[BUYING AND SELLING REAL ESTATE IN ROMANIA]
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3. Minimum registered capital The minimum share capital is RON 90,000 (approximately EUR 20,000). 4. Liability The shareholders are liable for the obligations of the company up to a limit equal to the amount of their contributions to the company’s subscribed capital.
parties may agree to split the costs between them. The seller usually pays the sale tax for sale of immovable property. VAT shall apply to the purchase price if the land might be buildable (according to the urbanism certificate) or new buildings are being sold (or parts thereof). Standard VAT is 19% but there are special VAT percentages in some cases (e.g., starting on 1 January 2021 – 5% for a natural - person buyer of a property under Euro 140,000, and with a surface of a maximum 120 m 2 , provided that the property is fully constructed – the buyer can immediately move in). Nevertheless, if both the seller and the buyer are registered for VAT purposes, VAT is not effectively paid as the reverse charge mechanism is applied. B. Share deals: Related taxes If the shares are sold at their nominal value, no special taxes shall be imposed. However, if the shares are sold at a price higher than their nominal value, the seller shall pay profit/revenue taxes on the difference between the nominal value and the value of the transaction. Also, certain fees must be paid to register the transfer of the shares with the Trade Registry (approximately EUR 200). IX. Examinations Before Closing The buyer should make the relevant examinations in order to determine any deficiencies in the property right or in the property itself. Pursuant to Romanian law, a legal conclusion on whether there is a valid title to certain real estate may be given only after examination of the whole chain of transfers in respect of the particular real estate. There is no rule under Romanian law that the last registered owner of
VII. Financing Financing is typically secured by way of bank loans. In most cases, banks will require securities (collateral) from the borrower. Securities or collateral may consist of one or more of the following: mortgage of immovable assets (typically, but not necessarily the real estate which is bought with the loan); mortgage of movable assets (bank accounts, receivables, shares, cars, etc.), assignment of receivables for guarantee purposes or autonomous bank guarantees. VIII. Payments and Costs. Taxes Involved in Real Estate Transactions A. Asset deals: Related taxes The following fees are due in an asset deal involving real estate: 7.1.1.1 public notary fees for authenticating the SPA – up to 0.5% of the purchase price, 7.1.1.2 Land Book registration tax – 0.5% of the purchase price. In practice, usually the purchaser bears all of the fees and taxes of the sale, but the
ILN Real Estate Group – Buying and Selling Real Estate Series
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