Company Formation in Romania

Our team offers complete solutions for company formation in Romania.

Quick Facts
Types of companies	Private limited liability company (LLC/SRL) Public limited liability company (SA)
LLC Minimum capital	RON 500
Minimum number of shareholders and directors	1
Time needed to incorporate	Approximately 7 days
Corporate tax rate	16% a 1% or 3% tax on revenue regime can apply for qualifying micro-companies
VAT Rate	21% standard rate 11% reduced rate
Number of Double Taxation Treaties (approx. )	90
Do you supply a Registered Address?	Yes
Full foreign ownership	Yes
Local bank account	Yes
Annual Meeting and Annual Return Required	Yes
Registered office	Must be a Romanian address.
Conditions for the company name	The name needs to be unique and comply with the restrictions concerning the use of specific words.
Company name verification and reservation	Performed before submitting the company registration documents; we advise investors to prepare more than one name version for approval.
Where do you submit the company registration file	The National Trade Register Office attached to the law court in the area in which the company is incorporated.
Virtual office use	Various packages are available for companies that need a registered address and can benefit from using this type of office.
Shelf companies in Romania	Foreign investors may purchase ready-made LLC companies. Our team can assist.
Special permits and licenses	Authorizations are needed for various purposes, such as producing or importing alcoholic beverages, selling food, manufacturing different types of products, playing music, and others.
Hiring foreign employees	Possible, provided that they are issued proper work permits.
Residence permits for investors in Romania	Foreign entrepreneurs can apply for a long-term residence permit for engaging in economic activities in the country (when they open a company, and in other cases).
Reasons to work with us	We are an experienced team of lawyers who specialize in company formation, as well as business and commercial law.
When to contact us	We offer both pre- and post-incorporation assistance, however, we recommend getting in touch with our team as soon as you decide to open a company in Romania.

What types of companies can you open in Romania?

Local and foreign investors have several business entities to choose from:

• Private limited liability company (SRL);
• Joint-stock company (SA);
• General or limited partnership;
• Sole trader;
• Branch of a foreign company;
• Representative office (also for a foreign company).

What are the main differences between Romanian company types?

Some of the most important differences between the main types of business entities concern:

• The founder’s liability (with the sole trader bearing full liability for the activities of the business);
• The minimum capital requirements;
• The annual reporting and auditing rules, as well as the mandatory use of an accountant;
• The ability to raise or reduce capital, or to apply for corporate financing options;
• Other matters that may concern individual business expansion plans.

What are the general company formation steps for the SRL?

To open a private limited liability company in Romania (the SRL) one has to:

• Reserve the company name;
• Draft and notarize the company’s constitutive documents (the Articles of Association and the Statute);
• Submit the company registration dossier to the Trade Register in the area in which the company will operate (Bucharest, in most cases);
• Register for tax purposes;
• Handle post-registration requirements, such as license applications and hiring employees.

 

Our new company incorporation package starts at 890 EUR and includes complete assistance for handling all the aforementioned steps.

Upon request, our team also provides additional services, such as virtual registered office solutions.

 

 

Can I expand my business through a subsidiary in Romania?

A subsidiary in Romania is set up much in the same way as the SRL, as it is a new company incorporated according to local laws, in which a foreign company holds the majority of shares.

How do I open a branch in Romania?

The branch company formation process is similar to any other entity; however, several documents are provided by the foreign company abroad (i.e., the Articles of Association and the parent company’s Decision to incorporate a branch in Romania, among others).

Our team provides complete assistance for branch creation in Romania in the form of a special incorporation package that starts at EUR 1,240.

The branch incorporation package includes:

• Branch name reservation (the name of the branch must highlight its link to the parent company);
• Preparing the company documents;
• Document submission to the Romanian authorities;
• Tax registration;
• Registered office in Bucharest (for a limited period);
• Other services include affidavit drafting and document translations.

Can I buy a ready-made company in Romania?

Yes. Our team can assist you throughout the company purchase process and can also provide you with several options for ready-made companies that can be purchased directly from us.

Some key issues to keep in mind regarding shelf or ready-made companies in Romania:

• Most of them are subject to profits tax, not the micro-company regime;
• Most companies have declared no activity;
• They are already registered with the authorities; however, not all of them are based in Bucharest, Romania – this is not an issue for foreign investors;
• The legal entity is not registered for VAT purposes; however, this can take place after the purchase, and it is facilitated by one of our team members;
• You will be required to contract an accountant in Romania. We can provide suitable recommendations.

The estimated price for shelf companies in Romania is 3,500 EUR.

The company ownership transfer takes approximately 10 business days.

The new company owner is required to travel to Romania to provide a specimen signature in front of the bank and to update the bank account data.

How are companies taxed in Romania?

There are two taxation regimes currently in place in the country: the standard rate and the micro-company regime. We list these below:

• 1% or 3% of revenue under the micro-company rate for qualifying enterprises (see below).
• 16% standard corporate income tax rate on the company’s profit, also applicable if the company’s turnover exceeds EUR 100,000.

To be eligible for the 1% micro-company regime, the company must:

• Have at least one full-time employee, hired at least one month after opening the company;
• Have a turnover of less than 60,000 EUR.

To be eligible for the 3% micro-company regime, the company must:

• Have at least one full-time employee, hired at least one month after opening the company;
• Have a turnover between EUR 60,000 and EUR 100,000.

We invite you to watch a video on company formation in Romania:

Is my presence required for company formation purposes?

Foreign investors do not have to be present in Romania for the entire company formation process. With the help of our team, via a power of attorney, most of the incorporation steps can be handled with the assistance of a locally appointed agent.

The company owner is, however, required to travel to Romania within 30 days after the registration of the company. They must:

• Request the single register of control for the company from the tax authorities. Our agents can provide assistance in this matter, for a service fee of 100 EUR;
• Provide a specimen signature for the bank. The company founder must be personally present in the chosen bank branch to sign the required bank forms.

Can I have full foreign company ownership in Romania?

Yes. There are no restrictions regarding nationality or mandatory residence requirements for foreign investors who want to open a company in Romania.

You can manage your Romanian company from abroad, apart from the aforementioned requirement to travel to the country within 30 days of incorporation to provide a specimen signature for banking purposes.

Our law firm provides a solid background for all clients interested in setting up a Romanian company; the business team in this law firm delivers solutions indicating all necessary details regarding the process of incorporation. Please contact one of our lawyers in Bucharest to give you a free consultation regarding your company formation inquiries.