Built by Mihai Attorneys — licensed Romanian corporate lawyers helping foreign founders incorporate and run companies in Romania.
Updated March 2026

Romania Entity Selector Quiz 2026

Answer 5 quick questions and discover whether an SRL, PFA, or S.A. is the right legal structure for your business in Romania. Updated with all 2026 tax and corporate law changes.

SRL — Limited Liability1% micro tax · RON 500 capital · 90% of companies
Most Popular
PFA — Sole Trader10% income tax · No capital · Unlimited liability
Simplest
S.A. — Joint Stock16% profit tax · RON 90,000 capital · For investors
Enterprise

5 questions, 30 seconds

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2026 legislation

Micro 1% cap at €100K, dividend tax 16%, new capital rules

Built for foreigners

Residency, remote setup, attorney power of attorney — covered

Side-by-side comparison

Full comparison table with every metric that matters

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Answer each question — we'll recommend the best structure

Question 1 of 5

Full Comparison — SRL vs PFA vs S.A. (2026)

CriterionSRLPFAS.A.
Legal personalityYesNoYes
LiabilityLimited to capitalUnlimited personalLimited to shares
Min. share capitalRON 500 (~€100)NoneRON 90,000 (~€18,000)
Owners / shareholders1–501 natural person2+ (no max)
Employees allowedUnlimitedMax 3Unlimited
Micro regime (1%)Yes (< €100K + 1 employee)NoNo
Corporate tax16% on profitN/A16% on profit
Income tax (PFA)N/A10% on net incomeN/A
Dividend tax16%N/A16%
CAS (pension)Employee: 25%25% if > 12 min. wagesEmployee: 25%
CASS (health)Employee: 10%10% (min 6, max 72 wages)Employee: 10%
VAT thresholdRON 395,000RON 395,000RON 395,000
Statutory auditNot mandatory*NoMandatory
Non-EU founder (remote)YesNo — needs residence permitYes
Setup time1–2 weeks1–2 weeks2–4 weeks
Setup cost (via Mihai Attorneys)From €500From €300From €2,000
Best for90%+ of foreign foundersSolo freelancers in RomaniaInvestors, IPO, regulated sectors

* SRL audit is mandatory if two of three criteria are met: assets > RON 16M, revenue > RON 32M, employees > 50.

Key 2026 Changes Affecting Entity Choice

Micro regime simplified to 1% only (3% rate eliminated). Threshold reduced to €100,000. Dividend tax increased to 16%. New SRL capital: RON 500 min, RON 5,000 if turnover > RON 400K. PFA health insurance cap raised to 72 minimum wages. Bank account mandatory within 60 days of SRL incorporation.

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Frequently Asked Questions

Can a foreigner open an SRL in Romania without living there?+
Yes. There are no residency or citizenship requirements for SRL shareholders or administrators. The entire process can be completed remotely via attorney power of attorney (împuternicire avocațială) under a legal assistance contract — no notarised power of attorney is needed. Your attorney handles Trade Registry filing, ANAF registration, and bank account opening on your behalf. Setup takes 1–2 weeks and starts at €500 with Mihai Attorneys.
Can a non-EU citizen open a PFA in Romania?+
No, unless they already have a valid Romanian residence permit. Under OUG 44/2008, only Romanian citizens, EU/EEA citizens, and non-EU nationals with legal residence in Romania can register a PFA. If you don't live in Romania, an SRL is your only practical option — and it offers better liability protection and tax treatment (1% micro) anyway.
What is the effective tax rate for an SRL Micro in 2026?+
The SRL pays 1% tax on revenue (not profit). When the owner distributes dividends, an additional 16% dividend tax applies on the distributed amount, plus CASS 10% if total annual income exceeds certain thresholds (6/12/24 minimum gross wages). For revenue of €50,000 with 60% distributed as dividends, the total effective tax rate is approximately 17–19%, which remains among the lowest in the EU.
What are the PFA tax thresholds for CAS and CASS in 2026?+
CAS (pension, 25%): Optional if net income < 12 minimum wages (RON 48,600/year). Fixed on 12 wages if income is 12–24 wages. Fixed on 24 wages if income > 24 wages (RON 97,200). CASS (health, 10%): Minimum on 6 wages (RON 24,300/year = RON 2,430 tax). Actual 10% if income is 6–72 wages. Capped at 72 wages (RON 291,600 = RON 29,160 max). CASS is deductible from the PFA income tax base since 2024.
When should I choose an S.A. instead of an SRL?+
Only in specific cases: raising venture capital or private equity (S.A. allows issuing tradable shares), planning an IPO on the Bucharest Stock Exchange (BVB), or operating in regulated sectors that legally require an S.A. (banking, insurance, investment funds). For all other situations — including startups, freelancing, e-commerce, IT services, and consulting — the SRL is simpler, cheaper, and offers the 1% micro tax advantage that the S.A. cannot access.
Can I convert a PFA into an SRL later?+
Yes. Since October 2024, Romanian law explicitly allows PFAs, Individual Enterprises (II), and Family Enterprises (IF) to convert into SRLs through a formal procedure at the Trade Registry. This is useful if your business outgrows the PFA structure (e.g., you need more than 3 employees or want liability protection). Contact us for assistance with the conversion.
Do I need a Romanian bank account?+
For SRLs: yes, mandatory within 60 business days of incorporation (Law 239/2025). Fines for non-compliance: RON 3,000–10,000. For PFAs and S.A.s: strongly recommended but the 60-day deadline applies specifically to SRLs. We assist with bank account opening at major Romanian banks as part of our incorporation packages.
What is the new SRL share capital requirement for 2026?+
From 1 January 2026: new SRLs require minimum RON 500 (~€100) share capital at incorporation. If annual turnover exceeds RON 400,000 (~€80,000), the share capital must be increased to RON 5,000 (~€1,000) by the end of the following financial year. Existing SRLs with the old RON 200 capital are unaffected unless they exceed the turnover threshold. See our full guide on the capital increase.

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This quiz is for informational purposes only and does not constitute legal advice. Always consult a licensed attorney for your specific situation.
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