Why are the subdivisions and institutions established?

Representations and branches may act as separated subdivisions of the legal person. The representation carries out its activities outside the registered office of the legal person, representing its interests and carrying out the protection of those interests. The branch is also located outside the registered office of the legal person; it carries out functions reserved to it by the legal person, including representation. The institution is an organisation established by a legal person to carry out non-commercial activities.

Which body carries out the placement of subdivisions and institutions on state record-registration?

To act as separate entities of legal relations, separated subdivisions and institutions of the legal person are subject to mandatory state record-registration, which is carried out by the Agency for State Register of Legal Persons of the Ministry of Justice of the Republic of Armenia (hereinafter referred to as “the Agency”), except for organisations whose registration shall be carried out by the Central Bank of the Republic of Armenia (banks, credit organisations, insurance companies, contractual investment funds, etc.).

What documents are required for state record-registration?

The following documents are required for state record-registration of separated subdivisions and institutions of the legal person:  

(a) decision(s) of the authorised body on establishing a separated subdivision or institution and approving the charter thereof, as well as on appointing a head or acting head of the separated subdivision or institution; 

(b) charter of the separated subdivision or institution signed by a person authorised by the founder; 

(c) document confirming the payment of the state duty.

What is the procedure for submitting the application for record-registration?

The application for placing the separated subdivisions and institutions on record-registration is prepared on the spot by an employee of the Agency based on the relevant documents and information presented. The applicant shall submit the documents necessary for placement on state record-registration in hard copy personally or through a representative. If the person has an electronic signature, the application for placing on state record-registration may be submitted on-line through the official website at https://www.e-register.am.

What is the procedure for state record-registration?

Within at least two business days after receiving the submitted documents, the Agency examines them and in case of finding no grounds for rejecting the placement on state record-registration, the information system generates a reference number for being placed on record-registration and the relevant information is recorded in the State Unified Registry through the information system. 

Moreover, in case of placing a separated subdivision or institution on state record-registration, the compliance of its charter with the requirements of law is not checked. 
The separated subdivision or institution is considered placed on record-registration, and the amendments are considered made from the moment of entering the relevant record(s) in the State Unified Registry.

What is the rate of the state duty for placement on state record-registration?

The state duty for placing the separated subdivisions of the commercial organisations on record-registration is AMD 12 000 (twelve thousand), which should be paid to the following treasury account: 900005160719. 

The state duty for placing the separated subdivisions of the non-commercial organisations on record-registration is AMD 10 000 (ten thousand), which should be paid to the following treasury account: 900005160727. 

The state duty for placing the institutions on record-registration is AMD 10 000 (ten thousand), which should be paid to the following treasury account: 900005160743.

In what cases is the placement on state record-registration rejected?

Placing the separated subdivision or institution of a legal person on record-registration is rejected, if the submitted documents are incomplete and do not comply with the requirements of law. 

It is not allowed to reject placing the separated subdivision or institution on state record-registration on the ground of inexpediency.

What is the procedure for appealing the actions (omissions) of the body carrying out state record-registration?

Rejection of record-registration of separated subdivision or institution, evasion of carrying out the record-registration, as well as evasion of providing information may be appealed against in order of superiority to the Minister of Justice of the Republic of Armenia or in court.