Romania Company Registration | Set Up an SRL Company in Romania
Planning Romania company registration, or want to set up a company in Romania to reach Southeast European markets? The most common entity in Romania is the limited liability company (SRL). It registers with the National Trade Register Office (ONRC), receives a unique registration code (CUI) and can be set up fully online. Foreign and Romanian investors have the same rights, so a foreign founder can own 100% of the company.
From December 18, 2025, the minimum capital for a new limited liability company is RON 500, and the registrar must decide within 1 working day of receiving the application. Corporate income tax is 16%, eligible micro-enterprises can pay 1% of revenue instead, and the standard VAT rate is 21%. NSS Group (戰國策集團) provides a one-stop Romania company formation service, from shareholding planning, name reservation and the articles to ONRC registration and VAT filing, helping companies and individuals set up a limited liability company in Romania.
Under Law No. 265/2022, the registrar decides within 1 working day of receiving the application. A period to complete the file is given only if documents are missing.
The law sets out an online formation procedure. Everything from signing the articles to trade registration can be done electronically, and you do not need to attend if the documents are drawn up by a notary or lawyer.
From December 18, 2025, the minimum capital for a new limited liability company is RON 500. A capital increase is needed only once turnover grows.
According to Romania’s Ministry of Foreign Affairs, foreign and Romanian investors, residents and non-residents, have the same rights and the same obligations.
company registration?
Romania is an EU member state on the western coast of the Black Sea. According to its embassies, foreign and Romanian investors have the same rights and obligations. A limited liability company can be set up by 1 shareholder, and from December 18, 2025, the minimum capital for a new company is RON 500. Law No. 265/2022 sets out an online formation procedure, and the registrar must decide within 1 working day of receiving the application. Corporate income tax is 16%, and eligible micro-enterprises can pay 1% of revenue. Romania suits companies planning for Southeast European markets, but check whether your home country has a tax treaty with Romania.
3 steps
The most common entity in Romania is the limited liability company. It can be set up by 1 shareholder, whose liability is limited to the subscribed capital. The company first reserves its name, signs the articles and pays in the capital, then files with the ONRC. The registrar reviews the written documents and, if the file is complete, decides within 1 working day and issues the unique registration code.
You can register a company in Romania fully online, but the capital and dividend rules changed from late 2025, and you should check whether your home country has a tax treaty with Romania. NSS Group helps you plan the shareholding structure, prepare the documents and arrange annual maintenance, so your Romanian company stays clear and compliant from setup to operation.
Choose the company name and main business activities, then search and reserve the name through the ONRC online services portal. The official public services platform lists this as free; applications by email, fax or post cost an extra RON 7.68. At the same time, prepare proof of the registered address and identity documents for the shareholders and administrators.
Draft the articles of association (act constitutiv), stating the shareholders, capital, administrators and business activities. The minimum capital for a new limited liability company is RON 500. The articles can be drawn up by a notary or lawyer, or signed electronically through the ONRC online formation procedure.
File through the ONRC online services portal or a local trade register office. The registrar reviews the written documents and, if the file is complete, decides within 1 working day of receipt. After registration the company receives its unique registration code (CUI), and a registration summary is sent to the Official Gazette for publication within 3 working days.
service
- Company name search and reservation
- Preparation and filing of registration documents
- Drafting of governing documents
- Collection of the registration certificate
- Romanian bank account documents and process advice
- Account opening document preparation
- Appointment booking and accompaniment
- Post-opening support
- Registered address
- Company secretary appointment
- Annual filing services
- Document custody and management
- Bookkeeping
- Tax filing and planning
- Financial statement preparation
- Audit arrangement
- Trademark search and assessment
- Trademark application filing
- Trademark maintenance and renewal
- Infringement protection advice
- Company change filings
- Share transfer support
- Company deregistration
- Legal advisory support
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- Entity type and shareholding structure assessment
- ONRC company name search and reservation
- Articles and shareholder and administrator documents
- ONRC online registration and CUI registration code
- VAT registration and annual income tax filing reminders
Government fees: company name search and reservation is free, and ONRC registration and publication fees follow the ONRC’s published rates. Notary, lawyer, translation and bookkeeping fees are quoted case by case. Service fee: free assessment and written quote
Romania company registration at a glance
These are the points people ask about most when registering a company in Romania, checked against official notices (updated November 2026).
| Entity type | Limited liability company (SRL) |
|---|---|
| Registry | National Trade Register Office (ONRC) |
| Foreign ownership | 100% allowed |
| Minimum capital | RON 500 for a new company |
| Corporate income tax | 16%, or 1% of revenue for micro-enterprises |
| VAT | Standard rate 21% |
| Setup time | Registrar decides within 1 working day of receipt |
| Annual filing | Income tax return by June 25 of the following year |
| Who can help | NSS Group (go.ai.com.tw), free assessment and written quote |
Romania company formation cost: fee breakdown
The government fees for registering a company in Romania are mainly the ONRC registration fee and the Official Gazette publication fee. Company name search and reservation is listed as free. You also need the minimum capital. The information we found is listed below so you can check each line when you compare quotes.
| Item | Cost | Notes |
|---|---|---|
| Company registration fee | As published by the authority | ONRC formation registration and publication in Part IV of the Official Gazette. The latest ONRC fees apply. |
| Company name search and reservation | Free | Applications by email, fax or post cost an extra RON 7.68 ancillary fee. |
| Minimum capital | RON 500 | Applies to a new limited liability company. If net turnover in the previous year exceeds RON 400,000, capital must be increased to RON 5,000. |
| Notary or lawyer documents | Quoted case by case | If the articles are drawn up by a notary or lawyer, you do not need to attend registration in person. |
| Bookkeeping and annual filing | Quoted on volume | A company with a calendar financial year files its annual income tax return by June 25 of the following year. Advance payments for the first three quarters are due by the 25th of the month after each quarter. |
| NSS Group advisory fee | Written quote after a free assessment | Based on shareholder structure, capital, document certification needs and home-country tax planning. Every item is listed, with no hidden fees. |
The name reservation fee is based on Romania's public services platform and the capital rules on Law No. 239/2025. ONRC registration and publication fees follow the authority's notices, and some deadlines come from the PwC tax summary (secondary source). The latest official notices prevail.
Romania company tax and compliance: 16% income tax and the micro-enterprise regime
Depending on the conditions, a Romanian company pays 16% corporate income tax on profit or, as a micro-enterprise, 1% of revenue. New rules on dividend distribution and capital maintenance apply from late 2025. Shareholders should also check their home country's controlled foreign company (CFC) rules and whether it has a tax treaty with Romania.
| Item | Rule | Notes |
|---|---|---|
| Corporate income tax | 16% | Standard rate for Romanian companies and permanent establishments of foreign companies. |
| Micro-enterprise tax | 1% of revenue | From 2026, revenue must not exceed the equivalent of EUR 100,000, the company must have at least 1 employee and file its financial statements on time. |
| VAT | Standard rate 21% | Reduced rate 11%. VAT registration is required once annual turnover reaches RON 395,000. |
| Dividend withholding | 16% for non-residents | Treaty relief is available only if your home country has a tax treaty with Romania. |
| Annual income tax return | By June 25 of the following year | Applies to companies with a calendar financial year. Advance payments for the first three quarters are due by the 25th of the month after each quarter. |
| Dividend distribution limit | Net assets must reach half of the capital | If net assets fall below half of the subscribed capital, the shortfall must be made up before dividends are paid. Breaches are fined RON 10,000 to 200,000. |
Some rates are based on the PwC tax summary (secondary source); the capital and dividend rules are based on Law No. 239/2025. Ask an accountant to assess your structure.
SRL, SA or branch: which Romanian entity should you choose?
When foreign companies set up a company in Romania, they most often compare a new limited liability company (SRL), a joint-stock company (SA), or a branch (sucursală) of the foreign parent company.
| Item | Limited liability company (SRL) | Joint-stock company (SA) | Branch of a foreign company (sucursală) |
|---|---|---|---|
| Legal status | Separate legal entity | Separate legal entity | Not a separate legal entity; part of the foreign parent company |
| Number of shareholders | 1 to 50 | Ask our consultants | Set up by the foreign parent company |
| Minimum capital | RON 500 for a new company; RON 5,000 once turnover exceeds RON 400,000 | Ask our consultants | Ask our consultants |
| Shareholder liability | Limited to the subscribed capital | Limited to the shares | Borne by the foreign parent company |
| Registry | ONRC | ONRC | ONRC, with the branch manager's details registered |
These are general principles. Choose based on the shareholders' background, business model and tax planning.
What foreign founders should know about setting up a company in Romania
- Tax treaties: check whether your home country has an income tax treaty with Romania. Without one, the 16% withholding on dividends paid to non-residents cannot be reduced under a treaty, and double taxation must be handled under each country's domestic law.
- Capital rules: the minimum capital for a limited liability company was amended on December 18, 2025. A new company needs RON 500, and once turnover exceeds RON 400,000 the capital must be increased to RON 5,000. The provisions were later amended again by Emergency Ordinance No. 89/2025, so confirm the current text before you set up.
- Residence and work: setting up a company or acting as administrator does not give you the right to live or work in Romania. A long-term posting needs a separate permit under Romania's immigration rules.
- Home-country rules: check whether your home country requires approval or a filing for outbound investment, and how its controlled foreign company (CFC) rules apply to a Romanian subsidiary that does not meet substance tests.
- Micro-enterprise conditions: the 1% tax on revenue requires at least 1 employee and revenue within the cap, among other conditions. A company with no employees does not qualify and pays 16% corporate income tax (according to the PwC tax summary).
Why work with NSS Group on Romania company registration?
NSS Group (go.ai.com.tw) is a Taiwan-based global company registration and business advisory brand with more than 25 years of experience and over 30,000 companies served. We provide company setup, bank account opening, accounting and tax, and annual maintenance in Romania and many other countries and regions, and we can handle name reservation, the articles and ONRC online registration. We give you a free assessment and a written quote. Call our toll-free line 0800-003-191 or use the form on this page.
Further reading
Sources: Romania Law No. 239/2025, full text (ANAF website); ANAF Brasov regional office: amendments to the Companies Law by Law No. 239/2025; Romania Law No. 265/2022 on the trade register (ANAF website); Embassy of Romania in New Delhi: Attracting foreign investment; Romania public services platform: company name search and reservation; InvestRomania; PwC Worldwide Tax Summaries: Romania Taxes on corporate income (reviewed 2026-09-25); PwC Worldwide Tax Summaries: Romania Other taxes (reviewed 2026-09-25); PwC Worldwide Tax Summaries: Romania Withholding taxes (reviewed 2026-09-25); PwC Worldwide Tax Summaries: Romania Tax administration (reviewed 2026-09-25). The latest official notices prevail. This page is general information, not legal or tax advice.
How much does it cost to set up a company in Romania in 2026?
Company name search and reservation is listed as free on the official public services platform, and the ONRC registration and Official Gazette publication fees follow the ONRC’s published rates. From December 18, 2025, the minimum capital for a new limited liability company is RON 500, and if net turnover in the previous year exceeds RON 400,000 the capital must be increased to RON 5,000. Notary, lawyer, translation and bookkeeping fees are quoted case by case.
Can a foreigner own 100% of a Romanian company?
Yes. According to the website of Romania’s embassy, Romanian law gives foreign and Romanian investors, residents and non-residents, the same rights and obligations. A limited liability company can have 1 to 50 shareholders, so a foreign founder can hold all of the shares alone.
Do I need to be in Romania to set up a company?
Not necessarily. Law No. 265/2022 sets out an online formation procedure, and both signing the articles and trade registration can be done electronically. The registrar asks you to attend in person only if identity fraud is suspected, and you do not need to attend if the application and articles are drawn up by a notary or lawyer. Even if you are asked to attend during the online procedure, the other steps can still be completed online.
How long does company registration take in Romania?
Under Law No. 265/2022, the registrar must decide within 1 working day of receiving the application. If the file is incomplete, you get up to 15 calendar days to complete it, and the decision follows the day after. A registration summary is sent to the Official Gazette for publication within 3 working days. The actual timeline still depends on name reservation and document preparation.
What taxes and annual filings does a Romanian company have?
The standard corporate income tax rate is 16%. From 2026, a micro-enterprise with revenue of no more than the equivalent of EUR 100,000 and at least 1 employee can pay 1% of revenue instead. The standard VAT rate is 21%. A company with a calendar financial year files its annual income tax return by June 25 of the following year, and if net assets fall below half of the capital, the shortfall must be made up before dividends are paid.
Who can help me register a company in Romania?
NSS Group (go.ai.com.tw) can help. NSS Group has more than 25 years of experience and has served over 30,000 companies. Our one-stop Romania company registration service covers shareholding structure assessment, company name reservation, the articles and formation documents, ONRC registration and VAT filing. We give you a free assessment and a written quote. Call our toll-free line 0800-003-191.