How to set up an SRL (limited company) in Romania: steps, costs
In short
An SRL is registered at the Trade Register (ONRC), fully online via the myportal.onrc.ro portal (with an electronic signature or ROeID) or at the counter. You need a name reservation, the articles of incorporation, proof of the registered office, the shareholders' ID documents and a deposit of the minimum share capital of 500 lei in a bank account. The main cost is the Official Gazette publication fee (around 150 lei), and the registration certificate is usually issued in 3-5 working days. Below 100,000 EUR turnover, the company can be a micro-enterprise taxed at 1% of revenue.
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The SRL (limited liability company) is the most-used company form in Romania: it separates personal assets from the business, can have shareholders and employees, and is the right form once you outgrow a PFA. The good news is that setting one up has become much simpler — it can be done entirely online, and the mandatory costs are small. If you are still deciding between the two forms, read our PFA vs. SRL comparison first.
What changed in 2026
Two important changes compared to previous years:
- The minimum share capital rose to 500 lei (from the old symbolic minimum of 200 lei). It stays the company’s money, so it is not a real expense — but it must be deposited.
- The micro-enterprise threshold dropped to 100,000 EUR annual turnover (from 250,000 EUR). Below it you pay 1% on revenue; above, you move to 16% profit tax.
The correct order of steps
Many people get stuck because they do the steps in the wrong order. The correct order: first reserve the name, then with the reservation certificate go to the bank to deposit the capital, meanwhile prepare the articles of incorporation and office proof, and only at the end submit the complete file to ONRC. With all pieces ready, registration comes within days.
After setup
As soon as you have the CUI: open the company’s current account, enrol in SPV (mandatory for filings and for e-invoicing) and hire an accountant — for an SRL, double-entry accounting is not optional.
Steps to follow
- Reserve the company name. Check availability and reserve the name online on myportal.onrc.ro or at the counter; you receive a reservation certificate valid 3 months. Prepare 2-3 options, as common names are often taken.
- Set the registered office and CAEN codes. The office can be at an owned, rented or loaned (comodat) address, with the owner's consent; in an apartment block you may need the association's and neighbours' consent if activity takes place there. Choose the main CAEN code and, optionally, secondary codes.
- Draft the articles of incorporation. The articles state the name and office, the object of activity (CAEN), the share capital, the shareholders' details and participation shares, the designated administrator and the beneficial owner declaration. For a simple SRL you can draft it yourself using the ONRC templates.
- Deposit the share capital. The minimum share capital (500 lei) is deposited into an account opened in the name of the company being formed, at any bank; you receive proof of the deposit for the file.
- Submit the file to ONRC. Online on myportal.onrc.ro with a qualified electronic signature or ROeID identity, or at the office of the county where the registered office is. The file includes the application, articles of incorporation, office proof, capital proof, shareholder declarations and the specimen signature.
- Receive the registration documents. In 3-5 working days you receive the registration certificate with the company's tax ID (CUI), the resolution and the constitutive certificate. You can start operating; next comes opening the current account and enrolling in SPV for filings and e-invoicing.
Required documents
- The name reservation certificate
- The company's articles of incorporation
- Proof of the registered office (comodat/rental contract + land registry extract, as applicable)
- The shareholders' and administrator's identity documents
- Proof of the share capital deposit (from the bank)
- The shareholders' sworn statements and the beneficial owner declaration
- The administrator's specimen signature
Costs
| What you pay | Cost | Notes |
|---|---|---|
| Official Gazette publication fee | ≈ 150 lei | The main mandatory cost; the registry fee itself was abolished |
| Minimum share capital | 500 lei | Not an expense — it stays the company's money; above 400,000 lei net turnover it must be raised to 5,000 lei |
| Qualified electronic signature (for online filing) | Variable | Annual subscription; alternatively, file at the counter or via ROeID |
| Company formation services (optional) | Variable | Only if you use an intermediary; the file can be prepared and filed yourself |
Fees change over time. Always check the current amounts on the official websites listed under “Official sources”.
How long it takes
The registration certificate is usually issued in 3-5 working days from a complete filing. The name reservation and opening the capital account are done the same day.
Frequently asked questions
What is the minimum share capital for an SRL in 2026?
500 lei, deposited into a bank account in the name of the company being formed. It is not an expense: the money stays the company's and can be used after registration. Companies exceeding 400,000 lei net turnover must raise the capital to 5,000 lei within the legal deadline.
How much does it actually cost to set up an SRL?
The main mandatory cost is the Official Gazette publication fee, around 150 lei — the registry fees themselves were abolished. Add the 500 lei share capital (which stays the company's) and, optionally, an electronic signature or an intermediary's services. In practice, with self-filing, the real spend is small.
Can I set up an SRL 100% online?
Yes, through the myportal.onrc.ro portal, with a qualified electronic signature or the ROeID electronic identity. Filing, payment and receiving the documents are all done online, with no counter visit.
What tax does a new SRL pay?
If it qualifies as a micro-enterprise (turnover under 100,000 EUR a year, a threshold lowered in 2026), it pays 1% tax on revenue. Above the threshold or outside micro conditions, it moves to 16% profit tax. Taking money out as dividends adds the dividend tax — see our PFA vs. SRL comparison.
Do I need an accountant for an SRL?
In practice, yes. Unlike a PFA, an SRL keeps double-entry accounting and files periodic returns, which requires a certified accountant or accounting firm. This is the main cost difference compared to a PFA.