Business Entities - Company Registration And Business Licensing

Business entities

Under the Commercial Law as in effect, the types of business entities are:

  • General Partnership Company - A company is a general partnership if it is registered as such, conducts its business under a common name and the liability of partners towards creditors is unlimited.
  • Limited partnership Company - A company is a limited partnership, if at least one partner’s liability is limited to the amount of his interest (limited partner), while the liability of other partners is not limited (general partners). General partners have the status of partners in a general partnership.
  • Limited liability company - A limited liability company is a company founded by natural or legal persons who are not liable for the company’s commitments and which personally bear losses only to the extent of any unpaid parts of stipulated contributions. Members’ contributions constitute the company’s basic capital.
  • Joint stock Company - A Joint Stock Company is a company the basic capital of which is divided into shares and subscribed by founders. Founders are natural or legal persons, which are not liable for the company’s commitments and which personally, bear losses only to the extent of any unpaid parts of the shares in the basic capital they subscribed.
  • Branches and Representatives

According to the Law No. 9901, persons authorized to manage a company may establish branches and representatives.

Branches are places of business without legal personality. They have a degree of permanence, their own management, and enter into agreements on behalf of the company.

Representatives are places of business without legal personality and without a mangagement. They promote the business of the company and may also enter into agreements on behalf of the company.

Joint Ventures - According the Albanian Civil Code the joint ventures (simple company) are established by two or more persons, whether individuals or legal entities, foreign or national, agreeing to engage in an economic activity in order to share profits deriving there from.

Company registration in the National Business Registration Center (NRC)

The registration of new business in Albania according to the Law no. 9723, dated 03.05.2007 “On National Registration Center” is done through NRC.

The NRC is a central public institution, with legal personality, subordinated to the minister responsible for economy and its legal seat is in Tirana.

Who needs to register with NRC:

1. Physical persons exercising a commercial economic activity;

2. Simple partnerships provided by the Civil Code;

3. Commercial Companies;

4. Branches and representation offices of foreign companies;

5. Savings and Credit Companies and Unions;

6. Cooperation Companies;

7. Any other entity subject to registration in accordance with the Albanian law.

Entities that are excluded from registration in NRC

According to the Albanian legislation, non-profit organizations, foundations, institutes and political parties are excluded from the obligation to register in NRC. They have to be registered in the court.

Application in NRC

The application for initial registration of new businesses may be done for 24 hours with a cost of 100 ALL at the service window at NRC’s office in Tirana, or in any other NRC service window located in a municipality office. An application may be done at any NRC service
window, regardless of the applicant’s seat or location of activity. The on-line business registration is allowed.

Using a single application procedure, the NRC not only registers commercial companies in the Commercial Register but enrolls them as well with tax, social and health insurance authorities and the Labor Inspectorate.

Moreover, the principle “silence is consent” is applied; In case that NRC, within the mandatory term of 1 day from the presentation of the application for registration, does not perform the registration, notify the suspension of the application or does not notify the denial, the registration shall be considered as immediately accepted.

For more detailed information about Company Registration, refer to the NRC website at www.qkr.gov.al

Business Licensing

According to article 5 of the Law No. 18001, Carrying out activities and actions in the territory of the Republic of Albania is, as a rule, free and not subject to any license or authorization, except when otherwise provided with the law.

As a general rule, when law stipulates that a license/permit is required to be obtained for carrying out an activity in Albania, applications for obtaining such license/permit are examined directly by the competent public authorities. Yet, depending to the nature and requirements to which the required license/permit are subject, these may be subject to examination by the National Licensing Center (NLC).

Licensing through NLC

Requests for licenses/permits or respective subcategories may be done at the service window at NLC’s office in Tirana, or in any other NLC service window located in a municipality office at a cost of 100 ALL. An application may be done at any NLC service window, regardless of the applicant’s seat or location of activity.

Requests shall comprise filled out standard application forms and required enclosed documents. The applicant himself/herself or a person duly authorized may submit the request for application at the NLC service window. The NLC is not entitled to require from
applicants further documents or information, which are not included in the standard form. The assessment of fulfilment of licensing or permitting criteria is based accordingly on: applicant’s self-declarations, documents issued by other public bodies or private
institutions, assessments made, preliminary inspections taken place, tests, contests, interviews, hearings or other adequate methods that have been employed. The procedure to handle the applications for licenses or permits is clear, simple, transparent and is relied
on the following:

a. ‘silent consent’ principle;

b. electronic communication and information means, including the possibility for on-line application;

c. the one-stop-shop model;

d. Integrated exchange of information and documents among public bodies.

For more detailed information about instructions for registration, see NRC website at www.qkl.gov.al

There are business areas where the licensing system according to law is regulated by the sector related legislation and no involvement of NLC is required. Such licensing legislation exist in the following sectors:

  • Banking financial service;
  • Non-banking financial services (insurance, securities, bonds of joint stock companies and local governance, collective investment enterprises, retirement funds etc.)
  • Broadcasting services;
  • Services in energy sector (production, transmission, distribution, supplying and trading the electrical power; transmission, distribution, supplying and trading of natural gas; operation in the depositing premises of natural gas and operation in the NLG plants);
  • Air, maritime and road transport services;
  • Gambling;
  • Postal services;
  • Concessions (law on concessions provides that certain economic activities are subject to a concession agreement).
GREEK LAW DIGEST REPUBLIC OF ALBANIA MINISTRY OF INTEGRATION Union of Chambers of Commerce and Industry of Albania
Nomiki Bibliothiki ALBANIA INVESTMENT DEVELOPMENT AGENCY Foreign Investors Association of Albania
     

 

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