- Home
- FAQ
Knowledge Base
Everything you need
to know before you start.
Authoritative answers to the questions we receive every week. Written by senior advisors, not scraped from forums. Updated as Romanian law evolves.
No results. Try a different search term, or send us your question directly.
Company Formation
Company Formation
Everything about forming a Romanian SRL , from documents to timelines.
Can I form a Romanian company without visiting Romania?
Yes. The entire process runs on scanned documents and electronic signatures , no wet signatures, no couriers, no in-person notary visits, and no travel to Romania. You email us scans of your passport, proof of address, and the signed forms we prepare; we handle the rest via the ONRC online portal. Bank account opening is a separate step and may, depending on the bank and your nationality, require a single in-branch visit. We advise on this before you commit.
Legal note
Wet signatures and apostilles used to be required for non-EU founders. Since the move to electronic signatures and the ONRC online portal, scanned documents are accepted for the overwhelming majority of cases. We confirm the exact document format for your jurisdiction during the discovery call.
What documents do I need to provide to form a Romanian SRL?
The core requirements are: (1) a scanned valid passport or national ID card for each shareholder and director; (2) scanned proof of address (utility bill or bank statement, no older than three months) for each shareholder; (3) a signed power of attorney if you are not present in Romania (template provided by us); and (4) confirmation of the registered office address , either ours, available as an add-on, or your own qualifying Romanian property. A criminal record certificate may be requested depending on your country of residence and the activity (CAEN code) , for most non-regulated business activities it is not required. For corporate shareholders, additional documentation (certificate of incorporation, beneficial ownership declaration) applies. We provide a precise checklist at the start of each engagement.
Compliance note
Romanian Trade Register requirements change periodically. The checklist we provide is always current. Do not rely on information from forums or general incorporation guides , statutory requirements for non-resident shareholders are different from those for Romanian residents.
How long does company formation take?
Typically 5–10 working days from the date all documents are signed. This covers the Trade Register's processing window and the issuance of your CUI (fiscal identification code) and company registration certificate. In practice, Bucharest's Trade Register processes most straightforward formations in 5–7 working days. Delays occur when documents are incomplete or require additional verification , both of which we mitigate through pre-submission review. Once your CUI is issued, you receive all official documents digitally on the same day.
Can an SRL have a single shareholder and director?
Yes. A Romanian SRL (Societate cu Răspundere Limitată) can be formed with a single associate who also acts as sole administrator. There is no minimum shareholder requirement beyond one. The minimum share capital is 1 Romanian Leu , effectively zero for practical purposes. This makes the SRL structure highly accessible for solo founders and small operators. There is no requirement for a Romanian national to be involved in the company structure in any capacity.
Founder tip
The single-shareholder SRL is the standard vehicle for relocated founders. It mirrors the German GmbH or UK Ltd in structure. The sole associate/administrator model means you retain full control with no dilution.
Do I need a Romanian registered address, and is it included?
Yes , Romanian law requires every company to have a registered office (sediu social), which must be a physical property, not a PO box. The address is NOT bundled into the Essential €600 formation package. It is available as a 12-month add-on at a fixed annual rate, and is included in the Standard tier. If you already own or rent a qualifying Romanian property, you can use that instead. Official correspondence, Trade Register notices, and tax authority letters are received at the registered address and (when we provide it) forwarded to you digitally.
Legal note
A registered address satisfies the legal filing requirement but does not constitute substance for tax purposes. If you are relocating from a high-tax jurisdiction, you will need demonstrably more than a letterbox , director presence, economic activity, and payroll. See the Substance section.
What is the minimum share capital for a Romanian SRL?
The minimum share capital is 1 Romanian Leu (approximately €0.20). In practice, most founders capitalise their SRL at RON 200–RON 500 (€40–100) to ensure the company has a nominal working balance. The share capital does not need to be paid up immediately , it is declared in the articles of association and can be paid into the company bank account once the account is open. For financial services firms and regulated entities, minimum capital requirements are set by the ASF (Financial Supervisory Authority) and are significantly higher.
Banking
Banking
EUR accounts, bank selection, and what makes Romanian banking different.
Which Romanian banks do you work with?
We work with six banking partners: Banca Transilvania, Raiffeisen Bank Romania, Libra Internet Bank, ING Romania, OTP Bank, and BCR. Each has a different risk appetite, onboarding process, and product offering. Banca Transilvania is our primary recommendation for most founders , it has the most robust EUR account infrastructure, strong online banking, and is generally the most receptive to non-resident-owned SRLs. Libra Internet Bank is preferred for fintech-adjacent businesses. Raiffeisen suits founders with existing Raiffeisen relationships in Austria or Germany.
Founder tip
Bank selection matters more than most founders expect. A poorly matched application wastes 2–3 weeks and leaves a rejection on record at that bank. We select the right institution before submitting, not after. Rejection rates for applications we prepare are under 4%.
Can I open a Romanian bank account entirely remotely?
It depends on the bank and your nationality. For EU passport holders, Libra Internet Bank and ING Romania offer fully remote onboarding for company accounts. Banca Transilvania and Raiffeisen typically require an in-branch appointment for the initial account opening, though this can sometimes be handled via power of attorney through our local representative. For non-EU founders (UAE, US, Israeli passports), in-branch presence is generally required at most institutions. We advise on the specific requirements for your nationality before choosing a banking partner , avoiding a journey you don't need is part of what we do.
How long does the bank account opening process take?
From application submission to account activation: typically 5–15 working days for straightforward applications. Banca Transilvania processes most applications within 7–10 working days. Libra Internet Bank can be faster at 5–8 working days for remote digital applications. The timeline extends when the bank's compliance team requests additional documentation , which is more common for non-EU founders, fintech-adjacent activities, or high-volume transaction profiles. We manage all follow-up correspondence with the bank directly.
Are Romanian bank accounts real IBAN accounts or e-money wallets?
They are real IBAN accounts held at licensed Romanian credit institutions, regulated by the National Bank of Romania (BNR). They are not e-money accounts, not payment institution accounts, and not neo-bank wallets. All Romanian banks we work with are members of the Romanian Deposit Guarantee Fund, meaning deposits up to €100,000 are protected. SEPA transfers (EUR) are standard. SWIFT transfers (USD, GBP, etc.) are available on all commercial accounts. Multi-currency accounts are available at Banca Transilvania and Raiffeisen.
Compliance note
The distinction between a licensed bank account and an e-money wallet (Revolut Business, Wise Business) is increasingly important for counterparty credibility, particularly when dealing with Western European clients or suppliers who require SEPA creditor verification. A Romanian IBAN from a real bank carries more institutional weight than an e-money account registered in Lithuania.
Tax & Compliance
Tax & Compliance
The microenterprise regime, VAT, dividends, and ongoing compliance.
What is the 1% microenterprise corporate tax rate?
The microenterprise regime is a statutory corporate income tax rate of 1% on gross turnover, introduced in Law 227/2015 (the Romanian Fiscal Code). It applies to Romanian SRLs that meet two cumulative conditions: (1) annual revenue below the RON equivalent of €500,000 (approximately €500K; note the €100K threshold applies only to the 1% rate , see next question); and (2) at least one employee on the company payroll. Companies that do not have an employee pay 3% CIT under the same regime. Companies exceeding the revenue threshold automatically transition to the standard 16% CIT rate. The regime is applied quarterly, and the relevant quarter for transition is the one in which the threshold is crossed.
Tax note
The 1% rate is the statutory default for qualifying companies , it is not a special incentive, tax treaty benefit, or grey-area arrangement. It is codified in Articles 47–57 of Law 227/2015 and has survived multiple Romanian government changes since 2017. That said, Romanian tax law is amended frequently. We monitor legislative changes as part of ongoing client support.
What is the €100,000 threshold for the 1% rate?
To benefit from the 1% rate specifically, the SRL's annual revenue must remain below the RON equivalent of €100,000 (calculated at the exchange rate on the last day of the previous fiscal year). Between €100,000 and €500,000, the rate is 3%. Above €500,000, the company exits the microenterprise regime entirely and moves to the standard 16% CIT on profit. This structure makes Romania particularly well-suited to small-to-mid-stage founders. A company invoicing €90,000/year pays €900 in corporate tax. The same company paying 25% CIT in Germany would owe approximately €10,000–12,000.
Tax note
Planning around the €100K threshold is something we discuss during the discovery call. Structuring revenue across multiple entities solely to stay below the threshold is an avoidance arrangement and is not something we support. The threshold is a natural planning parameter, not a ceiling to engineer around.
When do I need to register for VAT in Romania?
VAT registration in Romania is mandatory when a company's annual turnover exceeds the RON equivalent of €300,000. Below this threshold, registration is optional. However, voluntary VAT registration is often advisable even below the threshold , particularly if you are B2B, invoicing EU clients, or want to reclaim input VAT on Romanian expenditures. For companies providing digital services to EU consumers, the One-Stop-Shop (OSS) scheme may apply regardless of Romanian VAT status. We assess your specific revenue model and advise on the optimal VAT position during onboarding.
Tax note
A common misconception: registering for Romanian VAT does not affect your microenterprise CIT status. The two regimes are independent. You can be VAT-registered and still pay 1% CIT on turnover under the microenterprise rules.
How are dividends taxed in Romania?
Dividends paid by a Romanian SRL to individual shareholders (natural persons) are subject to a flat 8% withholding tax. This is one of the lowest dividend tax rates in the EU. For dividends paid to corporate shareholders (holding structures), a 0% withholding tax applies under the EU Parent-Subsidiary Directive, provided the receiving company holds at least 10% of the share capital for at least one year. Combined with the 1% microenterprise CIT, the effective total tax burden on income extracted as dividends can be as low as 8–9% , a significant difference from the 40–60% effective rates in Germany, France, or the Netherlands.
Tax note
The low dividend tax rate is a legitimate and significant advantage of the Romanian tax regime. However, it is subject to the condition that you are a genuine Romanian tax resident and that the income is correctly attributed to the Romanian entity. Attempting to maintain non-resident status while benefiting from Romanian tax rates is not a structure we support.
What are the ongoing accounting and reporting obligations?
Romanian SRLs must file quarterly VAT returns (if registered), monthly or quarterly CIT/microenterprise tax declarations, annual financial statements with the Trade Register and Ministry of Finance, and payroll declarations if employees are on the payroll. We partner with a certified Romanian accounting firm (contabil autorizat) to handle all filings on your behalf. The monthly accounting retainer for a straightforward SRL with low transaction volume is approximately €100–150/month. We include first-month accounting setup in the Standard package and can connect you with our partner accountant from day one.
Schengen & Residency
Schengen & Residency
Romania's Schengen accession, residency permits, and substance requirements.
When did Romania join the Schengen Area?
Romania became a full Schengen member on 1 January 2025, following partial accession (air and sea borders) in March 2024. Full Schengen membership means Romanian residence permits now grant visa-free travel across all 29 Schengen member states for the duration of the permit. For non-EU founders , particularly those from the UAE, US, Israel, and non-EU Asian markets , a Romanian residence permit is now one of the most cost-effective and straightforward routes to Schengen access. The combination of competitive tax rates and Schengen mobility has materially increased demand for Romanian structures from non-EU high-net-worth individuals.
Legal note
The Schengen accession was confirmed on 31 December 2024 and took effect on 1 January 2025. This is a recent development and its full implications for residence permit holders are still being operationally implemented at border crossing points. We monitor practical guidance from Romanian Border Police as it evolves.
Can I obtain Romanian residence through company formation?
Yes. Non-EU nationals who establish a Romanian company and can demonstrate ongoing business activity in Romania are eligible to apply for a long-stay visa (Category D) and subsequently a temporary residence permit on economic grounds. The permit is issued for one year initially and renewable. To qualify, you must demonstrate: genuine business activity (not just a registered address), the ability to financially support yourself in Romania (typically evidenced by company revenue and/or personal savings), and compliance with Romanian tax obligations. The process is administered by the General Inspectorate for Immigration (IGI) and typically takes 60–90 days from visa application to permit issuance.
Legal note
Residency through company formation requires genuine substance. The IGI evaluates whether your Romanian business activity is real. A dormant SRL with no revenue and no operational activity will not support a residency application. We assess substance documentation as part of the Bespoke tier.
What does "genuine substance" mean for a Romanian company?
Substance refers to the real economic presence of a company in its declared jurisdiction. For a Romanian SRL, substance indicators include: (1) at least one employee on the Romanian payroll; (2) a director with a genuine role who is physically present in Romania for a meaningful portion of the year; (3) a registered office that is more than a mailbox , ideally a shared workspace or serviced office with documented use; (4) invoicing that originates from and is attributable to Romania; and (5) banking activity consistent with genuine operational cashflow. Substance requirements are assessed by both Romanian tax authorities and, critically, by the tax authority of any jurisdiction you are exiting from. Germany's exit taxation provisions (Wegzugsbesteuerung) are particularly rigorous.
Compliance note
Substance is not a checkbox exercise. Germany's Federal Fiscal Court (Bundesfinanzhof) has issued multiple rulings affirming that relocation to low-tax EU jurisdictions can be challenged if genuine substance is absent. We build structures designed to withstand third-party scrutiny , not ones that pass only a superficial paperwork test. Clients who require substance documentation receive a detailed substance report.
Does a Romanian residence permit grant the right to live and work in Romania?
A temporary residence permit on economic grounds grants the right to reside in Romania and conduct business activity through your Romanian company. It does not grant employment rights with third-party Romanian employers , for that, you would need a separate work permit. For most founders operating through their own SRL, the economic residence permit is sufficient for all practical purposes: you can open personal bank accounts, register a Romanian address for personal tax purposes, apply for a Romanian tax identification number (CNP), and travel freely within the Schengen Area.
Still have questions?
Book a 30-minute call with a senior advisor. No commitment, no intake form.
Book a 30-min callGet started
Your answer isn't here?
Ask us directly.
Every situation has nuance. The 30-minute discovery call exists precisely for questions that don't fit neatly into a FAQ , jurisdiction-specific edge cases, complex structures, unusual revenue models.
What happens on the call
You describe your current jurisdiction, business activity, and what you're trying to achieve.
We confirm the right structure, tax regime, and any complications specific to your situation.
You receive a written scope and fixed price before any work begins. No commitments on the call.