This section provides an overview of the Romanian Trade Register, kept by the Ministry of Justice – National Trade Register Office
Romania's National Trade Register Office is a public body with legal personality, under the authority of the Ministry of Justice. The Office is responsible for keeping, organising and managing the central computerised business register.
There are a number of Trade Register offices under the authority of the National Trade Register Office, in Bucharest and in each of the 41 counties in Romania. They are responsible for keeping, organising and managing local business registers.
In accordance with Law No 26/1990, the Trade Register contains information relating to the professionals entered in the register, as follows:
The Trade Register records all documents, acts, mentions and the identity of the professionals concerned, the recording of which is required by law, and any other acts and documents expressly provided for by law.
The Trade Register's website (https://www.onrc.ro/index.php/en/) provides the following:
2. information and services organised into sections and services;
3. information relating to the National Trade Register Office and the Trade Register offices attached to tribunals;
4. various items of public information - free access;
5. forms used by the institution;
6. formalities for entering records in the Trade Register for each category of companies and operations;
7. statistical data regarding the operations recorded.
The online services provided by the Trade Register are available through the e-services portal of the National Trade Register Office, which has been developed through the Sectoral Operational Programme 'Increasing Economic Competitiveness', 'Investments for your future!', under project 'Online services (e-Government) provided by the National Trade Register Office to the business community via a dedicated portal'.
The online services provided by the National Trade Register Office via the e-services portal include the following:
The 'Recom online' service provides the following information:
The information provided by the Trade Register can be accessed online via the e‑services portal of the National Trade Register Office. Access is allowed after registration as a user (by creating a username and password), after concluding a customer agreement, following a fee‑based application.
The information available free of charge through the Recom online service can be searched using the following criteria:
General information for interested persons available free-of-charge includes:
History of Romania's Trade Register
The Trade Register was set up in 1990, pursuant to Law No 26/1990 on the Trade Register.
A dedicated portal providing new online services to the business community and other interested persons was launched in the second half of 2011.
Objectives of the National Trade Register Office:
The Romanian Trade Register has been set up and operates in accordance with Law No 26/1990 on the Trade Register, republished, as amended. Authorisation for the establishment of entities subject to the obligation to be entered in the Trade Register, the operation thereof and registrations in the Trade Register, and registration of any amendment to the founding documents, or other aspects expressly provided for, is issued in accordance with Law No 26/1990, Government Emergency Order No 116/2009, Law No 359/2004, and the Implementing rules for keeping business registers, recording operations and providing information. The specific aspects of each type of activity that is subject to the obligation to be entered in the Trade Register are governed by specific legislative acts. The most important are Law No 31/1990, Law No 1/2005, Law No 566/2004, Government Emergency Order No 44/2008, and Law No 161/2003.
The national provisions below state that third parties can rely on the information and documents in the Trade Register, in accordance with Article 3a of Directive 2009/101/EC, as introduced by Directive 2012/17/EU.
(1) The Trade Register is publicly available.
(2) The Trade Register Office shall provide, at the expense of the person submitting the request, certified copies of the records in the register and the documents submitted, information regarding the data in the Trade Register and certificates confirming whether a given document or act has been recorded.
(3) The documents referred to in paragraph (2) may also be requested and issued by post.
(4) On request, the documents mentioned in paragraph (1) may be issued in electronic form, sent online, with an extended electronic signature included, attached or linked.
(5) The charges for providing copies and/or information, regardless of the method of delivery, may not exceed the administrative costs incurred for the provision thereof.'
Enforceability of the documents and acts of persons subject to the obligation to be entered in the Trade Register is provided for under Article 5 of Law No 26/1990 on the Trade Register, republished, as amended:
(1) Registration and mentions have effects on third parties as from the date they are entered in the Trade Register or published in Part IV of the Official Gazette of Romania, or in another publication, as provided for by law.
(2) Persons subject to the obligation to request that a record be entered may not claim enforceability against third parties of unrecorded documents or acts, unless they can prove that the latter were aware of those documents and acts.'
Moreover, companies are subject to special provisions in this respect, i.e. Articles 50-53 of Law No 31/1990 on companies, republished, as amended:
Article 50(1) Documents or acts that have not been publicised as stipulated by the law cannot be enforced against third parties, unless the company can prove that the latter were aware of them.
(2) Any operations carried out by a company before the 16th day from publication in Part IV of the Official Gazette of Romania of the report of the hearing judge (at present, applications can be decided on by the head of the Trade Register office/person appointed by the Director-General of the National Trade Register Office, in accordance with Government Emergency Order No 116/2009, as amended) shall not be enforceable against third parties, if the latter can prove that it was impossible to know of such operations.
Article 51However, third parties may invoke documents or acts that have not been publicised, unless the fact that they were not publicised cancels their effect.
Article 52(1) In the event of inconsistency between the text submitted to the Trade Register office and the text published in Part IV of the Official Gazette of Romania, or in the newspapers, the company cannot enforce the published text against third parties. Third parties may enforce the published text against the company, unless the company can prove that they were aware of the text submitted to the Trade Register office. (Article 52 in Chapter IV under Title II was amended by Article I(31) of Law No 441/2006 on 1 December 2006)
Article 12(1) of Law No 26/1990 on the Trade Register, republished, as amended, states as follows:
(1) The Trade Register shall consist of a register for recording legal persons that are companies, national companies or national enterprises, public corporations, economic interest groupings, cooperative organisations, European companies, European economic interest groupings, or other legal persons expressly provided for by law with main or secondary offices in Romania, a register for recording legal persons that are cooperative companies or European cooperative companies with main or secondary offices in Romania, and a register for recording sole traders, sole proprietorships and family businesses with professional or secondary offices in Romania. These registers shall be kept in a computerised system (Article 12(1) in Chapter II was amended by Article I(5) of Law No 152/2015 on 16 July 2015).
Official website of Romania's National Trade Register Office
E-services portal of Romania's National Trade Register Office
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