Corporate Secretarial Services Romania
Ongoing legal compliance for your Romanian company — handled entirely by us.
Annual filings, Trade Register amendments, beneficial ownership updates, shareholder resolutions, and capital monitoring — we manage every recurring legal obligation so your team can focus on the business.
Available as an annual retainer or per individual operation at a fixed fee.
Recently incorporated? See our company incorporation service.
Romanian compliance failures now carry real consequences.
Since 1 January 2026, Law No. 239/2025 introduced stricter enforcement for corporate non-compliance. Missing a deadline can trigger fiscal inactivity, dividend restrictions, or automatic dissolution.
Fines for failing to restore net assets when they fall below 50% of share capital.
Miss the financial statement deadline by this margin and ANAF declares your company fiscally inactive.
If a fiscally inactive company is not reactivated within one year, the Trade Register initiates automatic dissolution.
Based on Law No. 239/2025 (Fiscal Package 2), effective 1 January 2026.
Predictable compliance — one annual fee.
Every package includes full legal handling by a licensed Romanian attorney. Government fees are invoiced separately at cost, with zero markup.
Core corporate housekeeping — records, filings, deadlines, governance documentation, and 2 routine Trade Register operations per year.
+ government fees at cost
What's included
- Maintenance of corporate records
- Compliance health check on transition
- Year-end formalities — AGA notice, minutes, accounts approval
- Deadline reminders (2 months before each filing date)
- General corporate secretarial advice
- 2 routine Trade Register operations per year
- Additional operations at €350 each
Everything in Scope, plus 5 routine Trade Register operations per year and quarterly compliance reports.
+ government fees at cost
Everything in Scope, plus
- 5 routine Trade Register operations per year
- Director change or mandate renewal
- Registered office address change
- UBO declaration update
- Quarterly compliance status reports
- Additional operations at €350 each
Total coverage — unlimited routine operations, registered office in Bucharest, and a full compliance audit to start.
+ government fees at cost
Everything in Enhancement, plus
- Unlimited routine Trade Register operations
- Registered office in Bucharest (12 months)
- Initial compliance audit with written report
- Priority handling on all filings
What we cover — Trade Register and beyond.
We handle every recurring legal obligation for Romanian companies. Below is a summary — for a detailed breakdown of every Trade Register operation, see our complete Trade Register guide.
Trade Register Amendments
Company name changes, registered office relocation, activity code updates (including CAEN Rev 3 reclassification by 25 September 2026), director appointments, share transfers, capital increases, and all other statutory filings.
Shareholders & Capital
Share capital increases (mandatory for SRLs with turnover above RON 400,000), share transfers with ANAF fiscal clearance, admission or withdrawal of shareholders, and beneficial ownership (UBO) declarations.
Annual Financial Statement Filing
Coordination with your accountant and submission to the Ministry of Finance within the 150-day deadline. Non-submission within 5 months triggers fiscal inactivity under Law 239/2025.
Corporate Governance
Drafting shareholders' resolutions, AGA minutes, board decisions, statutory registers, and corporate records. Properly documented governance for audits, M&A, and regulatory inspections.
Net Asset Monitoring
If net assets fall below 50% of share capital: dividend restrictions apply, shareholder loan repayments are blocked, and fines of RON 10,000–200,000 can follow. We monitor and act before penalties apply.
ANAF & Tax Registration
Micro-enterprise to CIT transitions, VAT registration or deregistration, secondary work point tax registration (new from 2026), and all fiscal vector changes. Verify any company's fiscal status →
Two ways to work with us.
Per Operation
You need a specific change — a share transfer, a capital increase, a new director. You contact us, we quote a fixed fee, we execute the filing, you receive the updated documents. No ongoing commitment.
Best for: companies with infrequent changes, one-off transactions, or specific urgent filings.Annual Retainer
We become your company's external compliance function. Corporate records, governance, filings, deadline management, and routine Trade Register operations — all covered under one predictable annual fee.
Three packages: from €1,000/year (Scope) to €2,400/year (Complete). Best for: foreign-owned companies, holding structures, entities with frequent changes, or companies preparing for M&A or audit.Built for foreign-owned companies operating in Romania.
Our corporate secretarial clients typically share one or more of these characteristics: shareholders based outside Romania, no in-house legal team in Bucharest, limited familiarity with Romanian Trade Register procedures, or a need to maintain clean records for audits and transactions.
Corporate secretarial handled by lawyers, not administrators.
Many accounting firms offer "corporate secretarial" as an add-on. The difference: when a filing requires legal judgment — interpreting a new regulation, assessing whether a capital event triggers a mandatory disclosure, structuring a resolution to protect minority rights — you need a lawyer. Our team combines daily familiarity with the Trade Register and ANAF with the legal expertise to advise when a routine filing has strategic implications.
Frequently Asked Questions
Can I use your services without a retainer?
Yes. Every service is available as a standalone, fixed-fee engagement. You contact us, we quote the fee including government costs, we execute the filing, and you receive the updated documents. No ongoing commitment required.
What counts as a "routine operation"?
Routine operations include director change or mandate renewal, registered office address change, simple corporate power of attorney, director or shareholder data update, and UBO declaration update. Complex operations — share capital changes, share transfers, mergers, or dissolutions — are quoted separately at a fixed fee.
What happens if financial statements are filed late?
Fines of RON 2,000–5,000 for late filing. If the statements are not filed within 5 months of the legal deadline, ANAF declares the company fiscally inactive — restricting VAT deductions, blocking Trade Register changes, and starting a 12-month clock toward automatic dissolution.
Can an expired director mandate cause problems?
Yes. An expired mandate means the company has no valid legal representative. This can block Trade Register filings, bank transactions, and contract signing. It can also trigger fiscal inactivity. We renew the mandate and update the Trade Register.
When is the CAEN Rev. 3 deadline?
25 September 2026 for all existing companies. We review your current classification, map to Rev. 3, and file. If you need other amendments at the same time, we bundle everything into one filing to save time and government fees.
Keep your Romanian company compliant — without the complexity.
Need a single filing or a full compliance retainer? Start with a free compliance audit — we review your current status and deliver a written report within 5 business days.
Or email us at alin.mihai@mihaiattorneys.com — we respond within 12 hours.
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