Limited Liability Company Romania – SRL

The private limited liability company is the most commonly used business form. Our incorporation specialists assist those who are opening an SRL company in Romania.

Quick Facts
Minimum share capital when you open a SRL company in Romania	RON 500
Minimum number of shareholders	1
Number of directors	1
Mandatory residency requirements	No
Local director required in Romania (Yes/No)	No
Time frame for the incorporation (approx.)	1 week
Corporate tax rate in Romania	Standard corporate income tax of 16% Qualifying small companies can apply for a taxation regime of 1% on revenue
Dividend tax rate	16% on dividend distributions to natural persons
VAT Rate in Romania	Standard 21% rate and a reduced rate
Number of double taxation treaties (approx.)	90
Annual meeting required	Yes
Accounting and filing requirements	Quarterly tax compliance, and a yearly tax calculation, declaration and payment
Foreign-ownership allowed for those who open a SRL company in Romania	Yes, full foreign ownership of a SRL is permitted in Romania
Tax exemptions or incentives	The micro-company regime for qualifying SRLs
Additional licenses when you open a SRL company in Romania	Issued by the relevant state authorities, according to the business field in which the SRL will activate

What are the characteristics of the SRL?

The SRL is the Romanian equivalent of the private limited liability company. It is defined by the following:

• It is a legal entity, separate from its founder(s);
• It can enter into agreements in its own capacity, sue and be sued;
• It can be incorporated by only one shareholder (natural or legal person) and can have one director;
• There are no restrictions on nationality. Foreign investors can freely open and own 100% of a limited liability company in Romania.

Are there any mandatory requirements for the SRL?

Yes. The following must be observed when opening a limited liability company in Romania:

• The company is duly registered with the National Trade Register Office;
• The required minimum share capital is RON 500 or EUR 100;
• The business must have a registered office based in Romania. A virtual office can also be used;
• The name of the company must not infringe on any existing ones;
• The company will have a corporate bank account, opened with a bank branch in Romania.

What steps are required to open a limited liability company in Romania?

Investors who wish to open a Romanian limited liability company must follow several key steps. Our team summarizes these below:

• Reserve the company name: each company is required to have a unique name; investors can reserve a preferred name (if available) for 3 months, with the possibility to extend this period;
• Determine the company’s objective: the SRL will have one main company objective, as per its corresponding NACE code, and as many secondary ones as the investors see fit;
• The company’s office and capital: each SRL needs to be based at an address in Romania, the address will be public; it must also have a minimum share capital;
• Draw up the constitutive documents: the company is established based on its Articles of Association, the documents that include all the aforementioned details, as well as details about the shareholding structure and the shareholders’ personal details;
• Register the company: once all the documents are complete (the constitutive documents and others), the company can be registered with the National Trade Register Office; it will then receive a Trade Register number and a unique registration code.

What documents are required to open an SRL in Romania?

To incorporate an SRL company in Romania, the following documents and information are required:

•    The shareholders’ personal information: full name, place and date of birth, residence, and nationality;
•    The general manager is responsible for the management and running of the company, individuals, or legal persons;
•    The company’s name and registered office;
•    The nature of the business in which the proposed company will be engaging, specifying the principal field of activity and secondary commercial activities;
•    Data regarding the percentage of profits and deficit for each associate/shareholder;
•    The information referring to the subscribed registered capital by each shareholder, the number and nominal worth of shares, and the number of shares subscribed to each shareholder for his/her part.

You can watch the following video for information on the SRL company in Romania:

How is the SRL taxed?

A private limited liability company in Romania is subject to taxation on its worldwide income. The following tax rates apply:

• 16% standard corporate income tax rate or 1% on revenue for qualifying micro-companies (see below for more details);
• 10% withholding tax payable on dividends paid to a non-resident company unless a double tax treaty influences this rate. Romania has signed approximately 90 tax treaties with countries worldwide;
• 21% standard VAT rate, with one reduced rate of 11%. VAT registration is mandatory for companies with a turnover of more than RON 300,000 per year. Voluntary registration is also available.

A SRL is subject to the micro-company taxation regime when:

• It has an annual turnover below EUR 100,000;
• It has at least one employee and has a maximum turnover value– in this case, it is subject to the 1% rate on its revenue.

All corporations in Romania are subject to filing and payment requirements and must work with an accountant who prepares the financial statements by following the locally applicable accounting principles.

Contact us for more information. We can help you start a limited liability company in Romania in 2026.

by Cristian Darie