The Limited Liability Company (LLC) remains the most commonly used legal form by entrepreneurs in Romania. Proper legal structuring from the outset can reduce long-term commercial and tax risks.
The Limited Liability Company (LLC) remains the most commonly used form of business entity by entrepreneurs in Romania. Proper legal structuring at the outset can reduce commercial and tax risks in the long term.
1. Choosing and reserving a name
Submit an application to check availability and reserve a name (with 3 options, in order of preference).
2. Establishing the basic elements of the company
Establish the structure and essential parameters of the future company:
- Partners/administrator(s)
- Field of activity (main + secondary CAEN code)
- Duration of the company
- Registered office
- Share capital
In 2026, the minimum share capital for a newly established LLC is usually 500 lei. For companies that exceed certain turnover thresholds, it may be necessary to increase the capital to 5,000 lei.
3. Registered office
Prepare proof of right of use of the space:
- Loan agreement
- Rental agreement
- Title deed, etc.
If applicable, obtain the approval of the owners' association (when required by law).
4. Articles of incorporation – mandatory elements
Draft the articles of association (you can use the ONRC templates – sole shareholder / multiple shareholders).
The articles of association are the most important document when setting up a company and must include other clauses in addition to the "standard" templates.
5. ONRC forms
At first glance, ONRC forms can be difficult to navigate for someone without legal training. In practice, we often encounter people who arrive at the counters without a clear understanding of the steps and documents required and need assistance in completing the paperwork correctly.
6. Fees
The file must include proof of payment of the legal fees, including:
- The fee for publication in the Official Gazette of Romania (Part IV)
- Other fees according to the calculation note issued by ORCT
7. How do you submit the file for setting up an LLC?
The file can be submitted:
- At the counter, in the county where the registered office is located (approximate opening hours 09:00–13:00)
- By post/courier
- Online on the myportal.onrc.ro platform (documents signed with a qualified electronic signature)
Our services are available in full in Iași or online, to avoid unnecessary travel, delays, and additional costs.
8. Risks and best practices
Common problems
- Incorrect selection of CAEN codes
- Rejection of the application due to incorrectly completed forms, missing or non-compliant documents.
- Delays that can lead to the loss of contracts, funding, or tenders
- Lack of clear clauses regarding the transfer of shares
Best practices
- Consult a lawyer before signing any documents
- Use templates that have been validated in practice
- Seek tax assistance when choosing a tax regime
Conclusion
Setting up an LLC is not just a formality: it is a process that lays the foundation for the business's operating structure. Solid documentation and legal advice can turn a formal procedure into a competitive advantage.
You can follow all the steps above, obtain information from the website www.onrc.ro, or contact us with confidence if you want to avoid unnecessary trips and wasting time and money.