Running a business in Romania
The legal form of business
The type of business forms available in Romania is summarized below with their specific information: the minimum share capital, the liability of the shareholders/stockholders, the minimum number of shareholders/stockholders.
The most common forms of business used in Romania are the Limited Liability Company along with the Joint Stock Company and Branches.
General Partnership (Societate in nume colectiv | S.N.C.)
- There is no minimum capital required.
- A General Partnership must have 2 or more shareholders.
- The shareholders have unlimited and joint liability for social contributions.
Limited Partnership (Societate in comandita simpla | S.C.S.)
- There is no minimum capital required.
- The Limited Partnership must have at least one limited partner and at least one general partner.
- The limited partners have no management authority and they are not responsible for the debts of the partnership. They respond in the limit of the subscribed shares.
- The general partners have management control and they have joint and several liabilities.
Limited Liability Company (Societate cu raspundere limitata | S.R.L.)
- The share capital is divided into equal social parts and, according to Law no. 31/1990, it cannot be less than 1 RON.
- A Limited Liability Company in Romania may have between 1 and 50 shareholders.
- The shareholders respond in the limit of the contribution to the share capital.
Joint Stock Company (Societate pe actiuni | S.A.)
- The minimum capital cannot be less than EUR 25,000.
- The Joint Stock Company must have 2 or more shareholders.
- The stockholders respond in the limit of the subscribed shares.
Company Limited by Shares (Societate in comandita pe actiuni | S.C.A.)
- The required minimum capital cannot be less than EUR 25,000.
- The Company Limited by Shares must have a minimum of 2 shareholders.
- The limited partners have no management authority and they are not responsible for the debts of the partnership. They respond in the limit of the subscribed shares.
- The general partners have management control and they have joint and several liabilities.
Branch (Sucursala)
- There is no capital or shareholders required for establishing a Branch in Romania.
- The Mother Company is liable for its branch.
Sole Entrepreneur (Persoana fizica autorizata)
- There is no capital required for registering as a Sole Entrepreneur.
- The Sole Entrepreneur is also the sole responsible.
https://accace.com/company-formation-in-romania/
Bank account, banking regulations
Both Romanian or foreign companies can establish bank accounts in the country, in the Romanian national currency (LEI), or any other foreign currency. All Romanian banks offer the establishment of bank accounts in at least 3 currencies: LEI, EUR, and USD.
Romanian banks usually charge clients in the following manner: commission fee for setting up the Romanian bank account, ongoing administration fee – it is charged yearly or monthly, commission fees for deposits or withdrawals, or commission fee for closing the account. The fees charged to a person wishing to open a bank account in Romania can vary based on the bank where the account is set up.
https://www.romanianlawoffice.com/open-bank-account-romania.htm
Import/export regulations
Import-export activities carried out in Romania can generally be developed by local and foreign businesses without any special measures of supervision or control. This right is granted as a direct consequence of the international commercial liberty principle, which is also applied in Romania. The current regulations and specific measures that are applied to import-export operations can be presented by our team of Romanian lawyers.
Still, businessmen must observe the legislation in this field, as the Romania import-export of certain products will be regulated under strict measures of control and this can be the case of goods that are considered to be of general interest for the Romanian economy.
However, this case is considered to be the exception from the general import-export rules and it must be observed that in most situations, if the respective goods are not directly mentioned as goods that must be supervised upon the trading from a country to another, then the entity which develops this activity will be able to import/export the goods without any restrictions.
Provided that the products will fall under the measures of supervision and control applicable in this country, the companies which will develop these activities must obtain approval. In Romania, there are two basic categories of approvals that can be granted by the local institutions, namely authorizations and licenses.
https://www.romanianlawoffice.com/import-export-romania.htm
VAT registration thresholds
For EU VAT registered companies selling goods over the internet to consumers in Romania, the VAT registration threshold (distance selling) is RON 118,000 per annum. Businesses should register for VAT within 10 days of the end of the month in which the business became liable to register for VAT.
Customer preferences
Willing to buy from foreign sellers
Romanian like to buy from foreign sellers, especially fashion items, or luxury goods. They often choose foreign brands over local ones. The market has still a huge potential for new companies to offer their products to Romanian consumers.
Most popular countries for import of goods
The most popular country to buy from are Germany, Italy, and Hungary.
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