Publicat pe 24/11/2022

Bucharest, November 24, 2022: The Chamber of Commerce and Industry of Romania and SCA Piperea si Asociații organized on November 24, 2022 the “New Law of the Trade Register” conference. The new normative act, entered into force today – Law no. 265/2022, brings essential changes both to the infrastructure of the Trade Register and the advertising regime of traders and their essential activities, as well as to essential laws for the Romanian economy and society, such as the Companies Law.

The most important new amendment to the Trade Register law refers to the fact that the registration of companies will also be possible through exclusively electronic procedures. Until now, the establishment documentation could be submitted online, but the registration certificate was issued only in printed form. The new law and, implicitly, the new procedure will allow the registration certificate to be issued directly in electronic format, so it will also be able to take place online.

“CCIR is the founder of the trade register, an institution that started from scratch, after the events of 1989. At that time, the newly established chambers of commerce received a law and that was it. Absolutely nothing was received and practically everything was built from scratch with the contribution of the economic agents that started to be established after the Revolution. Returning to the subject of the conference, for several years we have noticed discrepancies between those who submit the balance sheet to the Tax Office and those who appear as being registered and in operation at the Trade Registry. That means we have 1,106,206 million companies, of which only 802,243 submitted their balance sheet. There are almost half that are nowhere to be found as actually active. I hope that this will be regulated through administrative digitization, that we see the databases of the Treasury and the Ministry of Justice correlated so that they have a margin of error of only a few thousand companies, but not figures of this size”, said the president of the CCIR, Mr. Mihai Daraban.

“With the new law, the judge delegated to the Trade Registry is replaced by the commercial registrar. At the same time, a major distinction was made regarding the competence to judge the complaint against the decisions of the commercial registrar: in the case of natural person merchants, the complaints filed by them are judged by the judges, and the complaints filed by the legal persons are judged at the court. In the same way, appeals move to the tribunal, respectively to the appeal court. There are many things to criticize in this law, which contains the oddballs that compose a puzzle that is not well assembled. For example, with the electronic establishment of SRLs, the proof of the subscribed capital and the proof of ownership of the documents regarding the property titles are waived, compared to the money laundering law where this proof is needed”, said lawyer Gheorghe Piperea.