Joint Stock Company in Romania
A JSC is a limited liability corporation with a registered capital of a minimum of 25.000 EUR or the equivalent of 90.000 RON and with at least two shareholders. Shares could be registered shares or bearer shares and can be freely traded or pledged. JSC can be set up by full and simultaneous subscription of the registered capital by all signers of the constitutive act or by public subscription.
Joint Stock Company conditions
One-tier administration system:
The management is controlled by one director or by several directors, organized as a board of directors and, if the case, by one or several managers , led by a General Manager. In case of companies having the legal obligation to have their financial statements audited, the BoD must be formed of at least three directors and must delegate the management to the Managers, save for certain reserved powers.
Two-tier administration system:
The managing board comprises one or several members. When there is only one member, the title is of sole general manager. With joint-stock companies whose annual financial statements are subject to legal auditing, the managing board comprises at least 3 members. The managing board is supervised by a supervisory council. There are no residence restrictions applicable.
Minimum share capital
The JSC in Romania must have a share capital of at least RON 90,000. Contributions in kind may form the company’s share capital, in cash and/or in receivables. Cash contributions are always obligatory upon establishment. Where the JSC is registered by public subscription, at least 30% of the subscribed capital must be paid upon incorporation, while other 70% should be paid within 1 year or within two years from the registration of the company. The amount will have to be deposited in a share capital account. The managing board contains one or several members.
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Timeline
The registration certificate will be issued within three days after the documentation for incorporation was submitted with the Trade Registry Office.
Fees
The cost of registration is about EUR 400.
Compulsory regulation
JSC must have at least two shareholders. The owners of Romanian corporations can be Romanian or foreign legal or natural persons, in any proportion, no residency restrictions/ prohibitions being applicable thereto.
Documents
One must get/draft the documents required for the registration procedures.
Consultation about company registration
Our specialists are the best on the market – they have vast experience in this field of activity. We also provide a consultation service for the opening of JS company in Romania. We will talk about the risks and benefits of opening a JSC. We will also make sure about taxes, fees, and opening a bank account. We will provide up-to-date information on any of your questions.
Accountancy
It is mandatory that companies organize and maintain their own accounting records, according to the provisions of the Accounting Law no. 82/1991. The accounting records are meant to reflect and measure the assets, the companies, the capital as well as the results obtained from operations. The businesses are required to submit their annual financial statements to the tax authorities.
Taxes
The standard corporate tax rate is 16% and several exemptions and special rules may apply.
Bank account
If you decide to open a company in Romania you have to create a Corporate Account. This type of account needs for the main business of the company, for internal expenses, payment for services, and providing net income for private entrepreneurs.
Other types of companies
If you feel like Joint Stock Company does not fit your needs, click the button below and you will see other legal forms like Limited Liability Company, Holding Company, Branch office and more.
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