Registration of company in Romania SRL

Company registration in Romania

Romania is located in the south-east of Europe. The country shares its borders with Ukraine in the north and east, with Moldova - in the north-east, with Bulgaria - in the south, and with Serbia and Hungary - in the west. Romania is washed by the Black Sea in the south-east.

Bucharest is the capital of the state.

The population of Romania is about 21,5 million people. The percentage of Romanians is about 90%.

The official language is Romanian.

According to its state structure, Romania is a republic. It is member of the NATO and the European Union.

The monetary unit is the new Romanian leu.

Romania is the agrarian-industrial country, which is characterized by a lower level of economic development (in comparison with the other EU member states). However, when compared with many other countries of the former socialist space, it is possible to point out a kind of "Romanian breakthrough". After all, the country overcame past poor economic period.   

Nowadays, the Romanian economy is considered the 11th largest regarding GDP per capita (among the EU countries).

Let’s consider the best ways to register business in Romania, and what information you need to know in order to do that.

Forms of doing business in Romania

Business in Romania is constantly developing. The legislation of Romania implies registration of various organizational and legal forms.
The most cost-efficient forms for company registration in Romania are the following:

• Limited Liability Company (SRL);
• Joint Stock Company (SA).

These types of companies in Romania are the most attractive in terms of investments.

SRL company registration in Romania. Main provisions

• The company is separate legal entity.
• The liability of the founders is limited by the value of the authorized capital, and the liability of each founder is limited to the extent of the value of his own share in the declared authorized capital.
• SRL company in Romania can be established by one participant who is natural person or legal entity; the largest number of participants is 50. In the event the number of participants exceeds 15 people, the company should create the body for internal control of the interests of all participants (the "censors committee").
• The founders can be natural persons and legal entities, residents and non-residents.
• Director is appointed by the participants, and he can be resident or non-resident of Romania.
• The authorized capital of limited liability company can not be less than 200 of the Romanian lei (RON) which equals to about € 50. The share capital of SRL company is usually divided into social parts / shares of registered value of at least 10 of the Romanian lei (RON) which equals to about € 3). Consequently, 200 RON company can have only 20 shares, that is, the share is equal to 5% of the authorized capital. The declared authorized capital shall be fully paid when registering the company.
• In accordance with the laws of Romania, the company shall have legal address. The legal address is considered to be acquired and authentic after the conclusion of the lease agreement with the lessor.
• Financial statements are submitted quarterly. They should contain information on assets, liabilities, payments, settlements on deliveries, and other expenses of the company.
• Bank account of the company can be opened in foreign bank.

Registration of SA company in Romania. Certain important provision

The number of participants is at least 2 natural persons/public or private legal entities, and there is no maximum limit.

Minimum capital of the SA company in Romania is 90.000 ROM.

At least 30% of the issued share capital, as well as 100% of contributions (in kind), shall be paid at the moment of registration. Pay attention that all the authorized capital should be paid within 12 months from the date of registration.

The advantage of this type of company in Romania is that it can be used to maintain financing through bonds, as well as other financial instruments. The company can be brought to the stock market.

According to the law, there are 2 types of management:

• System block (the company is managed by one or more persons who are organized into the Managing Board.This Board can appoint the directors of the company (one or several);
• Double system (the company is managed by the special executive body (management).

Certain interesting facts concerning company registration in Romania

• Personnel recruitment to the company. In connection with the increasing rates of strengthening the economy, Romania is gradually reducing the unemployment rate. But, according to practice, there are no difficulties with recruitment of employees to foreign enterprises. And number of workers is still vast (there are a lot of highly qualified professionals who are tending to find workplace with higher salary).
• State benefits. Foreign investors obtain fairly large range of benefits from the state. There are:
  - Low-cost loans;
  - Tax incentives;
  - Free access to all municipal services.

The investors establishing businesses in the areas with unfavorable conditions have particularly great chances of obtaining benefits.

• The quality of financial services is high, due to the existence of effective competition between privatized Romanian and foreign banks.

Bookkeeping in Romania

Bookkeeping of company in Romania is regulated by the EU standards and complies with the relevant international standards (International Financial Reporting Standards). The companies are entitled to submit simplified financial statements. But certain exceptions, when complete report is needed, exist for those companies which meet at least two of the three criteria:

• balance exceeds EUR 3650000;
• quantity of sales is over EUR 7,3 million;
• more than 50 employees are employed.

The audit of the companies in Romania should be in conformity with the requirements of the Chamber of Financial Auditors.

Taxes in Romania

Income tax for the company in Romania equals to 16%, except for small businesses (they pay only 3%).

VAT is 24% (preferential tariff of 9% is set for such fields of activities as pharmaceuticals, newspapers, movies, museums, books, hotels, and 5%  - for constructional materials).

Natural persons pay income tax at fixed rate of 16%.

We will register ready-made company in Romania for you within the shortest time possible. It has never been easier to buy company in Romania. Registering company in Romania is one of the simplest and cheapest ways to start a legitimate international entrepreneurial activity. Registration of companies in Romania is one of the main directions of our work.