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Corporate and commercial law in the Republic of Moldova is a crucial area that governs the formation, operation, and dissolution of companies, as well as commercial transactions, contracts, mergers, acquisitions, and business operations. These laws provide the framework for how companies can legally operate, interact with each other, and comply with Moldovan regulations. Given Moldova's developing economic landscape, corporate and commercial legislation is evolving to align with international standards and to promote investment, entrepreneurship, and transparent business practices.
There are many situations in which you may need the support of a lawyer specializing in corporate and commercial law in Moldova:
Legal expertise ensures that your business decisions are informed, contracts are enforceable, and risks are minimized.
Key Moldovan laws governing corporate and commercial activities include the Civil Code, the Law on Limited Liability Companies, the Law on Joint Stock Companies, and various laws concerning competition, consumer rights, insolvency, labor, and taxation. Some key aspects are as follows:
Understanding and staying compliant with these regulations is essential for anyone conducting or planning to conduct business in Moldova.
The most common types are the Limited Liability Company (SRL) and the Joint Stock Company (SA). Others include partnerships and sole proprietorships, but SRL is most popular among small and medium businesses.
In general, it takes about five to ten business days to fully register a new company, assuming all documents are in order and fees are paid.
For an SRL, there is no minimum capital. For an SA, the minimum capital is set at 20,000 MDL. Certain regulated sectors may require more.
Moldova allows 100 percent foreign ownership in most sectors. Exceptions exist in specific industries considered strategic or sensitive, such as defense or mass media.
Businesses must maintain proper accounting, file annual financial statements, register with the tax authorities, and comply with employment laws. Compliance may also include industry-specific licenses and permits.
Commercial contracts are governed by the Civil Code. Most contracts must be in writing, and some require notarization. Disputes are resolved through courts or arbitration, depending on the contract terms.
Key taxes include corporate income tax, VAT, social security and health contributions, and local taxes. The corporate tax rate is generally 12 percent.
If a company cannot meet its financial obligations, it can initiate insolvency proceedings. The process is managed through the courts and may involve reorganization or liquidation, depending on the company's viability.
Yes, but you must obtain work permits and ensure compliance with labor laws and immigration requirements.
Shareholders have rights related to participation, information, and profit-sharing, as provided by the Law on Joint Stock Companies and the company's charter. Disputes can be resolved in court.
If you need more information, the following Moldovan resources can be helpful:
If you need legal assistance in corporate and commercial matters in Moldova, consider the following steps:
Getting professional advice can help protect your business, ensure compliance, and allow you to focus on growth and operations in Moldova.
