Any company, once established, undergoes various changes within its structure, including those related to shares in Romania.

There are multiple situations in which the transfer of shares in Romania is realized. In practice, the issue of the death of a shareholder in Romania in a limited liability company (LLC in Romania) has often arisen. The Law 31/1990 on companies has established several regulations regarding the applicable procedure in case of the death of a shareholder in Romania, including the hypothesis of a sole shareholder. Regardless of the reason, the transfer of shares in Romania is an important operation in a limited liability company (LLC in Romania), which is why The Romanian Law Firm Pavel Mărgărit and Associates recommends contacting a corporate lawyer in Romania or a commercial lawyer in Romania to assist you in transfer of shares in Romania, sale of shares in Romania or assistance in continuing the activity with the heirs if the death of a shareholder in Romania arise.

Commercial lawyer in Romania: The death of a shareholder in a limited liability company (LLC in Romania)

According to the provisions of the Law 31/1990 on companies, the dissolution of the company in Romania can occur following the death of a shareholder in Romania, when the number of shareholders has been reduced to a sole shareholder as a result of the death. The law also imposes an exception to this rule, namely the hypothesis in which the articles of association in Romania includes a clause for continuation with the heirs or when the remaining sole shareholder decides to continue the existence of the company in the form of a limited liability company (LLC in Romania) with a sole shareholder. A corporate lawyer in Romania or a commercial lawyer in Romania can provide specialized assistance both in the situation where the dissolution of the company in Romania is desired and, in the situation, where the continuation of the activity is desired.

Inheritance lawyer in Romania. Notifying heirs regarding the death of a shareholder in Romania

As previously mentioned, a limited liability company (LLC in Romania) can continue its activity with a sole shareholder. However, the heirs are entitled to a notification from the remaining shareholder in the company, informing them of the death of the other shareholder. Within 3 months of the notification, the limited liability company (LLC in Romania) must pay the heirs their due share, according to the last approved financial statement, if the remaining shareholders do not prefer to continue the company with the consenting heirs. It is possible that the heirs may want to become partners, but if the legal maximum number of shareholders would be exceeded due to the number of heirs, they will be required to designate a number of representatives that does not exceed the legal maximum. An inheritance lawyer in Romania can provide legal assistance in the field of commercial law in the transfer of shares in Romania, the sale of shares in Romania or assistance in continuing the activity of the company with the heirs.

The Romanian Law firm Pavel Mărgărit and Associates offers specialized legal services in commercial law on interpreting the relevant legislation regarding the death of a shareholder in Romania, analyzing the articles of association in Romania, drafting the notification to the heirs, assisting in the transfer of shares in Romania and sale of shares in Romania, as well as any other aspect that may arise in connection with the limited liability company (LLC in Romania). To benefit from the support of a commercial lawyer in Romania, you can contact us by accessing the contact form available at https://avocatpavel.ro/contact/.

“In practice, we have encountered various unfortunate situations where within a company, one of the shareholders passes away. From a legal point of view, legislative provisions regulate a series of applicable rules, which is why it is recommended to seek specialized assistance to guide you,” stated the Managing Partner Dr. Radu Pavel of The Romanian Law Firm Pavel Mărgărit and Associates.

In conclusion, the Law 31/1990 on companies provides strict regulations regarding the dissolution of the company in Romania or the continuation of the activity in the hypothesis of the death of a shareholder in Romania. It is important for partners to know the legal implications and the steps that must be followed. The Romanian Law Firm Pavel Mărgărit and Associates recommends seeking the services of an inheritance lawyer in Romania or commercial lawyer in Romania to assist you in the transfer of shares in Romania, the sale of shares in Romania, or assistance in continuing the activity of a company with the heirs.