. If I hire a lawyer, must I approach the Public Services Agency?
No. In this case, you will need to complete a power of attorney. The power of attorney can also be issued abroad. It is possible to communicate with the lawyer by mail, so you can come to the Republic of Moldova after the company registration is complete.
Company registration in Moldova – Notes:
Trading companies can be founders of other trading companies.
Financial means, shares, other assets, or property rights may serve as a contribution to the property of the trading company.
The trading company shall be incorporated only as a partnership, limited partnership, limited liability company, or joint-stock company.
The company, whose members, in conformity with the articles of association, are engaged in entrepreneurial activity in the name of the company and bear unlimited, joint, and several responsibilities for obligations thereof, shall be considered as a partnership.
A limited partnership is a trading company in which along with members who undertake on behalf of the company entrepreneurial activity and are responsible for its obligations unlimitedly, jointly, and severally (active partners), one or more financing members (undisclosed partners) exist, who do not participate in the entrepreneurial activity of the company and bear within the limit of their contributions, the risk of losses resulting from company’s activity.
A limited liability company is a commercial entity with a registered share capital divided into shares as specified in its incorporation act, with its obligations secured by the company’s assets.
A joint-stock company is a trading company in which registered share capital is divided into shares and whose obligations are guaranteed by company property.
Company registration in Moldova
Important when registering a company in Moldova!
When coming to Moldova check if you need a visa.
We can not provide an Invitation Letter for a Visa.