For founders – individuals:
- Identification documents of the company’s founders;
- Identification documents of the company’s future administrator.
Note: In case of foreign citizens temporarily staying in Moldova (up to 90 days) – valid national passports with the stamp of the Border Service on the entrance to the territory of Moldova. The foreign citizens permanently residing in Moldova should present a valid residence permit.
For founders – legal entities:
- an extract from the commercial registry of home jurisdiction (containing all major information about the founding company);
- copies of the constitutive acts and of the statute;the resolution on formation of the company in the Republic of Moldova issued by the founding local/foreign company containing the information and documents regarding the name, future manager (administrator), business objects, the size of share capital and legal address of the future company.
All documents for registering a company in Moldova obtained outside Moldova shall be correspondently legalized or apostiled (or legalised by a Moldovan Consulate in case the country of origin that has issued the documents is not a party to the 1961 Hague Convention Abolishing the Requirement of Legalisation for Foreign Public Documents). No apostil is necessary for documents issued in CIS (the Commonwelth of Independent State) countries, Lithuania, Latvia, Czech Republic and Romania, with which Moldova signed bilateral agreements. The documents issued in foreign languages shall be translated in Romanian and the translator’s signature have be legalized by a duly commissioned notary.
Also as a matter of practice, the SRC drafts the incorporation documents and a founder decision in a special form that is supplementary to the decision provided by the founder.
All the required documents have to be presented by the founder of the future company or his/her representative (in the latter case the representative has to present an authorized power of attorney).
The company’s statute is the main constituent act of the future company. It should include the following information:
the company`s name;
- the information about the company’s founders;
- purposes of the company’s activity;
- the size of the share capital;
- the amount of the founders’ shares and the order of the contribution;
- the cost of the property – in case the share capital is constituted in kind;
- the company’s legal address;
- the structure, responsibilities, competence, formation and the order of functioning of the managing bodies;
- the modality of company’s representation;
- the reasons and the order of the company’s reorganization or liquidation;
- information regarding branches and representative offices;
- other information that do not contradict the legislation.
Usually, the State Registration Chamber provides services regarding preparing standard statutes for newly registered companies. However, the founders of the future company can appeal to a private lawyer or to a law firm in case there have to be introduced in the statute some particular requirements, desires and wishes. Otherwise there is no necessity in contracting independent legal services during the process of registration of the future company, as all major assistance is provided by the SRC.
In practice the SRC requests submission of documents confirming the legal address of the future company. The founders of the future company have to present the document that confirms the address where the future company will have its registered seat (legal address). This can be premises either in the ownership of the founders of the future company or rented by them (as office for example). In case of owned premises documents on ownership have to be presented (e.g., contract of sale), in case of rented premises the renting contract have to be provided, but in most cases it is required a written statement issued by the owner by which he/she gives consent to register a company at the indicated address). This document have to be signed by the office owner and legalized at the notary.
Some companies in Moldova perform services of providing premises for companies registration.