Setting Up an LLC in Romania 2024 — Step by Step Guide

Setting Up an LLC in Romania 2024 — Step by Step Guide

Setting up an SRL (Limited Liability Company) is the most popular way to start a business in Romania. In 2024, the procedure is simpler than ever: minimum share capital is just 1 RON, and the file can be submitted online. However, there are critical steps that many entrepreneurs miss or get wrong, generating avoidable costs and delays. This guide covers every stage, from preparation to the first steps after registration.

Preparation — Share Capital, Associates, NACE Code

Before filing at ONRC, you need to clarify several fundamental aspects. Minimum share capital is 1 RON (per Law 31/1990 amended by Emergency Ordinance 2022), but we recommend a higher amount (at least 200 RON) for credibility. Associates can be 1-50 natural or legal persons, resident or non-resident. A single associate can be the sole associate of only one SRL.

Choosing NACE codes (Statistical Classification of Economic Activities) is critical: the main NACE code determines the tax regime, authorization obligations, and eligibility for certain tax incentives. You can choose multiple secondary NACE codes. Consult the official updated list (Rev.2) on the INS website. Our SRL setup consulting team helps you choose the optimal codes for your planned activity.

Required Documents and Where to Get Them — Complete List

  • Articles of incorporation — drafted by a lawyer or legal consultant (standard templates also available on ONRC)
  • ID/passport of associates — copies, plus notarized signature specimen (or online self-declaration)
  • Proof of registered office — lease/loan-for-use contract + land registry excerpt + homeowners association approval (if in a building)
  • Self-declaration — that you meet the legal conditions (ONRC form)
  • Registration application — standard form available on portal.onrc.ro
  • Proof of share capital deposit — bank statement from the company account opened with provisional documents
  • Fiscal record certificate — for each associate/administrator (obtained online from ANAF)

Steps at ONRC — File Submission and Timelines

The ONRC (National Trade Registry Office) procedure takes 3-5 business days from the submission of the complete file. You can submit in person at the counter or online via portal.onrc.ro (requires electronic signature). The steps are: (1) submit application + documents; (2) formal verification by ONRC; (3) issuance of the registration certificate with CUI (unique identification code) and trade registry number.

Since 2023, ONRC also automatically issues the certificate of findings. Separate ANAF registration is no longer necessary — information is transmitted automatically. The registration certificate includes: CUI, fiscal attribute (for VAT, if requested), and authorized NACE codes.

Real Costs 2024

  • ONRC fee: 0 RON (exemption from judicial fees for registration, per Emergency Ordinance 2022)
  • Notary (signature specimen): 50-100 RON/associate
  • Lawyer/consultant (articles of incorporation): 200-500 RON (optional — you can use the ONRC standard template)
  • Registered office (loan-for-use): 0 RON (if using own address) or 50-200 RON/month (virtual office)
  • Bank account opening: 0-100 RON (varies by bank)
  • Stamp: 30-80 RON (no longer mandatory but practically useful)
  • Electronic signature: 100-300 RON/year (required for ANAF SPV, e-Invoice)
  • Estimated TOTAL: 300-1,000 RON (without consultant) or 500-1,500 RON (with consultant)

After Registration — First Mandatory Steps

You've obtained the registration certificate. What next? (1) Open the definitive bank account and deposit the share capital. (2) Obtain the electronic signature for SPV (mandatory for ANAF declarations and e-Invoice). (3) Register in ANAF SPV. (4) Choose the tax regime: micro-enterprise (if you meet the conditions) or corporate income tax. (5) Hire an accountant or outsource accounting.

The last step is the most important long-term. Professional SRL accounting from the start saves you from ANAF problems, fines, and uninformed tax decisions. At Geseidl, we offer a complete consulting + accounting package for newly established companies: from choosing the optimal tax regime to the first filed declaration.

Need SRL setup consulting? The Geseidl Consulting Group team, CECCAR Prahova leader for 18 consecutive years, is ready to help. Discover our services or contact us for a free consultation.

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