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What conditions do you have to meet to set up an SRL-D (debutant)?

Our lawyers in Romania present the main characteristics of the SRL-D.

What conditions do you have to meet to set up a SRL-D (debutant LLC)?

The Romanian State has launched this legal form in order to stimulate the national business environment and to support the setting-up and development of micro-enterprises run by the start-up entrepreneur. This program aims at facilitating new micro-enterprises founded by young start-up entrepreneurs who are at the beginning of the road in conducting economic activities through a limited liability company (LLC). Our team of Romanian lawyers can help you open a  SRL-D and can also help you register your company for VAT purposes in Romania.

To qualify for the “Program to Encourage the Establishment and Development of Micro Businesses by Business Entrepreneurs” and to be eligible for the establishment of a LLC, you must meet the following criteria:

  • Establish LLC for the first time;
  • You have the full legal capacity to exercise;
  • You have to fill in a statement on your own responsibility (sanctioned in case of forgery) that you did not own and do not own either the associate or the shareholder of any other company established in the EEA before you registered the company;
  • The company will be established for an unlimited duration;
  • The company will be classified as a micro-enterprise;
  • The company will have a maximum of 5 first-time entrepreneurs to associate;
  • The company will be managed by the sole associate or one (or several) administrators (of the associates);
  • The scope of activity of the company may have a maximum of 5 activity groups provided by the classification of activities in the national economy in force. This can not include: gambling, betting, real estate transactions, financial intermediation and insurance, production and marketing of weapons, tobacco, ammunition, explosives, substances under national control, narcotics, etc.

The team of experts at our law firm in Romania can give you more details about these conditions.

What are the benefits of the SRL-D?

This business form has a number of advantages, listed below by our lawyers in Romania:

  • There are no fees for registration operations at the Trade Register;
  • The publication fee is not paid in the Official Gazette;
  • A non-reimbursable financial grant is granted, up to an amount of € 10,000, based on a competition (a business plan must be submitted and proof of the sources of co-financing);
  • SRL-D is exempt from social security contributions for 4 employees (for an indefinite period);
  • A 80% credit is guaranteed for up to 80,000 euros contracted to complete the business plans required for AIPPIMM.

More information on this specially-designed business form can be provided upon request by the experts at our Romanian law firm.

At the end of the 3-year period from the date of registration of the SRL-D, on 31 December, the LLC-D is lost, it being necessary to amend the related documents and to transform it into LLC, paying the respective taxes. In addition, when the competent authorities find that one of the necessary conditions is no longer fulfilled, that quality shall be revoked, as well as the date of voluntary cessation of business or the moment of insolvency. Upon non-fulfillment of a tax obligation, within 45 days, this quality is revoked, as well as when filing the annual / half-yearly financial statement if the turnover for this year reached the threshold of 500,000 euros.

For any additional information, please feel free to contact our Romanian lawyers at Darie, Manea and Associates. We offer free counseling!

by Cristian Darie