Start your Romanian business in 24 hours!
Over 1000 companies formed in Romania. Professionals you should trust.
Please choose 3 or more company name and let us know to check their availability
Select the package that will suit you. Fill in the company details and we will draft the by-laws and all the other docs for you.
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Return the docs
Return to us all the documents executed by the involved parties and we will handle it from here.
After the company is incorporated, we will deliver you the registrations certificate together with the company documents.
Why we are different?
By applying to our services you will be advised only by law professionals. All team members are lawyers members of the Bucharest Bar. By working with us you will always be in contact with a lawyer and you will be regularly informed about the steps taken and the strategy adopted.
The lawyers in the team have extensive experience in recovering debts, but also in defending the client’s interests in other respects. Team members have a seniority in the profession that reaches up to 20 years. The experience of lawyers and of the team provides the choice of the optimal strategy for recovery of debts. The lawyers’ team has been involved in previous years in recovering claims amounting to more than EUR 550 millions.
Our vast previous experience allows us to quickly analyze the problems and find the best solutions using the standard documents specially designed for each chosen solution, minimizing the time of writing and instrumentation of each claim.
Standardization of work procedures and work efficiency enable us to offer the best services at the lowest cost, especially for low-value applications and payment orders. Even in the case of Classical Actions in Claims where the number of trial deadlines is unknown, the settlement time is minimized by not requesting deferrals for reasons that could have been anticipated earlier.
We offer consultancy and drafting of documents in a clear and concise structure, made by lawyers and professionals with over 15 years of experience in setting up and changing firms. Legal documents created by us have the necessary structure to be considered flexible, they facilitate the dynamics of your business and the possibility of development.
Limited Liability Partnerships (LLP) are entities with legal personality who can carry out any kind of activity provided in the classification of activities in the national economy in force (CAEN Rev. 2) as well as certain activities regulated by special laws.
Some prior operations are required to set up a branch. For branches it is not mandatory to check the availability and / or booking of the company.
The Branch consists of the company of the legal person who founded it, the name of the locality where its registered office is located, followed by the word “branch” and the name of the locality in which the branch has its headquarters.
Registered office address
The possibility of temporary establishment of the registered office of a company at the attorney’s office is provided by Law 51/1995 on the organization and pursuit of the profession of lawyer at Art.3.
The Statute of the Attorney-at-Law, in Subsection 5, makes the following additional clarifications.
Intellectual property is the core of any major commercial transaction or litigation with strategic implications seeing as it is one of the most complex areas of legal practice, due to the fact that companies develop their business in regards to products, trademarks, data and services around the world.
1. Do I need a registered office in Romania? What does hosting a company at a lawyer’s office mean?
In the process of setting up a company in Romania, it is important to establish a registered office, which may be a personal property, a rented space or a lawyer’s office. The founders or directors of the company or their authorized representative shall request the registration of the company at the Registry of Commerce in which the Company’s headquarters will be located.
Hosting a headquarters by a lawyer is an option agreed by a Limited Liability Company (LLC) or Limited Liability Partnership (LLP). The period for which a company can be hosted at a lawyer’s headquarter is a maximum of one year stipulated in the legal assistance contract. If the registered office will be chosen, the correspondence addressed to the firm will be received by the law firm, so there is the security of receiving the correspondence and communicating to the interested persons of the company concerned.
2. What is the CAEN Code and does it apply to me?
The CAEN Code is a national statistical classification of economic activities in Romania. As a general rule, any company has only one main business object to which only one CAEN code corresponds, which is established by the constitutive act of the company. The choice of the main CAEN code is made according to the activity profile of the company that is being set up.
The authorization of these CAEN codes can be made either at the Registry of Commerce of the company or outside its registered office: at the company’s workstation or at third parties. If a CAEN code has not been authorized since the establishment, and the company’s business develops, then the CAEN code or codes may be subsequently authorized.
3. Can I open a Company if i have debts?
In order to set up a trading company, certain conditions are necessary, including the existence of a fiscal record that does not contain facts of financial-fiscal nature as regulated by the Decision no: 1000/2015. The debts of a natural person, such as bank loans or fines, do not, however, constitute an obstacle in regards to opening a company.
4. Can I open more companies?
Tipically, a natural or legal person may have the status of associate within several companies, but according to art. 14 of the Law 31/1990, a person (natural or legal) can not hold the status of a sole associate except in a single Limited Liability Company. In the event of a breach of this prohibition, the State, through the Ministry of Public Finance, as well as any other interested person may request the dissolution of the judicial chamber of a company so formed.
5. What does the term of contribution represent?
When a company is set up, it is necessary that its associates or shareholders contribute to its constitution with its own contribution, which may be in cash, in nature or in industry.
Involvement means the obligation of each associate to bring in a certain good, a patrimonial value.
Cash input is the money contribution that the associate undertakes to transfer to the company, which is mandatory for the formation of any company.
Nature input is represented by the assets brought by the associates to the formation of the company or later, during its operation. Input in nature can take the form of real estate (construction, land), tangible (commodity) or incorporeal goods (receivables, commodity fund). Inputs in kind must be economically evaluable. They are admitted to all forms of society, are paid by transferring the corresponding rights and by effectively delivering the goods in use to the company.
Industry input is represented by the work benefits or services the associate undertakes to achieve within the company. The contribution to work or service benefits is only allowed to associates from collective companies and partners in the limited partnership. Work or service benefits can not contribute to the formation or increase of the social capital of these companies.
6. What is the Social Capital?
The share capital expresses the value of the assets brought by an associate when the company is set up.
In joint-stock companies, equity is embodied in shares. In contrast, in the case of limited liability companies, social capital is embodied in social parts.
Subscribed capital represents the total economic value that the associates have been obliged to bring to the formation of the company. In this case, the subscribed capital coincides with the social capital, being a virtual economic value.
Shed capital, however, represents the total value of contributions that have already entered the patrimony of the company.
7. What is the minimum capital for a LLP / LLC in Romania?
For the year 2019, the share capital of the joint stock company can not be less than 90,000 lei. The Government of Romania will be able to change the minimum amount of the share capital, taking into account the exchange rate, at least once every two years, so that this amount represents the equivalent in lei of the amount of EUR 25,000.
The share capital of a limited liability company can not be less than 200 lei and is divided into equal shares, which can not be less than 10 lei.
8. Can I be the only associate in a LLC?
Starting from the provisions of art. 14 of the Law no. 31/1990, according to which a natural person or a legal person can be associated only in a Limited Liability Company, it is contrary to the case that a natural or legal person can be uniquely associated in a single Limited Liability Company .
9. Who can be an administrator in a company?
With regards to the Limited Liability Company, the capacity of an administrator may be owned only by a natural person, who may be the sole associate, one of the associates or one outside the Company.
Regarding the joint-stock company, the Company Law no. 31/1990 (Article 15313 paragraph 2) allows the appointment as a manager and a legal person. In the case where a legal entity is appointed as an administrator, it is required to designate a natural person representative who will be subject to the same civil, criminal, and civil liability and obligations as the individual manager, acting in his own name, without thereby that the legal person he represents to be exempted from liability or to be held jointly and severally liable.
From the corroborated interpretation of Articles 731 and Art. 6 of the Law no. 31/1990, it results that the administrator must be a person with full capacity and exercise.
Also, Law no. 31/1990 stipulates as a mandatory condition for the exercise of the position, the administrators’ honorability, namely that they have not been convicted for offenses against the patrimony by failing to trust, corruption offenses, embezzlement, forgery, tax evasion, 656/2002 on the prevention and sanctioning of money laundering, as well as for measures to prevent and combat the financing of acts of terrorism, republished, or for the offenses provided by the present law.
As regards to the condition of citizenship, the Company Law does not contain any restrictions in this respect. Thus, the administrator of a company may have Romanian or foreign citizenship.
10. Can I be associated and employed in a Limited Liability Company (LLC) with a single associate?
According to art. 196¹ alin. (3) of the Law no. 31/1990 regarding Companies, the sole associate in a Limited Liability Company may be employed by the company.
In this respect, an individual labor contract is to be concluded, with the applicable labor legislation regulations in force.
11. How long does the company's registration process take with the Registry of Commerce?
Once the documentation required for the registration of the company is complete, the file may be filed with the Registry of Commerce.
The deadline for issuing the registration certificate, containing the trade register order number, the unique fiscal registration code assigned by the Ministry of Public Finance and, as the case may be, the unique EU-wide identifier (EUID), as well as the resolution of the competent person to resolve the application for registration is 3 working days from the date of filing of the application, unless the competent person to solve the applications for registration has otherwise, to complete the documentation.
12. Is it necessary to come to Romania to sign the documents?
It is not imperative for the foreign associate to come to Romania for the signing of the documents, being necessary only the transmission of the signed documents to our company, either electronically with the upholding of the provisions in the matter, or by the courier, provided that the steps may be slightly delayed by this aspect .
13. Is it preferable to come to Romania for the establishment of the Company?
For better celerity and to avoid the shortcomings of remote signing of signed documents, it is preferable to come to Romania at least once to sign the documents and to discuss with our consultants any possible misunderstandings.
14. After registering the business, what do I need to continue the business?
What are the steps that follow when you register:
What are the steps that follow when you register?
- Stamping: though O.G. 17/2015 provides for the elimination of the obligation to apply the stamp on request, declarations, contracts and other documents, there is still a certain usage in its use among traders.
- the company must open a current account
- To acquire the Unique Control Registry (RUC) from the Financial Administration to which the company belongs within 30 days of its establishment, if the term is exceeded, it is sanctioned with a fine of 500 to 1000 lei. The price of the Registry is 30 lei;
- Acquire a standard invoice and a standard receipt (purchased from a publisher, bookstore or stationery store) or choose an electronic issuance program (lately more used than typizers);
- to acquire the Fiscal Evidence Registry (REF) from the Financial Administration to which it belongs, if the company is a taxpayer;
- To hire an accountant or to conclude a service contract in the field of accounting, with a natural or legal person, authorized by law, member of the Body of Expert Accountants and Authorized Accountants of Romania, to procure him / her to submit his / her online statements .
15. Is it mandatory to have an auditor?
When does the firm need auditing?
For which firms is the financial audit required?
A. Companies that at the close of a financial exercise meet at least 2 of the following 3 criteria:
- have total assets of over 3 650 000 euro,
- have a net turnover of more than EUR 7 300 000,
- they have an average no. of employees during the financial year of more than or equal to 50.
B. Public interest companies:
- Credit institutions
- insurance / reinsurance companies
- Entities regrouped and supervised by the Financial Supervisory Authority
- companies whose securities are admitted to trading on a regulated market
- national companies and companies
- legal entities that belong to a group of companies and enter the consolidation perimeter by a parent company that applies the International Financial Reporting Standards
- leasing companies
- legal entities other than the above, which benefit from non-reimbursable loans or state guarantee.
Who can do the financial audit?
Financial auditors, members of the Chamber of Financial Auditors.
When does the company need a censor?
When the number of associates exceeds 15, the appointment of censors is mandatory.
The joint stock company will have 3 censors and one alternate if the constitutive act does not provide for a larger number. In all cases, the number of censors must be odd.