Workshop on EU Company Law Directives organized for State Registration Chamber

A Workshop for the State Registration Chamber took place on 28 March 2017 and focused on the review of EU Directive 2009/101 which concerns the information that should be publicly disclosed by incorporated companies with limited liability. The purpose of this EU Directive is to list the guarantees which are required of such companies in order to protect the interests of the company’s members and third parties.

International legal expert, Ms. Dace Luters-Thuemmel, presented her review of the requirements of this EU Directive and discussed the related provisions from the major relevant Moldovan laws related to these requirements (Civil Code, Law on State Registration of Companies, Law on Limited Liability Companies, and Law on Joint Stock Companies). She also identified other Moldovan laws which should be checked against the requirements of this EU Directive. The participants actively discussed various specific requirements from this Directive and explained the process for registering companies in Moldova.

EU Directive 2009/101 requires companies with limited liability (such as limited liability companies or joint stock companies) to disclose specific documents and information which must be recorded in a central state register. Changes in such documents and information must be recorded in the central register and made public within specific deadlines.  It also provides that a court of law shall nullify a company if specific situations exist, such as the failure to comply with the national law provisions on the minimum amount of capital to be paid up.

The inclusion of the requirements in EU Directive 2009/101 is one of the obligations listed in the EU-Republic of Moldova Association Agreement. Most of these requirements have already included in the Law on State Registration of Companies.

In addition, Ms. Luters-Thuemmel provided an overview of EU Directive 2009/102 which establishes the legal framework applicable to single-member private limited liability companies.

This Workshop was organised by the EU-funded project “Support to the DCFTA process in the Republic of Moldova” (DCFTA Project).