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How to found a company in Romania

Investors, Romanian or foreign, benefiting of an equal legal treatment, have the same possibilities for establishing business operations in Romania by incorporating separate legal entities. These entities operate in their own right and are distinct from the legal entities of their shareholders or partners. Companies have their own patrimony, assets, names, registered capital, management, registered offices and bank accounts.

Companies established in Romania are legal entities subject to Romanian laws. Company Law No.31/1990 (modified and completed by Emergency Government Ordinance No.32/1997, Law No.195/1997 and by Law No.99/1999 on certain measures for the acceleration of the economic reform) allows and defines five forms of companies: 

• general partnerships "societate în nume colectiv" (SNC); 

• limited partnerships "societate în comandita simpla " (SCS); 

•  limited liability companies "societate cu raspundere limitata" (SRL); 

• joint stock companies "societate pe actiuni" (SA); 

• limited joint stock companies "societate în comandita pe actiuni" (SCA). 

The most used types of companies are limited liability companies. Besides these there is also an important number of general partnerships and joint stock companies.

Between December 1990 and December 1998 there were registered 709,247 legally active companies.

There are also: 

• 651 regies autonomous (0.1% from the total number of the Romanian companies); 

• 89,131 natural persons and family associations (12.6%); 

• 4,160 cooperative associations (0.6%). 

All companies must be registered with the National Trade Register Office, organized by the Romanian Chamber of Commerce and Industry, and established under Law No.26/1990 (modified by Law No.12/1998). They become legal entities from the date of registration. The National Trade Register Office is a public institution mandated to maintain statistical information on business activities in Romania. 

The fiscal registration code is to be obtained according to Government Ordinance No.82/1998 regarding the fiscal registration of taxpayers, by way of filling an application by the relevant company in order to become a taxpayer.

The law allows in-kind contribution, but cash contribution is compulsory for any type of business organization.

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