Romania Company formation and Registration

Registration of a Corporation in Romania

Types of Companies / Partnerships in Romania

A Limited Liability Company (with the suffix SRL)
  • One person, legal or natural, is sufficient to set up the company.maximum of 50 shareholders.
  • A minimum registered share capital ,as defined by law is RON 200 with a minimum nominal value of RON 10 per share.
    Management is in the hands of the company's management board.
    The liability is for the amount of the capital only.

A Joint Stock Company(with the suffix SA) in Romania
  • A minimum of two natural or legal persons is required to set up the company.
  • The minimum registered share capital is RON 90,000(about EUR 25,000), with a minimal value of RON 0.1 per share, - Management is in the hands of the management board.
  • Leasing, banks and insurance companies in Romania must be registered as SA companies.
  • Unlike SRL companies, SA companies can be public companies, listed in the Romanian stock exchange.

A General Partnership (with the suffix SNC) - All the partners are jointly and severally liable for the obligations of the partnership.
- The profit from the partnership is not taxed as from a separate body.
The profits of the partnership are divided among all the partners according to their shares in the partnership, other than in instances in which the partnership agreement determines otherwise.
The partnership must be registered with Romania's National Trade Register.

A Limited Partnership(with the suffix SCS)
- The liability of the limited partner is limited to the amount of his investment in the partnership.
- At least one of the partners is liable for the obligations without any limit to the amount.

  • foreign firms are allowed to establish a branch office in Romania.
  • Branches can operate only in the same activities of their parent company.
  • Branches must have a general manager, who can be a Romanian or a foreign citizen.

Representative Office in Romania
  • Representative office in Romania can function as a first step for checking future activities in Romania.
  • The representative office is not allowed to commit in legal engagements, as a separate legal entity.

Additional requirements for Romania companies registration:

  • The shareholders must sign the by-laws documents, submitted to the trade register.The trade register provides the new company with a registration certificate which is also valid for the Romanian tax authorities.
  • SRL companies must fully pay the share capital upon incorporation, SA companies must pay 30% upon incorporation, and 70% within 12 months.
  • The cost of incorporating a company in Romania is about EUR 450.

More info: Romania National Trade Register Office.

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