Company Formation Romania
Romania is a very attractive country located in the southeast Europe, from the point of view of investors looking to expand their businesses in an area with a low tax system and many economical advantages. Our company formation agents can help you open companies in Romania.
STEPS FOR COMPANY FORMATION IN ROMANIA
A SRL (Limited Liability Company – Societate cu raspundere limitata) is the most frequent type of legal entity in Romania. This kind of business structure can be easily set up in Romania, as long as the following steps are considered:
1) First of all, once the decision to establish a company in Romania has been taken, the client must check the availability and reserve the company’s name and logo. This procedure is done through the Romanian State Office for Inventions and Trademarks.
2) The second step is to provide the necessary documents for the company formation in Romania. SRL companies are registered through the local Trade Register Office and will require a series of documents from the shareholders and administrators (Directors) such as: Articles of Association (required to contain certain information), Affidavits and Specimen Signatures. In case the shareholders are foreign companies then the Romanian Trade Register will also require their registration documents for proof of their existence.
An entrepreneur can open a company in Romania and choose to either visit the country, or to delegate powers to a representative through a Power of Attorney.
3) A bank account has to be opened and the minimum share capital subscribed (around 70 EUR). This service refers to both the initial share capital account as well as an additional current account for on-going operations. Both types of Romanian bank accounts can be set up without your personal presence in Romania.
4) Provide a company office for registration purposes only (virtual office provided by Bridgewest).
The company is considered legal and operational, once these steps are complete and the registration documents are issued.
5) The last step when starting a company in Romania is to submit the file to the Trade Register and appear in before the Trade Register judge for the Romanian company formation.
The usual time frame for opening a company in Romania is 5 business days from the date the entire documentation is provided to the authorities to register the Romanian Company.
REQUIREMENTS FOR COMPANY FORMATION IN ROMANIA
- A SRL can to have from 1 to 50 shareholders.
- There are no limitations regarding foreign shareholding structure or management.
- The shareholders can be physical persons or legal entities.
- A company opened in Romania must hold a local registered office (service provided by BridgeWest).
- An accountant is also recommended when setting up a company in Romania, in order to keep the “Accounting Registries” up to date.
- The minimum capital for establishing a Limited Liability Company in Romania (SRL) amounts to 200 Lei, approximately 70 EUR.
- Law No. 31/1990 stipulates that Romanian SRL companies must maintain, through the care of the administrator, a “Shareholder Registry”.
SERVICES PROVIDED FOR COMPANY INCORPORATION IN ROMANIA
- drafting the Articles of Association (necessary for the company incorporation in Romania); The Articles of Association of the Romanian company can be signed through a Power of Attorney.
- drafting all other documents required for the incorporation of the Romanian Company; these documents include Affidavits and Specimen Signatures.
- arranging translations of relevant documents (all documents will have to be filed in Romanian with the Romanian Trade Registry);
- offering a Registered Office in Romania for your company; the registered office may be any address where the Romanian company declares to have its headquarters. At this address you will be able to receive correspondence from authorities and business partners.
- setting up a bank account for your Romanian company. This refers both to an initial share capital account as well as a current bank account after the company is formed.
- recommending an accountant in Romania; accountancy services are recommended for any new business registration in Romania.- setting up a Romanian Limited Liability Company (SRL in Romania, added after the name of the Company)
ROMANIA KEY FACTS
- In Romania, corporations are subject to a corporate tax of 16%.
- Romania's individual income tax rates for 2012 are flat at 16% also.
- VAT in Romania has undergone significant changes during the past years. VAT is payable by all legal entities and individual entrepreneurs and in most cases its rate is 24%. Nevertheless, there are reduced VAT rates of 9% (hotel services, books, newspapers and medicines) and 5% (buildings supply). Insurance companies, banks and financial services in Romania are exempt.
- Non-resident companies pay dividend tax on their income of 15%.
- To sum up, the Romanian government encourages foreign investment, and there are plenty attractions for investors such as a skilled and productive workforce, a resourceful territory unexploited and a welcoming environment without any discrimination between foreign and local investors.
- Certain types of investments beneficiate from State incentives, for example: agro-industrial processing, producing of electrical and thermal energy, production of equipment for raising the energy efficiency, information and communication, research, water distribution, activities related to labor force etc.
- Non-residents companies and individuals pay tax only on Romanian source income.
- A foreign company is resident if the management is in Romania. An individual is resident if the center of living is in Romania, or if staying in Romania for 183 days within 12 months.
Bridgewest.eu offers to assist their clients throughout all the steps required for company formation in Romania: drafting the Articles of Association, drafting all other documents required for the incorporation of the Romanian company, arranging Public Notary procedures, setting up a bank account for your Romanian company, recommending an accountant in Romania. Do not hesitate to contact us.