Choosing the legal form of a business is a strategically important decision that determines the taxation model, legal liability, company management method, opportunities for scaling, access to investment, and even the company’s image in the market.
In Moldova, several popular forms of registration are available: limited liability company (LLC), joint-stock company (JSC), sole proprietor (SP), and entrepreneurial activity based on a business patent.
Let’s compare these forms and explore which one is suitable for different types of businesses!
In Moldova, several popular forms of registration are available: limited liability company (LLC), joint-stock company (JSC), sole proprietor (SP), and entrepreneurial activity based on a business patent.
Let’s compare these forms and explore which one is suitable for different types of businesses!
We provide comprehensive accounting services and consulting on tax aspects of running a business. We will help ensure that your project complies with legal requirements and optimize financial processes.
Limited liability company (LLC)
A limited liability company (LLC) is the most flexible and widespread form of doing business in Moldova, suitable for both individual entrepreneurs and group projects. This form involves the creation of a legal entity whose founders are liable within the limits of their contributions to the share capital. An LLC allows for building a management structure, hiring employees, signing contracts on behalf of the legal entity, and participating in tenders. It is optimal for both local businesses and companies with international development prospects. An LLC offers the opportunity to attract partners and investors and is convenient for distributing profits among participants.
Minimum share capital: The law provides for a symbolic minimum – 1 MDL. On July 12, 2023, the Government of the Republic of Moldova approved a reform concerning LLCs that abolishes the mandatory minimum share capital. Previously, the required capital was 5400 MDL. However, in practice, it is recommended to set a capital of at least 1000 MDL, especially when cooperating with banks and public institutions, where share capital affects credibility.
Documents for registration:
- Registration application (standard form);
- Decision on the establishment of the LLC or minutes of the founding meeting (if there are multiple founders);
- Company charter in two copies;
- Document confirming the legal address (rental contract, owner’s consent, etc.);
- Copies of identity documents of the founder(s) and appointed administrator;
- Declaration of the beneficial owner;
- Receipt of registration fee payment.
LLC is suitable for those planning systematic growth, team expansion, and legal protection of their business.
Joint-stock company (JSC)
A joint-stock company (JSC) is a complex but powerful business structure suitable for large companies and investment projects. It is created to pool the capital of several participants through the issuance and placement of shares.
In Moldova, two types of joint-stock companies are available:
This structure allows flexibility depending on the business goals.
A JSC ensures the division of ownership between shareholders and enables the attraction of funding from the open market. This form provides a high degree of legal protection and requires strict adherence to corporate procedures, which is especially important when involving external investors. It is suitable for businesses with potential stock exchange listings or those intending to participate in large-scale corporate or infrastructure initiatives.
In Moldova, two types of joint-stock companies are available:
- Open joint-stock company (OJSC), whose shares can be freely sold and purchased on the market;
- Closed joint-stock company (CJSC), where shares are distributed only among a limited number of shareholders.
This structure allows flexibility depending on the business goals.
A JSC ensures the division of ownership between shareholders and enables the attraction of funding from the open market. This form provides a high degree of legal protection and requires strict adherence to corporate procedures, which is especially important when involving external investors. It is suitable for businesses with potential stock exchange listings or those intending to participate in large-scale corporate or infrastructure initiatives.
Minimum share capital: According to current legal requirements, the minimum capital for a JSC in Moldova is at least 600 000 MDL. This amount must be fully paid at the time of registration. The share capital may be contributed as cash or non-cash assets, provided they are evaluated by an independent expert.
Documents for registration:
- Registration application;
- Minutes of the founding meeting or decision of the sole founder;
- Charter in two copies;
- Documents confirming the legal address;
- Copies of identity documents of shareholders and board members;
- Declaration of the beneficial owner;
- Proof of payment of the share capital;
- Receipt of registration fee payment.
JSC is suitable for large business projects with multiple investors, especially if listing on the stock exchange or attracting external funding is planned.
Sole proprietorship (SP)
A sole proprietorship (SP) is a form of doing business that allows individuals to legally carry out commercial activities without forming a legal entity. Registering as an SP is the simplest and most accessible way to start a business in Moldova. The entrepreneur acts in their own name, has full freedom in management, and bears full liability for obligations. SP is ideal for small businesses, freelancers, self-employed individuals, artisans, and professionals offering services. However, it is important to understand that this form is less flexible in terms of attracting investment and scaling.
Minimum share capital: Not required. This makes SP the most accessible registration option.
Documents for registration:
- Registration application (standard form);
- Copy of the applicant’s ID;
- Document confirming the legal address (if applicable);
- Receipt of registration fee payment
SP is convenient for freelancers, artisans, consultants, and individuals who want to formalize their entrepreneurial activity without creating a legal entity.
Business patent
A business patent is a special regime intended for individuals engaged in strictly limited types of activities defined by a government-approved list. It offers a simplified way to legalize a business without forming a legal entity and without bookkeeping. The patent is issued for a limited period and applies to a specific location and type of activity. This form is ideal for those providing household or craft services, market trading, transportation, equipment repair, etc. The patent regime exempts from the obligation to submit tax reports and allows entrepreneurs to focus on the practical side of their activity.
Minimum share capital: Not applicable.
Documents required to obtain a patent:
- Application indicating the desired type of activity;
- Copy of identity document;
- Receipt of payment for the patent;
- Additionally – permission from local authorities (in some cases).
The patent regime is suitable for self-employment without employees, with a fixed tax burden and minimal administrative requirements.
Comparison table
Taxation by business form
Each legal form implies its own tax burden, regulated by the Tax Code of the Republic of Moldova. Rates depend on the chosen tax regime, business volume, and special conditions such as IT Park membership.
- LLC. Standard income tax rate is 12%. Small and medium businesses may use a simplified regime with a 4% tax on revenue. IT Park residents pay 7% on sales.
- JSC. Income tax is 12%, and dividends paid to individuals are taxed at 6%.
- SP. General taxation applies – 12% income tax.
- Patent. The patent fee is determined annually by the Government of Moldova and depends on the field of activity.
For a detailed overview of Moldova’s tax system, rates, and optimization strategies, see our article → "What taxes does an entrepreneur have to pay in Moldova and how to reduce them?".
How to make the right choice?
When choosing the legal form, consider the following:
If you are just starting out and want to minimize costs and legal obligations, consider registering as an SP or obtaining a patent (if your activity is eligible).
If you plan to work with a team, sign contracts, and participate in tenders, registering an LLC is a more reasonable option.
A JSC is the path for large and investment-heavy businesses that require multiple shareholders, a transparent structure, and access to external funding.
- planned business volume and potential risks
- business structure and number of participants
- investment needs
- level of administrative burden you’re ready to manage
- short- and long-term business development perspective
If you are just starting out and want to minimize costs and legal obligations, consider registering as an SP or obtaining a patent (if your activity is eligible).
If you plan to work with a team, sign contracts, and participate in tenders, registering an LLC is a more reasonable option.
A JSC is the path for large and investment-heavy businesses that require multiple shareholders, a transparent structure, and access to external funding.
Choosing a business form is the foundation for your company’s future stability and efficiency. The decision must consider both current and long-term goals.
If you want to avoid mistakes at the start and ensure proper tax and organizational structure, contact the experts at FlagMAN-D. We will ensure accurate calculations, compliance with legislation, and transparency of financial processes.
If you want to avoid mistakes at the start and ensure proper tax and organizational structure, contact the experts at FlagMAN-D. We will ensure accurate calculations, compliance with legislation, and transparency of financial processes.