Romania Company Formation

Romania, a vibrant EU member state, is increasingly attracting international entrepreneurs seeking a strategic location for their businesses. While not traditionally considered a “prestige offshore jurisdiction” in the same vein as some Caribbean islands, Romania offers a compelling blend of advantages for Romania company formation, particularly for non-residents. This guide provides a comprehensive overview of establishing a company in Romania, focusing on the benefits and considerations for foreign investors.

Why Consider Romania Company Formation?

Romania offers a stable political and economic environment within the European Union, coupled with a relatively low cost of doing business. This makes it an attractive alternative to more established, and often more expensive, EU jurisdictions.

Guide to Forming a Company in Romania:

This guide will walk you through the key aspects of Romania company formation, from choosing the right legal structure to navigating the registration process.

Types of Companies for Non-Residents:

Non-residents can choose from several company types in Romania, each with its own characteristics and requirements. The most common options include:

• Limited Liability Company (SRL): This is the most popular choice for small and medium-sized businesses. It requires a minimum share capital of 1 RON (approximately €0.20) and offers limited liability to its shareholders.
• Joint Stock Company (SA): Suitable for larger businesses with more complex structures. It requires a higher minimum share capital and more stringent regulatory compliance.
• Representative Office: A branch of a foreign company, primarily used for marketing and promotional activities. It cannot engage in direct commercial activities.

Advantages of Romania Company Formation for Non-Residents:

• EU Membership: Access to the EU single market and its benefits, including free movement of goods, services, and capital.
• Strategic Location: A gateway to Eastern and Western Europe, offering access to a large and diverse market.
• Relatively Low Corporate Tax Rate: Romania has a standard corporate tax rate of 16%, which is competitive within the EU. A micro-enterprise tax regime is available for companies meeting specific criteria, offering even lower tax rates.
• Skilled Workforce: A well-educated and multilingual workforce at competitive labor costs.
• Simplified Registration Process: While navigating the bureaucracy can be challenging, the registration process has been streamlined in recent years.
• Double Taxation Treaties: Romania has double taxation treaties with numerous countries, preventing double taxation of income.

Disadvantages of Romania Company Formation for Non-Residents:

• Bureaucracy: Navigating the Romanian legal and administrative system can be complex and time-consuming.
• Language Barrier: While many Romanians speak English, knowledge of Romanian is essential for certain aspects of business operations.
• Cultural Differences: Understanding Romanian business culture is crucial for successful business relationships.
• Potential for Corruption: While efforts are being made to combat corruption, it remains a concern in some sectors.

What is Required for Company Registration in Romania?

The specific requirements for Romania company formation vary depending on the chosen company type, but generally include:

• Company Name: A unique company name that is not already registered.
• Registered Office Address: A physical address in Romania where the company will be registered.
• Share Capital: The minimum share capital required for the chosen company type.
• Shareholders: Details of the shareholders, including their names, addresses, and shareholdings.
• Directors: Details of the directors, including their names, addresses, and responsibilities.
• Articles of Association: A document outlining the company’s purpose, structure, and rules.
• Tax Identification Number (CIF): Obtained from the Romanian tax authorities.

Procedure for Romania Company Formation:

The Romania company formation process typically involves the following steps:

1. Choosing a Company Name: Verify the availability of your desired company name with the Trade Registry.
2. Drafting the Articles of Association: This crucial document outlines the company’s purpose, structure, and operational rules. It’s highly recommended to seek legal assistance in drafting this document.
3. Opening a Bank Account: Open a temporary bank account to deposit the share capital.
4. Registering with the Trade Registry: Submit the required documents to the Trade Registry (Oficiul Registrului Comertului).
5. Obtaining a Tax Identification Number (CIF): Register with the Romanian tax authorities (ANAF) to obtain a CIF.
6. Registering for VAT (if applicable): If your company’s turnover exceeds a certain threshold, you will need to register for VAT.
7. Obtaining Necessary Permits and Licenses: Depending on the nature of your business, you may need to obtain specific permits and licenses from relevant authorities.

Timeframe for Romania Company Formation:

The timeframe for Romania company formation can vary depending on the complexity of the case and the efficiency of the authorities. Generally, it takes between 5 to 10 business days to complete the registration process once all the required documents are submitted. However, obtaining necessary permits and licenses can take additional time.

How We May Help You with Our Professionals:

Navigating the complexities of Romania company formation can be challenging, especially for non-residents. Our team of experienced professionals can provide comprehensive support throughout the entire process, including:

• Company Formation Consulting: We can advise you on the most suitable company type for your business needs and objectives.
• Document Preparation: We can assist you in preparing all the necessary documents for registration, ensuring compliance with Romanian law.
• Registered Office Address: We can provide a registered office address for your company in Romania.
• Bank Account Opening Assistance: We can guide you through the process of opening a bank account in Romania.
• Legal and Tax Advice: We can provide expert legal and tax advice to ensure your company is compliant with all relevant regulations.
• Ongoing Support: We can provide ongoing support to help you manage your company’s administrative and financial affairs.
• Translation Services: We offer professional translation services to overcome any language barriers.
• Representation before Authorities: We can represent you before the Trade Registry, tax authorities, and other relevant government agencies.

By leveraging our expertise and local knowledge, you can streamline the Romania company formation process and focus on growing your business. We are committed to providing efficient, reliable, and cost-effective solutions to help you achieve your business goals in Romania. Contact us today to discuss your specific needs and learn how we can help you establish a successful presence in the Romanian market. We are your trusted partner for Romania company formation.