Company Incorporation in Romania
Company incorporation in Romania is handled by TaxOlia end to end: structure advice, Trade Register filing, tax registration and the setup that follows. A foreign founder can own 100% of a Romanian SRL and complete registration remotely. One fixed fee, agreed before we start.
What company incorporation in Romania includes
Every engagement covers the same scope. Nothing on this list is billed as an extra later.
- Structure advice before filing — SRL, SA or branch, chosen against your actual operations rather than a default
- Name reservation at the Trade Register, with alternatives prepared in case the first choice is refused
- Drafting the constitutive act and the shareholder resolutions
- Registered office arrangement, including the supporting contract the Trade Register requires
- CAEN code selection matched to what you will actually invoice, with authorisation requirements flagged in advance
- Full Trade Register filing and follow-up until the registration certificate is issued
- Tax registration at ANAF, setting the fiscal vector and filing frequencies
- VAT registration where your activity requires it, coordinated with our tax compliance team
- e-Factura enrolment, so the company can issue compliant invoices from its first day of trading
- Bank account introduction and preparation of the KYC file
How the process works
Company incorporation in Romania runs in four stages. We tell you at each one who controls the clock, because two of them are not us.
1. Scoping call, 20 minutes. You describe what the company will do, where its customers are, and who will own it. Company incorporation in Romania starts here, not with paperwork. We confirm the structure, the CAEN codes and the fee. No charge, and no obligation to proceed.
2. Document preparation. We send you the exact list and the drafted power of attorney needed to register a company in Romania on your behalf. This stage is yours — the notarisation and apostille happen in your country, and in some jurisdictions that alone runs to several weeks. Start it the day you receive the drafts.
3. Filing and registration. We submit the complete file to the Trade Register and handle any queries it raises. Registration follows within a few working days of a clean submission.
4. Post-registration setup. Tax registration, VAT where applicable, e-Factura, and the bank introduction. The bank sets its own timeline here; everything else is ours.
Between stages 1 and 4 you deal with one point of contact, in English, and you never travel to Romania.
Choosing the structure: SRL, SA or branch?
| SRL | SA | Branch | |
|---|---|---|---|
| Legal personality | Separate from founders | Separate from founders | None — extension of the parent |
| Shareholders | 1 to 50 | Minimum 2 | Not applicable |
| Typical use | Trading, services, subsidiaries | Capital-intensive, IPO plans | Same activity as the parent |
| Micro-enterprise regime | Eligible if conditions met | Not eligible | Not applicable |
| Permanent establishment exposure | Contained in the entity | Contained in the entity | Falls on the parent by design |
For company incorporation in Romania, the branch is where advice most often goes wrong. A branch has no legal personality of its own, and it creates permanent establishment consequences for the foreign parent from the first day it operates. If someone recommended a branch because it sounded lighter to administer, test that against your group’s tax position before anything is filed.
For most foreign groups the answer is a Romanian SRL, held 100% by the parent company. It ring-fences the Romanian operation and keeps the parent’s exposure limited to what it puts in.
Ready to start? Tell us what the company will do — we confirm the structure and the fee in 20 minutes.
Book a free call →Where company incorporation in Romania goes wrong
Four patterns, in the order we see them.
CAEN codes chosen carelessly. Registered activity codes decide which authorisations apply and, in regulated sectors, whether the company can trade before obtaining them. Adding codes later means a fresh Trade Register filing with its own fee and its own wait.
Micro-enterprise status assumed rather than checked. The 1% regime carries qualifying conditions. A company that assumed it qualified and did not is looking at standard corporate tax applied retroactively, not from the date the mistake was noticed.
Share capital set at the legal floor by reflex. The minimum is what the law permits, not what a bank, a landlord or a credit committee expects to see. Undercapitalisation surfaces at the worst moment — when the company first needs something from a third party.
Registered office arranged for the filing, then forgotten. ANAF correspondence goes to that address. A company that cannot be reached there risks having its fiscal registration declared inactive, which is far harder to reverse than to avoid.
Each of these is cheap to prevent at incorporation and expensive to correct afterwards. Restructuring a wrongly chosen entity costs multiples of what the original decision would have cost — and the tax consequences usually apply from the original date, not from the correction.
Ready to Launch Your Business in Romania?
Frequently Asked Questions
Can a foreigner set up a company in Romania without travelling?+
Yes. Incorporation is completed remotely through a notarised and apostilled power of attorney, so a foreign founder never needs to be physically present at the Trade Register.
Can a Romanian SRL be 100% owned by a foreign company or individual?+
Yes. An SRL can have a single foreign shareholder, whether a person or a company, with no requirement for a local partner or Romanian director.
What documents do I need to incorporate a company remotely?+
Generally a passport copy, proof of residential address, a notarised and apostilled power of attorney, and the constitutive act. Where the shareholder is a company, its own incorporation documents are also required, translated where necessary.
How long does company incorporation take?+
Registration at the Trade Register typically completes within a few working days once the file is complete. Gathering notarised and apostilled documents from abroad is usually what sets the real timeline, not the registration itself.
How much does company incorporation cost?+
TaxOlia quotes a fixed fee after a free 20-minute call, once the shareholder structure and share capital are known. There is no percentage-based or hidden fee.
What happens after the company is registered — can I start trading immediately?+
Once registered, the company still needs a bank account, its tax registration completed, and VAT registration if applicable before invoicing. We handle this as one continuous process rather than leaving it for you to chase separately.