Legal steps to establish a company in Romania

The most important thing to consider when launching your own company in Romania is what type of enterprise suits the activity to be carried out.

The most popular choice is a Limited Liability Company (SRL), considering that the taxes are quite low, respectively 3% tax on revenue or 1% if you have at least one full time employee. Also, this type of company offers you the possibility to carry out several types of activities.

Another choice is the Authorized Natural Person (PFA) which is a solo enterprise with higher taxes than the SRL and no limitations on the entrepreneur’s liability, but easier to manage corporate wise.

And of course The joint stock company (SA), with the assumption that the enterprise is in another stage in terms of development.

In order to fulfill all the procedures according to Romanian legislation for establishing a Limited Liability Company (SRL), the presence of the shareholder / shareholders is not particularly necessary. The procedure can be carried out/filed by an authorized agent/representative based on the legal assistance agreement.

The file to be submitted to the National Trade Register is quite extensive and should contain, among others:

  1. Articles of incorporation;
  2. Lease agreement for the headquarters;
  3. Declaration which the shareholder/director will sign in front of a public notary in the country of residence– these declarations state that the sole shareholder does not have any debts, has not been convicted for financial crimes, has not been subject to the insolvency procedure in Romania;
  4. Specimen of signature and declaration from company founders;
  5. Corporate account.

After submitting the application in front of the competent authority in Romania (National Trade Register), the request will be analyzed and the solution will be available  in 3 working days. If the filed documents present any concern, the solution will be postponed for 15 days.

 

Take into consideration that in order to open a current bank account in Romania (after the incorporation) the presence of the director of the company is mandatory. Moreover, a NIF (Fiscal Identification Number) must be obtained in order to open the current bank account.

As for the residency procedure, after establishing the company in Romania a series of documents are to be submitted to the General Inspectorate for Immigration.

Regardless of whether the founder of the company is a European or non-European citizen, a specific procedure must be performed in front of the Immigration Authority.

Nevertheless the process of establishing a SRL in Romania calls for multiple mandatory procedures that can further determine the overall practicality of the business itself. To benefit from professional assistance during every stage of the company creation mechanism guarantees final positive results and, most important, financial security.

Catalina Nichita – Junior Associate

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