Company Incorporation

How to register a company in Romania 2026

Why start a business in Romania in 2026?

Romania has become one of the European Union's most practical homes for new companies. Its 16% corporate income tax is among Europe's lower headline rates. The country adds a strong IT and engineering talent pool, competitive operating costs, and a Black Sea location with full EU single-market access. If you are researching how to register a company in Romania, make sure your sources reflect the rules that apply in 2026. Those rules include the RON 500 minimum share capital, the 21% standard VAT rate and the 16% withholding tax on dividends. This guide is built on those current figures.

The standard route for foreign founders and natural persons is the SRL, Romania's private limited liability company. Below you will find the company structure at a glance and the registration process with the National Trade Register Office. We also cover the legal requirements, the incorporation documents, and the taxes your new company will face. TKEG Expat's Romania Company Incorporation (Natural Person) service follows exactly this path, so you can also read the guide as a preview of what we handle for you.

Quick view: the Romanian SRL (Societate cu Răspundere Limitată)

Romanian company law offers several legal forms, and for most founders the real comparison is between the SRL and the joint stock company. The limited liability company SRL — societate cu răspundere limitată — is the default choice for founders. Shareholders' liability is limited to their capital contributions. The company is privately held and does not take part in the public capital market. The joint stock company (societate pe acțiuni) is the alternative for larger ventures that may later seek public capital, but it carries heavier governance duties. For most people starting a business in Romania, the SRL offers the simplest workable company structure. The table below sums up the SRL rules that apply in 2026.

Basic information
Ownership structure	Private ownership — an SRL is a private limited liability company
Is liability limited?	Yes — shareholders' liability is limited to their capital contributions
Public capital market participation?	No — an SRL is not publicly listed and does not participate in the public capital market
Shareholder, director and secretary requirements
Shareholders	Minimum one shareholder, who can be a natural person or a legal entity
Directors	Minimum one director
Local director	Optional — there is no residency requirement for directors
Local secretary	Optional — an SRL does not require a company secretary
Registered capital requirements
Minimum share capital	RON 500 for SRLs newly incorporated from 1 January 2026 (Law 239/2025)
Is paying up the capital optional?	No — the minimum capital must be paid up
Capital step-up rule	An SRL whose annual net turnover exceeds RON 400,000 must increase its share capital to at least RON 5,000 within the transition window set by Law 239/2025

How to register a company in Romania: the 2026 process

Every new company is required to register with the National Trade Register Office (ONRC), the authority that keeps the Romanian Trade Register. Tax matters sit with ANAF. Here is how to register a company in Romania as a natural-person founder, in the order the steps actually happen.

Choose the company form and reserve the name: Confirm that the SRL fits your plans, then verify that your preferred company name is available and reserve it with ONRC. The name check is the natural first filing and prevents conflicts later.
Secure a registered address in Romania: A company registered address in Romania is mandatory. If you do not have premises of your own, TKEG Expat can provide a registered-address solution.
Draft the articles of association: The constitutive documents define the business scope and type of activity, the management setup, and the duties of shareholders. They form the core of your incorporation documents.
Subscribe and pay in the share capital: Subscribe the share capital and pay in at least the RON 500 minimum that applies to SRLs newly incorporated from 1 January 2026. Paying up the minimum capital is not optional.
File the incorporation application with ONRC: Submit the complete application file to the National Trade Register Office. ONRC processes complete filings within a few business days, so careful paperwork pays off.
Receive the registration certificate and tax number: Once approved, your company is entered in the Romanian Trade Register and you receive the registration certificate together with the company's tax identification number (NIF).
Complete the post-registration setup: Register for VAT if applicable and open a corporate bank account so the company can start invoicing clients and paying suppliers.

Service requirements and conditions

TKEG Expat's Romania Company Incorporation (Natural Person) service covers the incorporation application and the registration process, including obtaining the company tax number (NIF). Two legal requirements deserve attention before you start, and note that the package excludes estimated government fees of EUR 30.

Requirement	Condition
Registered address in Romania	A company registered address in Romania is required; TKEG Expat offers registered-address solutions if you do not have one.
Additional shareholders	The service includes one shareholder; more than one shareholder incurs an additional fee.

Required documents

Company registration in Romania is document-driven, and incomplete files are the most common cause of delay. For natural-person shareholders and directors, prepare the incorporation documents below. You do not need to travel. Documents can be signed via power of attorney, or with a qualified e-signature certified by an EUTL (European Union Trusted List) provider. Signing in person in Romania, or using an EUTL e-signature, can reduce the service fee.

Required documents — natural-person shareholders and directors
Passport	Physical copy, apostilled
Proof of address	Scan copy — a bank statement or utility bill from the last three months
Power of attorney	Physical copy, apostilled

Romania tax brief 2026

Data sources: PwC World Tax Summaries & OECD statistics.

Romania applies a general corporate income tax rate of 16%, and capital gains are taxed at that same rate rather than under a separate regime. Qualifying small companies may instead fall under the micro-enterprise regime, which taxes revenue rather than profit — worth checking with an adviser before you commit. The standard VAT rate is 21% with a reduced rate of 11%, both in force since 1 August 2025. Dividends distributed from 1 January 2026 carry a 16% withholding tax under Law 141/2025. The rate applies to resident and non-resident recipients alike, although double-tax treaties may reduce it for non-residents. Per OECD statistics, Romania's composite effective average tax rate stands at 14.41% — competitive next to many other EU countries.

Corporate income tax (CIT)
General CIT rate	16%; qualifying small companies may instead fall under the micro-enterprise regime, which is levied on revenue rather than profit
CIT return due date	Quarterly returns (Q1–Q3) by the 25th of the month following each quarter; annual return for calendar-year companies by 25 March of the following year; companies with a different fiscal year file by the 25th day of the third month after fiscal year-end
CIT payment due date	The final CIT payment follows the annual return deadline
Withholding tax (WHT)
Dividends	16% for dividends distributed from 1 January 2026 (Law 141/2025); applies to resident and non-resident recipients, though double-tax treaties may reduce the rate for non-residents
Interest and royalties paid to non-residents	16%; treaty relief may apply
Value-added tax (VAT)
Standard VAT rate	21% (in force since 1 August 2025)
Reduced VAT rate	11%
Capital gains tax (CGT)
General CGT treatment	Capital gains are taxed at the standard 16% CIT rate; there is no separate capital gains regime
Effective tax rate (ETR)
Composite effective average tax rate	14.41% (per OECD statistics)

Frequently asked questions

Can a foreigner own a Romanian SRL?

Yes. An SRL needs a minimum of one shareholder, who can be a natural person or a legal entity. There is no nationality or residency condition on ownership. The company also needs a minimum of one director, and appointing a local director is optional — directors face no residency requirement either.

What is the minimum share capital for an SRL in 2026?

SRLs newly incorporated from 1 January 2026 must have a minimum share capital of RON 500 under Law 239/2025, and it must be paid up. Watch the step-up rule as you grow. Once an SRL's annual net turnover exceeds RON 400,000, it must raise its share capital to at least RON 5,000 within the transition window set by the same law.

Do I need to travel to Romania to register my company?

No. Shareholders and directors can complete the whole process remotely. Documents can be signed through an apostilled power of attorney, or with a qualified e-signature certified by an EUTL provider. If you do sign in person in Romania, or use an EUTL e-signature, the service fee can be reduced.

How long does it take to register a company in Romania?

ONRC processes complete filings within a few business days. Allowing for paperwork and the steps around it, TKEG Expat's estimated end-to-end handling time is about 10 business days.

Summary

Knowing how to register a company in Romania comes down to a clear sequence. Choose the legal form, secure a registered address, and draft the articles of association. Pay in the RON 500 minimum share capital and file with the National Trade Register Office. Collect your registration certificate and NIF, then finish with VAT registration and a corporate bank account. Romania pairs 16% corporate income tax with a micro-enterprise option for qualifying small companies. Add full European Union market access, and it remains a strong base for founders in 2026. TKEG Expat handles the process end to end — from name reservation through to the tax number — so you can focus on the business itself.

Romania