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How to open an SRL in 2026: step by step guide

· factcurier
SRLcompany formationTrade Register2026entrepreneurship

Opening an SRL (Societate cu Raspundere Limitata — Romania’s equivalent of a limited liability company) remains the most popular choice for entrepreneurs who want legal protection and commercial credibility. In 2026, the process is relatively streamlined compared to previous years, but there are a few steps you need to get right from the start.

This guide covers everything you need to know — from preparing your documents to filing your first tax declaration.

Why an SRL and not a PFA?

Before you begin, it’s worth asking whether an SRL is the right structure for you. A PFA (Persoana Fizica Autorizata) is Romania’s sole proprietorship — simpler to set up, but with important limitations. An SRL gives you:

  • Limited liability — your personal assets are protected
  • Credibility with clients and partners
  • The ability to have co-founders and attract investors
  • Micro-enterprise taxation (1% or 3% of revenue)

If you’re a freelancer working solo, a PFA might be simpler. But if you plan to grow, an SRL is the right call. Read more in our guide: PFA vs SRL.

Step 1: Choose your company name

The first thing you do is check name availability at the Trade Register (ONRC — Oficiul National al Registrului Comertului). You can do this:

  • Online at portal.onrc.ro — the name availability check service
  • In person — submit the verification request (form available on the ONRC website)

Cost: The name reservation fee is 72 lei (~15 EUR) as of 2026. The reservation is valid for 3 months.

Practical tips

  • Choose a short name that’s easy to pronounce and remember
  • Also check web domain availability (.ro and .com)
  • Avoid generic names — ONRC can reject them if they’re too similar to existing companies

Step 2: Establish the registered office

You need a valid address for your registered office. This can be:

  • Your apartment or house (with the owner’s or homeowners’ association consent)
  • A rented space
  • A virtual office (offered by specialized firms, starting at ~100 lei / ~20 EUR per month)

Required documents:

  • A loan-for-use agreement, lease, or proof of ownership
  • Homeowners’ association approval (if in an apartment building)
  • Land registry extract (no older than 30 days)

Step 3: Prepare the incorporation documents

The documents required to register an SRL:

  1. Articles of incorporation (company statute) — you can generate them on portal.onrc.ro or with the help of a lawyer
  2. Affidavit from the shareholders/directors
  3. Signature specimens of the directors (notarized or given at the ONRC office)
  4. Copies of identity documents for all shareholders
  5. Proof of registered office (the documents from Step 2)
  6. Name reservation confirmation (from Step 1)
  7. Registration application (the form is completed at ONRC or online)

Share capital

Since 2024, the minimum share capital is 1 leu (roughly 0.20 EUR). In practice, you can start with any amount. That said, a share capital of 200-500 lei (40-100 EUR) looks better to partners and banks.

Deposit the share capital into a bank account opened in the name of the company being registered. The bank will issue a receipt that you submit to ONRC.

Step 4: Submit the file to the Trade Register

You can submit your file:

  • Online through the ONRC portal (requires an electronic signature)
  • In person at the ONRC office in the county where your registered office is located
  • By mail or courier

Estimated total cost (2026):

FeeAmount
Name reservation72 lei (~15 EUR)
Registration fee0 lei (chamber of commerce exemption)
Official Gazette publication~free (through ONRC)
Notary (signature specimens)50-150 lei (~10-30 EUR)
Estimated total~150-250 lei (~30-50 EUR)

Processing time: ONRC is required to process your application within 3 business days of receiving the complete file.

Step 5: Receive your registration certificate

After approval, you receive:

  • Registration certificate — contains your CUI (Cod Unic de Identificare, your company’s unique tax identification number)
  • Delegated judge’s decision
  • Certificate of findings

With your CUI, you can open the company’s permanent bank account and start operating.

Step 6: First obligations after registration

This is where many new entrepreneurs make mistakes. Immediately after registration:

Tax registration declaration (D010)

  • Deadline: 30 days from registration
  • This is where you choose your tax regime: micro-enterprise or corporate income tax
  • For micro-enterprise: 1% if you have at least one employee, 3% if you don’t

Employer registration

  • If you want the 1% rate, you need at least one employment contract (it can even be with yourself, as a salaried director)
  • The contract must be registered in ReviSal (Romania’s national employee registry) before the first working day

Opening a bank account

  • Choose a bank with low fees for startups
  • You’ll need: registration certificate, articles of incorporation, director’s ID

eFactura (electronic invoicing)

  • Since 2024, all companies are required to issue invoices through the eFactura system for B2B transactions
  • You need access to SPV (Spatiul Privat Virtual — ANAF’s virtual private space, the portal where businesses file declarations and upload documents)
  • Submission deadline: 5 calendar days from the date the invoice is issued

Common mistakes to avoid

  1. Not choosing the right CAEN code — CAEN (Clasificarea Activitatilor din Economia Nationala) is Romania’s business activity classification. Double-check the list of activities you’ll be carrying out
  2. Forgetting the D010 declaration — the 30-day deadline passes quickly
  3. Not registering in SPV — without SPV access you can’t file declarations or submit eFactura invoices
  4. Mixing personal and business finances — use the company account exclusively for business transactions

First 3 months calendar

WhenWhat to do
Day 1Receive your CUI, open bank account
First weekFile D010, register in SPV
First monthHire (if you want the 1% micro rate), register in ReviSal
Month 2First invoice, set up eFactura
25th of month 2First deadline for D112 (payroll and contributions declaration, if you have employees)

What comes after incorporation

The hard part isn’t registering the company — it’s what comes after. Monthly declarations, ANAF (Agentia Nationala de Administrare Fiscala — Romania’s tax authority) deadlines, eFactura, payroll. Find a good accountant before you submit your file to ONRC, not after. The first months are the most vulnerable — a missed declaration or a botched SPV registration can cost you more than a full year of your accountant’s fee.