HOW TO REGISTER A BUSINESS IN THE NATIONAL REGIONAL CENTER (NBC)

The NBC provides service in the territory, through service desks at local government units, through service desks open to the Union of Chambers of Commerce and Industry and / or chambers of commerce through the electronic desks.

You can view this list by clicking here.

An application can be made at a NBC service desk, regardless of the headquarters or place of activity of the entity that requires registration.

 

What do I need for initial registration?

  1. Application Form

To start a registration, an applicant must complete the application form. Before filling out the application form, the applicant should know the following information:

The application form is specific to the different types of entities that apply (natural persons doing business or company). Therefore, the applicant should ensure that he or she knows whether the application will be for a natural person who will be registered to perform a business or a company as well as the type of company. Information on the legal requirements of limited liability companies, joint stock companies and other companies can be found at Law No. 9901, dated  April 14, 2008 “On Entrepreneurs and Companies”. This law can be downloaded from the official web site of NBC click here.

Application forms can be obtained in two ways: a) at each NBC helpdesk; Or b) may be downloaded from the official web site of the NBC.

  1. Natural Person
  2. Collective Company / Limited / Limited and Simple Liability Companies
  3. Joint Stock Company
  4. Credit Savings Companies
  5. Branch or Representation Office
  6. Reciprocal Cooperation Companies
  7. Agricultural Cooperative Companies

All application forms are provided with instructions for completing them. These instructions can be found at any NBC helpdesks or can be downloaded from this official web site of the NBC.

The applicant may fill out the application form either a) by downloading it, filling it electronically and printing it; Or b) at each NBC service desk with the help of the desk clerk; Or c) via the Internet using the NBC “Apply On-Line” function.

Each desk clerk is willing to assist the applicant in filling out all the required forms of the application form.

  1. Submission of application for registration to the NBC

Once the application form is completed, the applicant (or the authorized representative for registration) submits the application form in person, to each NBC service desk, along with other appropriate supporting documents.

The applicant or authorized person shall be identified at the NBC desk through an original identification document as well as (for the authorized representative) a notarized authorization to represent the applicant for registration purposes.

The desk clerk verifies that the application and accompanying documents are complete and acceptable by the NBC. If the application is incomplete or inaccurate, the desk clerk will assist filling out the form together with the applicant and will print the completed form.

After all the steps mentioned in point II 4 have been completed, the NBC desk clerk gives the applicant a confirmation of the application made, which is issued by the NBC electronic system and has a unique number of files. This confirmation is signed by both the applicant and the desk clerk. The Applicant may use this unique number of file to track the status of the registration process at any time through this official web site of the NBC, by clicking Check the Application Status. 

 

III. List of supporting documents

In addition to the completed application form, the applicant must submit the relevant supporting documentation as follows:

Original Identification Document (Biometric Passport, Electronic Identity Card), which the desk clerk will verify, copy and scan and eventually return the applicant (representative). The applicant should not leave the service desk without receiving his identification document.

Other supporting documents. The list of documents required for initial registration is specific to different legal business forms. Once the type of business to be registered is identified, the applicant can find the list of accompanying documents, attached to the specific application form for registration, which can be obtained either at the NBC helpdesks or on the NBC official website in the directory: Documents needed for any application form.

  1. Payment

The applying person pays at the service desk where he applies. Fees are published on the official web site of the NBC. Click here for the fee list.

Payment is made at the NBC desk, as soon as this is required by the desk clerk and after a unique number is assigned from the electronic system for the file. Payment is made prior to the final signing of the application form by the clerk and the applicant.

  • What happens after the applicant leaves the helpdesk?

At the end of the following day from the date of application to the NBC, the application for registration will either be accepted, or will be rejected or suspended if the NBC finds that the information provided is incomplete or not in accordance with legal requirements.

In case of acceptance of registration.

Upon issuance of a confirmation of application, the application and supporting documents are reviewed for decision by the authorized NBC officer (registrar). If, after verifications, the authorized officer (registrar) ascertains that the application is in compliance with the requirements of the law, within the maximum deadline of 1 (one) day from the submission of the application he / she shall approve:

  • The registration;
  • Unique Identification Number (NUIS), also known as NIPT;
  • Certificate of registration and issuance of registration certificates (in case the business is registered). These certificates (one for each place where the business carries out the activity) can be obtained from the applicant (or authorized person) at each NBC service desk;
  • The electronic publication of the registration in the Official Bulletin of Announcements of the NBC Registration, which can be seen on the NBC official website, the day after the approval of registration.

Completion of registration and issuance of registration certificate are the evidence of the applicant for business registration, business tax registration (taxation tax), registration of social insurance, registration of health insurance and registration with labor inspectorate authorities.

 

In case of suspension of registration.

If after the verification of the application form and the supporting documents, the authorized officer of the NBC (Registrar) finds that the application is not in accordance with the requirements of the law, it shall suspend the registration within the maximum time limit of 1 (one) day from the filing of the application .

NBC notifies the applicant of the reasons for the suspension within one day of receipt of the application for registration through a document issued by the computerized system at each NBC service desk. The applicant has a 15-day deadline for completing or correcting the elements that prevent the registration.

The applicant can check the online application status using the unique number of the file he has received after submitting the application form. Suspension reasons are not published on the NBC web site but can be electronically emailed to applicants who have used the “Apply on-Line” function or who have provided an email address in the form of the application. Alternatively, the applicant must appear at the helpdesk for obtaining the aforementioned document, which gives reasons for the suspension of the registration.

The applicant may at any time within 21 days ask at the helpdesk to fill in or correct the elements that prevent the registration, by filling in the relevant form and by submitting the necessary supporting documents.

 

In case of refusal of registration.

If, after the verifications, the authorized officer (registrar) finds that the data required to be registered are different from the data recorded according to the provisions of the law, registration shall be refused and the applicant shall be notified in writing on the reason for the refusal.

The authorized officer (registrar) refuses the registration, in case the applicant has not completed or corrected the elements preventing the registration within the 15-days deadline.

The Authorized Officer refuses to register even when the application for filling or correcting the elements preventing the registration does not meet all the requirements set out in law.

Other important issues.

 

Silent Approval.

If within a time limit of 1 (one) day from the filing of the application for registration, the NBC has not notified the suspension of registration or its refusal, then the application for registration is presumed to be accepted.

In this case, the NBC computerized system automatically issues the registration authorization.

Registration at the Tax Office and notification of municipalities and other authorities:

Following the approval of the new registration, the NCB simultaneously notifies the General Taxation Office and the relevant municipal fiscal authority for the registration of a new entity together with its NIPT for fiscal effects and transmits the registration data of applicants to these authorities.

For each new entity, registered in the Trade Register, the NCB also notifies the municipalities and communes where these entities have their headquarters or locations of activity. The authorities of the Labor Inspectorate, Social Insurance and Health Insurance are also notified of the new registration.

The NBC makes the above notifications electronically, within the working day of the registration.

NIPT is the Unique Identification Number for the purpose of all these registrations.

 

Temporary deactivation of commercial economic activity

Each subject performing the initial registration has the obligation to register any changes to the notified data and supporting documents deposited in the register under section III.

Also, in the event of temporary deactivation of the commercial activity, each subject must fill in and submit to the NBC helpdesks the relevant form for temporary deactivation of the activity.

 

DOCUMENTS AND COMPULSORY DATA FOR INITIAL REGISTRATION

Subjects that must register in the trade register are:

  • Natural persons exercising commercial economic activity
  • Simple companies under the provisions of the Civil Code
  • Commercial companies
  • Branches and Representation Offices of Foreign Companies
  • Savings and Credit Unions and Companies
  • Savings and Credit Unions and Companies
  • Any other subject for which registration is required, based on Albanian legislation

Mandatory data and supporting documentation required for registration under the legal form of the subject:

 

Natural person

The compulsory data for the registration of a natural person are provided in Article 30 of Law no. 9723, dated May 03, 2007, “On the National Registration Center”, which are as follows:

Identification data

Place of Exercise of Economic Activity

Field of activity, if it is defined

The specimen of the signature of the natural person

 

Supporting Documentation

- Identity document of the natural person (if he is the applicant)

- If the applicant is different from the Natural Person to be registered, the Power of Attorney must be filed

Simple Companies – They are governed by the Civil Code, articles 1074 - 1112

The compulsory data for the registration of a Simple Company are provided in Article 31 of Law no. 9723/2007, which are as follows:

  • Duration, if defined
  • Field of activity, if defined
  • The place of trading economic activity
  • Members Identification Data
  • The value and the type of contributions of the members
  • Identification data of persons responsible for the administration and representation of the company in relations with third parties, the powers of representation and appointment terms
  • Signature specimen of Persons representing the company to third parties
  • Supporting Documentation: Legal Representative if his / her data is not specified in the acts

- If the application is to be carried out by a person authorized by all members of the company, the Power of Attorney should be filed

In the event that the parties have not entered into a written contract, the registration of a simple company may be effected by filing only the application, complete with all the required data, copies of the identification documents and signing the special acknowledgment statement, receipt and implementation of the legal provisions in force, for the organization and functioning of the simple company.

  1. Commercial companies (Collective companies, Limited Partnership, Limited Liability Company, Private shareholding company)

Mandatory data for the registration of companies are provided in Article 32 of Law no. 9723/2007, which are as follows:

  1. Name
  2. Form
  3. Date of establishment
  4. Headquarters
  5. The object, if it is defined
  6. Duration if it is determined
  7. Identification data of persons responsible for the administration and representation of the company in relations to third parties, the powers of representation, as well as the terms of their appointment.
  8. Signature specimens of persons representing the company to third parties

 

- Collective companies, limited partnerships and limited liability companies may also be registered by filing only the initial application for registration, filled in with all the data required under this law, the partners identification documents and by signing the Special Recognition  Statement for the acceptance and implementation of the applicable legal provisions for the organization and functioning of the type of company to be registered. In this case, the application for the initial registration and the above statement, as the case may be signed by the partners or by the authorized persons acting on their behalf, supersedes the act of establishment and the Articles of Association of the company

3.1 - Collective Company

For the initial registration of the collective company, except as provided for in Article 32 of Law no. 9723/200, it is also obligatory to notify the type of value of the contributions of all partners, as well as their participation in capital (Article 33).

Supporting documentation:

- The Act of Establishment and the Articles of Association, if drafted as two separate documents.

- Acts of appointment of the bodies of the company, if not included in the above acts.

- Other acts required for establishment, according to the legislation in force.

- Identification document of persons responsible for the administration and representation of the company in relations to third parties.

- If the application is to be carried out by a person authorized by all partners of the collective company (who according to the law are the persons authorized to make the application for initial registration), the Power of Attorney must be filed.

3.2 - Limited Company

For the initial registration of the limited company, except as provided for in Article 32 of this Law, it is obligatory to notify the amount or value of the contributions of all partners, the portion in this amount or in this value of any partner, “unlimited” or “Limited”, as well as the total share of “unlimited” partners and the part of any “limited” partner in the distribution of profits and the amount remaining after the liquidation of the company (Article 34).

Supporting documentation:

- The Act of Establishment and the Articles of Association, if drafted as two separate documents.

- Acts of appointment of the bodies of the company, if not included in the above acts.

- Other acts required for establishment, according to the legislation in force.

- Identification document of partners, if their data are not defined in acts

- Identification document of persons responsible for the administration and representation of the company in relations to third parties.

- If the application is to be carried out by a person authorized by all “unlimited” partners of the limited company (who according to the law are the persons authorized to make the application for initial registration), the Power of Attorney must be filed.

3.3 - Limited Liability Company (Sh.p.k)

For the initial registration of a limited liability company, except as provided for in Article 32 of this Law, it is also obligatory to notify the value of the registered charter capital, the number of parts of capital, the nominal value of each part, participation in the capital, the value and the type of contributions of each partner, as well as information on whether the initial capital subscribed is paid or not. (Article 35).

Attention: A limited liability company may not have a capital less than 100 ALL. (Article 70 of the Law No.9901 / 2008 “On Entrepreneurs and Companies ”).

Supporting documentation:

- The Act of Establishment and the Articles of Association, if drafted as two separate documents.

- Acts of appointment of the bodies of the company, if not included in the above acts.

- Other acts required for establishment, according to the legislation in force.

- Document of identification of the legal representative of the company (if he is the applicant)

- Identification document of partners, if their data are not defined in acts

- If the applicant is different from the legal representative of the company, the Power of Attorney must be filed.

3.4 - Private shareholding company

For the initial registration of the joint stock company, except as provided in Article 32 of this law, the following information is also obligatory:

  1. The value of the charter capital and the paid part
  2. The number and form of the subscribed shares
  3. The nominal value of each share
  4. Number of shares signed by each shareholder
  5. the value and type of contribution of each shareholder, as well as the paid part by each of them
  6. Special conditions limiting the transfer of shares (if any);
  7. If there are different categories of shares, the data of letters “c” and “dh” of this article are notified for each category of shares as well as the related rights
  8. Procedures for converting the form of shares, if provided for in the Articles of Association
  9. Total value or a prediction of the specific costs incurred by the company for the establishment procedures
  10. Advantages recognized to persons who have participated in the establishment of the company or in specific transactions related to the commencement of economic activity (if any)
  11. Identification data of the members of the supervisory council and authorized auditor, as well as the term of their appointment
  12. Number of members of the governing bodies
  13. Procedures for the appointment of members of the governing bodies, if they differ from the legal provisions (Article 36)

Attention: A private shareholding company may not have a capital less than 3 500 000 ALL (Article 107 of Law 9901/2008 “On Entrepreneurs and Companies ” amended by Law No. 10475/2011 “On amendments in Law No. 9901, dated  April 14, 2008 “On Entrepreneurs and Companies ”)

Supporting documentation:

- The Act of Establishment and the Articles of Association, if drafted as two separate documents.

- Acts of appointment of the bodies of the company, if not included in the above acts.

- Other acts required for establishment, according to the legislation in force.

- Document of identification of the legal representative of the company (if he is the applicant)

- Identification document of partners of governing bodies, if their data are not defined in acts

- If the applicant is different from the legal representative of the company, the Power of Attorney must be filed.

- Bank document confirming the payment of contribution in cash.

 Subscribed shares with a contribution in cash must be settled before the company’s registration, at least in ¼ of their value. When shareholders make contributions in kind, these contributions must be evaluated prior to the registration of the company by one or more experts assigned by the respective court and the subscribed shares with an in-kind contribution must be completely passed before the registration.

Attention: When the partner of a company is a foreign legal person, according to article 29 of Law 9723/2007, “On NBC”, except the documents required by the type of subject, the application for initial registration shall be accompanied by the documents specified in letters “a”, “b”, “c” and “d” (5) of article 28 of this law for a foreign legal person, namely:

- The Act of Establishment and the Articles of Association of a foreign company when these are two separate documents or, in the absence of, the equivalent act of creation under foreign legislation, as well as their full text with subsequent amendments

- Documentation confirming the registration of a foreign company in foreign jurisdiction

- Documentation certifying the current status of a foreign company, issued within a period of not more than 90 days from the date of application, with registration and representation data, including information on whether it is in liquidation or bankruptcy

- Decision or other acts of the relevant foreign company body, according to the foreign legislation, for the establishment of a limited liability company in Albania.

 

  1. Branches and Representation Offices of Foreign Companies

For the initial registration of branches and offices of representation of foreign companies, the following information is obligatory:

  1. Data defined in letters “a”, “b”, “c”, “d”, “e”, “f” of article 32 of this law for foreign companies, including the number and place of registration
  2. The capital of the foreign company
  3. The name of the branch or representative office, if different from that of the foreign company;
  4. The duration of the branch or representative office, if this is specified
  5. Field of activity of branch or representative office, if this is specified
  6. Seat of branch or representative office
  7. Identification data of persons responsible for the administration and representation of the branch or representation office in relations with third parties, representation powers and appointment terms.
  8. Signature specimens of persons representing the branch or representative office in relation to third parties” (Article 37).

 

Supporting documentation:

- The Act of Establishment and the Articles of Association of a foreign company when these are two separate documents or, in absence, the equivalent Act of Establishment under foreign legislation, as well as their full text with subsequent amendments  

- Documentation confirming the registration of a foreign company in foreign jurisdiction

- Documentation certifying the current status of a foreign company, issued within a period of not more than 90 days from the date of application, with registration and representation data, including information on whether it is in liquidation or bankruptcy

- Balance of a foreign company for the last financial year, held according to the required standards in a foreign country, if the foreign company has been active for more than one year

- Decision or other acts of the relevant body of the foreign company, according to the foreign legislation for the opening of the branch or representative office. The acts of this paragraph are replaced by the application for registration in the case where the person requesting the registration is simultaneously the body responsible for acting on behalf of the foreign company

- The identification document of the legal representative of the branch (if he is the applicant). If the applicant is different from the legal representative of the branch, the Power of Attorney must be filed.

 

  1. Saving Credit Companies and Unions

For the registration of saving credit companies and unions, except as provided for in Article 32 of this law, for commercial companies it is also obligatory to notify the type and the value of each member’s contributions to the capital of the company, whether the subscribed capital is paid, as well as the paid part, the identification data of the members of the supervisory body, the authorized accounting expert, and the term of their appointment (Article 38).

Supporting documentation:

- The Act of Establishment and the Articles of Association, if they are drafted as two separate documents.

- Identification Documents of the founders and members of the board of directors (Supervisory Committee, Governing Board), if their data are not specified in the acts.

- Identification document of persons responsible for the administration and representation of the company in relations with third parties.

- If the application is to be conducted by a person authorized by the Chairman of the Board of Directors (which according to law is the person authorized to make the application for initial registration), the Power of Attorney should be filed.

 

  1. Mutual cooperative Associations

For the registration of mutual cooperation companies, except as provided for in Article 32 of this law, the types and value of each member’s contribution to the company’s capital are also reported to the commercial companies, the fact that the subscribed capital is paid, and the paid part, determination of the territory of activity and the identification data of the members of the supervisory body, authorized accounting expert, and the term of their appointment (Article 39).

Supporting documentation:

- The Act of Establishment and the Articles of Association, if drafted as two separate documents. Identification Documents of the founders and members of the Board of Directors, if their data are not specified in the acts.

- Identification document of persons responsible for the administration and representation of the company in relations with third parties.

- If the application is to be performed by a person authorized by the Chairman of the Board of Directors (which according to law is the person authorized to make the application for initial registration), the Power of Attorney should be filed.

  1. Agricultural Cooperative Associations

Mandatory data which should be included in the mandatory acts for the registration of agricultural cooperative Associations are provided in Articles 8 and 11 of Law no. 38/2012, “On agricultural Cooperative Associations”, which are as follows:

  • The Act of Establishment should include:
  1. Identity of founders and administrator or administrators
  2. A statement of meeting the criteria for being a member
  3. The name of the Association
  4. The object of Association
  5. Headquarters
  6. The capital of Association
  7. Percentage of capital owned by each member.
  • The Articles of Association should contain the following information:
  1. Denomination
  2. Activity
  3. Its headquarters and address
  4. The term of the activity, if it is foreseen that the company will be established for a limited time
  5. The subscribed capital value
  6. The minimum amount of capital required for capital contribution as a contribution, as well as the form and deadlines for obtaining the status of the member.
  7. The number of parts in which the capital is divided, and the value of each part according to the contribution of the members
  8. Data for founding members
  9. Criteria for admission of members, terms and conditions for voluntary dismissal and members’ expulsion
  10. Rights and Obligations of Members
  11. The organs of the association, their competences, the way of functioning and decision-making
  12. The identity of the administrator or administrators at the time of drafting the Articles of Association, as well as deadlines, removal of the administrator’s responsibilities while performing the functions
  13. The right to reimburse the contributions of the leaving members
  14. Company’s expert/accounting records

Supporting documentation:

  • Application form for initial registration completed with mandatory data according to NBC law (to be filled in at the desk)
  • Administrator Identity Documents
  • Administrator specimen (signature)
  • If the application is not performed by the administrator of the company, but by an authorized person from him, the applicant must submit the authorization by the administrator
  • Identification documents of applicant or authorized person, Albanian citizen (electronic identification card - identity card, biometric passport
  • Articles of Association and the Establishment Act of the Company

 

How to reserve a name?

If you want to reserve a name for your business, the NBC gives you this opportunity. Each individual has the right to reserve with the NBC one or more names, for the purpose of registration, for his or her account or third parties, with a specified fee.

The name reservation is valid for a period of 30 calendar days, starting from the date of reservation. The name reservation deadline can not be extended. If after the end of the 30-day period, the reserved name is not used in a business registration application, then the name reservation is deleted. A recent reservation by the same person of the same name previously reserved after the 30-day deadline is possible but is considered a new reservation and is performed as such.

A reserved name can be freely transferred to a third party within 30 days for a specific fee by submitting the appropriate form to the NBC service counters. Reservation of a name can be made at the NBC’s service counters. Upon submitting the application, the NBC issues a certificate of name reservation within one day.

Name reservation for 30 days allows the creators of a company to prepare basic documents with this name and prevents third parties from reserving the same or similar names or to register entities with the same name or similar names.

The one-day procedure and the approval of the name reserved by the NBC is made to ensure compliance with the law, which prohibits the reservation of the same or similar names, already reserved or the same or similar to the registered businesses; or the same / similar to names in the distinguished form or acronyms of: states, cities, geographical regions, international organizations, religious or central or local government institutions or with names that are in conflict with public order or morality or with provisions of the law.

 

Click here to verify if the name is free.

 

Last Updated, September 2015