Registration of branches and agencies of companies in the RA
When carrying out activities in the field of business, many companies are faced with the need to expand the range of their activities. To do this most companies register additional branches and representative offices in the Republic of Armenia. According to the Civil Code of the Republic of Armenia, branches and representative offices are not separate legal entities, but only separate subdivisions of the same legal entity located outside the main seat of the legal entity. Representative office serves and/or represents the interests of legal entities and their protection, a subsidiary and/or branch of the same, serves and/or represents all the functions of the legal entity or part thereof, including the representation of legal entities. The establishment of a legal entity for the corporate law of the RA is the organization of a legal entity created for the purpose of non-profit activities, which is also a legal entity.
Documents required to open a separate division of the company in the Republic of Armenia:
Should you decide to open a separate division of the legal entity or institution in Yerevan or other cities of the Republic of Armenia, first it will be necessary to create a specific set of documents, which must subsequently be presented to the Agency of the State Register of Legal Persons of the RA. They are set and presented to the agency on paper format or via the Internet in an electronic format. Submitted applications are reviewed within two business days. Should all the documents comply with the law, the state registration of a branch, representative office or the agency takes place in the records of the Republic of Armenia.
Some documents in the list to be supplied to the Agency for state registration of branches, representative offices or legal entities, institutions in Yerevan and the Republic of Armenia, are the following ones:
- A statement containing information about the registration number and the name of the legal entity/founder and signed by the executive director, head of department or the authorized person, as well as, information about company, including the founder’s name, surname, passport data;
- The legal entity’s and/or authority’s decision to establish a branch, representative office, or an agency and approval of its charter, as well as, the decision on the appointment of the head(s);
- The charter of the branch, representative office or agency, signed by an authorized person, or the founder(s);
- Receipt of payment of the state duty.
For registration of changes to separate divisions, companies and institutions in the RA, one should submit the following documents:
- The statement signed by the head(s) of the department or, agency, or by the authorized body of the founder(s);
- The decision from the authorized body to make changes;
- Any immediate changes, additions, or charters;
- Receipt of payment of the state duty.
Additional requirements for opening branches, representative offices, agencies of foreign companies and institutions in the Republic of Armenia:
A number of features exist for foreign legal persons wishing to open a separate division or, agency in Yerevan and/or in the Republic of Armenia. In addition to the above documents, a foreign legal entity must present a statement from the state register of legal entities of the country and equivalent document certifying the status of a legal entity, as well as, copies of the charter and other constituent documents of the legal entity. Depending on the country of origin, these documents must first pass consular legalization and be notarized. All foreign documents must be translated into Armenian language and notarized.
If the articles of a foreign entity do not contain any information from that legal entity’s state organs, authorized to create subdivisions or agencies, or it has no founding documents, then instead of the above documents, a statement of the constituent documents and a certificate stating that the body taking the decision on the establishment of a separate bodies or, agencies of the legal person in the Republic of Armenia, has such powers.
If the founder of the company, opening a branch, agency or, institution is a foreign subject and/or citizen, then in addition to the above he/she needs to provide translated and notarized copy of a document proving his/her identity IE: passport.
As you can see from above, the registration of branches, representative offices, agencies and institutions of legal entities, is a rather complex procedure that requires a specific knowledge and understanding of how things actually happen in practice. Therefore, if you intend to register a separate subdivision or, agency of a foreign company in the RA, you can confidently get in touch with us for legal advice and assistance. ‘Vardan Khechyan LLC’ provides along with years of experience in this filed, will make all necessary efforts for quick and hassle-free registration of branches and representative offices of foreign companies, and institutions in Yerevan or the rest of the RA. In addition, our office will help you solve the issues associated with a legal address in the registration of separate divisions of foreign companies in Yerevan and the rest of the RA.