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by Vlad Cuc
A business in Romania can be registered by both natural persons and legal entities. Romanian companies are registered with their own bank accounts and a minimum share capital, can own their own patrimony and can set up their own management structure. At the same time, any local business must have a registered office in Romania.
A foreign company can be sole shareholder (if LLC) or the foreign company can be shareholder together with at least one other shareholder which can be legal entity or private person (if joint stock company).
Click to download our free guide to forming a Romanian Company, containing information for the setup of Romanian branches and representative offices, joint stock and SRL companies. The guide offers details on setup costs, procedures, documents and requirements. It provides information on the procedure and requirements of opening a company in Romania, the costs associated with the registration procedure, as well as on the documents that have to be submitted with each particular institution. Contact us to find out how to register a Romanian Micro-Company and pay 3% tax!
Our Romanian law firm can assist local and foreign investors throughout all the procedures related to the registration of a local business.
We will reserve a company name at the National Trade Register on your behalf;
We will draft the following documents:
- affidavits - they must be completed following the standard format, as requested by the Romanian law,
- specimen signature - it must be signed by the persons who will be company directors
- the articles of association and by-laws of your future Romanian company.
Foreign investors can open the following types of Romanian companies (structures): the Romanian SRL, the Romanian subsidiary, the Romanian branch, the Romanian representative office (liaison office). The representative office in Romania can be established only for certain types of activities; our team of Romanian lawyers can offer advice on the documents necessary to register a liaison office here.
Every type of Romanian company has its specifics and limitations. For instance, the Romanian representative office may only start marketing activities; it can’t be registered with the purpose of developing commercial operations. We recommend you to contact us before making a final decision.
When opening a company in Romania, foreign investors are not imposed with any restrictions. Thus, a Romanian company can be set up by both local and foreign shareholders and there are no nationality restrictions regarding the company’s directors. Romanian law also allows corporate shareholders and directors.
There are quite a few reasons why a foreign investor would find necessary it necessary to conduct verification of a Romanian company; the most important being:
In the opinion of our law firm the verifications of a Romanian company will have to be treated separately as there are 2 different types of verifications:
- obtaining a trade register extract (company information is public in Romania) which can show the following information: company name, address, date of registration, shareholders and directors as well as some additional information;
- obtaining the last official copy of the company’s Articles of Association (stamped by the Romanian Trade Register);
- obtaining the last filed accounts of the company, filed with tax authorities and which can be obtained through the Romanian Ministry of Finance. These records show the income of the company, profit etc. There is a very important note here: the last filed accounts can only be provided if the respective Romanian company has actually filed any accounts. Although these filings are compulsory, many companies do not file on time. Even so this is a good indication on the good standing of the respective company.
An important matter to be taken into consideration when performing a verification of a Romanian company or its shareholders:
See other related info:
NOTE: This is not intended to be a complete list of documents or a complete set of costs to set up a Romanian company . Contact us for in-depth information. Our Romanian law firm is prepared to assist foreign investors in any matter concerning the legislation regulating the activities of local businesses.
Enescu & Cuc is a Law Firm with affiliates all over the world. We salute our latest partnership with CompanyFormationNetherlands.com, the provider on best guide on how to set up a company in Netherlands.