The change of a company’s headquarters can take place at any time in its existence, regardless of whether the reasons for this change are the expiration of the lease, the emergence of new opportunities, the increase or even decrease of the activity.
The operation regarding the change of headquarters must be registered at the Romanian Trade Register Office, in which sense a series of documents must be drawn up.
Of course, it is necessary to have a lease for the new headquarters.
Based on this and the decision of the associates, all the company’s documents must be updated with the new address.
Thus, together with the associate’s decision, the articles of association must be updated as well as the activities to be carried out at the new headquarters.
Based on the documentation that must be submitted to the Trade Register, it will issue a new registration certificate.
The change of the registered office must also be communicated to the fiscal authorities.
In conclusion, the steps for changing the headquarters of a company, in the same county or in another are:
- Reservation of the name of the company – if it is desired to change the registered office in another county,
- Preparation of the contract certifying the right to use the space in which the headquarters is to be moved – lease contract / loan agreement (free use), etc.,
- Drafting the decision of the shareholders /sole shareholder regarding the change of the registered office,
- Updating the articles of association,
- Submitting the file to the Trade Register for the registration of the mention and the authorization of the activities to be carried out at the new headquarters,
- Changing the registration certificate and updating all company documents that contain the old address of the registered office, such as invoices or receipts.
It is important to remember the duration for which you have established your registered office in a certain space, because a company must have a permanent registered office in operation, otherwise you risk the suspension of the activity and even the deregistration of the company by the tax authorities.
Thus, before the expiration, the act based on which the registered office is held must be extended, mentioning it obligatorily in the Trade Register.
If the extension is no longer possible, the company is obliged to change its registered office to another address, otherwise it risks ex officio deregistration from the Trade Register and the Financial Administration, which at the same time attracts certain prohibitions and sanctions for natural person administrator of the company.
For any other information or legal service, please can contact us.
“Andreea Sersea” Law Office
Zefirului Street, No. 19, Sector 2, Bucharest, Romania
+40 0773 340 401
change of a company’s headquarters in Romania