Company Formation in Romania for Foreign Founders and Groups

Yes. Individuals and legal persons may form a Romanian company (Law 31/1990 art. 1(1)), and one person may form an SRL alone (art. 5(2)). The Company Law provisions on forming a company set no residence condition. Rules outside that law, such as those on the administrator, we cover in the structure conversation.

Not as a rule. An attorney files at the trade register under your authentic special or general power of attorney (Law 31/1990 art. 36(1); Law 265/2022). The application may carry a qualified electronic signature. The registrar can ask you to appear in person only where it suspects identity forgery (art. 105(2)). The bank usually wants the director in person.

A payment service provider may refuse the account only under the AML and sanctions rules. A new company must open it within 60 working days, or face a fine of 3,000 to 10,000 lei (Law 70/2015 as amended by Law 239/2025, from 1 January 2026). No account is also a ground for inactivity. Banks usually meet the director in person.

ANAF registers the company for VAT first and runs its risk analysis afterwards (Fiscal Code art. 316(9)). One listed risk criterion is a foreign administrator without Romanian tax residence, combined with share capital under 45,000 lei (Annex 6 to the VAT norms). Our VAT registration page describes the file we prepare with that analysis in mind.

Within its conditions: revenue within the lei equivalent of EUR 100,000, counting linked enterprises, and an employee within 90 days of registration. Shareholders above 25% designate their one micro-enterprise by 31 March of the following year, and the company notifies ANAF by 31 March of the tax year (Fiscal Code art. 47(4) and 55(2)). Otherwise: 16% profit tax (art. 17).

Not by itself. The D/AC long-stay visa is for shareholders or members with management duties. It needs an opinion on the business plan from ARICE, the Romanian investment and foreign trade agency. For applications from 27 April 2026, the visa fee is EUR 300, paid in the country of application. The business visa page sets out the file.

Dividends distributed from 1 January 2026 are taxed at 16%. For a non-resident, a tax treaty rate can cap that (Fiscal Code art. 224(4)(b)). The EU parent exemption needs a Romanian payer that pays profit tax with no option, so a micro-enterprise payer does not qualify (art. 229(1)(c)). Our holding page covers the structure.

On the state side, a new SRL needs at least 500 lei of share capital (Law 239/2025, from 18 December 2025). You pay in 30% of it within 3 months of registration. The power of attorney, the apostille and the legalised translation are third-party charges. We quote our fee on request, once the structure is known.

You start with the documents and a power of attorney. The founders sign the constitutive act, and the attorney files it at the trade register within 15 days of the act (Law 31/1990 art. 36(1)). From registration, the company is a legal person (art. 41(1)). Then comes a payment account in Romania within 60 working days.

Profit tax is 16% of taxable profit (Fiscal Code art. 17). A micro-enterprise pays 1% of its revenue instead (art. 51(1)), as long as it meets the micro conditions. These are revenue within EUR 100,000 counted with linked enterprises, an employee, and one micro-enterprise per shareholder above 25%. Dividends are taxed separately, at their own rate.

SRL stands for societate cu răspundere limitată, a limited liability company. One member is enough and there can be at most 50 (Law 31/1990 art. 5(2), art. 12). A new SRL needs at least 500 lei of share capital since 18 December 2025. An SRL whose previous-year net turnover exceeded 400,000 lei needs 5,000 lei.

The statute gives the trade register registrar one working day from the filing to decide (art. 105(1) Law 265/2022). That is the law's term, not a promise of how long a file takes. The documents and the power of attorney come before it. The bank account and the VAT risk analysis come after it.