Romania Company Formations

Romania Company Incorporation

A limited liability company is a company formed by no more than 50 shareholders. The registered share capital of a limited liability company cannot be less than 200 RON (Romanian LEU). The registered share capital of a limited liability company is normally divided into shares with a registered value 10 RON. Shares cannot be freely traded, making limited liability companies similar to what are known as private limited companies in other countries.

The Articles of Incorporation of the Societate cu raspundere limitata (Srl), limited liability company will include:

  • the full name, place and date of birth, domicile and citizenship of directors;
  • the name, registered office and nationality of the shareholder, if a legal person;
  • the objects of the company;
  • the subscribed and paid in registered capital; the number and nominal value of shares as well as the number of shares subscribed to each shareholder;
  • the share of profits and loses for each shareholder;
  • the duration of the company;
  • the methods of dissolution and liquidation of the company.

Decisions are made by majority vote in the General Meeting of the Shareholders (1 share = 1 vote). Decisions involving changes in the constitutive documents must be agreed by all shareholders if these documents do not state otherwise.

Limited liability companies may also be formed by a sole shareholder.

The majority of companies registered in Romania, whether domestic or foreign-owned, are limited liability companies. A limited liability company is known as a SRL Societate cu raspundere limitata and incorporated according to the Romanian Law 31/90.

Registration of Commercial Companies

The institution that handles company registration in Romania is the National Office of the Trade Registry.

Within 15 days from the date of authentication of the Articles of Incorporation, the founders or the administrators of the company will request the incorporation of the company in the Commercial Registry in the area where the head office of the company will be located.

The incorporation application shall be accompanied by:

  • the Articles of the Incorporation of the company;
  • the proof of the transfer of the money according to the Articles of Incorporation;
  • the documents concerning the ownership over the distribution in kind;
  • the documents attesting the operations concluded in the company’s account and approved by the partners;
  • the statement on their own responsibility of the founders, administrators and auditors showing that they fulfil the conditions stipulated by the Law No/.31/1990, republished;
  • the self responsibility statements on the fact that the legal conditions for functioning are known and complied (standardized statements)

The judiciary, through a delegated judge, exercises the control over the legality of the documents and of the deeds which, according to the law, are going to be registered with the trade register, including the request for registration of the companies.

In cases where the legal requirements are fulfilled, the delegated judge shall authorize, by way of decision, the setting up of the company and will order its incorporation with the trade register.

The registration period provided by the law for registering companies is 3 days from the day the request has been submitted. In the same period the trade register office issues the registration certificate containing the unique registration code.

Romania Srl Company Formation

  • Reserving the company name at the Trade Register
  • Drafting the by-laws and Articles of Association
  • Drafting the affidavits
  • Appearance before the Trade Register judge for the incorporation
  • Preparation of Company Registration Forms
  • Drafting and signing the Memorandum and Articles of Association
  • Filing documents with The Trade Register office
  • Certificate of Incorporation
  • Obtain Certificate of Registration
  • Drafting the Power of Attorney required for the setup of the company
  • Bank account and representation at the bank for the procedure
  • Appointment of Directors
  • Minutes of Board Meeting
  • Share Certificates
  • All documents and certificates supplied in a professional folder
  • Delivery of documents by FedEx / DHL

Corporate administrative services include the following:

  • Provision of the Registered Office and Registered Agent in Romania
  • Compliance with local domicile requirements
  • Ensuring your Company is kept in good standing through payment of Annual Government Fee and filing of

Romania Company Name

We check that your Romania company name is acceptable and is not already incorporated with the Romania Companies Registry.

Company Incorporation Documents

Once incorporated we provide a set of corporate documents for your Romania company which, includes the Certificate of Incorporation, Memorandum of Association the Articles of Association, first minutes and share certificates. Copies of the company incorporation documents are sent via email and the originals from the companies registry are sent to you in a corporate folder.

Registered Office

Your Romania company must have a registered office, which must be a physical address in Romania. The registered office is where documents may be legally served on the company. we provide this registered office service in Romania.

Company Directors and Shareholders

  • Directors and Shareholders may be of any nationality
  • The names of directors and shareholders are filed at the companies registry
  • There is no requirement to appoint a Romania resident director
  • The shareholders of the Romania company can be either corporations or individuals

To start the incorporation of your Romania company we initially only require, the proposed company name, details of the company directors, shareholders and the proposed activities.

Romania Company Formations

We can incorporate your Romania company, according to your specifications, please click "Incorporate Now" for our fees and a timescale.

Ask System Day
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Romania fees to Incorporate
  • Time - 5 to 7 days to incorporate your Romanian company
  • Company Formation - £1740
  • Registered Office fee - £900
Romania Advantages
  • Directors - only 1 director of any nationality is necessary for your company
  • Shareholders - only 1 shareholder is required
  • Share Capital - the minimum share capital requirement is 200 RON/€50
  • Registered Office - your company requires a registered office in Romania, which we can provide
  • Support - using our 20 years experience we guide you throughout every step of the company formation process