Changes on the fusion and division of the firms

The Official Gazette of Romania, Part I, No. 143 dated the 2nd of March 2012 was published the Government Emergency  Ordinance no. 2/2012 for changing and completing the Law 31/1990 regarding the firms.

The new Emergency Ordinance changes the Law 31/1990 regarding the firms by reducing the applicable formalities of the fusion and division operations and by simplifying the advertising requirements in this operations case according with the imposed requirements by several European directives.

So in the operations of fusion/division, among other disposals, the legislative act:

– reduces,  in compliance with certain conditions, the reporting obligations to the shareholders and associates;
– simplifies the informing formalities of the shareholders;
– simplifies the advertising requirements on the establishment and the change of the articles of incorporation in case of  fusion/division;
– establishes that the advertising requirements, in the project of fusion/division may be executed by using their own internet page of the firm, instead of advertising by the Official Gazette.

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