Corporate Law at Moldova
Here's a concise overview of Corporate Law in Moldova:
Corporate Law in Moldova
1. Legal Framework
Corporate law in Moldova is primarily governed by:
Law No. 1134 of 1997 on Companies
Law No. 1135 of 1997 on Joint Stock Companies
The Civil Code and Commercial Code provisions
Regulations from the National Bank of Moldova (for financial institutions)
Moldova is a member of the Council of Europe and aligns with EU directives on company law.
2. Types of Companies
| Company Type | Abbreviation | Key Features |
|---|---|---|
| Limited Liability Company | SRL | Most common; limited liability; minimum one shareholder |
| Joint Stock Company | SA | Shares can be publicly traded; stricter regulation |
| General Partnership | GP | Partners jointly liable |
| Limited Partnership | LP | Mix of general and limited partners |
| Cooperative | - | Member-owned, typically for agricultural or trade purposes |
3. Company Formation
Registration through the Public Services Agency (PSA).
Requirements include:
Articles of Association
Proof of registered office
Shareholder details
Minimal capital requirements:
SRL: Minimum MDL 5,000 (~USD 280)
SA: Minimum MDL 60,000 (~USD 3,400)
Registration typically completed within a few days.
4. Corporate Governance
SRL: Managed by one or more directors; shareholders’ meetings are key decision-making bodies.
SA: Requires a Board of Directors and General Meeting of Shareholders.
Auditors are mandatory for joint stock companies and larger SRLs.
5. Taxation and Compliance
Corporate income tax rate is 12%.
VAT rate is 20%.
Companies must file annual financial statements and tax returns.
Audit requirements depend on company size and turnover.
6. Foreign Investment
Foreign investors have equal rights to local investors.
Foreign entities may establish subsidiaries or branches.
Certain sectors may have restrictions or require licenses.
Moldova offers several free economic zones with tax incentives.
7. Dissolution and Insolvency
Companies may be dissolved voluntarily or by court order.
Insolvency governed by the Law on insolvency procedures.
Creditors’ rights are protected during liquidation.
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