Setting up a business in Romania

An overview of the process of starting a new business in Romania.

Legal requirements

When starting a new company, the first step is to decide on the following:

• The legal form of the company, where the distinguishing factor is the extent of the associates' (shareholders') liability for company debts in relation to third parties:

SRL - societate cu răspundere limitată (limited liability company)
SA - societate pe acţiuni (joint stock company)
SNC - societate în nume colectiv (general partnership)
SCS - societate în comandită simplă (limited partnership)
SCA - societate în comandită pe acţiuni (limited joint stock companies)

Whether the firm will or will not pay VAT (19%). Details on VAT are provided in the chapter, Paying Taxes.

Paying taxes — Romania

• The primary and secondary objectives of the activity as defined by the Caen Code, updated in January, 2008.

Before launching a business, not only should basic set-up procedures be planned, but an optimal commercial strategy and reliable funding sources should also be identified.

Access to finance — Romania

Administrative procedures

The second step in the start-up process is to satisfy a range of legal requirements beginning from the time the entrepreneur establishes the form of organisation to the date it submits its complete file at the 'Biroul Unic' (one-stop company registration office) to register the company and receive authorisation to operate.

• Verification and reservation of the company name and logo, and optional research at the Romanian State Office for Inventions and Trademarks (OSIM) to verify their similarity with existing registered trademarks;
• Drawing up of the deeds of association and having them certified;
• Drawing up of affidavits by the founders, administrators and auditors in fulfilment of legal requirements;
• Completing registration applications;
• Drafting of registrations and authorisations to operate;
• Presenting proof of a headquarters, either owned, rented, lent free of charge, or leased, at which the firm's business will be conducted.

Once the file is submitted, the business is entered into the Register of Companies and is granted a unique CUI code (tax identification number) from the Ministry of Public Finance and finally, authorisation to operate from the various public institutions.

Documents required for authorised natural persons, individual entrepreneurs and family-owned businesses to register and be authorised as merchants [RO]

Charges and fees for starting up a company [RO]

E-forms: The Electronic Smart-Form System [RO]

The Web site of the National Trade Register Office provides assistance to facilitate these administrative procedures:

Guide to completing a registration application [RO]

Guide to completing affidavits [RO]

Programmes

Programmes for development of entrepreneurship:

The UNCTAD/EMPRETEC programme to support development of small and medium-sized enterprises

Programs Developed by the National Agency for Small and Medium-Sized Enterprises

Personalised help and advice

The Enterprise Europe Network provides businesses with information and advice through its local partners.

Enterprise Europe Network – contact points – Romania

SOLVIT helps businesses deal with problems that arise when national authorities wrongly apply EU market rules.

SOLVIT – contact points – Romania

Source: European Commission