Supplementary Services

Setting up a business in Romania

The course of the process of setting up a business in Romania

To create a company in Romania, you must first choose a corporate form (SA, SARL, etc.) then identify a registered office and choose a corporate name.

The registered office will necessarily be a real address and cannot be a simple direct debit or letterbox.

After choosing a company name, it is necessary to check its availability with the Romanian trade register.

Once these first steps have been taken, the procedure for the incorporation of a Romanian company continues with the signing of the statutes and the signing of declarations and powers before a notary.

These documents will allow the opening of the company’s capital account. Romanian banks are very demanding in the choice of their customers and a solid file is, therefore, necessary to obtain the opening of a bank account for the company to be set up.

As soon as the account is opened, the partners will be able to proceed with the deposit of the capital and the registration in the Romanian trade register.

Registration with the RCS then allows the opening of current accounts of the Romanian company, in principle with the same bank as the one that opened the capital deposit account.

Then, the founders of the company must proceed with the tax registration and the registration of the company with the Labor Inspectorate if the hiring of employees is planned. Read more

Finally, the final step will be to register the Romanian company for Romanian national VAT and/or intra-community VAT.

Overall, the process of setting up a company in Romania usually lasts between 2 and 5 weeks.

The different forms of implantation

There are several possible forms of establishment in Romania:

  • Branch
  • Limited partnerships with shares (SCA)
  • Joint-stock companies (SA)

Limited liability companies (SRL), including the one-person limited liability company (with sole shareholder)

The most common form chosen by investors is that of the limited liability company (SRL).

Romanian limited liability company SRL

It is possible to create a Romanian LLC with a single partner, and the number of partners must remain below 50. The partners can be Romanian or foreign.

The Romanian SRL is administered by one or more managers, who can normally be Romanian or foreign (European). Nevertheless, in practice, we observe that it is not easy to operate a Romanian SRL whose manager does not reside in Romania (bank accounts, etc …).

The minimum share capital is 200 RON (approximately 50 Euros).

The transfer of shares is free between the partners but requires the agreement of three-quarters of the partners when the transfer is made for the benefit of someone who is not yet a partner.

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