Romania's company rules: quick facts
- Entity
- Limited liability company (SRL)
- Tax model
- Corporate tax on profit, 16% Source: static.anaf.ro, checked September 29, 2026. Fiscal Code (Law 227/2015, ANAF consolidated text, last updated by Emergency Ordinance 38/2026), art. 17: 'Cota de impozit pe profit ... este de 16%'Headline corporate tax rate
- Tax on $100,000 of profit kept in the company
- 16% Source: static.anaf.ro, checked September 29, 2026. $100,000 profit = RON 463,922 at RON 4.63922 per USD (ECB, 2026-09-28). With costs at 15% of revenue, revenue is $117,647 = EUR 103,399, above the EUR 100,000 micro ceiling (art. 47(1)(c), art. 52(1)), so the company pays 16% profit tax: RON 74,228
- Tax on $100,000 of profit paid out to a non-resident owner
- 29.44% Source: static.anaf.ro, checked September 29, 2026. RON 74,228 profit tax, then the RON 389,694 left is paid to the non-resident individual owner with 16% withheld (art. 224(4)(b)): RON 62,351. Total RON 136,579 = 29.44% of profit
- Dividend withholding for a non-resident owner
- 16% Source: static.anaf.ro, checked September 29, 2026. Fiscal Code art. 224(4)(b): 16% on dividends obtained from Romania by non-residents, withheld at payment and paid by the 25th of the following month (art. 224(5)). Dividends to EU or EEA parent companies holding at least 10% for 1 year are exempt
- Formed without visiting
- Yes
- Stripe available
- Yes Source: stripe.com, checked September 29, 2026
- Bank or EMI account
- Workable
- Audit required
- No
- EU list of non-cooperative jurisdictions
- Not listed Source: taxation-customs.ec.europa.eu, checked September 29, 2026
- FATF grey list
- Not listed Source: taxation-customs.ec.europa.eu, checked September 29, 2026
- Economic substance rules
- No
Romanian SRL: the company a non-resident forms
The vehicle is the SRL, the Romanian limited liability company. It needs 1 administrator, who can be of any nationality, live anywhere and be you, and a registered office in Romania. A foreign founder can own all of it.
Every SRL starts in the standard profit tax system. The 1% micro regime is an option layered on top, with conditions that decide whether it fits you at all.
How a Romanian SRL is taxed: 16% profit tax or the 1% micro regime
Profit tax is 16% under article 17 of the Fiscal Code. On $100,000 of profit, which is RON 463,922 at the ECB rate of September 28, 2026, that is RON 74,228 (about $16,000).
Paying the rest out costs another 16%: dividends paid to non-residents bear 16% withheld at source, up from 10% for dividends paid from January 1, 2026, and the company pays it over by the 25th of the following month. On a RON 389,694 (about $84,000) dividend that is RON 62,351 (about $13,400), so Romania takes RON 136,579 (about $29,400) in all, 29.4% of the profit. A tax treaty can lower the withholding when you give the company a certificate of your tax residence.
The micro regime replaces profit tax with 1% of revenue, but only for a company whose revenue stayed at or below €100,000 (about $114,000) the year before, that filed its financial statements on time, and that has at least 1 full-time employee or an administrator on a mandate contract paid at least the national minimum gross wage. A new company has 90 days from registration to meet the payroll condition. Revenue is counted with linked companies, each owner with more than 25% can use the regime through only 1 company, and passing €100,000 (about $114,000) during the year switches the company to profit tax from that quarter.
The regime has changed every year since 2023: the ceiling fell from €500,000 (about $569,000) to €250,000 (about $284,000) in 2025 and to €100,000 (about $114,000) in 2026. A plan built on the 1% rate needs a fallback.
Standard VAT is 21%, and a small company can stay exempt up to RON 395,000 (about $85,100) of turnover a year. Services sold to business customers abroad are generally not charged Romanian VAT, but a company supplying EU business customers usually needs an intra-EU VAT code.
David's note
I would not form a Romanian SRL for the 1% rate unless you live in Romania. The regime assumes a Romanian payroll, which means paying yourself or someone else at least the minimum wage with Romanian payroll taxes on top, and a founder abroad still ends up at about 29% once the profit is paid out. For a resident who wants to leave profit in the company, it is a different and much better deal.
Cost and timeline to set up in Romania
| Trade Register registration request, filed onlineOfficial fee | RON 0 to RON 100 (about $0 to $22) Source: onrc.ro, checked September 29, 2026. Law 265/2022 as published in 2022 charges no fee for registering a company or later entries; a Ministry of Justice draft of August 27, 2025 sets RON 100 for a request filed online from January 1, 2026. Either way under $25, so the cost band does not move |
|---|---|
| Setup, all inMarket range, checked Sep 2026 | $570 to $1,700 |
| Running cost per year, all inMarket range, checked Sep 2026 | $850 to $2,200 |
Official fees come from the government or registry schedule. Market ranges cover formation and yearly upkeep through a provider, including a registered agent and filings. Timeline: Filed with the National Trade Register Office (ONRC), usually online through its portal by a lawyer holding the founder's notarized and apostilled power of attorney. Providers advertise 5 to 10 days.
How to register a Romanian SRL from abroad
You do not have to travel. The registration goes to the National Trade Register Office, usually online through its portal, filed by a Romanian lawyer who holds your notarized and apostilled power of attorney. The step most likely to need you in Romania is a local bank account.
Forming a Romanian SRL as a non-resident
- Reserve the name and fix the registered office in Romania, with a lease or service agreement that proves the company may use the address.
- Appoint the administrator, of any nationality and residence; it can be you.
- Sign the articles of association and the power of attorney abroad, notarized and apostilled, with the declarations the Trade Register asks the founder and the administrator to give.
- Pay in the share capital and keep the proof for the filing.
- File with the Trade Register: your lawyer submits the application online, and the registration certificate carries the company's tax identification code.
- Declare the beneficial owner to the Trade Register as part of the registration.
- Choose the tax regime: a new company that wants the micro regime has 90 days to put an employee or a paid administrator in place, and needs an intra-EU VAT code before selling services to EU business customers.
- Open the business account with the registration certificate, the articles, the beneficial owner details and your ID.
Romanian SRL annual filings and deadlines
A Romanian SRL files mostly with the tax authority, ANAF, and most of its deadlines fall on the 25th of a month. No audit is needed at a solo founder's size, but the financial statements are due every year, and on the micro regime filing them late costs the regime itself.
Yearly filings for a Romanian SRL with a calendar year
| Filing | Filed with | Deadline | Cost of missing it |
|---|---|---|---|
| Profit tax: quarterly calculation, return and payment | ANAF | 25th of the month after each of the first 3 quarters | Late-payment interest and penalties |
| Annual profit tax return and final payment | ANAF | June 25 of the following year | Late-payment interest and penalties |
| Micro regime instead: quarterly return and 1% payment | ANAF | 25th of the month after each quarter | Late-payment interest and penalties |
| 16% tax withheld on a dividend paid to a non-resident | ANAF | 25th of the month after the dividend is paid | Late-payment interest and penalties, owed by the company |
| Annual financial statements | Ministry of Finance territorial offices, through ANAF | 150 days after the year end, late May for a calendar year | Fines, and a micro company that files late loses the regime |
| Your own tax return, with the dividends on it | The tax authority where you live | Your country's deadline | Your country's penalties and the tax itself |
Opening a bank account for a Romanian company
Romanian banks usually want to see the administrator in person for their checks, so a founder abroad either plans a trip or starts with an EU fintech or electronic money institution that onboards online with the registration certificate, the articles and your ID.
Expect questions about where you live, who your clients are, where the first money comes from and why the company is in Romania. Owners who live in countries under EU sanctions, or on the FATF list of high-risk jurisdictions, should expect refusals.
On the micro regime the account also carries the payroll: the salary or mandate fee, and the payroll taxes on it, leave the company every month whether or not the month's invoices were paid. Every account opening also asks where the company and you are tax resident, and for an SRL run from another country that form is where the residence question first comes up.
Where a Romanian company's profit is really taxed
Romania's 29.4% on paid-out profit is already higher than most founders expect, and it is still only Romania's share. At $100,000 of profit, this is where the tax lands in the 4 situations owners actually end up in.
Tax on $100,000 of profit in a Romanian SRL by owner situation (Romania column from the Fiscal Code rules above)
| Owner situation | Tax in Romania | Where else the profit is taxed |
|---|---|---|
| Lives in Romania and runs the SRL there | 16% plus 16% on the dividend, about 29.4%, plus the health contribution a resident owner pays on dividends | Nowhere else, as long as no other country treats you as resident |
| Lives in a high-tax country and runs the SRL from home | 16%, plus 16% on dividends unless a treaty lowers it | Your country, which can treat the company as managed there and tax its profit, with the Romanian tax a credit at best |
| Lives abroad while the SRL is really managed in Romania | 16%, plus 16% withheld on dividends unless a treaty certificate lowers it | Your country taxes the dividend, usually with credit for the Romanian withholding |
| Uses the micro regime without living in Romania | 1% of revenue, only with a Romanian payroll, plus 16% on dividends | Your country still taxes the dividends, and management from home puts the company's profit in its reach |
The micro regime is built for a Romanian resident running a micro-company who pays themselves as administrator and keeps revenue under the ceiling. Romanian tax residence starts with more than 183 days in the country in any 12 months, or earlier when your home or center of vital interests is there.
The 1% rate is not a nomad's rate
A founder who lives abroad and registers an SRL for the 1% rate usually meets all 3 problems at once: a Romanian payroll at the minimum gross wage with payroll taxes on it, a regime that ends the quarter revenue passes €100,000 (about $114,000), and a home country that can say the company is managed from your apartment. The result is Romania's taxes plus your own country's, with the 1% long gone.
A non-resident's Romanian SRL, set up right and wrong
Works
You live in Cluj, act as administrator on a mandate contract at the minimum wage, keep revenue under €100,000 (about $114,000), file the quarterly micro returns and the financial statements on time, and pay dividends with the 16% withheld.
Fails
You live in Paris, register an SRL for the 1% rate, never put anyone on payroll, cross €100,000 (about $114,000) in November, and report the dividends nowhere because Romania already withheld 16%.
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