Establish company

For Romania is a set of specific procedures—the bureaucratic and legal steps that an entrepreneur must complete to incorporate and register a new firm.

Evidence of verification of company name availability and reservation

According to the Methodological Norms on keeping the trade register, making reservations and release of information:

– The reservation of a company name is requested at the trade register office by application and is checked and made at national level so that company names are protected at national level as well. A company name shall not include words like: ”științific”, ”academie”, ”academic”, ”universitate”, ”universitar”, ”școală”, ”școlar” or their derivatives.

– A company name including words like ”național”, ”român”, ”institut” or their derivatives or words or phrases characteristic of the central or local public institutions or authorities may be used only with the approval of the General Secretariat of the Government or the Prefect. Such certificate is valid for a period of 3 months.

One day, 72 RON

Agency: Trade Registry Office

Deposit funds in a bank to obtain a documents confirming deposit of sufficient funds

The company’s administrator or an authorized person must deliver certified copies of: (i) the name availability certificate, (ii) Articles of Incorporation, (iii) proof of the registered offices and (iv) the power of attorney (if applicable). After the documents are being reviewed by a bank’s representative, the deposit is granted and the administrator/authorized person will receive a document confirming the deposit of sufficient funds.

Agency: Bank

Company registration at the Trade Register Office

In order to register at the Trade Register, the founders of the company shall have to prepare the articles of incorporation. Within 15 days from the establishment of the articles of incorporation, the founders or their mandates shall be under the obligation to register the company at the trade register in the area of the company’s registered office. The articles of incorporation shall include, interalia, the amount of the capital, which shall be fully subscribed by the founders.

The trade register office also obtains electronically the fiscal record certificates.

Registration at the trade register office is finalized by issuance of the certificate of incorporation ensures the following:

– company incorporation

– fiscal registration (for profit, wages, health, pensions, unemployment taxes) by obtaining the unique registration code from the Ministry of Public Finance

– authorization, based on statements of own responsibility, in the field of food safety and sanitary-veterinary protection, environment protection and labor protection

– publication in the Official Gazette of Romania as legal publicity. Registration for VAT purposes is made at the Fiscal Administration Authority directly.

Based on Government Emergency Ordinance no. 116/2009 instituting certain measures regarding the activity of registration in the trade register, in order to simplify the registration procedures, the final approval for incorporation is no longer given by a delegated judge, but by the director or the appointed person of the territorial trade register office in the county where the company is incorporated, Bucharest in our case study.

Cost details:

RON 580.50 = (RON 250 registration fee + 50% liquidation fund fee and 5% insolvency bulletin fee) + RON 31.50 for publication in the Official Gazette of Romania + RON 100 per partner for the fiscal record certificate (20 per partner for the fiscal record certificate) + RON 45 for filling with the Trade Registry (“”ascertaining certificate””) + 4 (fiscal stamp fee).

3 days, procedure

Agency: Trade Registry Office

Register for VAT

A person subject to taxation established in Romania and has or intends to have an economic activity which implies operations that can be taxed and/or exempted from VAT with deduction rights, must request the registration for VAT purpose from the qualified fiscal authority.

The registration code for VAT purpose has the RO prefix, in concordance with the International Standard ISO 3166 – alpha 2 and is obtained in 3 days from the moment the documentation is submitted. The company which requests the registration for VAT purpose must submit to the competent fiscal authority the application in the same day with the submission of the file related to the incorporation of the company.

In order to be registered for VAT purpose the company must submit to the competent fiscal authority the Registration Form 098. In addition to this, Tax Registration Form 010 must be submitted to the Ministry of Finance within the next 30 days as from the company’s registration in order for the new company to register as profit tax and social contributions payer. In some cases the 3 days registration term provided by law is not observed.

Agency: Ministry of Public Finance

Register the employees contracts with the Territorial Labor Inspectorate (TLI)

Each employer shall be under the obligation to settle an internal general register record of all of his employees, in electronic format, which shall be transmitted to the Territorial Labour Inspectorate in the jurisdiction the employer has its registered office or domicile.

The registration of the employees’ labor contract can be done online, after a representative of the employer obtains a password for operating the online registry from the Territorial Labour inspectorate. This is based on the Government Decision 500/2011 on the general register of employees record, applicable starting with May 27, 2011.

Agency: Territorial labor inspectorate

Nicoleta Mădălina Gherghe Mihăilă

Managing Partner - Powerfull Deeds For 10 years doing Powerfull Deeds, serving individuals and companies in their own journey of growth with my knowledge, experience, tools and shortcuts, enjoying each step. I would love to contribute in yours too. How can I serve you? Send me an email and tell me how can I add value to you? [contact-form-7 id="497" title="Contact form 1"]

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