Rules published for the sale and purchase of agricultural land

On 8 February 2021, Joint Order of the Ministry of Agriculture, the Ministry of Development, the Ministry of National Defence and the Ministry of Culture no. 311/94/M.12/3.525 (hereafter the “Order”) was published approving the rules for the sale and purchase of agricultural land, rules that apply to applications registered after the date of entry into force of Law no. 175/2020, i.e. after 13 October 2020.

The Order establishes that the methodological norms applicable in the transfer of property rights based on sales contracts certified by a notary public or on a court decision taking the place of a sales contract, where a bilateral promise of sale was concluded according to Law no. 287/2009 on the Civil Code and related legislation.

The new legal provisions establish new responsibilities for central structures and town halls in relation to the sale and purchase of agricultural land. Town halls will therefore be responsible for registering sellers’ applications and displaying their offers of sale at their physical addresses or via their websites for a period of 45 days; notifying preemptors and displaying their notification; transmitting submitted purchase offers to sellers, etc.

In the case of the alienation of agricultural land, the seller should submit to the town hall an application for the display of an offer of sale together with the following documents:

a) a photocopy of the identity card/ passport of the individual seller;

b) a photocopy certified for conformity by town hall officials of the deed of ownership for the land that is the object of the offer of sale (sales-purchase contract, donation contract, final and irrevocable civil sentence/decision, title deed, certificate of inheritance, exchange contract, deed of liquidation of the estate or any other legal document attesting to the acquisition of the property rights);

c) land register extract issued no more than 30 days before the offer is displayed accompanied by the cadastral plan extract, provided the land subject to sale is registered with the integrated cadastre and land register system;

d) a photocopy of the ascertaining certificate from the trade register or the proof on the basis of which it carries out its activity, where the seller is a legal entity;

e) in the case of representation, the notarised power of attorney, in the form of a photocopy certified for conformity by town hall officials, or the delegation of authority document, the decision of the general assembly of associates, the decision of the sole shareholder, the decision of the representative of the association form, as the case may be, the identity card/ passport of the authorised natural person;

f) the decision of the general meeting of associates, the decision of the sole shareholder, the decision of the representative of the association form, as the case may be, as original documents, from which results the agreement regarding the sale of the property owned by the company, where the seller is a legal person;

g) fiscal attestation certificate issued by the mayor’s office;

h) other supporting documents, as necessary.

Following submission of the documentation, within 45 working days of the displaying of the offer of sale at the town hall, under sanction of forfeiture, all holders of preemption rights wishing to exercise said rights will need to register with the town hall their acceptance of an offer of sale and to submit the documents stipulated in the methodological norms corresponding to each category of preemptor, which include the following: identity document, civil status certificates, property titles, land register extracts, copies of supporting documents attesting to the capacity of preemptor, copies of the certificate issued by the trade register or the proof on the basis of which it carries out its activity (in the case of companies), proof of domicile/residence in the country for a period of 5 years prior to the registration of the offer of sale, etc.

If no preemptor expresses an intention to purchase, the town hall will display a notice announcing the conclusion of the procedural stage with respect to the exercising of preemption rights including the information that applications may be submitted by potential buyers together with any supporting documents provided for in law within 30 days of expiry of the period of 45 working days and in keeping with the following cumulative conditions:

for individuals:

a) proof of domicile/residence in the country for a period of 5 years prior to the registration of the offer of sale of agricultural land located outside built-up areas;

b) proof of the performance of agricultural activities in the country for a period of at least 5 years prior to the registration of the offer of sale of agricultural land located outside built-up areas;

c) proof of registration with the Romanian tax authorities at least 5 years prior to registration of the offer of sale of agricultural land located outside built-up areas.

for legal entities:

a) proof that their registered office or secondary office is located within the country and has been established for a period of at least 5 years prior to the registration of the offer of sale of agricultural land located outside built-up areas;

b) proof of the performance of agricultural activities in the country for a period of at least 5 years prior to the registration of the offer for sale of agricultural land located outside built-up areas;

c) documents demonstrating that at least 75% of the total income derived during the last 5 tax years came from agricultural activities;

d) the associate/shareholder who controls the company has been domiciled in the country for a period of at least 5 years prior to the registration of the offer of sale of agricultural land located outside built-up areas;

e) in cases where control within the structure of the legal entities is held by other legal entities, proof that associates/shareholders have been the domiciled in the country for a period of 5 years prior to the registration of the offer of sale of agricultural land located outside built-up areas.

In the case of competition between preemptors of the same rank, as well as in the case of competition between potential buyers, the seller chooses the preemptor and communicates his/her name to the town hall.

Prior to expiry of the deadline of 10 working days from the date of registration of the request, the seller may submit to the town hall a request that the offer be withdrawn, with the town issuing an order to cancel the procedure.

In the event that no purchase offers are registered, the town hall will draw up a document confirming conclusion of the procedure within 10 days of expiry of the deadline for acceptance of an offer by preemptors, issuing it in original form to the seller and sending a copy to the central structure or territorial structures.

In the event that, prior to expiry of the period of 45 working days during which an offer is on display, one of the holders of preemption rights who has communicated his/her acceptance of an offer submits a request to the town hall asking for his/her acceptance to be withdrawn, then the rules regarding the order preemptors will apply.

Notifications issued by the central structures regarding fulfilment of the conditions of sale are valid for 6 months from the date of their communication to the seller. These notifications will also remain valid after expiry of this period if during its period of validity the parties have concluded a bilateral promise of sale or an option agreement having as object the agricultural land located outside built-up areas for which it was issued, but not longer than the period provided for in these documents for their execution.

Source: tpa