Company registration in Moldova - YB Case 2024
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Moldova

Company registration in Moldova

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You can register a company in Moldova by either visiting our office in person or completing the process remotely through the internet.

Features of jurisdiction

Moldova is a country in South-Eastern Europe, which belongs to the agrarian-industrial countries, and is characterised by low inflation rate, and high economic growth rate.

  • In-demand business areas

    Moldavia has a highly developed wine industry, which is the country's trademark, and the government also sponsors the IT sector and tourism.

  • Possibility of remote registration

    Remote company registration in Moldova is authorised and possible.

  • Corporate taxes

    The corporate tax in Moldova is 12%.

  • Attitude towards foreign investors

    Moldova is open for foreign investments, which makes it a sought-after country for doing business among foreign entrepreneurs.

  • Banks

    Victoriabank, BCR Chișinău, Comerțbank, Energbank

  • Legal system

    The legal system of Moldova is based on the continental system of law.

Business support in free economic zones of Moldova

Company registration process in Moldova

Company registration in Moldova takes from 2 weeks and includes the following steps:
Initial consultation
Meeting with YB Case representatives in the office to clarify details and requirements of the client. Starting the process of incorporation of the company in Moldova (initial consultation possible remotely)
Submission of the application for incorporation of the company in Moldova
The company's articles of association and memorandum are drafted and notarised, the applicant signs all necessary documents, which are submitted to the local regulator for review.
Consideration by the regulator of the application for company registration in Moldova
After receiving all the necessary documents, the regulator reviews the application and decides on the incorporation of the company in Moldova.
Receipt of the certificate of incorporation
Following the results of the company registration in Moldova, the founders receive a certificate of incorporation, which contains the registration number of the company. The next necessary step is to open a corporate account for the company.

Primary prerequisites

  • Minimum authorised capital depends on OCF
  • The number of owners of the business varies depending on the OCF
  • Registered local address
  • Number of directors and their residency may depend on the RFO
  • Presentation of financial statements once a year
  • Annual meeting of business owners (can be held remotely)
Company registration in Moldova

Company registration in Moldova

Fields of operation conducive to founding an entity in Moldova

To register a company in Moldova is rational in the following areas:

  • cement production;
  • cultivation of fruits and vegetables (grapes, peaches, plums, etc.);
  • cattle breeding
  • winemaking (winemaking areas include Nistreana, famous for its red wines, and Codru, which has some of the largest wine cellars in the world),
  • textile production;
  • generation of electricity from alternative sources
  • leveraging Moldova's strategic location, engaging in import and export trade activities, either within the EU or with CIS countries, can yield substantial profits;
  • developing accommodations, guided tours, and other hospitality services to cater to the growing number of tourists can be a lucrative venture;

For the upcoming period, it is highly advisable to proceed in conjunction with the process of company registration during 2023, particularly focusing on sectors like trade within the EU and tourism (highlighting attractions such as Orheiul Vechi, Cricova, and the Fortress of Soroca).

Moldova (Moldavia) being a former Soviet nation located in Eastern Europe, positioned between the Dniester and Prut rivers.It proudly offers connectivity to the Danube River and shares borders with Ukraine and Romania. With a population exceeding 3.5 million and encompassing an area of 33,846 km², it has secured an associate membership with the EU. The nation also holds membership in the CIS Free Trade Zone.

  • Capital: Chisinau.
  • Currency: Moldovan leu.

Economy and Industry

  • Agriculture remains a major component of Moldova's economy. Key products include vegetables, fruits, wine and tobacco.
  • Light sector and manufacturing also play an important role, producing goods like textiles, furniture, machinery and electric apparatus.
  • Moldova has negotiated a Association Agreement and a Deep and Comprehensive
  • Free Trade Agreement with the European Union, expanding access to Western markets.
  • The economy has transitioned from a centrally planned model to a market-based system, with ongoing reforms to boost growth.

Business Environment

  • Moldova's corporate tax rate stands at a competitive 12%. There are preferential rates for certain activities.
  • Low labor costs, good workforce skills, access to markets and pro-business reforms make it an appealing investment destination.
  • The country is taking steps to strengthen intellectual property rights protections and promote innovation.
  • Major banks with international presence, reforms in governance and anti-corruption measures contribute to transparent business conditions.

Why should you choose Moldova?

Establishing a business in Moldova presents a promising opportunity for entrepreneurs due to its favorable business environment and potential for lucrative ventures. Here's why you should consider forming a new enterprise in Moldova and some sectors that have the potential to generate substantial income:

  • Moldova has been working to streamline its business regulations, making it easier to establish and operate companies. The government's commitment to improving the business climate is evident through its efforts to reduce bureaucracy and enhance transparency.
  • Skilled and cost-effective workforce, making it an attractive destination for businesses seeking to manage labor costs while maintaining quality.
  • Moldova's unique cultural heritage, historical sites like Orheiul Vechi, and its renowned wine regions make it an emerging tourism destination. This sector holds potential for growth and diversification.
  • The country's commitment to sustainable development opens doors for investments in renewable energy sources such as solar, wind, and hydropower. As global demand for clean energy increases, this sector can provide substantial returns.

Tax system in Moldova

Moldova's tax system for companies is characterized by a set of taxes and regulations that govern various aspects pertaining to commercial activities. It plays a crucial role in the country's economic environment, influencing investment decisions, business growth, and overall competitiveness.

Tax

%

Note

Corporate tax on corporate income

12

for VAT payers

of income from operating activities

3

in the declared tax period, for VAT non-payers

on imports and services, excise duty

established by the Customs and Tax Codes

value added

20

Health insurance (company)

3,5

Social insurance (company)

0-23

Depending on OPF and type of activity

Health insurance (from personnel)

3,5

Social insurance (per personnel)

6

Dividends

6

Common legal forms

  1. LLC (SRL),
  2. AO (joint stock company),
  3. individual enterprise.
Initiating company in Moldova involves several steps to ensure legal compliance and successful establishment. As a general rule, the first step is to determine the type of company structure that suits the needs of business. Common options include LLC, JSC and sole proprietorship. Each structure has different legal and tax implications.

To enroll a business establishment in Moldova you need:

  1. a unique name with the OPF;
  2. Articles of Association with the indicated spheres of activity;
  3. data of founders and directors of the company (full name, residence address, citizenship, phone numbers);
  4. Moldovan legal address with telephone number;
  5. deposit the authorized capital
  6. open an account in a Moldovan bank;
  7. make seals.
The process begins with selecting an appropriate legal structure for the company, with the most common being a Limited Liability Company or Joint Stock Company. Key considerations include ownership structure, liability, taxation and other factors. Once a structure is chosen, you need to pick a unique company name not already registered with the Public Services Agency, specifying the legal form as SRL or SA.

Before registering in 2023, a minimum share capital must be deposited into a bank account - MDL 5,400 for an SRL and MDL 20,000 for an SA. With capital deposited, obtain a tax ID number (IDNO) from the Tax Inspectorate required for tax registration purposes.

For any employees, they need to be registered with the National Social Insurance Office prior to starting work. The company can then be officially registered by submitting documents like company bylaws, bank records of share capital and more to the Public Services Agency.

Depending on the business activities involved, additional permits and licenses may need to be acquired from relevant institutions in 2023. Within 30 days of surpassing MDL 1.2 million in annual turnover, VAT registration will be mandatory. The National Bureau of Statistics must also be notified within 30 days of operations commencing, providing employee numbers, activities, etc.

It is vital to abide by all 2023 labor regulations for employee contracts, minimum wage, work hours, leave and more. Consulting legal advisors can ensure full compliance with current legal steps for creating and enrolling a corporation in Moldova. The whole process typically spans a few weeks.

How can a venture be corporated in Moldova in 2024?

Formally acknowledged languages: Moldovan and Romanian. The majority of population communicates in Russian. Documentation for firm enlistment can be lodged in Moldovan, Romanian, or English. The essential factor is that document translations must carry certification from a notary under the apostille or be affixed with the seal of the Hague Convention, particularly if collaborations with Convention-affiliated nations are envisaged.

Typically, it is feasible to consummate the Moldovan enterprise enlistment. process within 7 days, and through an accelerated procedure, it can be accomplished in just 1 day. The entire incorporation process usually takes around 10 days.

When registering a company, the requisite documents are to be submitted to the State Registration Chamber under the Ministry of Information Development (cis.gov.md). The associated fees can be conveniently settled via the electronic platform "e-Extras".

The founders do not have to be present during the company registration in Moldova: the company registration can be done remotely. For this purpose, contact YB Case at the contacts indicated on the website to order the necessary support in the incorporation procedure.

Here are the enumerations of records for juridical entities and persons.

Inventory of papers required when an individual intends to institute a corporation in Moldova:

  1. Founders' passports.
  2. Mandate conferred to the representative acting on behalf of the originators*.
  3. Examples of signatures of the originators.
  4. Moldovan attestation of the absence of criminal record for the prospective director, and if the potential director is an alien person - also a certificate of absence of criminal record in the country of origin.
The obligatory papers - passports, mandate, signature samples, and certificates of no criminal record - fulfill pivotal functions in the enrollment of a company in Moldova.

Passports verify the founders' identities and eligibility to establish a business in the country. The passport details become part of the company registry. Power of attorney allows founders to appoint a trustee to act on their behalf if they cannot be physically present to sign documents themselves during registration. This legally authorizes the trustee to handle the process on the founders' behalf.

Specimen signatures are used to authenticate the founders' signatures on critical company documents both during initial registration and ongoing operations. This safeguards against potential forgery of important paperwork. Non-criminalization certificates provide background checks to ensure the founders do not have criminal records that would prevent them from starting a business in Moldova.

Together, these requirements aim to validate identities, permit legal representation, authenticate signatures, and verify clean backgrounds. This promotes transparency, accountability, and compliance in the registration process and the company's subsequent activities. It furnishes assurance to regulators and other entities engaging with the registered enterprise that the creators are qualified and sanctioned to institute the corporation.

*In the event of an aspiration to attain remote corporate enrollment, an authorization is likewise imperative in this scenario. This authorization is essential for the finalization of the certificate of absence of a criminal record, the corporation's registration, and the certification of the director's signature.

In Moldova, an assignee must be designated via an authorization decree to stand for the distant creators' interests during the enlistment progression. The trustee possesses the capacity to inaugurate a domestic financial institution ledger to deposit the mandated minimal equity capital. SRLs necessitate MDL 5,400, whereas SAs stipulate MDL 20,000.

The trustee procures a fiscal identification number for the corporation from the Tax Inspectorate and enrolls any workforce with the National Social Security Bureau in lieu of the creators. They amass all requisite records from the distant founders for submission during the enterprise's enlistment with the Public Services Agency.

Additional pivotal measures, such as acquiring pertinent authorizations and licenses, addressing VAT and statistical enrollment, and ensuring conformity with labor legislations and statutes, can all be executed domestically by the assignee in line with the founders' authorization. Having a dependable on-site agent is pivotal for distant enlistment, fortified by counsel from legal counselors to ensure complete adherence to prerequisites.

Catalog of records for corporate entities intending to enlist a firm:

  1. obtain information about the investor from the domestic ledger of his or her nation;
  2. authentication of enrollment of the foreign juridical entity, articles of incorporation, particulars of the originators;
  3. duplicate of the future director's passport and an attestation of his or her criminal history (in his or her nation and in the Republic of Moldova);
  4. edict of the venture`s initiators pertaining to the corporation's enlistment;
  5. edict of company's originators concerning the appointment of the supervisor in this corporation;
  6. exemplar signature of the prospective representative with Moldovan domicile (in whose presence the company's registration in Moldova will be executed).

These records substantiate the legal legitimacy of the parent corporation, designate and legitimize the director and administrator for the Moldovan establishment, and empower the local agent to act on the parent's behalf for enrollments.

This level of documentation promotes transparency, accountability and compliance during the company formation process by foreign investors in Moldova. It gives regulators and authorities confidence in properly tracking and approving the entity.

Formal enrollment of a corporation comprises these phases::

  • enrolling the enterprise with the Moldovan State Tax Inspectorate;
  • enrollment with the NBS;
  • procure coverage for the corporation at the NHAI and the NSPF;
  • initiate an account for the corporation in a Moldovan financial institution.
Navigating the procedure of corporate enlistment in Moldova requires attention to detail, a clear understanding of legal procedures, and adherence to regulatory guidelines. Seeking professional guidance and staying informed about the latest regulations can significantly contribute to a successful and compliant business establishment in the country.

YB Case services

Should you continue to hold inquiries concerning the subject matter elucidated in this article or find yourself in need of comprehensive guidance pertaining to the intricate process of registering a company, coupled with requisite support, we warmly invite you to establish contact with our team of seasoned experts. Facilitating this connection is effortlessly achievable through the utilization of the conveniently accessible feedback form that we have thoughtfully provided.
Frequently asked questions
What types of business entities exist in the country?

You can register:

  • IE;
  • common partnership;
  • restricted accountability partnership;
  • joint-stock corporation;
  • restricted accountability enterprise;
  • industrial-business cooperative.

Moldova allows for a variety of business structures to be registered, providing entrepreneurs flexibility in choosing an appropriate entity for their company. Among these options, the LLC and Joint Stock Company structures are the most widely used business forms in Moldova due to their liability protections. The choice depends on the specific circumstances and needs of the founders. Consulting experts is advisable when selecting the ideal business entity type to register.

What documents are needed to register a company in Moldova?

In order to formalize a company in this state requires the provision of:

  • ID of the founders.
  • Unique name of the company.
  • Confirmation of the legal address.
  • Description of business activities.
  • Information about directors and shareholders.
Can a non-resident register a company in Moldova?
Yes, foreign persons can establish a company and start commercial activity. The process may take a bit longer than for residents. Seeking guidance from legal and tax professionals in Moldova is advisable to ensure full compliance and seamless remote company establishment. Maintaining strong communication channels with your in-country representative is key.
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