Setting up a company in Romania

Romania is an emerging destination for business opportunities in Eastern Europe. With its strategic location, skilled workforce, and favorable economic conditions, setting up a company in Romania can be a lucrative venture for entrepreneurs. The country's business-friendly environment and legal framework make it an attractive choice for both local and foreign investors. In this article, we will explore the process of establishing a company in Romania and highlight the key considerations for prospective business owners.

TYPES OF COMPANIES

Romania offers several corporate forms for company registration, each with its own advantages and features. The most common types of companies are:

Societate cu Raspundere Limitata (SRL) - Limited Liability Company:

A limited liability company is the most popular choice for entrepreneurs in Romania. It offers limited liability protection to its shareholders, ensuring their personal assets are separate from the company's liabilities. An SRL requires a minimum share capital, and the liability of each shareholder is limited to their contribution.

Societate pe Actiuni (SA) - Joint Stock Company:

A joint stock company is suitable for larger enterprises and those planning to raise capital through public offerings. It requires a higher minimum share capital and allows for the issuance of shares. Shareholders' liability is limited to their subscribed capital.

KEY REQUIREMENTS FOR COMPANY REGISTRATION

To set up a company in Romania, you need to fulfill certain requirements and follow the registration process. Here are the key steps involved:

Shareholders: a company in Romania can be established with a single shareholder, who can be an individual or a legal entity. Shareholders can be Romanian residents or foreigners, and there are no restrictions based on nationality or citizenship.

Directors: a company in Romania must have at least one director. However, it is common to appoint multiple directors for larger businesses or to distribute management responsibilities.

Directors can be Romanian residents or foreigners, and there are no citizenship requirements for directors.

* Romania does not impose specific citizenship requirements for shareholders or directors. Foreign individuals and legal entities are welcome to establish and operate businesses in Romania. However, it is essential to ensure compliance with immigration laws if foreign citizens plan to reside and work in Romania.

Share Capital: The shareholders' contributions form the share capital of the company. The minimum share capital required varies depending on the type of company chosen.

Name Reservation: Choose a unique name for your company and reserve it with the Trade Register. The name should comply with Romanian naming regulations and should not infringe on existing trademarks or business names.

Registered Address: a registered address in Romania is mandatory for company registration.

Share Capital: Determine the required share capital for your chosen company type. For an SRL, the minimum share capital is typically low, while an SA requires a higher amount. The share capital must be deposited in a Romanian bank account.

Articles of Incorporation: Prepare the Articles of Incorporation, which outline the company's bylaws, shareholders' rights and obligations, and other relevant details. This document must be notarized and submitted to the Trade Register.

Registration with the Trade Register: Submit the necessary documents to the Trade Register, including the Articles of Incorporation, proof of share capital deposit, identification documents of shareholders and directors, and other required forms. Upon successful registration, you will receive a unique registration number.

Tax Registration: Register your company for tax purposes with the Romanian tax authorities. Obtain a tax identification number (CUI) and register for VAT if your company's turnover exceeds the threshold.

COMPANY'S BANK ACCOUNT

To operate your business in Romania, it is essential to open a corporate bank account. Having a local bank account facilitates financial transactions, payroll management, and compliance with local regulations. It is advisable to contact various banks to compare their services and choose the one that best suits your company's needs.

TAXATION IN ROMANIA

Romania has a competitive tax system that encourages business growth. Here are the key taxes applicable to companies:

Corporate Tax: the corporate tax rate in Romania is 16%, one of the lowest in the European Union. It is levied on the company's profit and is payable annually.

Value Added Tax (VAT): is applicable to the supply of goods and services in Romania. The standard VAT rate is 19%, with reduced rates of 5% and 9% for specific goods and services.

REPORTING AND COMPLIANCE

After company registration, you must comply with certain reporting requirements in Romania. These include:

Annual Financial Statements: Prepare and submit annual financial statements, including balance sheets, profit and loss statements, and cash flow statements. These reports must comply with Romanian accounting standards and be filed with the relevant authorities.

Tax Returns: Submit regular tax returns, including corporate income tax returns and VAT returns, according to the applicable deadlines.

Annual General Meeting: Hold an annual general meeting of shareholders to discuss company matters, approve financial statements, and appoint or dismiss directors.

WHAT IS A COMPANY REGISTRATION FEE IN ROMANIA?

The price of a company in Romania depends on many factors and will vary from case to case. To find out the total price of the company please feel free to contact us.

WHAT ISSUES MAY ARISE DURING THE REGISTRATION PROCESS?

Setting up a company in Romania can be a rewarding venture, with the country's favorable business environment and growth opportunities. At Key2Law, we understand the intricacies involved in company formation and are here to support you every step of the way.

While the process of setting up a company in Romania can present certain challenges, we are here to handle everything on your behalf. At Key2Law, our dedicated team of experienced advisors is committed to providing comprehensive support and taking care of all aspects of the registration process, ensuring a smooth and hassle-free experience for you.

From selecting a unique company name to navigating paperwork requirements and understanding compliance nuances, we will handle it all. Our experts will assemble the necessary application packages, fill out forms, and translate documents into Romanian. We will guide you through every step, ensuring compliance with all regulatory requirements and addressing any potential issues that may arise.

Take the first step towards your business venture in Romania by contacting us today. Fill in the form below, and our team will be delighted to address any questions you may have and take charge of the entire registration process. With Key2Law by your side, you can rest assured that we will handle all the complexities, allowing you to focus on your core business objectives

Let Key2Law be your trusted partner in establishing your company in Romania. Our commitment is to provide exceptional service and comprehensive comprehensive support, ensuring a seamless and successful company registration process. Leave all the work to us, and we will make your vision of a thriving business in Romania a reality.

We look forward to hearing from you and taking care of every detail to set up your company in Romania.