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How to Close a Company in Romania: Full Legal Procedure and Updated Costs in 2025
- Cristina Tudor
- Sep 19
- 3 min read
Why Do You Need to Close a Company in Romania?
Closing a Romanian company (whether S.R.L., S.R.L.-D, S.A., or P.F.A.) could be required for various reasons:
lack of activity,
financial difficulties,
business restructuring,
or the desire to start a new project.
Following the correct legal procedure is essential to avoid sanctions, future liabilities, or tax penalties.
Main Legal Procedures for Closing a Company in Romania
There are two main legal ways to close a company:
1. Dissolution followed by Voluntary Liquidation (most common procedure)
This applies when all shareholders agree on the company’s dissolution and how debts and assets will be settled.The process involves two distinct stages before the Trade Register.
Main steps:
General Meeting Resolution (GMS): Shareholders adopt a resolution to dissolve and liquidate the company at the same time, deciding on debt settlement and asset distribution.
Filing the Resolution: Submit the resolution to the Trade Register.
Publication in the Official Gazette: The resolution is published by the Official Gazette.
30-Day Waiting Period: Following publication, the company is listed as "in dissolution" for a period of 30 days, allowing creditors to file objections.
Final Deregistration: After 30 days, the deregistration request is filed at the Trade Register.
Why is there a 30-day waiting period?
It protects creditors by giving them the chance to challenge the closure if there are unpaid debts.
2. Insolvency or Bankruptcy
This applies when the company can no longer meet its financial obligations.The process is supervised by the court and an insolvency practitioner.
Key features of insolvency/bankruptcy in Romania:
assessment of the company’s financial status,
protection of creditors’ rights,
possibility of reorganization or liquidation of assets,
partial continuation of activity in some cases.
Simplified Guide to Closing a Company in Romania
Here’s a short breakdown of the simplified closure procedure:
General Meeting Resolution (GMS) – decision to dissolve and liquidate.
Publication of the resolution in the Official Gazette.
Filing the final financial statements with ANAF.
Payment of all debts (state budget, suppliers, employees).
Preparation of the final accounting report.
Submission of the deregistration request at the Trade Register.
Note: In the simplified procedure, no liquidator is appointed – shareholders agree on how to distribute assets and settle debts.
Required Documents for Closing a Company in Romania
General Meeting Resolution (GMS) on dissolution and liquidation
Final financial statements
Tax declarations filed with ANAF
Final accounting report
Proof of publication in the Official Gazette
Deregistration request form
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Updated Costs for Closing a Company in Romania (2025)
Official Gazette fee: approx. 128 RON/page (final cost depends on resolution pages).
Liquidator or accountant fee: variable, depending on case complexity.
FAQ – Closing a Company in Romania
How long does it take to close a company in Romania?
Usually 2 to 3 months, depending on complexity.
Can I close a company without an accountant?
Not recommended. Hiring a lawyer and accountant ensures accuracy in financial reports and corporate paperwork.
What happens to debts after company closure?
Debts must be settled before deregistration. Creditors can contest the process if obligations remain unpaid.
Conclusion
Closing a company in Romania requires following a well-defined legal process: implementation of the GMS resolution, liquidation of assets, submission of tax documents to ANAF, and final deregistration with the Trade Register.
Although the procedure may seem complex, working with a lawyer or legal consultant ensures a smooth, compliant, and risk-free closure.
📩 For professional legal assistance with closing your company in Romania, contact us at: office@cristinatudor.ro | (+40) 766.706.561