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The transfer of shares in Romania is the method by which ownership of shares held by a shareholder in a limited liability company (LLC) is transferred to an individual or a company as a result of concluding a share transfer agreement in Romania. To carry out an assignment of shares in Romania, it is essential to collaborate with a commercial lawyer in Romania, who can provide legal advice on the share transfer in Romania and its effects, as well as assistance in drafting a share transfer agreement in Romania that respects the will of the parties and the regulations in force regarding the sale of shares in Romania.
Share transfer lawyer in Romania. Share transfer agreement
The assignment of shares in Romania is an act by which a shareholder of a LLC transfers the ownership right on shares he hold to another individual or company. This procedure is regulated by Law no. 31/1990 on companies in Romania and requires compliance with certain legal formalities to be valid. The transfer of shares in case of a limited liability company LLC in Romania is based on a share transfer agreement in Romania, between the assignor (the shareholders selling the shares) and the assignee (the person acquiring the shares). The share transfer agreement in Romania must include all essential clauses, namely the price and payment methods, the number of shares transferred, as well as other specific conditions. A share transfer agreement in Romania can be negotiated by the parties and includes the rights and obligations of the parties from the moment the transfer of shares in Romania is carried out until the procedure for registering the mentions at the Trade Register is completed. In this regard, a share transfer lawyer in Romania can provide legal assistance in negotiating the conditions under which the share transfer agreement in Romania will be concluded, as well as in preparing the necessary documentation for concluding the assignment of shares in Romania and completing the formalities at the Trade Register.
Corporate Lawyer in Romania. General Meeting of Shareholders
First of all, to validate a transfer of shares in Romania, the approval of the General Meeting of Shareholders is required, in accordance with the provisions of the company’s articles of association. The General Meeting of Shareholders can decide to accept the assignee as a new shareholder of the company, often necessary for the assignee to become part of the company and exercise their rights. In some cases, the General Meeting of Shareholders may decide to amend the company’s articles of association to reflect changes brought by the assignment of shares in Romania, such as updating the list of shareholders. Additionally, given the tax and financial implications of the assignment of shares in Romania, it may be decided through a resolution what the accounting treatment of the transaction will be and other aspects regarding the distribution of profit resulting from the assignment. Before convening the assembly for issues regarding the sale of shares in Romania, the assignor and assignee must comply with the procedures established by law and the company’s articles of association, including the proper convening of the resolution, providing complete information about the transaction and ensuring the necessary quorum to make valid decisions. Therefore, The Romanian Law Firm Pavel Mărgărit and Associates recommends the legal assistance of a corporate lawyer in Romania to ensure that the sale of shares in Romania complies with the current legislation and that the interests of the involved parties are adequately protected.
Trade Register Lawyer in Romania. Registration at the Trade Register
The documents regarding the sale of shares in Romania must be submitted at the Trade Register where the respective company is registered. The registration involves submitting a share transfer agreement in Romania and all necessary documents, including the GSM Resolution, the updated Articles of Associations of the company, in accordance with the regulations in force. Therefore, the legal assistance of a Trade Register lawyer in Romania is necessary for the procedure to be carried out without obstacles and in a short time. Consulting a Trade Register lawyer in Romania or a Corporate lawyer in Romania is an important step for the success of the transfer of shares in case of a limited liability company LLC in Romania, considering the expertise and legal knowledge it involves, to draft and submit the necessary documents legally and within the deadlines established by the Law 31/1990 on companies.
The Romanian Law Firm Pavel Mărgărit and Associates offers specialized services for registering mentions at the Trade Register with the help of a commercial lawyer in Romania or corporate lawyer in Romania who can assist you throughout the entire process. To benefit from our support regarding the share transfer in Romania, you can contact us by accessing the contact form available at https://avocatpavel.ro/contact/
“In practice, it has been found essential to consult a corporate lawyer in Romania regarding the share transfer in Romania as this process involves a detailed understanding of the regulations in the Law 31/1990 on companies, the specific legal requirements for the type of company and the procedures necessary for the sale of shares in Romania,” stated Dr. Radu Pavel, Managing Partner at Pavel, Margarit and Associates Romanian Law Firm.
In conclusion, the assignment of shares in Romania is a method by which a shareholder can transfer their ownership right over the shares to another individual or company, an operation regulated by Law no. 31/1990 that involves negotiating and drafting a share transfer agreement in Romania, approval by the General Meeting of Shareholders for validating the transaction and registering the formalities at the Trade Register. The Romanian Law Firm Pavel Mărgărit and Associates offers specialized legal services in all practice areas, particularly in the Corporate Commercial M&A, with our team demonstrating a complex understanding of commercial legislation and related regulations, providing clear and efficient legal solutions to all clients who have requested the services of a share transfer lawyer in Romania.