Reviewed: September 2025 by Mihnea Zamfirescu, Senior Partner
Romania has rapidly evolved into one of the most attractive destinations in Eastern Europe for entrepreneurs who want easy access to the EU single market, competitive taxation, and low operational costs.
With full foreign ownership allowed, fast incorporation procedures, and a flat 1% micro-company tax, Romania offers a perfect balance between flexibility, legal stability, and fiscal advantage.
This comprehensive 2025 guide explains how to open a company in Romania as a foreigner, from start to finish including documentation, taxes, banking, and compliance.
By the end, you’ll know:
- What type of company structure to choose (SRL vs SA vs PFA).
- What documents are required and where to submit them.
- How long registration takes and what it costs.
- How Romania’s 1% micro-company tax regime works.
- How to manage your company remotely through the LegalHunt Platform — a complete digital ecosystem connecting you to accountants, lawyers, and banks.
At a Glance
| Category | Details |
|---|---|
| Ownership | 100% foreign ownership allowed. No Romanian partner or director required. |
| Timeline | Trade Register decision in 3–5 business days after complete submission. |
| Minimum Share Capital | 1 RON (~€0.20). |
| Company Type | SRL (Limited Liability Company) – most common for foreign founders. |
| Taxes | 1% – 3% micro-company tax (if one employee) or 16% profit tax. |
| Dividends | 10% withholding tax (may be reduced by DTT). |
| Language | All filings in Romanian; bilingual (RO/EN) option accepted. |
| Banking | Remote onboarding possible (depending on the bank). |
| Digital Setup | LegalHunt Platform allows full online registration, invoicing, and integrated accounting/legal CRM. |
LegalHunt Platform glance: Our platform digitizes every step of company formation — you upload documents, sign them digitally, track registration status, and connect with accountants and lawyers from the same dashboard.
Table of Contents
- Introduction
- At a Glance
- What benefits does opening a business in Romania have?
- The Micro-Company Regime (1% – 3% Tax)
- Corporate Income Tax (CIT – 16%)
- Dividends (10%)
- R&D and IT Incentives
- Cost-Effective Operations
- Choosing the Right Business Structure
- The Incorporation Checklist
- Step-by-Step Process
- Opening a Corporate Bank Account in Romania
- Invoicing and E-Factura in Romania
- Timeline & Costs
- Sector-Specific Licensing
- Post-Registration Compliance
- Exit Strategy Planning
- Timing & Public Holidays
- Register Your Business with LegalHunt
- Conclusion
What benefits does opening a business in Romania have?
Romania’s competitive edge lies in its fiscal incentives, strategic location, and ease of doing business. For both EU and non-EU investors, it’s one of the simplest EU jurisdictions to incorporate in.
1. Full Foreign Ownership
Foreign investors can own 100% of the shares in a Romanian SRL. There’s no obligation to include a local shareholder or director unless you operate in a regulated field (e.g., financial services).
This means your Romanian company can be entirely foreign-controlled — perfect for holding structures, tech startups, or international service providers.
2. The Micro-Company Regime (1% – 3% Tax)
The micro-company tax is Romania’s strongest fiscal advantage. It applies to companies with:
- annual turnover up to €100,000, and
- at least one employee on the company’s payroll.
If these conditions are met, the company pays only 1% tax on turnover up to €60,000 and 3% tax on turnover between €60,000 and €100,000 instead of the standard 16% corporate tax on profit.
How to Qualify
- You must employ at least one person with a minimum gross salary of ~€840/month.
- Solo entrepreneurs can hire themselves as directors — meaning you meet the condition even as a one-person business.
Example Calculation
| Item | Amount (€) | Explanation |
|---|---|---|
| Turnover | €100,000 | Total annual revenue |
| Micro tax (1% / 3%) | – €1,800 | 1% up to €60,000 and 3% between €60,001 and €100,000 |
| Salary (net) | €6,180 | Paid to the employee/director |
| Salary taxes | – €3,600 | Social contributions + income tax |
| Net profit before dividend tax | €88,420 | €100,000 − (€1,800 + €6,180 + €3,600) |
| Dividend tax (10%) | – €8,842 | 10% × €88,420 |
| Net profit after dividend tax | €79,578 | Remaining company profit |
| TOTAL NET EARNINGS (Salary + Net profit) | €85,758 | €6,180 + €79,578 |
Conclusion
Under the micro-company regime (1% – 3% turnover tax + one employee) with no operational expenses, the total effective fiscal load — including company tax, salary contributions, and dividend tax — is just 14.2% of turnover.
That means out of €100,000 revenue, the entrepreneur personally keeps about €85,758 (salary + dividends).
This makes Romania’s micro-company system one of the most efficient in the EU, especially for solo founders and digital entrepreneurs operating through their own SRL.
Compare this to the 16% corporate tax system, and you’ll see why the micro-regime dominates among startups and freelancers.
3. Corporate Income Tax (CIT – 16%)
If your company exceeds €100,000 turnover or you choose to apply the normal regime, the 16% CIT applies to your net profit.
Example:
- Revenue: €250,000
- Expenses: €150,000
- Profit: €100,000
- CIT: €16,000
- Dividends (10%): €8,400
- Total tax burden: €24,400 (~24%)
The 16% corporate income tax regime is often more suitable for businesses with higher operating expenses or lower profit margins, such as manufacturing, construction, retail, or agencies that work with subcontractors.
Because the tax applies only to net profit, not total turnover, companies that reinvest heavily or have significant deductible costs can achieve an effective tax burden similar to — or even lower than — the 1% micro-company regime.
In short, micro is ideal for high-margin, low-cost service businesses, while CIT fits companies with larger structures, higher costs, or reinvestment strategies.
4. Dividends (10%)
Dividends that are intended to be distributed to shareholders as personal profits are taxed at 10%.
However, if your parent company is based in the EU and holds at least 10% for 12 months, this can drop to 0% under the Council Directive 2011/96/EU (“EU Parent-Subsidiary Directive”).
Romania also has over 90 Double Tax Treaties (DTTs), including with the UK, US, Germany, and Italy.
5. R&D and IT Incentives
- 50% additional tax deduction for R&D expenses.
- Salary tax exemptions for employees in IT and R&D.
- Start-up grants and EU funding for innovation.
6. Cost-Effective Operations
Compared to Western Europe, salaries and office costs are significantly lower:
- Average salary: €1,800/month (gross).
- Office rent (Bucharest): €10–15/m².
- Accounting & compliance: starting from €150/month.
This makes Romania ideal for remote tech teams, consulting companies, and investment vehicles.
LegalHunt Platform glance: Our tax dashboard calculates in real time how much you save under the micro regime, and compares 1% turnover vs 16% profit tax to optimize your structure.
Choosing the Right Business Structure
Romania’s Companies Law (Law no. 31/1990) allows multiple legal forms, but most foreign investors choose the SRL (Limited Liability Company).
| Entity | Min. Capital | Liability | Management | Typical Use |
|---|---|---|---|---|
| SRL | 1 RON | Limited | 1+ directors | Standard company for foreign founders |
| SA | €18,000 | Limited | Board | Large or regulated entities |
| PFA | — | Unlimited | Individual | Freelancers |
| SNC/LLP | — | Unlimited | Partners | Local partnerships |
SRL – Limited Liability Company
- Most flexible and widely used.
- Requires only one shareholder.
- Easy to transfer shares and appoint new directors.
- Perfect for foreign-owned service or tech companies.
SA – Joint-Stock Company
- Minimum two shareholders.
- Minimum Capital €18,000.
- Annual audit and public reporting required.
- Usually for financial, insurance, or energy sectors.
PFA – Sole Proprietorship
- Fast to register but unlimited personal liability.
- Lower administration but fewer deductions.
Partnerships (SNC, SCS, LLP)
- Shared or limited liability models.
- Rarely used by foreign founders due to risk exposure.
LegalHunt Platform glance: Choose your company type in the setup wizard; the system uses AI to automatically build your Articles of Association and selects compliant CAEN codes in accordance with the indicated business line.
The Incorporation Checklist
Before submitting your file to the Trade Register, prepare these core documents:
Identification Documents
- Passport or national ID for each Shareholder and Director.
- For corporate shareholders: Trade registry extract (translated into Romanian).
Registered Office
- Proof via lease, ownership deed, or virtual office contract.
Articles of Association
- Defines ownership, directors, activities, share capital, duration, and profit allocation.
- Recommended bilingual version (RO + EN).
UBO Declaration
- Beneficial Owner form confirming who controls the company.
Affidavits
Standard declarations confirming compliance and tax integrity:
- Compliance with legal requirements to act as Sole Shareholder and Director.
- No fiscal offences recorded.
- Not being fiscally registered in Romania.
Apostilles & Sworn Translations
- Required for all non-Romanian documents except the Passport copy.
LegalHunt Platform glance: Upload your documents directly; the system validates format, checks missing items, and generates ready-to-file Trade Register forms automatically.
Turn Your Checklist Into Action
You’ve gathered IDs, Articles, UBO and address. Now let LegalHunt assemble, validate, and file the pack for you. Our bilingual wizard auto-fills forms, flags gaps, and submits digitally with real-time status and human support.
Step-by-Step Process
Step 1 – Reserve Company Name
Choosing your company name is the first formal step of incorporation. The name must be unique and not identical or confusingly similar to another registered business. You can submit up to three name options to the Trade Register for verification. Once approved, the reservation remains valid for 30 days.
Names containing certain restricted words like “Romania” require additional government-level clearance. It’s best to have at least one simple backup option.
LegalHunt Platform glance: The platform checks availability in real time and generates/submits the name reservation electronically. Confirmation appears in your dashboard.
Step 2 – Secure a Registered Address
You need an official Romanian address for company registration (legal headquarters). Choose a physical office or a virtual office.
Option 1 – Physical Headquarters
Rent or own an office space and register your headquarters there. Suits companies planning to hire locally or operate physically.
Option 2 – Virtual Headquarters (included in LegalHunt Maintenance Plan)
Fast, cost-effective, fully legal alternative in Bucharest. We handle correspondence and keep you compliant — no paperwork, no office rent.
LegalHunt Platform glance: Choose HQ type in setup. Hosting agreement/lease is auto-generated and partners are connected as needed.
Step 3 – Choose Activity Codes (CAEN)
Define scope of activity using CAEN codes (one main + multiple secondary). Some codes require licenses (financial, healthcare, tourism).
LegalHunt Platform glance: Intelligent CAEN search suggests codes from your business description and auto-fills the Articles of Association.
Step 4 – Draft & Sign the Articles of Association
Founding document detailing name, address, ownership, share capital, management, duration, and activities. Must be in Romanian and signed (physically or with qualified e-signature).
LegalHunt Platform glance: Generates bilingual Articles (RO/EN) for digital signing and instant submission.
Step 5 – Prepare Affidavits
Each shareholder/director signs standard declarations (no fiscal offences, eligibility, not fiscally registered in Romania, etc.).
LegalHunt Platform glance: Auto-generated bilingual templates that match the latest Trade Register format.
Step 6 – Assemble the File
- Name reservation certificate
- Articles of Association
- Shareholder and director IDs
- Proof of headquarters
- Affidavits and UBO declaration
- Translated registry extracts for corporate shareholders
LegalHunt Platform glance: Our legal team validates the file and submits it securely to the authority’s portal after a thorough compliance check.
Missing or inconsistent details are the main cause of delays — so verification at this stage is crucial.
Step 7 – Submit to the Trade Register
Submission can be done physically or digitally via LegalHunt. Status updates (Filed, Under review, Approved, Correction needed) appear in your dashboard.
Step 8 – Trade Register Decision
Typically issued within 3–5 business days. You will receive: Certificate of Incorporation, Company Identification Code (CUI), and a trade register extract proving the Company is active and has management bodies.
LegalHunt Platform glance: Documents are retrieved automatically and uploaded to your company dashboard for instant download.
Step 9 – Accountant Engagement
Every company must appoint an accountant (even with no activity). LegalHunt connects you with certified specialists and ensures ANAF compliance.
LegalHunt Platform glance: Assigns your accountant, enables secure document exchange, ANAF access, and real-time metrics on invoices, payroll, and taxes.
Step 10 – Post-Registration Tasks
- Register for VAT if needed (optional initially; mandatory after €77,000 turnover).
- Set up payroll if hiring employees.
- Apply for an EORI number if you trade internationally.
- Open your corporate bank account (physical or digital).
Open Banking. Issue Invoices. Go.
It’s time to plug in operations: corporate IBANs, cards for your team, and automated e-Factura. LegalHunt transfers verified company data to partner banks to reduce KYC delays.
Step 11 – Opening a Corporate Bank Account in Romania
After incorporation and issuance of your CUI, open a corporate bank account for operations, payroll, and tax payments.
Option 1 – Traditional Local Bank Account
Local banks (e.g., BCR/Erste) offer multi-currency accounts, online banking, cards, and integrations. Opening is in person at a Romanian branch; a short KYC interview and supporting documentation may be required.
Option 2 – Digital Bank Account (Fully Remote)
For startups and international clients, digital business banking (e.g., Revolut Business or other EU EMIs) enables fully online onboarding with corporate cards and expense management.
LegalHunt Platform glance: Choose your banking partner from your dashboard. Company data flows automatically to reduce KYC delays. It’s also the time to set up e-Factura, digital signatures, and operational tools.
LegalHunt Platform glance: The platform automates the handover to accounting and banking, so you can initiate bank account opening, link your accountant, and start issuing invoices from the same interface.
STEP 12 – Invoicing and E-Factura in Romania
Once your company is active and your bank account is open, start invoicing in compliance with Romanian fiscal law. Romania follows the EU VAT Directive and operates RO e-Factura (national e-invoicing system).
What Is e-Factura and When It Applies
e-Factura is the national electronic invoicing system (ANAF/Ministry of Finance). Invoices are uploaded in XML, time-stamped, and validated.
Starting January 2024, all B2B transactions between companies established in Romania must be transmitted through e-Factura, whether VAT-registered or not. Exceptions apply as below:
| Type of Client | e-Factura Required? | Explanation |
|---|---|---|
| Romanian companies (B2B) | Yes | Mandatory upload through e-Factura portal. |
| Romanian public institutions (B2G) | Yes | Required since 2022 for all business-to-government invoices. |
| Foreign clients (EU or non-EU) | No | Cross-border invoices are exempt; issue as PDF or other formats. |
| Private individuals (B2C) | No | Optional; not transmitted through e-Factura. |
So, if your company invoices foreign clients (e.g., IT consulting to a UK or US partner), those invoices do not need to be reported in e-Factura. They are issued in bilingual format, stored digitally, and recorded in accounting.
When and How to Issue Invoices
Invoices should be issued on the date of delivery/completion or within 15 calendar days.
- Supplier and client details (name, address, VAT/CUI number)
- Description of goods/services
- Price and VAT (if applicable)
- Payment terms and IBAN
- Unique invoice number
Invoices may be emailed, shared through platforms, or uploaded to e-Factura if required. Archive for 10 years (electronic or paper).
Integration with Accounting and Compliance
Invoices affect accounting records, VAT returns, and (where applicable) e-Factura reporting. Partner accountants sync documents and ensure correct registration with ANAF.
LegalHunt Platform glance:
- Create compliant invoices for domestic and international clients.
- Auto-detect whether e-Factura transmission is required.
- Send invoices in RON, EUR, GBP, or USD.
- Manage payment tracking and client history.
- Real-time revenue/overdue reports.
- Direct accountant sharing/import.
The system connects to the RO e-Factura API for automatic upload/confirmation. For international invoices, LegalHunt generates bilingual PDFs with correct reverse-charge clauses.
Conclusion
With LegalHunt, routing is automatic:
- Romanian clients → sent directly to e-Factura
- Foreign clients → issued normally and stored for accounting
- Public authorities → mandatory e-Factura flow
Everything is handled digitally and in real time so your invoicing is 100% compliant with Romanian and EU rules.
Result
This entire 12-step process — from name reservation to full operation and invoicing — can now be completed 100% online through LegalHunt’s ecosystem.
The platform collects data via an interactive form, auto-generates compliant documents, files to the Trade Register, tracks statuses, downloads final certificates, and transitions you to accounting, VAT, banking, and legal.
In short: what used to take weeks and endless paperwork now happens in days — paperless, bilingual, and fully compliant.
Timeline & Costs
| Stage | Typical Duration | Approx. Cost (€) |
|---|---|---|
| Name reservation | 1 day | 20 |
| Document preparation | 2–3 days | 200–500 |
| Trade Register decision | 3–5 days | 100–150 |
| Virtual office (12 months) | — | 300–400 |
| Accountant (monthly) | — | from 150 |
| Banking setup | 1–2 weeks | varies |
Average total setup cost on the market (with services): €800–1,200
First-year operating cost (accounting + office + filings): €2,000–3,000
LegalHunt Platform Packages advantages: affordable fees with setup packages between €299–599, timeline guarantee (money-back if not delivered in time), and lifetime access to your digital company dashboard.
Sector-Specific Licensing
Depending on your field, additional approvals may apply:
- Tourism agencies: Ministry of Economy license + insurance guarantee.
- Food & hospitality: DSVSA sanitary approval, HACCP certification.
- Healthcare: DSP/Ministry of Health permits.
- Financial services: BNR authorisation.
- Education/training: accreditation by ARACIP.
- Transport/logistics: ARR licence, EORI for customs.
LegalHunt Platform glance: Licensing checklist by CAEN code with automated alerts for renewals and missing documents.
Post-Registration Compliance
- VAT Registration: optional initially; mandatory after exceeding €77,000/year.
- Monthly Returns: VAT, micro/CIT, payroll taxes.
- Annual Balance Sheet: due by May 31.
- UBO Updates: every time ownership changes.
- Payroll Management: contracts, ReviSal registration, teleworking clauses.
- GDPR & Legal Documents: service contracts, data protection policies, IP transfers.
Exit Strategy Planning
- Share sale (transfer of ownership): notarized, fast, taxed at 10% capital gain.
- Liquidation: simple process with Trade Register notification.
- Asset transfer: possible if you sell only part of operations.
Plan early to optimize dividends and avoid double taxation under DTTs.
Timing & Public Holidays
Expect slower processing around:
- Easter & Christmas (official holidays)
- August (vacation season)
- Romanian National Day (Dec 1)
Plan incorporations or major filings outside these windows for faster approvals.
Register Your Business with LegalHunt
Why Choose LegalHunt
- All-in-one platform: company registration, accounting, legal, and banking — fully online.
- Non-resident friendly: everything handled remotely via Power of Attorney.
- Transparent process: fixed fees, timeline guarantee, no hidden costs.
- Instant access: bilingual documents, real-time status, integrated CRM.
What’s Included
- Company formation via Trade Register (end-to-end).
- Articles of Association & affidavits (bilingual).
- UBO declaration & virtual office.
- Accountant onboarding & ANAF registration.
- Optional: VAT, EORI, payroll setup, and banking support.
Timeline Guarantee
If your incorporation isn’t completed within the guaranteed timeframe due to LegalHunt delays — you receive a full refund or discount credit.
Setup Packages
| Package | Price | Includes | Suitable for |
|---|---|---|---|
| Launch | €299 | Incorporation + Platform + Accountant onboarding | New founders |
| Launch+ | €399 | VAT setup + Bank support | Non-residents |
| Scale | €599 | + Micro Company setup | Growing SMEs |
LegalHunt Platform glance: After incorporation, manage everything — invoicing, payroll, compliance — directly inside your company’s dashboard.
Conclusion
Romania combines a low-tax micro regime (1% – 3%), 10% dividend tax, full foreign ownership, and fast Trade Register approvals (3–5 days) — making it one of the best EU jurisdictions for startups and international founders.
Through the LegalHunt Platform, you don’t just register a company — you run it digitally from anywhere. From incorporation to accounting and compliance, everything happens in one secure, bilingual, automated system.
Start your Romanian SRL today:
- Check the desired company name
- Fill in personal and company details
- Upload your documents and sign digitally
- Track your Trade Register approval — and start doing business in Romania in less than a week
1 reply on “How to Register a Company in Romania: The Complete 2025 Guide for Foreigners”
We would like to establish a Romanian Ltd.