Registration of Companies in Albania
In this article, we provide an overview of the registration process with the Albanian National Business Center (NBC) for new companies and branches or representative offices. The necessary documents and procedures are outlined, followed by an analysis of the legal implications and potential challenges.
The National Business Center (NBC) is the main regulatory authority in Albania responsible for the registration and supervision of commercial entities. Registering a new company or establishing a branch or representative office is a crucial step for businesses wishing to operate within the Albanian market. This article aims to provide a comprehensive guide on the registration process, including the required documents, legal considerations, and potential challenges.
Registering a New Company with the NBC
A. Required Documents
To register a new company with the Albanian Commercial Register held by the NBC, the following documents must be submitted:
Application form (standard form): This
form must be completed and filed by the legal representatives of the company or by a person authorized by a Power of Attorney.
Articles of Incorporation and/or Bylaws: These are the foundational documents of the company, outlining its purpose, structure, and governance.
Resolution nominating the administrator of the company: This document officially appoints the individual responsible for managing the company's operations.
Depending on the legal form of the company and its shareholder/s, additional documents may be required to be filed with NBC.
B. Legal Considerations and Potential Challenges
Registering a new company with the NBC requires compliance with Albanian laws and regulations. Companies must ensure that their Articles of Incorporation and Bylaws align with the legal requirements of their specific corporate form. In addition, the appointment of a company administrator must comply with relevant regulations, such as qualification criteria, to avoid potential legal challenges.
Registering a Branch or Representative Office with the NBC
A. Required Documents
To register a branch or representative office with the NBC, the following documents must be submitted:
Application form (standard form): This form must be completed and filed by the representative of the branch/representative office or of the parent company or by a person authorized by a Power of Attorney.
Resolution of the parent company: This document establishes the branch or representative office in Albania and appoints a legal representative of the branch or representative office in Albania.
Bylaws of parent company and any amendments: This document outlines the governing structure of the parent company.
Recent extract from the Chamber of Commerce of the country where the parent company is located: This extract, issued no more than 90 days before the date of the application, confirms the parent company's registration, its status, and the composition of its managing bodies.
Financial statements and auditor’s report: These documents provide insight into the financial health of the parent company.
Copy of passport of the branch legal representative and copy of passport of the head officer of the parent company: These documents serve as identification and verification of the individuals involved.
B. Legal Considerations and Potential Challenges
Registering a branch or representative office in Albania involves compliance with both Albanian laws and the laws of the parent company's country of origin. Branches and representative offices must ensure their operations and governance structure are in line with Albanian regulations, while also adhering to their parent company's legal obligations. Failure to comply with relevant laws may result in potential legal challenges and operational difficulties.
Conclusion
In conclusion, registering a new company, branch, or representative office with the Albanian National Business Center is a critical step for businesses aiming to operate within the Albanian market. By understanding the required documents and legal considerations, businesses can navigate the registration process more efficiently and effectively.
