Shelf companies in Romania

Our lawyers in Romania assist investors who want to acquire shelf or ready-made companies in the country.

Quick Facts
Legal entities available for a shelf company in Romania	The private and the public limited liability company (SRL and SA)
Time required for purchasing the company	Approximately 10 days
Types of features it includes (corporate bank account, VAT number, etc)	The shelf company can include a bank account, however, this is not always provided VAT registration is performed above a certain annual threshold or voluntarily
The advantages of a shelf company	The business can appear more trustworthy given its age It has no debts/obligations if it was never used for trading It can enter into agreements more easily, given its trustworthiness The entrepreneur can commence the business activities faster, especially if remaining within the same NACE codes
Appointing new directors (yes/no)	Yes
Capital increase allowed	Yes, the capital can be increased upon completing the ownership transfer
Certificate of no commercial activities	Upon request
Modify the objects of activity	Yes, as per the particular requirements of the new business owners. We can assist with the registration of the changes with the authorities in Romania
Participants in the purchase procedure	The buyer (natural or legal person, foreign or national) and the seller (usually a legal entity registered in Romania)
The cost of buying a shelf company in Romania	Can start at EUR 3,500
Documents necessary for the purchase	The buyer’s identification documents (for natural persons) and registration certificate (for legal entities), the shelf company’s modified articles of association (to include the new owners), the general shareholder’s meeting decision to transfer the shares, other documents that may be industry-specific
Taxes applied to a shelf company in Romania	16% standard corporate income tax rate 1% or 3% tax on revenue for micro companies (subject to conditions) 21% standard value added tax, 11% reduced rate other taxes for social security contributions for employers
Changing the registered address (yes/no)	Yes
Aged shelf company available in Romania (yes/no)	Yes
The institution where corporate changes are registered in Romania	National Trade Register Office

What types of companies are available for purchase in Romania?

The shelf company is a legal entity, typically a private limited liability company, and it is treated as a separate legal entity from its founders. Like any LLC or SRL, it can enter into agreements and can be sued. 

What advantages does a ready-made company offer?

The advantages of a shelf company are briefly outlined below:

1. Credibility: the longevity of the company offers a credible image to clients and other business partners.
2. Banking advantages: obtaining corporate credits can be easier for a company that has had no tax issues and that has seniority.
3. Ease of doing business: the company is ready to enter into business contracts as soon as the transfer is complete.
4. Saved time: perhaps the most significant advantage is that the founders will not have to go through the entire steps for company formation in Romania.

How is the longevity of the shelf company useful for the new owner?

The longevity of the company provides an enhanced business image, one that can help foreign investors in Romania, as well as local entrepreneurs, benefit from a more facile introduction to the market.

Signing business contracts can also be easier when the age of the company is important, as well as for banking purposes.

Some companies will only engage in business operations with other corporations that have been on the market for some time.

Moreover, because the shelf company was not engaged in any corporate or business transactions prior to the handing over, it will have no debts or liabilities towards creditors, another important feature that will improve its credibility. 

Are there any risks in buying a shelf company?

There are no risks when the buyer performs due diligence on the tax and financial history of the company. Before being sold, the shelf company had no nominated directors or shareholders, thus the non-existing possibility of any hidden debts or commercial disputes, as there were no acquisitions of any assets or liabilities, contracts, or unfulfilled promises. 

We invite you to watch the following video to understand the advantages of the shelf company:

How are shelf companies taxed in Romania?

As a locally registered business entity, the ready-made company is subject to the full tax and accounting requirements applicable to Romanian companies.

Below, we list some of the main taxes applicable to companies in the country:

• corporate income tax: a 16% standard rate with reduced 1% and 3% rates for qualifying small companies;
• social security: employment insurance contribution payable by the employer, calculated at a certain percentage of the gross salary;
• VAT: with a standard rate of 21% and a reduced rate 11% apply to certain types of activities and services.

The taxation regime will apply to the shelf company according to the chosen type of business entity and whether or not is classifies for the reduced corporate income tax rate applicable to microenterprises. 

Can I change the company’s particulars after purchase?

Yes. Buying an established company does not mean you cannot change anything about it. You can change the name, the object of activity, the headquarters or any other detail that might suit the type of operations you want to make.

These subsequent changes can be operated once the transfer of ownership is complete. A special submission is required and one of our attorneys in Romania can help you during this process.

It is often recommended to request specialized aid when performing these chances because the process implies one or more submissions with the National Trade Register Office, based on a specific set of documents that need to be submitted. One of our specialists can assist you so that the process can move on as fast as possible. 

Do I have to travel to Romania to buy the shelf company?

Although our agents can assist with preparing the required documents for the company ownership transfer, you will be required to travel to Romania to update the bank account information.

The new company director signs the bank documents in person. However, our team can prepare all the documents beforehand, should you provide us with the passport copies of the new company shareholders and directors.

What are some examples of shelf companies for purchase?

Our agents present two examples of companies available for sale and some of their most important features:

• 2023 Cluj-based company, without a VAT number and no activity declared at the end of 2024;
• 2023 Dambovita-based company, without VAT number, and with previous activity, however, no legal liabilities.

How long does it take to purchase a Romanian shelf company?

The company transfer process can take 10 business days once our team is in possession of the required documents from the new shareholders and directors.

As previously mentioned, you are not required to be present in Romania for the entire ten days. The company purchase can be scheduled to allow you to travel to the country at your earlies conveniences.

What are the post-company purchase requirements in Romania?

Not all companies for sale have the same age or features. Below, we list some of the additional services and steps that may be required once the ownership transfer is complete and the new owners of the company are entered into the National Trade Register Office database:

• VAT registration: our team can handle the VAT registration steps when the company exceeds the annual turnover threshold of EUR 60,000, provided that the company has a physical office (this is mandatory for this step and can be provided as a separate service);
• EU VAT registration: handled for companies that will engage in intra-Community transactions. The services of an accountant are required and are provided upon request;
• EORI number application: a separate service that has a price of EUR 200 when handled through our team;
• Other solutions: corporate document apostilles, as required, with a cost of EUR 100 per document.

Our business team can provide further information related to ready-made companies in Romania. For a free case consultation, please call us now!