- Knowledge
Advantages of Romanian company registration
1. EU market access
Location advantage: As a member state of the European Union, Romanian companies can seamlessly enter the EU market with a population of 500 million and enjoy zero tariff trade.
Tax Treaty: Signed double taxation avoidance agreements with 86 countries to reduce cross-border tax costs.
2. Tax incentives
Corporate income tax: The standard tax rate is 16%, and small and medium-sized enterprises (income<1 million euros) are subject to 1% (new policy in 2024).
Value added tax (VAT): The standard tax rate is 19%, and some industries (such as healthcare and education) are subject to lower tax rates of 5% or 9%.
R&D incentive: R&D expenses can enjoy a 50% tax credit.
3. Low cost operation
Labor cost: The average monthly salary is about 1200 euros (slightly higher in the IT industry), lower than in Western European countries.
Low rent: The office rent in Bucharest is about 12-20 euros/square meter/month.
4. Digital convenience
Online registration: The entire process can be completed through the online platform of the Romanian National Trade Registry (ONRC), taking at least 3 days to complete.
1、 Types of Romanian Companies
01. Limited Liability Company (SRL)
characteristic:
1-50 shareholders, with a minimum registered capital of 1 lei (approximately 0.2 euros).
Shareholders are liable up to the amount of their capital contributions, applicable to small and medium-sized enterprises and start-up companies.
02. Joint Stock Company (SA - Societate pe Ac țiuni)
characteristic:
The number of shareholders is ≥ 1, and the minimum registered capital is 25000 lei (approximately 5000 euros).
Publicly issued stocks are suitable for large enterprises or entities planning to go public.
03. Branch
characteristic:
The branch offices established by foreign companies in Romania do not have independent legal personality.
Submit parent company documents and assume unlimited liability.
04. Freelancer (PFA - Persoan ă Fizic ă Autorizat ă)
characteristic:
Individual businesses with an annual income of ≤ 120000 euros are eligible for simplified taxation.
Suitable for consultants, IT freelancers, etc.
2、 Core Requirements for Romanian Company Registration
01. Requirements of Shareholders/Directors
Shareholders: At least one person, no nationality restrictions, legal or natural persons are allowed.
Director: At least one person, who can be a non resident and does not need to reside locally.
02. Registered address
Actual address in Romania is required (virtual office can be rented).
03. Registered capital
SRL: 1 lei (actual payment required).
SA：25, 000 lei (50% actual payment required).
04. Local requirements
Company Secretary: Not mandatory, but a local agent must be designated to receive government documents.
3、 Romanian company registration materials
（1） Basic documents
Company Articles of Association (Statut)
Passport or ID card of shareholders/directors (to be notarized and translated into Romanian).
（2） Proof of Registered Address
Lease contract or property ownership certificate (including company name).
（3） Other documents
Pre approval certificate for company name (applied from ONRC).
Shareholder Contribution Statement (SRL only).
4、 Romanian company registration process
Step 1: Name pre-approval (1 day)
Submit 3 alternative names on the ONRC official website to avoid duplication with existing companies.
Step 2: Draft the company's articles of association (1 day)
Drafted by a lawyer or notary office, specifying terms such as equity and business scope.
Step 3: Notarization and capital verification (1 day)
Shareholders sign and notarize the company's articles of association.
Open a temporary bank account to deposit registered capital (SA requires 50% actual payment).
Step 4: Submit registration application (1-3 days)
Upload files through the ONRC online platform and pay registration fees (approximately 50-200 euros).
Step 5: Tax Registration (1 day)
Apply for a tax identification number (CUI) and value-added tax number (VAT) from the tax bureau (ANAF).
Step 6: Open a bank account (1 week)
To submit company documents, directors need to be present in person or have a video interview. Recommended banks: BCR, Raiffeisen.
5、 Precautions for registering a Romanian company
1. Industry compliance
Specific industries (such as finance and healthcare) require additional licenses, for example:
Fintech: Approval from the National Bank of Romania (BNR) is required.
E-commerce: Comply with the General Data Protection Regulation (GDPR) of the European Union.
2. Annual declaration
Financial report: An audit report is required for an annual turnover of ≥ 350000 euros.
VAT declaration: Monthly or quarterly declaration, with a penalty of 0.1% per day for overdue reporting.
3. Labor regulations
Hiring local employees requires payment of social security (the employer bears approximately 37% of the salary).
6、 Frequently Asked Questions about Romanian Company Registration
Can non residents hold 100% of the shares?
Yes, Romania allows foreign investment to hold full control.
Do I need to work locally after registration?
No, you can rent a virtual address, but you need to designate a local agent.
Is the minimum registered capital required to be paid in?
SRL: 1 Lei symbolic actual payment.
SA: 50% (12500 lei) of the actual payment is required.
Can the company name be in English?
Sure, but a Romanian version must also be provided.
How long is the registration period?
Electronic registration: 3-5 working days.
Including bank account opening: about 2 weeks.
