Best Corporate & Commercial Lawyers in Brasov

About Corporate & Commercial Law in Brasov, Romania

Corporate and commercial law in Brasov, Romania, encompasses the rules, regulations, and practices governing business activities, company formation, management, contracts, and commerce. Brasov, as part of Romania’s well-developed legal framework, follows both national and EU regulations for business operations. The local business landscape is vibrant, supporting various types of enterprises ranging from small startups to multinational corporations. Legal matters in this field cover everything from company incorporation and daily business operations to mergers, acquisitions, and dispute resolution.

Why You May Need a Lawyer

There are several situations where seeking the advice or representation of a corporate and commercial lawyer in Brasov is essential. You may require a legal specialist to help with:

• Registering and incorporating a new business, such as a limited liability company or joint-stock company
• Drafting, reviewing, or negotiating commercial contracts
• Ensuring compliance with local, national, or EU regulations affecting your business
• Managing shareholder disputes or boardroom disagreements
• Mergers, acquisitions, or restructuring of an existing business
• Due diligence for investments or partnerships
• Handling employment law issues within your company
• Intellectual property protection related to business assets
• Litigation or arbitration involving commercial issues
• Dissolution or liquidation of businesses

Legal guidance helps prevent costly mistakes, ensures lawful operation, and protects your interests in every business transaction.

Local Laws Overview

In Brasov, corporate and commercial law is governed primarily by Romanian national legislation, heavily influenced by EU directives and regulations. Key aspects include:

• Company Formation: Businesses must register with the National Trade Register Office. The main company types are SRL (limited liability company) and SA (joint-stock company).
• Corporate Governance: Laws cover director duties, shareholder rights, meeting procedures, and corporate reporting.
• Commercial Contracts: Contractual freedom exists, but all agreements must still comply with the Romanian Civil Code and specific commercial rules.
• Employment Law: The Labor Code sets out rules for employment contracts, working hours, minimum wage, and employee rights.
• Taxation: Companies must register for tax purposes and comply with local and national tax requirements, including VAT if applicable.
• Mergers and Acquisitions: Rules ensure due process, transparency, and protection of minority shareholders.
• Intellectual Property: Businesses can protect inventions, trademarks, and designs with the Romanian State Office for Inventions and Trademarks.
• Dispute Resolution: Most disputes can be settled through Romanian courts or arbitration, depending on contract clauses.

Frequently Asked Questions

What is the most common way to set up a company in Brasov?

The most common types are the “Societate cu Raspundere Limitata” (SRL) for small and medium businesses and the “Societate pe Actiuni” (SA) for larger enterprises. Registration is done through the National Trade Register Office.

Are foreign nationals allowed to own companies in Brasov?

Yes, both EU and non-EU nationals can own or invest in Romanian companies, with no restrictions on foreign ownership in most sectors.

What documents are required to register a company?

The main documents include identification papers, proof of registered office, articles of incorporation, proof of payment of the share capital, and signatures of the shareholders and directors.

How long does company registration take?

Under normal circumstances, company registration in Brasov can take between 3 and 7 business days once all documents are properly submitted.

Do I need a local address to set up a business?

Yes, Romanian law requires that every company have a registered office address, which must be provided during registration.

How can I protect my business’s intellectual property in Romania?

You can apply for trademark, patent, or design registration with the Romanian State Office for Inventions and Trademarks to secure legal protection for your intellectual property.

What taxes do companies pay in Romania?

All Romanian companies pay corporate income tax, currently at a flat rate of 16 percent. Micro-companies can benefit from a lower rate. There is also value added tax (VAT) for businesses exceeding a certain revenue threshold.

How are commercial disputes typically resolved?

Disputes may be resolved amicably, through mediation, or by litigation in the court system. Arbitration is also possible if provided for in the contract.

What are the main rules regarding employment contracts?

Employment contracts in Romania must be in writing, specifying job duties, salary, working hours, and other conditions. They are governed by the Labor Code, which protects employee rights.

Is it mandatory to have internal regulations or company policies?

For companies with employees, internal regulations are recommended and, in many cases, required by law to ensure proper workplace governance and compliance.

Additional Resources

If you are seeking more information or assistance, consider the following resources:

• National Trade Register Office (Oficiul National al Registrului Comertului) - for company registration and official documents
• Brasov Chamber of Commerce and Industry - support for business development and training
• Romanian State Office for Inventions and Trademarks (OSIM) - intellectual property protection
• Romanian Ministry of Justice - legal information and access to legislation
• Brasov Bar Association (Baroul Brasov) - directory of licensed lawyers and legal professionals

Next Steps

If you require legal assistance in the field of corporate and commercial law in Brasov, follow these steps:

1. Identify and clearly define your legal needs, such as company registration, contract review, or dispute resolution
2. Gather all relevant documents and information related to your issue or business
3. Contact a reputable corporate and commercial lawyer or law firm familiar with Brasov’s legal environment
4. Schedule a consultation to discuss your situation and obtain tailored advice
5. Follow the guidance provided by your lawyer, ensuring all actions comply with Romanian law

A qualified lawyer will provide invaluable support throughout your business’s lifecycle, helping you avoid pitfalls and optimize your company’s legal standing in Brasov.