· Updated · Cristian Darie · Law · 7 min read

Steps to Open a Romanian Company

The steps to open a company in Romania: name and legal form, registered office, articles of association, share capital and Trade Register filing.

Steps to Open a Romanian Company

Entrepreneurs who decide to start their own business have to follow a set of mandatory steps for registering the company with the Trade Register. Our team can offer complete services to set up a company if you need specialized assistance during these stages.

We provide a platform - LaRegistru - with which you can set up your company online.

Here are the stages of starting a business in Romania:

  • Reservation of company name: For this step entrepreneurs are advised to prepare three different names.
  • The choice of the object of activity: the main activity and secondary activities of the firm are chosen according to the CAEN Rev. 3 classification (the Romanian version of NACE), which has applied since 1 January 2025.
  • Choosing the type of company: Entrepreneurs can set up a SRL, a SRL-D, and those who are interested in setting up PFA can benefit from a slightly shorter process than in the case of a company establishment.
  • Choosing a registered office: a commodity contract or property act for space is required, as the case may be.
  • Preparing the constitutive act: drafting the Constitutive Act is an important step in setting up the firm; the document will contain all company data.
  • Payment of the share capital: for an SRL, the capital does not have to be deposited before registration; at least 30% must be paid within 3 months of registration and before the company starts operating, and the rest within 12 months.
  • Company registration: Completion of any other required documents and registration of the company with the Registry of Commerce within the social headquarters.
  • Other opinions: In some cases, the company will need special permits or authorizations; one of our agents can help.

Choosing the name, object of activity and legal form

The first natural step to initiate an entrepreneurial action is choosing a name for society and booking it.

Our team will check three names for you at the Trade Registry with a single application, to facilitate your request.

Establishing an object of main activity is mandatory, the initiator also having the option of an unlimited number of secondary objects.

In order to choose the activities, the categories contained in the NACE code should be studied with great care. We suggest you call a specialist - our team is available for this kind of advice, with every detail you need.

We recommend that you choose as many areas of activity in the company's constitutive act, areas that you think development opportunities may develop over time. Any further additions will consume two extremely important resources for any entrepreneur: money and time.

A company can operate in various legal forms. Here are the most common and used variants:

● Limited Liability Company - LLC - is the most used form of commercial company, whose social obligations are guaranteed by the social patrimony. Associates are only responsible for their contribution;

● Joint stock company - SA - is that form of company whose share capital is divided into shares. Social obligations are guaranteed by the social patrimony, and shareholders are only responsible for their contribution

● the collective company - SNC - is the type of commercial company in which the social obligations are guaranteed by the social patrimony and by the unlimited and solid liability of all the associates;

● Simple partnership - SCS - is the form of a company in which the social obligations are guaranteed by the social patrimony and by the unlimited and solid liability of all the associate associates. In this case, the liability is limited by the capital contribution.

● Share-based company - SCA - is that form of company whose share capital is divided into shares. The social patrimony and the unlimited and solid liability of the associates are used to guarantee social obligations. It should be mentioned that in this case, the associate partners only answer to the limit of their contribution.

Note: At the same time, the following two extremely important issues will be taken into account:

● choice of tax payment: income or profit;

● choosing whether or not to pay VAT

Establishing the registered office of the company

In order to establish the registered office of a company, it is necessary to conclude a contract for the registered office, renting / sub-renting or commodity between the owner of the real estate and the future commercial company. If the registered office is in an apartment block and no activity is carried out there, neither the opinion of the owners' association nor the consent of the neighbours is required; if the destination of the apartment is changed, the written opinion of the owners' association's executive committee and the prior written consent of the directly neighbouring owners are needed. Our team can offer you headquarters hosting services, in which case this step is simplified.     

Signing the articles of association and preparing the other documents

The Articles of Incorporation will contain elements specific to each form of legal organization chosen for the company in question - elements for which our team will be at your disposal to pinpoint and explain them in detail in order for the effective functioning of the society you set up. Also, this document will contain information about the field of activity (main and secondary), the registered office and the identification data of the associates and the administrator.   The declarations of the associates and administrators that they meet the legal conditions for these roles are included in simplified form in the constitutive act; separate sworn statements and a specimen signature are no longer required. A declaration on the company's beneficial owner is also filed. 

Paying in the share capital

The cash contribution to the share capital is mandatory for the formation of any form of company. For an LLC (SRL) registered after 18 December 2025, the minimum share capital is 500 RON (5,000 RON for SRLs with a net turnover above 400,000 RON). The capital of an SRL does not have to be deposited before registration: at least 30% must be paid within 3 months of registration and before the company starts operating, and the rest within 12 months. To open the company's bank account you will need to present the constitutive act and the registration documents, as well as other documents depending on the bank's requirements.

Registration with the Trade Register

Company registration (both for SA registration and for LLC registration) is made with the Trade Register Office attached to the tribunal of the county in which the company's registered office will be located, and the file can also be submitted online with a qualified electronic signature. A registrar checks that the submitted documents are complete and correct and decides within one working day. If the application is approved, the company receives its Registration Certificate, which also shows its tax identification code.

In the case that some activities are necessary to obtain authorizations or opinions, they will be obtained after the registration of the company from the competent authorities.
The other steps include obtaining the unique control register from the tax authority within 30 days of registration, registering for VAT where required, and reporting any employment contracts in the electronic employee register.

Our team provides you with complete services for setting up a company in Bucharest. You can contact us for more details.

Written by Attorney Cristian Darie, Darie, Manea & Associates

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