This website uses cookies so that we can provide you with the best user experience possible. Cookie information is stored in your browser and performs functions such as recognising you when you return to our website and helping our team to understand which sections of the website you find most interesting and useful.
Legal forms
The creation and operation of companies is regulated by Law 31/1990.
Individual enterprise
Anyone can set up a self-employed business. No legal personality is conferred on the creator, so the person is liable for the obligations undertaken both with the assets allocated to the business and with personal property. In the case of a one-man business, the entrepreneur may work for other businesses or employ other people (most of them 8). Both the self-employed entrepreneur and his employees are entitled to participate in pension, health insurance, unemployment insurance and other social security schemes. Establishment requires proof of a professional qualification or professional knowledge and skills (I can carry out up to 10 types of economic activities – 10 CAEN codes are allowed). For self-employed activities, there are two tax regimes to choose from.
The legal requirements/certifications for individual enterprises (IE), family enterprises (FE) and authorised natural persons (PFA) are set out in Government Emergency Ordinance 2008/44 (amended by Law 2016/182). For more information, see .
Authorised natural person
The PFA (authorised natural person), as its name suggests, does not have legal personality either, it is liable for the obligations undertaken both with the goods intended for this purpose and with its own personal assets. This business may work in cooperation with other authorised natural persons, one-man businesses or family businesses and may also employ staff (maximum of 3). In addition, it is important to know that the authorised natural person must have the professional knowledge/qualifications appropriate to the activity (PFAs may carry out up to 5 types of economic activity – they may have 5 CAEN codes).
The legal requirements/certifications for individual enterprises (IE), family enterprises (FE) and authorised natural persons (PFA) are set out in Government Emergency Ordinance 2008/44 (amended by Law 2016/182). For more information, see .
Family business
A family business is useful if you don’t want to work alone or if you don’t have the capital to operate, but don’t want to hire or partner with strangers. As a member of a family business, you must be at least 16 years old and can be a relative up to the fourth degree. You are not allowed to employ workers other than family members. Also, the family business does not get legal personality, its assets are the property given by its members.
ReglThe legal requirements/certifications for individual enterprises (IE), family enterprises (FE) and authorised natural persons (PFA) are set out in Government Emergency Ordinance 2008/44 (amended by Law 2016/182). For more information, see .
General partnership
A general partnership is essentially an enterprise formed by two or more persons, which has legal personality, the enterprise itself can acquire rights and has obligations, but the partners also have unlimited and equal liability.The undertaking has its own assets, the value of which depends on the contribution of each member. There is no upper or lower limit to the share capital. The advantage of a general partnership is that it is simple to set up and administer, but the disadvantage is that the partners have unlimited liability for their obligations.
Simple limited partnership
Like a general partnership, a limited partnership may be formed by two or more persons for a common purpose, has legal personality and owns its own assets. The difference is that the partnership has external members and internal members. An inside member has full liability, i.e. can be an employee, decision-maker, etc., whereas an outside member contributes only to the assets of the partnership and is limited to this. To be incorporated, there must be at least 1 internal member and 1 external member. Members receive a share of the company’s profits in proportion to their contribution to the share capital.
Limited partnership with limited liability
A limited partnership is similar to a limited partnership, the only difference being that it issues shares that can be bought on the stock exchange. It also has internal and external members, in which case, again, the internal members have full liability but cannot own shares, while the external members only contribute to the assets of the company and are limited to them and can own shares. According to the law, the share capital cannot be less than RON 90,000.
Limited liability company
A limited liability company can be set up by anyone, unlike other companies, even by a single person (up to 50 founding members). It requires a minimum share capital (RON 200) and, as the name suggests, the members are not liable with their own assets, which means that the members’ liability is limited. It also has legal personality, and a memorandum of association is required to set up the company.
Debutant limited liability company
The structure of a start-up limited liability company is the same as that of a limited liability company, but this form of company can be set up by persons who have never registered a company or been shareholders of a company. The status of a start-up limited liability company is transformed into a limited liability company when the annual turnover exceeds half a million euros, if it has not fulfilled its obligations to the State for more than 45 days or if 3 years have passed since registration. The advantage is that you will benefit from social security reductions for most of your 4 employees for 3 years and you will not have to pay registration costs. You can also apply for a non-refundable state grant of EUR 10 000. The grant is for half of the application amount, i.e. 50% of the application must be paid by the applicant (more information ).