Any foreign company with a Romanian branch must maintain an accurate registered office on record for the purpose of receiving legal notices and tax communications. When the address changes, the update isn’t automatic, and it requires internal approvals and formal filings.
This guide outlines the steps to complete a change of registered office in Romania, including the required documents, deadlines, and compliance tips.
Key Highlights
- Learn the exact steps to update your company’s registered office address with Romanian authorities.
- Understand required legal documents, approvals, and how to submit changes to the Trade Register.
- Avoid common mistakes that can delay approval or trigger compliance issues and penalties.
- See how timelines, fees, and processing differ for foreign companies operating through a branch.
- Discover how Commenda simplifies filings, ensures compliance, and manages the registered office update on your behalf.
Why Companies Change Their Registered Office
There are many legitimate reasons why a business may need to update its official address in Romania:
- Relocation: Moving to a new city, industrial park, or office building for better logistics, access to talent, or market reach.
- Business expansion: Opening a larger facility, adding new departments, or shifting administrative functions to a centralized location.
- Change in registered agent or legal representative: Switching service providers or restructuring internal operations may require a new official address.
- Cost optimization: Moving to a location with lower overheads, shared office services, or more favorable lease terms.
Whatever the reason, maintaining an accurate registered office is essential. It ensures legal compliance, keeps company records current, and prevents missed notices from the Romanian Trade Register (ONRC), tax authorities, or courts. For this reason, the change of registered office in Romania must be properly recorded and approved to avoid any operational or legal disruption.
Understanding the Registered Office Requirement in Romania
Every company operating in Romania must maintain a legally valid registered office. This is the official address where government authorities send notices, tax correspondence, and legal documents. It also appears on company records, invoices, contracts, and filings with the ONRC.
The legal framework is primarily outlined in Company Law No. 31/1990, along with regulations issued by the Trade Registry. Together, these define how a registered office must be recorded, what documentation is required, and the procedures for submitting any updates. The registered office must also be stated in the company’s articles of association. When the address changes, the corporate documents must be updated to reflect the new location.
Only after this approval can an application be filed with the ONRC. These legal steps ensure that any change of registered business office in Romania is transparent, compliant, and properly recorded.
Who Can Approve the Change of Registered Office
Before filing any documents with authorities, a company must formally approve the decision internally. In Romania, the approval process depends on the corporate structure.
- For companies with a single shareholder, the update can be authorized through the written decision of a sole associate. This document confirms the new address and instructs the company to update its records with the ONRC.
- For companies with multiple shareholders, a general meeting resolution is required. The resolution must be signed, recorded, and later submitted as part of the registration file. If the company has a board of directors or a supervisory board, internal policies may require an additional board resolution before submitting the change.
In some cases, the company secretary or legal representative will prepare the documentation, coordinate signatures, and file the application. However, they cannot approve the decision on their own as their role is merely administrative and not authorising.
These internal approvals ensure the change of registered address in Romania is legally valid, properly recorded in company documents, and accepted by the ONRC.
Types of Registered Office Changes in Romania
Not every registered office update is treated the same. Romania has multiple administrative layers, and the legal process depends on the location of the new address. The country is divided into 41 counties (județe) plus the Municipality of Bucharest, which is then further divided into cities/municipalities for urban areas and communes for rural areas.
Because each area falls under a different Trade Registry office, a company address change in Romania can fall into three categories:
- Change within the same city, municipality, or commune: This is the simplest scenario. The company maintains the same local registrar jurisdiction, resulting in lighter approval and documentation requirements.
- Change from one city/municipality/commune to another: Even if the move is within the same county, the Trade Registry office may change. Updated filings and proof of the new office are required.
- Changing from one county to another is the most complex scenario. A new registrar must be notified, and additional approvals or updated corporate documents may be required.
The law differentiates these changes because responsibility for company records shifts between registrars, making proper filing essential for legal continuity.
Step-by-Step Process to Change the Registered Office in Romania
Making an address update is not automatic; Romanian law requires formal corporate approvals and filings. The process generally follows four key steps:
1. Approve the change internally
The process starts with gathering the formal approval documents. Depending on the company structure, this may include the signed shareholder decision or general meeting resolution, and in some cases, a confirming board resolution. These documents form the legal basis for filing the change with authorities.
2. File the application with the ONRC
After approval, the company files an application to register the new address at the ONRC office where it is currently registered. The law requires this filing to be made within 15 days of the internal decision. The submission typically includes:
- application form;
- updated articles of association;
- The corporate resolution approving the change.
ONRC reviews the application and, if compliant, issues a revised registration certificate showing the new address.
3. Provide supporting proof of the new location: Companies must prove they have the legal right to use the address. Common documents include a lease contract, an ownership deed, or a utility bill that confirms the premises.
4. Notify tax authorities, banks, and stakeholders: Once the ONRC approves the update, the company must inform:
- ANAF (National Agency for Fiscal Administration) to update tax records and ensure notices are delivered correctly,
- Banks, partners, suppliers, and other regulatory bodies, depending on the business sector.
Completing each step ensures the change of registered office in Romania is recognized by all required authorities and reflected in official records.
Documents Required for Address Change
A change of registered office must be supported by a complete set of documents before the Trade Registry will approve it. The core paperwork includes:
- Corporate approval: either a sole shareholder’s decision or a general meeting resolution authorizing the move.
- Updated articles of association: showing the new registered office address.
- Proof of right to use the new space, such as a lease agreement, sublease, or property ownership deed.
- Application form and identity documents: signed by the legal representative or authorized signatory.
- Payment of Trade Registry fees: required for processing and issuing a revised registration certificate.
In many cases, the ONRC may request additional supporting documents depending on the company’s legal form, sector, or location. Because the company address change filing requirements in Romania can vary, it is wise to confirm the correct forms and attachments in advance.
Regulatory Authorities to Notify
Filing the address change with the ONRC is only the first step. While the ONRC updates the official registration certificate, several other authorities and institutions must also be notified to keep company records fully compliant. These may include:
- ANAF: to update tax records and ensure notices reach the correct address.
- Labor Inspectorate (ITM): if the company has employees registered under the old office.
- Social Insurance and Health Insurance Authorities: to avoid disruptions in payroll or employee records.
- Banks and financial institutions often require updated corporate information for account access and transactions.
- Industry regulators or licensing bodies: if operating in a regulated sector.
Failing to notify these entities within the legal deadlines may result in fines, missed correspondence, or administrative delays. Completing the registered office amendment in Romania properly ensures smooth communication and ongoing compliance with relevant regulations.
Updating Business Stationery and Digital Assets
Once the legal paperwork is complete, companies should update every place where the old registered address appears. This includes:
Printed and internal materials
- invoices and contracts
- letterheads and company stamps
- employee email signatures
These documents are frequently shared with clients, banks, and authorities, so the address must be accurate.
Digital assets
- website footer and contact pages
- Google Business profile and social media pages
- WHOIS domain records or marketplace profiles
Keeping all touchpoints consistent prevents confusion about where official notices should be delivered. It also shows that the change of registered office in Romania was carried out professionally and transparently.
Penalties or Legal Consequences of Not Updating the Registered Office
Failing to update the registered office is more than a clerical issue. If company records still show the old address, all official mail, tax notices, and court correspondence will be delivered there. This can result in missed deadlines, unnoticed audits, or even legal action taken without the company’s knowledge.
Additionally, non-compliance with the legal procedures for changing the registered office can lead to:
- administrative fines
- delays in obtaining certificates or authorization,
- refusal of filings at the Trade Registr
- restrictions on conducting activities legally.
In more serious cases, a company may be flagged as non-compliant, which can create issues during audits, banking procedures, or corporate transactions.
The timely completion of the change of registered office in Romania protects companies from these risks and ensures that communications always reach the correct location.
Best Practices When Changing Your Registered Office
A successful address update is not only about filing forms. To ensure a smooth transition and avoid compliance issues, companies should follow certain best practices:
- Maintain a complete documentation trail by keeping copies of board/shareholder resolutions, lease agreements, updated articles of association, and ONRC filing receipts.
- Track statutory filing deadlines: Romanian law sets specific timeframes, and failure to meet them may result in delays or fines.
- Keep both old and new addresses active temporarily: this helps prevent lost correspondence while authorities update records.
- Update all stakeholders early: inform banks, customers, regulators, and service providers to prevent communication gaps.
By implementing these measures, the change of registered office in Romania becomes faster, more accurate, and fully compliant.
What to Consider When Moving Your Registered Office Internationally
Relocating a registered office to another country involves more than updating paperwork. Companies must review tax residency rules, corporate governance requirements, and determine whether the move affects licensing, payroll, VAT, or data protection obligations.
Some jurisdictions require deregistration and re-registration, while others require approval from regulators or shareholders for cross-border transactions. International moves can also trigger treaty, withholding tax, or permanent establishment considerations. Because these transitions involve multiple authorities, timing and documentation must be carefully coordinated.
Relying on expert guidance can ensure a legally compliant transition.
Commenda helps businesses manage every step, ensuring that the change of registered office in Romania aligns with the requirements of the new jurisdiction with ease.
How Commenda Simplifies Your Registered Office Change
Managing address updates across different authorities can be time-consuming, especially for foreign companies unfamiliar with local rules. Commenda acts as a trusted compliance partner, handling the entire process with precision and expertise tailored to each country.
Our team manages the administrative requirements, including:
- drafting shareholder or board resolutions,
- preparing and updating corporate documents,
- filing with the ONRC and tax authorities,
- notifying banks, regulators, and licensing bodies,
- ensuring the new address appears on official records and certificates.
Commenda ensures every form, attachment, and deadline is handled correctly, reducing the risk of delays, fines, or rejected submissions. Whether you need a single update or a multi-country transition, we handle everything from documentation to regulator notifications, so your business stays compliant and uninterrupted.
Book a free demo today!
FAQs
Q. What is a company registered office, and why is it required in Romania?
It is the official legal address of the company, where authorities send notices, tax correspondence, and legal documents. Romanian law requires every company to maintain a valid registered office listed with the Trade Registry.
Q. Can I use my home address as the registered office in Romania?
Yes, in many cases, a residential address may be used, as long as there is legal proof of the right to use the space (ownership or lease). Some business activities may require commercial premises.
Q. How long does it take to change the registered office address in Romania?
Once documents are submitted, the Trade Registry typically processes the request within a few business days. Timing may vary if additional approvals or documents are needed.
Q. Do I need to inform the tax authority when I change my registered office address?
Yes. After the Trade Registry updates the address, companies must notify ANAF to update tax records and correspondence.
Q. What documents are required to change the registered office address for a company?
Usually: a shareholder or board resolution, updated articles of association, proof of the new address (lease or ownership), a filing form, ID documents of signatories, and payment of registry fees.
Q. Can a company move its registered office from one city or county to another in Romania?
Yes. Moves within the same city, a new city in the same county, or a different county are all allowed, but documentation and registrar jurisdiction may change.
Q. What happens if I do not update my company’s registered office address within the timeframe?
The company may miss official notices, face penalties, or have filings rejected. Non-compliance can cause legal and operational issues.
Q. How can Commenda help with changing my company’s registered office in Romania?
Commenda prepares documents, files with the Trade Registry and tax authority, updates records, and ensures full compliance.
