Company formation in Romania,
handled from abroad.

Not for the incorporation itself. You sign the constitutional documents where you are, and we attend to everything that must be done in Romania: the filings, the correspondence with the Trade Register and the tax registration. Because we act for you under a legal assistance contract, there is no notarised power of attorney to obtain in your own country and nothing to legalise or courier for that purpose. The one stage at which a foreign director's presence is ordinarily required is the bank. We lodge the account documentation and the initial application, but the bank will generally require the director to attend in person to complete the final documents and to have mobile banking configured. We tell clients this at the outset rather than after they have instructed us.

Most matters complete within four to seven business days of instruction. We prepare the constitutional documents within one to two business days and send them to you for signature; the file is lodged with the Trade Register on the same day the signed documents are returned to us; and the Register then examines and approves the file within three to five business days. The Register's processing time is outside our control and is the only part of the timetable we cannot compress. Opening the bank account is a separate exercise which runs on the bank's timetable and, for foreign directors, depends on arranging a short visit to the branch.

There are three figures, and only one of them is a lawyer's fee. The Trade Register charges a state fee for the registration of a standard SRL, which is fixed by law and passed on to you at cost. Our own fee starts at €500 and is agreed in writing before we begin. The share capital, currently a minimum of RON 500 for newly incorporated companies, is not a cost at all: it is paid into the company's own account and remains available to the business once registration completes. Our fees are set out in full on this page, before you instruct us rather than afterwards.

Yes. There is no requirement for Romanian participation in the shareholding of an SRL, and no restriction on foreign shareholders whether they are individuals or companies. A single non-resident individual may hold the entire share capital and serve as sole director. Shareholders from outside the European Union are subject to the same company law regime; the distinction arises not in the ownership of the company but in immigration matters, if the shareholder intends to live or work in Romania.

Not in order for us to act for you. You sign the constitutional documents yourself, and as your lawyers we attest to your identity, to the content of the documents and to the date of signature, which is what dispenses with the need for a notary. No notarised power of attorney need be obtained in your own jurisdiction for the purposes of the filing. This is the principal reason why matters handled by a law firm complete materially faster than those handled by a formation agent. The position differs where the shareholder is a foreign company: the extract from its home commercial register must be legalised, apostilled and translated into Romanian by an authorised translator. We will tell you exactly what to request from your registry and we arrange the certified translation here.

If you are investing in your own name, we require a valid identity document and a document evidencing your residential address, from each shareholder and from each person to be appointed as director. If the shareholder is a company, we additionally require a recent extract from its home commercial register showing the shareholders and their respective shareholdings, together with the directors and the scope of their authority to represent the company, legalised, apostilled and translated into Romanian. Everything else is prepared by us.

Only in part. We prepare and lodge the account documentation and the initial application, and we deal with the bank throughout. What we cannot do for you is the final step: Romanian banks generally require a foreign director to attend in person to sign the final documents and to have mobile banking configured, because the security credentials are issued to the director personally. The visit is short and can usually be arranged for a single day, and we accompany you to the branch. Some banks are more flexible than others and the position changes, so we will tell you what to expect at the bank we recommend for your circumstances. Note also that share capital must be deposited before registration, which is a separate and simpler step, and that the company's operating account is opened only after the company exists.

No. A Romanian SRL may be managed by a director who is neither resident nor a Romanian national, and that director may be the sole shareholder. What the company does require is a registered office in Romania, which is a separate matter and one we can arrange for you.

For companies incorporated from the end of 2025 onwards, the minimum share capital is RON 500, approximately €100, and it must be paid up. Separately, legislation adopted in 2025 requires existing companies whose net turnover exceeds a statutory threshold to increase their share capital to RON 5,000 within a set period. If you expect the company to grow beyond a modest turnover, it is worth capitalising it appropriately at the outset rather than making a further filing later. We will advise on the position applicable to your circumstances when we take instructions.

Every Romanian company must have a registered office in Romania, at which it is deemed to receive correspondence from the authorities. It must be evidenced to the Trade Register by a lease, a loan-for-use agreement or proof of ownership, together with the landlord's consent where required. Founders who have no address in Romania ordinarily take a registered office from a professional provider. We provide one in Bucharest as part of our Business and Complete packages, prepare the accompanying documentation ourselves, and notify you when post is received.

The principal recurring cost is accountancy, which for a small company with modest activity is ordinarily modest and quoted monthly by the accountant. Beyond that, the recurring costs depend on the tax regime you select and on whether the company employs staff. A company taxed under the micro-enterprise regime must have at least one employee, which brings salary and contribution costs. We are not accountants and do not provide tax compliance services, but we will explain the choices before the company is registered, so that you are not confronted with them afterwards, and we can introduce you to an accountant.

A small company may qualify for the micro-enterprise regime, under which tax is charged on turnover rather than profit, provided it stays below the statutory revenue ceiling and satisfies the employment condition. Companies that do not qualify, or that exceed the ceiling, pay corporate income tax on profit at the standard rate. Dividends distributed to shareholders are subject to withholding tax, and Romanian health contributions may also apply to individual shareholders above a statutory threshold. Both the ceiling and the rates have changed repeatedly in recent years, so the position should be confirmed for the year in which you incorporate.

Registration becomes compulsory once turnover exceeds the statutory exemption threshold, and the application must be made promptly upon exceeding it. Voluntary registration before that point is possible and is often sensible where the company's customers are themselves VAT-registered businesses, or where it will incur significant Romanian input VAT. Registration is a separate procedure from incorporation and is not included in our formation fees. Companies engaged in intra-Community transactions have further obligations irrespective of the domestic threshold.

CAEN codes describe the activities a company is authorised to carry on and are declared to the Trade Register at incorporation. A company should declare a principal activity and as many secondary activities as it genuinely intends to pursue, since operating outside the declared codes creates difficulties with banks, with counterparties and on inspection. Declaring an implausibly wide range is equally unhelpful. We advise on an appropriate selection when we take your instructions, and adding codes later is a straightforward filing.

Romanian law requires companies to declare the individuals who ultimately own or control them, to a central register maintained for anti-money-laundering purposes. The declaration is made at incorporation and must be updated when the underlying position changes. Where the shareholder is itself a company, the declaration looks through the corporate structure to the individuals behind it. We prepare and file the declaration as part of the incorporation.

A company with no trading activity still exists and still has obligations: it must file accounts and returns, maintain a registered office and keep its Trade Register entry current. Failure to file can lead to fines and, in time, to the company being declared fiscally inactive or struck off. If you are establishing a company for a project that will not begin immediately, say so at the outset, so that we can discuss whether incorporating now is the right decision.

By voluntary dissolution and liquidation, a procedure conducted through the Trade Register that requires the company's affairs to be settled, its tax position cleared and its assets distributed before it can be removed from the register. It is more involved than incorporation and takes several months. We mention it here because founders rarely ask about it before incorporating, and it is a reason to consider whether a Romanian company is the right vehicle rather than a branch or a representative office.

The SRL is the appropriate vehicle for the great majority of foreign founders, and it is what we recommend unless something in your circumstances points elsewhere. A joint-stock company suits businesses that need to issue shares to investors or that will be subject to a regulatory regime requiring that form. A branch or representative office may be preferable where the object is to extend an existing foreign business into Romania rather than to create a separate entity. We advise on the choice at the first conversation, before any fee is incurred.