registered office
Registered Office in Romania for Foreign-Owned Companies
A Bucharest seat under a paid lease, its proof filed at ONRC for you, and every deadline the deed sets kept in view.
- Paid lease of more than one year
- Proof of seat filed at ONRC under your power of attorney
- Official mail received and forwarded
- AML checks on the client and the beneficial owner
A seat is held under a deed with a term, not only an address.
A Bucharest seat that keeps your company in good standing
The registered office (sediu social) is written into the articles (art. 7(b) Law 31/1990) and the registration file must prove it (art. 36(2)(c)). Its deed has a term that ONRC and ANAF both act on when it expires. We provide the seat for companies in formation, companies moving their seat and foreign groups' Romanian companies.
A seat change is filed at ONRC as a mențiune (registrable change), in the same way as the transfer of SRL shares to a new owner. We prepare the standard documents and file them under a power of attorney. We are not a law firm: bespoke legal drafting goes through a Romanian lawyer, and we never act as a member or administrator of your company.
What's included
One contract covers the address, the filings it needs and the official mail it receives.
A Bucharest seat under a paid lease
A lease (contract de închiriere) with a stated term of more than one year, one of the deeds the 2008 trade-register norms list.
Proof of seat for the file
The proof of the declared seat (dovada sediului declarat) for a new company's registration file or an existing company's change file.
Forms and filing at ONRC
The standard documents the founders or members sign, including the members' decision for a seat change, filed at the trade register under a power of attorney.
Fiscal-domicile filing at ANAF
Where management sits away from the seat, we file the company's request at ANAF under your power of attorney, on facts your tax consultant settles with you.
Official mail
Letters from ANAF, ONRC and the courts received and forwarded, so notices with short deadlines reach the company in time.
Renewal tracking
A term set to outlast your plan, the renewal prepared before expiry, and the renewed deed sent to the register where that is required.
Client due diligence
Providing a seat is an anti-money-laundering (AML) regulated service (Law 129/2019 art. 2(l)(3)); we identify you and your beneficial owner when the relationship starts (art. 11(1), 13(1)(a)).
What stays with your advisers
Legal drafting with a Romanian lawyer, tax advice with your tax consultant, bookkeeping with your CECCAR accountant. We never act as member or administrator.
Choosing the seat arrangement: what the law and the VAT criteria say
ANAF registers a company for VAT first and runs its risk analysis afterwards (art. 316(9) Fiscal Code), so the seat arrangement still counts after registering an SRL for VAT at ANAF.
Four ways to hold a seat against the seat group of Annex 6 to the VAT norms; the lease and the comodat are among the deeds the 2008 norms list.
| Arrangement | What the law says | Annex 6 seat criterion | Source |
|---|---|---|---|
| Paid lease (contract de închiriere) of more than one year, what we provide | A lease is among the deeds the 2008 norms list | Outside the seat criterion as written | art. 69(1)(b), 2008 norms; Annex 6 pt. 1.1, 1.2 |
| Comodat (gratuitous loan for use) of one year or less | A listed deed | A named criterion where the company has no secondary premises (punct de lucru) | art. 69(1)(b), 2008 norms; Annex 6 pt. 1.2 |
| A lawyer's professional seat under a legal-assistance contract (contract de asistență juridică) | A lawyer may host a company's seat "temporarily"; the lawyer's own activity, not ours | A named criterion where the company has no secondary premises | art. 3(1)(h) Law 51/1995; Annex 6 pt. 1.1 |
| The administrator's own flat | No owners' association approval where the administrators declare that no activity is carried on at the seat | The deed used decides; a comodat of one year or less falls under pt. 1.2 | art. 17(6) Law 31/1990; Annex 6 pt. 1.2 |
A foreign-owned SRL with no staff, and a foreign administrator without Romanian tax residence where capital is under 45,000 lei, already meets two other Annex 6 groups (pt. 2.1, 5.1). How the criteria are weighted today is not confirmed in a current text we read; you choose the arrangement with your tax consultant.
How the registered office service works
Who acts at each step, and the term the statute sets where it sets one.
law a term set by statute none no official time is published
- I
Client due diligence
Us
- no official time is published
- II
Choice of arrangement
Client and tax consultant
- no official time is published
- III
The deed
Landlord side and founders
- no official time is published
- IV
Filing at ONRC
Our filer at ONRC
- 15 days to file (art. 36(1) Law 31/1990)
- a change: 15 days (Law 265/2022)
- V
The registrar's decision
ONRC registrar
- one working day, the law's term (art. 105(1) Law 265/2022, 2022 text)
- VI
Fiscal domicile
ANAF
- 15 working days for a request (art. 32 Fiscal Procedure Code)
- VII
Operation
Us and the company
- no official time is published
- VIII
Renewal, or a move
Us and the client
- a move: mențiune within 15 days
Statutory terms only: no total duration and no fee are shown.
Client due diligence
We identify you, the beneficial owner, the ownership and control structure and the purpose of the relationship at its start (art. 13(1)(a) Law 129/2019).
Choice of arrangement
You set the lease term against your plan (VAT, staff, a licence, a residence permit) with your tax consultant; we set out the published criteria.
The deed
The lease, with a start date and a term. For a seat in a flat, the administrator's own-responsibility declaration (declarație pe propria răspundere) that no activity is carried on there.
Filing at ONRC
A new company files the proof of seat and an e-mail or phone for ONRC notices within 15 days of the constitutive act (art. 36(1) Law 31/1990). A moving company files the members' decision as a mențiune within 15 days (Law 265/2022, 2022 text).
The registrar's decision
The statute gives the ONRC registrar one working day (art. 105(1) Law 265/2022, 2022 text): the law's term, not a promise of how long registration takes.
Fiscal domicile
The seat becomes the fiscal domicile, and a seat change moves it by law. Where management sits elsewhere, we file the company's request, decided within 15 working days (art. 31(1)(c), 32 Fiscal Procedure Code).
Operation
We receive and forward official mail. The company prints the seat, with its name, legal form, register number and CUI, on every invoice and business document (art. 74(1) Law 31/1990; art. 128 Law 265/2022).
Renewal, or a move
We prepare the renewal before expiry; whether a renewed deed must be filed at ONRC is settled file by file. A move means a new deed, amended articles, a mențiune within 15 days, and our service ends.
Forming or moving a company and need a seat that outlasts the plan?
You set the lease term against your plan with your tax consultant; we file the proof of seat with the formation or the change.
Documents you will need
What we ask for before the lease is signed and the file goes to ONRC.
- Passport or ID of each founder, administrator and beneficial owner.
- The ownership and control structure, and the purpose of the relationship.
- For a corporate founder: its register extract, with a legalised Romanian translation.
- An authentic special or general power of attorney, or a lawyer's mandate.
- The signed lease with us, with its start date and term.
- For a seat in a flat: the administrator's own-responsibility declaration.
- For a seat change: the members' decision amending the articles.
- An e-mail address and/or phone number for ONRC correspondence.
The seat's deadlines in Romanian law
The seat deed has a term. When it lapses, ONRC and ANAF each start a clock (art. 2372(1)(a) Law 31/1990; art. 92(1)(g) Fiscal Procedure Code); the inactive taxpayer status guide covers the ANAF side in full.
Every term attached to the seat, from filing to strike-off, with its article in the Fiscal Procedure Code, Law 239/2025 and the company laws.
| Event | Term | What follows | Source |
|---|---|---|---|
| A new company's registration file, with the proof of seat | Within 15 days of the constitutive act | The registrar's decision | art. 36(1) Law 31/1990 |
| A seat change (mențiune) | Within 15 days of the act | The fiscal domicile moves by law | Law 265/2022, 2022 text; art. 32(5) Fiscal Procedure Code |
| The registrar's decision | One working day in the statute: the law's term, not a promise | Registration | art. 105(1) Law 265/2022, 2022 text |
| A request for a different fiscal domicile | Decided within 15 working days | ANAF can also act ex officio | art. 32 Fiscal Procedure Code |
| Seat deed expires: list posted in BERC (the trade register's electronic bulletin) and sent to ANAF | At least 15 calendar days before the finding | The registrar's dissolution finding | art. 2372(1)(a), (2) Law 31/1990 |
| Complaint against the finding | Within 15 days of communication | Without one, liquidation after the dissolution entry | art. 2372(4)-(5) Law 31/1990 |
| ANAF inactivity for an expired seat right | 30 days after ANAF's notice | VAT code cancelled; customers lose their deduction | art. 92(3) Fiscal Procedure Code; art. 316(11)(a), 11(7) Fiscal Code |
| Inactive and not reactivated | One year, for companies declared inactive after 18 December 2025 | Dissolution | art. 92(41) Fiscal Procedure Code; art. VII(2) Law 239/2025 |
| No liquidator requested, no arrears | 20 days from the dissolution entry | Strike-off ex officio | art. VIII(3) Law 239/2025 |
| The provider's own AML notice to ONPCSB | Within 15 days of starting, suspending or ending the activity | The provider may operate only once authorised or registered | art. 302(1), 31(1) Law 129/2019 |
Inactivity cancels the VAT code and costs customers their deduction (art. 316(11)(a), 11(7) Fiscal Code). ANAF's inactive register is public (art. 92(11) Fiscal Procedure Code): a buyer of an existing SRL checks it with the seat deed and the ANAF notice and the tax certificates of a share transfer.
At ONRC, the trade register
- Seat deed expires: the company is listed in BERC and sent to ANAF, at least 15 calendar days before the finding
- The registrar's dissolution finding
- 15 days to complain, from communication
- Liquidation, where no complaint is made
Art. 2372(1)(a), (2), (4)-(5) Law 31/1990
At ANAF, the tax authority
- Seat deed expires: ANAF sends a notice
- 30 days after the notice: declared inactive, VAT code cancelled
- One year without reactivation: dissolution
- 20 days with no liquidator requested: strike-off, where there are no arrears
Art. 92(3), (41) Fiscal Procedure Code; art. VII(2), VIII(3) Law 239/2025
Both lanes start when the seat deed expires. The one-year rule applies to companies declared inactive after 18 December 2025.
Problems we solve
Five situations a seat file runs into, the text that decides each, and how we handle it.
A deed that runs out
An expired seat right is a dissolution ground at ONRC and an inactivity ground at ANAF (art. 2372 Law 31/1990; art. 92(1)(g)). We track the term and prepare the renewal before expiry.
"Not found at the fiscal domicile"
A separate inactivity ground: reactivation needs ANAF to find the company operating at that address (art. 92(1)(c), (51) Fiscal Procedure Code). We receive and forward the mail; whether ANAF finds the company operating there depends on how the company works at that address.
The mailbox is not the tax address
Where management is exercised elsewhere, that place is the fiscal domicile, and ANAF can set it ex officio (art. 31(1)(c), 32). We file the company's request; the judgement is your tax consultant's.
The bank asks where the company really sits
Banks ask for the real seat when it differs from the registered one (art. 15(11) Law 129/2019). The lease and the fiscal-domicile position go into the file for a business bank account in Romania.
The residence file
IGI asks a founder for proof of lawful holding of the seat premises. Whether it accepts a hosting contract is not confirmed, so the deed is a lease; the residence file goes through our business visa service.
Is your seat deed close to its end, or has a notice already arrived?
Send us the deed and any ONRC or ANAF letter; we set out the terms running and prepare the renewal or the move.
Why work with us
Formation and corporate changes lead, Bucharest. Eleven years on Romanian company files. Romanian, English, French.
From our practice
A seat file first raises the deed's term against the plan, a flat or a leased office, and a founder's residence file. We coordinate an authorised translator, a Romanian lawyer, your tax consultant and your bank.
Frequently asked questions about a registered office in Romania
Is any Bucharest address enough to register a Romanian company?
No. The registered office is mandatory content of the articles (art. 7(b) Law 31/1990), and the registration file must carry proof of the declared seat (art. 36(2)(c)). The deed behind that proof has a term the register records, and ONRC and ANAF both act when that term expires.
What happens if the registered office contract expires?
Two clocks start. At ONRC, the company is listed in BERC at least 15 calendar days before the registrar's dissolution finding, may complain within 15 days, then enters liquidation (art. 2372 Law 31/1990). At ANAF, it is declared inactive 30 days after a notice (art. 92(3) Fiscal Procedure Code) and dissolved if not reactivated within one year.
Can ANAF declare my company inactive even while the contract is valid?
Yes. Not operating at the declared fiscal domicile is an inactivity ground of its own (art. 92(1)(c) Fiscal Procedure Code), separate from an expired seat right. Reactivation on that ground needs ANAF to find the company operating at the address (art. 92(51)). A valid deed is necessary, and the company must also be identifiable where it says it is.
Will a hosted or free-loan address stop my company getting a VAT number?
Not as a bar. ANAF registers for VAT first and analyses risk afterwards (art. 316(9) Fiscal Code). A seat under a comodat of one year or less, or at a lawyer's professional seat, with no secondary premises, is a named Annex 6 risk criterion (pt. 1.1, 1.2). Their weighting today is not confirmed in a current text we read.
Is a registered office at a lawyer's office limited to one year?
The statute does not say so. Law 51/1995 lets a lawyer establish a company's seat at the lawyer's professional seat "temporarily" (art. 3(1)(h)) and sets no term in that text. Hosting a seat there is the lawyer's own activity, not a service we provide; the seats we provide are held under a paid lease.
Do I have to file anything when I renew the same registered-office contract?
No text we read says so expressly. Under the 2008 trade-register norms, the register records the deeds proving lawful holding and the duration of holding (art. 7(2)(g)). We therefore promise nothing either way: the renewed deed is prepared before the old one expires, and whether it goes to ONRC is settled file by file.
Is the registered office also my company's tax address?
By default, yes. For a legal person the fiscal domicile is the registered office, or the place where administrative management and effective control are exercised if that is elsewhere (art. 31(1)(c) Fiscal Procedure Code), and ANAF can set it ex officio (art. 32). We file the company's request under its power of attorney; the judgement belongs to its tax consultant.
Why does a registered-office provider ask for my passport and my beneficial owners?
Providing a registered office or an address is the regulated service of a trust or company service provider under the anti-money-laundering law (art. 2(l)(3) Law 129/2019). The provider must identify the client and the beneficial owner, and verify their identity, when the business relationship starts (art. 11(1), 13(1)(a)). Banks apply the same law.
What counts as proof of the registered office?
In its 2022 text, Law 265/2022 asks for proof of the declared seat and lists no documents. The 2008 trade-register norms list ownership deeds, a lease, a sublease, a concession, real-estate leasing, a comodat, a right of use or usufruct, or any other act conferring the right of use (art. 69(1)(b)). Whether ONRC still applies that list is not confirmed.
Can the company be registered at a flat in an apartment block?
Yes. The owners' association's approval is not needed where the administrator, or the administrators, declare on their own responsibility that no activity is carried on at the registered office (art. 17(6) Law 31/1990). The flat still needs a deed giving the company the right of use, and that deed has a term like any other.
Can several companies use the same address?
The former rules of art. 17 Law 31/1990 on several companies at one seat were repealed: paragraph (4) on 5 July 2020 and paragraph (3) on 23 July 2021. No statutory cap on the number of companies at one address appears in the texts we read, and how ONRC treats it in practice is not confirmed.
How do I change the registered office later?
The members amend the articles (art. 194(1)(d) Law 31/1990); the mențiune is filed at ONRC within 15 days of the act (Law 265/2022, 2022 text). A seat that is also the fiscal domicile moves it by law (art. 32(5) Fiscal Procedure Code). Moves to another county had their own route under the 2008 norms; we check it per file.
Is the registered-office address accepted for a residence permit?
IGI asks a founder applying for residence for commercial activity for proof of lawful holding of the registered-office premises. Whether IGI accepts a hosting contract as that proof is not confirmed, so we promise nothing on it; the seat we provide is documented by a paid lease, which states the right of use and its term.
What is a company registration number in Romania, and where does it appear with the registered office?
It is the company's number in the trade register, and it is a different identifier from the CUI. Invoices, offers, orders and other business documents must show both, together with the company's name, legal form and registered office (art. 74(1) Law 31/1990; art. 128 Law 265/2022), so the seat appears wherever the number does.
How do I set up a company in Romania, and where does the registered office fit in?
The seat is written into the articles, and its proof goes into the registration file with an e-mail address or phone number for ONRC correspondence (art. 36(2)(c) Law 31/1990; art. 72(1) Law 265/2022). The founders, or their attorney, file within 15 days of the constitutive act (art. 36(1)). The seat deed is arranged before filing.
Ask for your Bucharest registered office
Tell us whether the company is in formation or registered, and what the seat must carry. We reply Monday to Friday, 09:00 to 18:00 Bucharest time.