Coronavirus (COVID-19): Provisions regarding the Means of Transmission of Companies’ Deeds for Publication in the Official Gazette in Exceptional Situations
Pursuant to art. 8 of Law no. 202/1998 on the organization of the Official Gazette of Romania, any legal deeds referring to economic agents and to other categories of legal persons, and, consequently, also the deeds of companies functioning under the Companies Law no. 31/1999, i.e. resolutions of the General Meetings of Shareholders, notices to attend to the General Meetings of Shareholders etc. shall be published in the Official Gazette of Romania, Part IV.
In accordance with Order no. 1173/2018 of the Chamber of Deputies on the procedures of publication, republication and rectification, as well as of publication in special issues, with limited edition of deeds in the Official Gazette (hereinafter referred to as “Order no. 1173/2018”), the deeds subject to publication in Part IV shall be transmitted to the Official Gazette on hardcopy, in certified copy, as well as by e-mail, in certified electronic file.
To this end, as a measure of prevention of the spread of virus COVID-19, Order no. 523/2020 of the Chamber of Deputies published on March 20, 2020, completes the legal framework in the sense of introduction of the possibility that, in exceptional situations, ascertained as such by the competent authorities, such as epidemics, pandemics, extreme natural phenomena, earthquakes, acts of terrorism and other situations that make impossible the transmission of the deeds subject to publication on hardcopy, the general manager of the autonomous company Official Gazette may decide that the deeds be transmitted exclusively by e-mail in certified electronic file. Electronic forms shall be certified by qualified electronic signature, by a person specifically designated by the issuer.
Decree no. 195/2020 has instituted the state of emergency in the entire territory of Romania to mitigate the adverse effects on economy caused by the measures adopted nationally and internationally to fight against the spread of coronavirus SARS-CoV-2, an exceptional situation of the type of the ones when a decision of transmission of the deeds exclusively by e-mail may be adopted.
A communication of the Official Gazette provided that, in order to limit the effects of infection with COVID-19, in the period March 12, 2020 – March 31, 2020, the announcements for publication in the Official Gazette – Part IV shall be transmitted exclusively by one of the following means: mail, facsimile transmission, e-mail.