The cost of establishing a company in Romania, and what the legal fee represents
Foreign founders enquiring about the cost of company formation in Romania are usually working from several figures, none of which agree. The discrepancy is rarely a matter of candour. It arises because three distinct payments, which differ in character, destination and legal effect, are habitually presented as a single sum. Only one of them is a cost in the ordinary sense.
This note separates them, and explains what the third of them represents. It is addressed to founders and in-house counsel outside Romania who require a figure capable of being put before a board and defended.
The three payments
The Trade Register fee. This is fixed by statute. It is payable in the same amount whether the file is prepared by a corporate law firm in Romania or lodged by the founder personally, and it is the smallest of the three sums. We treat it as a disbursement and pass it on at cost, at present approximately €30. It cannot be reduced, and it should not attract a professional margin.
The share capital. Following the reform in force since the end of 2025, the statutory minimum for a limited liability company is RON 500, approximately €100, with a higher threshold of RON 5,000 applying to companies expected to exceed the turnover ceiling prescribed by the legislation. The sum is paid into the company's own account and remains at its disposal from the first day of trading. It is a capitalisation, not an expense, and a budget treating it as a fee is constructed on a false premise.
The legal fee. This is the only figure that varies, because it is the only one that corresponds to work performed. Ours begins at €500 for a straightforward formation, is fixed, and is agreed in writing before any work is undertaken.
| Payment | Recipient | Amount |
|---|---|---|
| Trade Register fee | The State | approx. €30at cost |
| Share capital | The company | from RON 500approx. €100 |
| Legal fee | Counsel | from €500fixed |
Before anything else
Have a name in mind?
We will check it against the Trade Register and reserve it on your behalf. There is no charge and no obligation to instruct us.
Request received
We will come back to you with the availability of the name.
What the legal fee represents
Where a formation agent has quoted a materially lower figure, the comparison is not between two prices for the same service. It is between two different services, and the distinction is worth examining before an instruction is given.
The decisions taken before anything is drafted. Establishing a company in Romania requires a sequence of decisions whose consequences outlast the formation itself. The choice between a limited liability company, a joint stock company, a branch and a representative office is a question of liability, governance and exit rather than of filing convenience, and is examined in our note on the vehicles available to foreign investors. The shareholding structure determines the position of the parties at the point at which they cease to agree. The objects of activity adopted at formation determine what the company may lawfully invoice, a matter addressed in our note on the amendment of CAEN codes. The tax regime under which the company will operate is a choice exercised at formation, and one the founder should make on an informed basis rather than discover afterwards. The position of the director under Romanian company law determines where personal exposure lies if the company's obligations are not met.
These are matters on which a founder is advised. They are not matters on which a form is completed. A formation agent is not in a position to advise on any of them, and in the ordinary course does not purport to.
The documents. The constitutional documents of a limited liability company are executed under private signature. No notarial form is required in the ordinary case. What they must do is give effect to the decisions described above, accurately and in terms the registrar will accept, rather than reproduce a template drafted for a different company.
The lodging of the file. This is where the practical difference becomes most visible to a founder abroad. On the basis of the legal assistance contract, counsel issues an împuternicire avocațială, the professional authority to act, and lodges the file with the Trade Register in that capacity. The founder's only act is signature. He does not attend, does not appear before any authority and does not conduct correspondence with the registrar; nor is a separate notarised power of attorney required for the purpose.
A formation agent has no equivalent authority and cannot lodge in its own right. The consequence is one of two arrangements, both familiar to anyone who has been through the process. Either the founder, or a director, must attend personally in order that the file may be lodged. Or the documents are sent to the founder abroad, signed, and returned by post, so that the lodging appears to be made by the director himself. The second arrangement is the more common where the founder is overseas, and the time it consumes is measured in weeks rather than days, almost all of it spent in transit rather than in work.
What follows the lodging. Where the registrar raises an objection, as registrars periodically do, it falls to be answered. Counsel answers it as the founder's representative. An agent, ordinarily, returns it to the founder, and the sequence begins again.
Requirements arising for founders established abroad
For a founder with no Romanian address, the formation alone is seldom sufficient. Two further requirements arise immediately.
The company must have a registered office in Romania, which requires a lease or an owner's consent in a form the Trade Register accepts, together with an address capable of receiving correspondence from the authorities. The mechanics are set out in our note on registered office addresses. Our second fee level, fixed at €900, includes a registered office in Bucharest for twelve months.
The company must also hold a bank account, and the period allowed for opening one is short. Failure is not an administrative irregularity; it leads to fiscal inactivity, the cancellation of VAT status and, in due course, dissolution, as explained in our notes on bank account opening for a Romanian SRL and on fiscal inactivity and reactivation. Where the shareholders are non resident, banks apply their own onboarding requirements, and the exercise is better managed than attempted repeatedly from abroad. Our third fee level, fixed at €1,400, covers that onboarding in full, together with one hour of legal advice each month during the first year.
Each level, and what it comprises, appears on our company formation page.
The cost that appears in no quotation
A fourth figure exists. It is frequently larger than the other three combined and is never budgeted for, because it is the cost of correcting a structure established incorrectly.
A company whose objects of activity do not extend to its intended business cannot invoice for that business until they are amended. A shareholding adopted without consideration becomes expensive to unwind once a second shareholder has an interest in resisting. A tax regime adopted by default rather than by choice is not always capable of being changed when the founder would wish. A director appointed without regard to Romanian company law carries an exposure of which he was never advised. A beneficial ownership position never properly declared, a matter addressed in our note on the beneficial owner declaration, emerges when a bank or a counterparty requires it, which is seldom a convenient moment.
A material part of our corporate practice consists of remedying formations carried out inexpensively by advisers whose engagement concluded on the day the file was lodged. The remedial work costs more than the original exercise would have done, and the commercial consequences of the interruption are commonly greater than either.
Instructing us
The founder's part in the exercise is confined to two things: telling us what the company is intended to do, and signing. Advice on the structure, the objects of activity and the tax regime, the drafting of the constitutional documents, the lodging of the file under our professional authority, dealings with the registrar and the delivery of the resulting documents are ours.
We will verify the availability of a proposed company name at the Trade Register and reserve it, at no charge and without any obligation to enter into a legal assistance contract with us. Where a figure is required for a particular structure, we will provide a fixed fee in writing, with the Trade Register fee shown separately at cost. Further detail on each level of engagement appears on our company formation page.
This note is a general statement of Romanian law as at 22.10.2026. It does not constitute legal or tax advice, and no lawyer–client relationship arises from reading it. Fees, statutory thresholds and State charges are subject to change, and the current position should be confirmed before any figure is relied upon.
