Company Registration in Romania
Company registration in Romania involves establishing a legal entity under Romanian company law and completing registration formalities with the National Trade Register Office, known as ONRC. The process involves selecting a legal structure, reserving the company name, preparing the constitutional documents, establishing a registered office, identifying the business activities and submitting the required registration application.
For many local and international investors, the SRL, or limited liability company, is a commonly used structure. The registration process also involves tax identification and, depending on the activities and circumstances of the company, VAT and other fiscal registrations.
Romanian company registration should therefore be planned around the company's ownership, activities, management structure and intended operations rather than treated as a simple name-registration exercise.
What Is Company Registration in Romania?
Company registration in Romania legally establishes the company and records its essential information in the Romanian Trade Register.
The registration process generally addresses:
• Legal form and company name
• Registered office
• Shareholders or associates
• Share capital
• Directors or administrators
• Business activities
• CAEN activity classifications
• Representation powers
• Tax identification
• Required declarations
Romania's National Trade Register Office administers the Trade Register and accepts company registration applications through the competent registration offices and its online services. Romanian legislation also permits registration applications to be submitted electronically in accordance with the applicable procedures.
Why Consider Company Formation Romania?
Company formation Romania can provide an established local legal presence for investors planning commercial operations in Romania and the wider European market.
It may be relevant for:
• Foreign companies establishing a Romanian subsidiary
• Entrepreneurs entering the Romanian market
• Trading and distribution companies
• Manufacturing operations
• Technology and service companies
• Companies establishing regional operations
• International groups requiring a Romanian operating entity
The appropriate structure depends on factors such as ownership, business activity, management, financing and regulatory requirements.
Which Company Structures Are Available in Romania?
Romanian company legislation provides several legal structures for conducting commercial activities.
Common forms include:
• SRL - limited liability company
• SA - jointstock company
• SNC - general partnership
• SCS - limited partnership
• SCA - partnership limited by shares
The SRL is commonly considered for privately held commercial activities because it provides a separate legal personality and a defined ownership structure.
The final choice should be based on the company's proposed activity, number and type of shareholders, investment structure, governance requirements and future plans.
Requirements for a Romanian Limited Liability Company
A Romanian limited liability company, commonly known as an SRL, requires constitutional documents establishing the company's legal and ownership framework.
The documentation generally addresses:
• Company name
• Registered office
• Shareholders
• Share capital
• Number and value of shares
• Business activities
• Administrators
• Representation arrangements
• Duration of the company, where applicable
• Rules concerning the company's operation
The registration application for a legal entity includes information such as the reserved company name, registered office, contact details and relevant information concerning the legal representative.
Who Can Register a Company in Romania?
Romanian companies can generally be established by Romanian or foreign individuals and legal entities, subject to the rules applicable to the selected structure and activity.
Foreign investors should assess:
• Identity and legal status of the shareholder
• Foreign corporate documents
• Ownership structure
• Administrator requirements
• Romanian registered office
• Proposed business activities
• Sector-specific restrictions
• Required authorisations
Foreign shareholders may need corporate documents proving the existence and authority of the foreign entity. Depending on the country of origin and document type, authentication, apostille and Romanian translation requirements may apply.
What Documents Are Required?
The documents for Romania company registration depend on the legal structure and ownership arrangement.
Common documentation can include:
• Company name reservation
• Articles of association
• Registered office documentation
• Identification documents of shareholders
• Identification documents of administrators
• Shareholding information
• Declaration concerning the company's operation
• Information concerning the business activities
• Required registration forms
• Documents concerning foreign shareholders, where applicable
ONRC requirements also provide for evidence concerning the registered office and, where legally required, evidence of authorisations or approvals needed before registration for particular activities.
Foreign documents should be reviewed individually because authentication and translation requirements can vary according to their origin and intended use.
How Does ONRC Company Registration Work?
The ONRC company registration process generally follows several stages.
1. Choose the legal structure
Determine whether an SRL, SA or another permitted form is appropriate for the proposed activity.
2. Reserve the company name
The proposed name must comply with Romanian naming requirements and be available for registration. ONRC provides procedures for checking and reserving company names.
3. Determine the registered office
A Romanian company must provide evidence of its registered office.
4. Select the business activities
The company must identify its principal and secondary activities using the applicable CAEN classifications.
5. Prepare the articles of association
The constitutional documents establish ownership, capital, management and other essential company provisions.
6. Appoint administrators
The company must identify its management and representation arrangements.
7. Submit the registration application
The application and supporting documents are submitted to the competent Trade Register office or through the applicable electronic channel.
8. Complete tax and post-registration formalities
After incorporation, the company must address its tax identification, VAT position, accounting and other applicable obligations.
ONRC states that applications can be submitted directly, by correspondence or through electronic services, depending on the applicable procedure.
What Tax Registrations Are Required?
Company incorporation and tax compliance are separate stages.
A Romanian company may need to address:
• CUI and tax identification
• Corporate income tax or applicable microenterprise taxation
• VAT registration where applicable
• Intra-EU VAT requirements
• Payroll and employment registrations where personnel are employed
• Accounting and financial reporting
The Romanian tax framework contains specific rules for microenterprises. For 2026, ANAF states that a Romanian legal entity can qualify for the microenterprise system only if the statutory conditions are satisfied, including the applicable EUR 100,000 revenue ceiling and other requirements.
ANAF also confirms that tax legislation and filing requirements have undergone changes during 2026, meaning the company's tax status should be assessed based on the rules applicable at the time of incorporation and operation.
VAT registration is similarly dependent on the company's activities and circumstances rather than being automatically identical for every newly incorporated entity.
What Are the Post-Registration Requirements?
After incorporation, the company must maintain its corporate, accounting and tax obligations.
Important areas include:
• Maintaining accurate Trade Register information
• Keeping accounting records
• Filing required tax returns
• Maintaining shareholder and administrator information
• Preparing annual financial statements
• Reviewing VAT reporting obligations
• Maintaining required beneficial ownership information
• Updating company details when changes occur
• Monitoring licences and authorisations
• Meeting applicable electronic invoicing requirements
Romania has also introduced and updated electronic tax and invoicing systems. ANAF currently provides dedicated online services and maintains registers relating to VAT and RO e-Factura.
Beneficial Ownership Requirements
Companies should also review Romanian beneficial ownership requirements after incorporation.
The beneficial owner is generally the individual who ultimately owns or controls the company. This becomes particularly important where the shareholder structure involves:
• Foreign parent companies
• Holding companies
• Multiple corporate ownership levels
• Individual investors
• Indirect control arrangements
For a foreign-owned Romanian company, the ownership chain should be reviewed carefully so that beneficial ownership information is correctly determined and reported where required.
Foreign Company Registration Romania
Foreign company registration Romania requires particular attention to the difference between establishing a Romanian subsidiary and registering a foreign company's presence.
A foreign investor should assess:
• Whether a Romanian subsidiary is required
• Whether a branch or another form of presence is more appropriate
• Foreign shareholder documentation
• Management arrangements
• Registered office
• Business activities
• Romanian tax residence implications
• VAT treatment
• Cross-border transactions
• Beneficial ownership
• Sector-specific licences
The decision should be made before incorporation because the chosen structure affects the company's registration, governance and continuing compliance obligations.
How Long Does Company Registration Take?
There is no universal completion period that should be applied to every Romanian incorporation.
The actual process can depend on:
• Completeness of documentation
• Legal structure
• Name availability
• Registered office documentation
• Foreign shareholder documents
• Translation or authentication requirements
• Nature of the proposed activities
• ONRC processing
• Additional information or corrections
For this reason, an exact registration period should only be stated after reviewing the proposed company structure and documentation.
What Happens After Registration?
After the company is entered into the Trade Register, the company should prepare for actual operations.
Key areas include:
• Confirming registration and tax identification details
• Establishing accounting arrangements
• Reviewing VAT requirements
• Opening an appropriate company bank account
• Completing beneficial ownership formalities
• Setting up invoicing processes
• Reviewing employment requirements where applicable
• Obtaining sector-specific licences
• Maintaining corporate records
• Monitoring annual reporting obligations
Company registration itself does not automatically provide every licence or approval required for regulated activities. ONRC legislation specifically provides for evidence of certain authorisations or approvals where these are legally required as a condition for registration.
Why Choose YKG Global?
YKG Global provides structured support for international entrepreneurs, foreign shareholders and companies planning to establish operations in Romania.
Our assistance can include:
• Evaluating the appropriate Romanian company structure
• Assistance with incorporation documentation
• Coordination of company registration formalities
• Support for foreign shareholders and non-resident founders
• Assistance with registered office documentation
• Guidance on tax and registration requirements
• Support for business bank account opening
• Assistance with post-registration compliance
• International business expansion support
The focus is on coordinating the incorporation process and helping ensure that company formation, ownership, documentation and post-registration requirements are addressed in the correct sequence.