Law no. 102/2020 for the amendment and completion of the Company Law no. 31/1990 (hereinafter “Law 102/2020” and “Company Law”, respectively), published in the Official Gazette 583 of July 2
nd, 2020, brings a series of welcome amendments to the Company Law, which greatly simplifies some of the procedures for setting up a company. The amendments have entered into force on July 5
th, 2020.
The most important novelty is that now
both natural persons and legal entities can be sole shareholders in several limited liability companies. Until now, a natural person or legal entity could only be a sole shareholder in a single limited liability company, this prohibition ending with the entry into force of Law 102/2020.
At the same time, another substantial change is the fact that from now on
a limited liability company will be able to have as sole shareholder another limited liability company, consisting of a single person. This was expressly forbidden until now by art. 14 para. (2) of Company Law.
Finally, Law 102/2020 eliminates some formalities previously necessary for the establishment of a company or, as the case may be, for the change of the registered office of a company, the main amendments being the following:
- Several companies will be able to operate at the same registered office
- In what concerns the companies that do not operate at the registered office, the notice on the change of the destination of the collective buildings with the residential regime is no longer required when the administrators declare that there is no activity at the registered office.
The detailed rules for applying the aforementioned amendments are to be revised within 60 days from the date of entry into force of Law 102/2020.