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More about companies or how to start a business in Romania.

Companies or firms are legal entities made up by a group of persons or just by one (natural persons or another entities) in order to achieve a common goal. These are also known as of commercial companies or corporations.


6 of the most important things that you need to know if you want to set up a business in Romania

Do you want to start your own business or need to set up a company in Romania and don't know which is the most convenient legal form for you?

We will briefly present to you the main features of the most common legal forms here in Romania.

If you want to start a business in Romania, please note that the most common used in practice are joint stock companies, limited liability companies and branches.

Each of these three categories is operating and is authorized according with different rules.


1.In case of the joint stock companies, a minimum share capital on the date of incorporation (i.e., 90,000 RON) is required, while for the limited liability companies and branches there is no certain thereshold required.

2. At the time of incorporation,  the joint-stock companies need to have minimum 2 shareholders, while limited liability company may validly exist with just a single person, who will act in its capacity of sole shareholder.

Consider that branches are in fact representatives here in Romania of the parent entity, no requirement in this regard are applicable.

3.Shares issued by joint stock companies can be freely trasfered and may represent negotiable securities. These may also be traded on the capital market. Instead, the shares issued by the limited liability companies may not represent negotiable securities.


The above mentioned does not apply for branches, as only the parent company has the right to transfer its shares.

4.  For joint stock companies there is no maximum number of shareholders required. In the case of limited liability companies instead, the maximum number of shareholders is up to 50.

Consider that branches are representatives here in Romania of the parent entity, no requirement in this regard are applicable.

5. As regards registration phase, the documents that should be submitted before the Romanian Trade Register are, in principle, similar for both types of companies. The requirements are a bit different for branches.

6. In the matter management and company representation in relations with third parties, both the the joint-stock company and limited liabylity companies can be managed by a board of directors or just one director, which takes over the company duties.


For the branches are appointed an authorized person who represent the branch before the third parties.

The process of making decision by the General Meeting of Shareholders should fulfill some requirements within joint-stock companies (publication in the Official Gazette), while in the case of limited liability companies the procedure is easier.For the branches instead, the decisions are made by the parent company.

Please let us know if you need more details in relation with the above at:

Why do you need us?
(6 reasons)

1. We can provide you the necessary legal assistance for authorization of the business you are going to carry out, including the legal opinions needed for obtaining all of the approvals and authorizations.

2. We can assure you legal representation for the fulfillment of any corporate operations, from drawing up the necessary documents needed before the Romanian Trade Register, to any subsequent operation that may occur in the course of business.

3. The legal assistance provided may also be useful to choose the most convenient legal form for your business and may consist in drafting all the necessary documents for its registration.

4. It is not necessary for you to appear before the Trade Register. We will take care of this aspect.

5. We can also help you by reducing your time needed for travels, because our collaboration will take place electronically.

6. As well as, we provide you the legal advice necessary for the operations which need to be registered before the Romanian Trade Register, such as:

  • change of the company name/modification of the legal denomination, legal form modification;

  • change of the registered office;

  • change of business activity;

  • updating the business activity of the company or adding new NACE codes;

  • authorization of NACE codes and the activities carried out;

  • increase or decrease of the share capital (for joint-stock or limited liability companies);

  • transfer of shares between shareholders or to third parties;

  • extension of the director contract or for any member of the board of directors;

  • change the director or any member of the board of directors;

  • appoint a new director;

  • establish and register a secondary office, subsiadiary or working point;

  • submission of the updated articles of incorporation of a joint-stock company or a limited liability company;

  • identification data updates;

  • the withdrawal of a shareholder from the limited liability company;

  • company merger or division;

  • transfer of shares registration;

  • extension of the registered office, extension of the secondary office/ working point;

  • submission of the ultimate beneficial owner statement.

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