Starting a business in a new country comes with its share of headaches, confusing paperwork, unclear rules, and processes that seem to shift just as you think you’ve got them figured out. Romania, though, is one of the more straightforward places in the EU to get started, especially if you’re going the LLC route. According to the Romanian Trade Register (ONRC), over 80% of entrepreneurs in Romania chose a limited liability company.
This guide explains everything you need to know about LLC company registration in Romania: what the local equivalent looks like, how to go through the steps, which documents you’ll need, what taxes apply, and what mistakes to avoid along the way.
Key Highlights
- SRLs (Societates with Limited Liability) are Romania’s LLC equivalent and are open to foreign founders.
- Registration is handled through ONRC, Romania’s National Trade Register Office, and can be completed online or in person, typically within one business day.
- Micro-enterprise tax rates of 1% to 3% are available to qualifying SRLs, making Romania one of the lowest-tax business environments in the EU.
- Key documents include the Articles of Association, proof of registered office, name reservation certificate, and shareholder ID, with optional online filing available via the ONRC portal.
Can You Register an LLC in Romania?
Yes, you can register an LLC in Romania, and the process is open to both Romanian citizens and foreign nationals. There are no statutory requirements regarding the residency of shareholders or associates. That means you don’t need to be a Romanian resident or EU citizen to own an SRL. Foreign investors enjoy full foreign ownership; they are not required to associate with any Romanian resident businessman.
The local term for the LLC is the SRL (Societate cu Răspundere Limitată). An LLC in Romania can be incorporated with a minimum of one member and a maximum of 50 members. Participants are liable for the company’s obligations only to the extent of their contributions. If you’re a non-EU director who also wants to be a salaried employee of the company, you’ll need a long-term stay visa or a certificate from the Romanian Immigration Service.
Advantages of Forming an LLC in Romania
Romania has emerged as one of the more attractive EU jurisdictions for company formation, not just because of its location, but because of real, measurable financial benefits. For founders thinking about LLC formation in Romania, the economics make a strong case.
- Limited liability protection: Shareholders are only personally responsible up to the value of their contribution. Your personal assets stay protected.
- One of the lowest tax rates in the EU: With only 1% to 3% corporate tax on a micro-enterprise, Romania has the lowest tax rate in Europe, together with Bulgaria.
- Full foreign ownership allowed: No local partner requirement, no complicated joint-venture structures.
- Strong double tax treaty network: Romania has a large network of international agreements for the avoidance of double taxation.
- EU market access: As an EU member state, Romania gives your company access to the single market, making cross-border trade with other EU countries significantly easier.
- Fast registration timeline: The registry processes most registrations within one business day if your documents are complete and accurate, with a total setup time of 1 to 4 weeks, depending on whether shareholders are Romanian or foreign.
The SRL structure isn’t just popular because it’s easy to set up; it’s popular because it works well for businesses at virtually every stage.
Steps to Register an LLC in Romania
LLC company registration in Romania follows a clear sequence. The good news is that the entire process can be done online through the ONRC portal or with the help of a local lawyer if you’d rather avoid the administrative back-and-forth. Here’s what the journey looks like.
Step 1: Choose your company name
Your company name must be unique compared to existing Romanian companies and distinctive, not too general or too short. Visit the ONRC portal to verify name availability. Name verification works nationwide, not just in your registration county.
Step 2: Reserve your company name
Investors can reserve a preferred name, if available, for three months, with the option to extend. To obtain a trade name, you or your legal representative needs to complete an application form provided by ONRC and submit three preferred trade names. The name reservation certificate becomes a mandatory document in your full registration packet.
Step 3: Secure a registered office address
Your company needs a physical address in Romania. You must prove the existence of a registered office with documents such as certified copies of a property ownership certificate or a lease agreement. A virtual office is also a valid option and can be arranged through Romanian law firms, which is particularly useful for foreign founders who don’t have local property.
Step 4: Draft the Articles of Association
Required documents include the Articles of Incorporation, proof of the registered office, a name reservation certificate, and a declaration from the company’s administrator stating that they meet all the conditions to hold the position.
Step 5: Appoint a director (administrator)
The minimum number of administrators is one, and the same individual can be both administrator and shareholder. The director must be a natural person, even if the directorship is technically held by a legal entity.
Step 6: Pay the registration fee and prepare your filing
You will need to pay publishing fees for announcements made in the Official Gazette (Monitorul Oficial). Additional fees apply for the Trade Registry registration itself. You can file in person at the competent Trade Registry office, via the official online portal, or by email. For online filing, documents must be digitally signed with a qualified electronic signature via a government-authorized token.
Step 7: Submit to ONRC and receive your CUI
Once your full documentation package is submitted, ONRC reviews the application. You’ll receive a registration certificate with your unique company identifier (CUI) and a Certificate of Incorporation.
Step 8: Register for taxes
After incorporation, register with the National Agency for Fiscal Administration (ANAF) for your tax identification number, and apply for VAT registration if applicable. You should also hire a certified accountant; Romanian law requires companies to maintain proper accounting records from day one.
Pro tip: You must submit registration applications within 15 days of concluding the Articles of Association. Missing this window forces you to restart the process. If you’re a foreign founder, empowering a Romanian lawyer with the power of attorney can speed things up considerably and remove the need to appear in person.
Documents Required for LLC Registration in Romania
Gathering the right paperwork before you start saves you from the most common reason applications get delayed or rejected: incomplete files. For LLC company registration in Romania, here’s what the ONRC expects.
- Name reservation certificate: Obtained from the ONRC after your company name is approved.
- Articles of Association: Drafted by a lawyer or notary, written in Romanian.
- Proof of registered office: Lease agreement, property ownership document, or virtual office agreement.
- Shareholder and director ID documents: Passport or national ID copies for all shareholders and the director; non-EU nationals may also need a translated and notarized version.
- Director’s declaration: A signed statement confirming the director meets legal eligibility requirements and has no disqualifying criminal record.
- Fiscal record or criminal record clearance: Required for the director; can be obtained from the relevant authorities in your home country and translated by an authorized Romanian translator.
- Proof of payment of registration fees: Including fees for Trade Registry processing and Official Gazette publication.
Documents not drafted in Romanian must be translated by an authorized translator and certified by a public notary. If a legal representative is filing on your behalf, a notarized power of attorney is also required.
Tax Obligations After LLC Registration in Romania
Understanding your tax position before you register is smart. Romania’s tax system for LLCs (SRLs) has some genuinely attractive features, but there are also ongoing obligations you need to stay on top of.
- Corporate Tax: The standard corporate tax rate is 16% for Romanian and foreign companies operating through a permanent establishment in Romania. Micro-enterprises with an annual income of less than 250,000 euros are entitled to pay 1% or 3% from earnings instead of the 16% income tax. To qualify for the micro-enterprise regime, your company needs at least one employee, typically the director.
- Dividend Tax: Tax policies on the payment of dividends are now at a rate of 10%, instead of the previous 8% rate that applied before 2025.
- VAT (Value Added Tax): Companies in Romania that carry out VAT-scope transactions are required to register for VAT once they exceed the 300,000 RON threshold. Companies that don’t exceed this amount fall under an exemption regime but may still opt to register voluntarily. The standard VAT rate is 19%, with reduced rates of 9% and 5% applying to specific goods and services.
Ongoing filing requirements:
- Monthly or quarterly VAT declarations (if VAT-registered)
- Payroll tax and social contribution filings if you have employees
- Annual financial statements submitted to both the ONRC and ANAF
- Detailed accounting records (invoices, bank statements, expenses) are kept for a minimum of five years
One cost many founders underestimate is accounting. Tax consultant fees are often expensive, as a lot of accounting in Romania is still done manually. Accounting costs typically start at 250 euros per month, plus additional fees for annual financial statements.
Set Up Your LLC Today with Commenda
LLC company registration in Romania involves multiple steps, document requirements, and ongoing compliance obligations. That’s a lot to manage, especially when you’re also trying to run or grow a business. Commenda simplifies the entire process of forming an LLC in Romania and other jurisdictions, giving founders and finance teams a single platform to handle incorporation, compliance, and cross-border legal requirements without chasing lawyers across multiple time zones.
Whether you’re registering your first company or expanding an existing business into Romania, Commenda’s team supports you from name reservation through to tax registration and beyond. Book a free demo with Commenda and see how much simpler LLC company registration in Romania can be when you have the right team in your corner.
FAQs
Q. What are the ongoing compliance requirements for an LLC in Romania?
Romanian SRLs must file annual financial statements with ONRC and ANAF, maintain proper accounting records, and submit monthly or quarterly tax declarations.
Q. Can I register my LLC online in Romania?
Yes, online registration is available through the ONRC portal. Documents submitted online must be signed with a qualified electronic signature issued by a government-authorized provider.
Q. How long does it take to register an LLC in Romania?
The registry processes most registrations within one business day if your documents are complete, with total setup taking 1 to 4 weeks, depending on whether shareholders are Romanian or foreign.
Q. Do I need a physical office in Romania to register an LLC?
You need a registered office address in Romania, but it doesn’t have to be a traditional office. Virtual office arrangements offered by Romanian law firms are a legally valid option for this requirement.
Q. Are there any hidden costs or fees during LLC registration in Romania?
Along with Trade Registry fees, expect to pay notary fees, translate your documents if they are in a foreign language, and pay monthly accounting fees.
Q. What are the annual filing and reporting obligations for LLCs in Romania?
All SRLs must prepare and submit annual financial statements to both the Romanian Trade Register and ANAF. Companies must also keep accounting records, including invoices, bank statements, and expense reports, for at least five years.
Q. Can I operate an LLC in Romania without a local director or shareholder?
Yes, there are no statutory requirements regarding the residency of shareholders or associates, and the minimum number of administrators is one, who can be a foreign national.
Q. How do I open a business bank account for my LLC in Romania?
You’ll need your Certificate of Incorporation, CUI number, Articles of Association, and director ID documents to open a corporate account.
Q. What are the benefits of choosing an LLC over other types of business structures in Romania?
The SRL offers limited liability protection, low minimum capital requirements, access to the micro-enterprise tax regime, and a simpler governance structure compared to the SA (joint-stock company).
Q. Can I convert my existing business to an LLC in Romania?
Yes, existing business entities in Romania can be converted to an SRL structure through a formal legal process. You should work with a Romanian corporate lawyer to handle the conversion documentation and Trade Registry filings correctly.
Q. What happens if I fail to comply with tax obligations after forming an LLC in Romania?
Non-compliance with Romanian tax obligations can result in financial penalties, late payment interest, and, in serious cases, suspension of the company’s activity by ANAF.