Consultancy for business registration in Bucharest – SRL, SA, and PFA

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Consultancy for business registration in Bucharest – SRL, SA, and PFA

Consultancy for company registration in Bucharest and for Start-Up

– Consulting and support for registering a business entity in Bucharest.
– We provide consulting and support throughout the registration process for your business entity in Bucharest.
– Support until the procedures are completed and the registration documents are handed over.
– Delivery of the registration certificate shortly after the application is submitted to the Trade Register.

Services offered for setting up a company in Bucharest

Consulting services for company registration in Bucharest:

  • Legal consulting and assistance regarding commercial companies;
  • Company incorporation in Bucharest:

Consultancy regarding procedures for the registration and amendment of commercial companies;

Consulting and administrative support services are provided by our team.

In situations where the law requires legal advice, assistance, or representation, these services are provided exclusively by an affiliated lawyer, based on a separate contract concluded with the client;

Consultancy and support for company registration in Bucharest:

  • SRL – Limited Liability Company;
  • SA – Societate pe acțiuni;
  • SNC – General partnership;
  • SCS – Limited partnership;
  • SCA – Partnership limited by shares;
  • PFA – Authorized Natural Person (Sole Trader)

Checking availability and/or reserving a company name;

Consultancy and support for the registration of subsidiaries, branches, and secondary places of business in Bucharest;

Consultancy for changing the registered office and updating records at the Trade Register;

Extension of the validity period for a registered office in Bucharest;

Consultancy regarding the transfer and acquisition of commercial companies;

Consultancy for the transfer of ownership interests (shares);

Adding to, narrowing down, or re-coding business activities;

Change of primary business activity (obtaining a new registration certificate) or secondary business activity;

Change of associates or administrators, or extension of mandates;

Schimbare denumire firmă, obținere certificat nou de înregistrare în București;

Change of legal form;

Increase or reduction of share capital;

Correction of clerical errors;

Preparation and coordination of the documentation required for registering amendments with the Trade Register;

Support for requesting official certificates, copies, and duplicates;

Preparation of contractual documentation, in collaboration with a lawyer, when necessary;

Guidance on document preparation and coordination with a lawyer or notary, as applicable.

Consultancy for registering a Limited Liability Company

This is a type of commercial company whose corporate liabilities are guaranteed by the company's assets, and whose associates are liable only up to the limit of their subscribed share capital.

The share capital shall be determined by the associates according to the company's needs, in compliance with the statutory minimum threshold of 500 RON.

Consultancy for the registration of a joint-stock company

This is a type of commercial company whose share capital is divided into shares, and whose corporate liabilities are guaranteed by the company's assets; shareholders are liable only up to the limit of their contribution. The share capital is determined by the shareholders based on the company's needs, but it cannot be less than the RON equivalent of 25,000 Euros. 

Consultancy for the registration of a General Partnership

This is a type of business entity formed through the association—based on complete mutual trust—of two or more individuals who pool certain assets to carry out commercial activity, with the aim of sharing the resulting profit, and in which the partners bear unlimited and joint-and-several liability for the company's obligations.

Consultancy for the registration of a Limited Partnership

This is a type of business entity formed through the association—based on complete mutual trust—of two or more individuals who pool certain assets to carry out commercial activity for the purpose of sharing profits. In this structure, partners are liable for the entity's obligations either without limitation and jointly and severally (general partners), or only up to the limit of their respective contributions (limited partners).

 

Consultancy for the registration of a Limited Partnership by Shares

This is a type of business entity formed by the association of several individuals who contribute to the share capital—represented by shares—for the purpose of conducting commercial activity, generating profits, and distributing those profits. In this structure, general partners (*asociați comanditați*) bear unlimited and joint liability for the entity's obligations, while limited partners (*asociați comanditari*) are liable only up to the extent of their individual contributions.

 

Consultancy for registering as an Authorized Natural Person (PFA)


In accordance with the provisions set forth in Emergency Ordinance no. 44/2008 regarding the conduct of economic activities:

  • by authorized individuals
  • individual enterprises and family enterprises
  • Individuals or entrepreneurs who are proprietors of an individual enterprise are required to register and obtain authorization for their operations before commencing economic activity. 

Increasing the share capital may take place when there is a need to raise financial funds; this solution is often less difficult than taking out loans or issuing bonds, provided that the relevant legal requirements are met.

In cases where there is a desire to convert an SRL (limited liability company) into an SA (joint-stock company), or when it becomes necessary to increase the guarantees offered by the company to its creditors—given that the shareholders’ liability toward these creditors is limited to the amount of the subscribed share capital.

Reduction of share capital is an economic measure typically opted for when a company has experienced poor economic performance, resulting in the loss of a portion of its assets.

Furthermore, one may opt to reduce the share capital when the amount established at the time of the company's incorporation proves to be excessive for its needs.

Changing the Legal Form – In accordance with Law no. 31/1990 on commercial companies, a company has the option to change its legal form, regardless of the form originally chosen at the time of its incorporation.

For instance, an SRL (limited liability company) can be converted into an SA (joint-stock company)—and vice versa—when operational requirements necessitate such a change, or when legal provisions come into effect that would render the company’s current legal form unlawful.

For example, an SRL (limited liability company) can have a maximum of 50 associates; if there is a desire to increase this number, one solution is to change the legal form to an SA (joint-stock company).

Correction of clerical errors – In the event that, due to an error, entries have been made in the Trade Register that do not correspond to the facts—whether during the initial registration of the entity or when recording subsequent amendments (for example, the inclusion of incorrect identification details)—the procedure for the correction of clerical errors must be followed.

The assignment of shares (or "social parts") is a legal transaction consisting of the transfer—via an assignment agreement—of shares to one or more individuals or entities (whether existing shareholders of the company or third parties), who thereby acquire the status of shareholders.

The transferor is referred to as the "cedent" (assignor), and the acquirer is referred to as the "cesionar" (assignee).
The assignment may be carried out at the nominal value of the shares (equity interests) or at another value agreed upon by the parties. If a gain is realized from the assignment, a 16% tax is payable by the acquirer, calculated based on the positive difference between the sale price and the nominal value of the shares as stipulated in the articles of incorporation.

Change of the main object of activity – the scope of activity of a commercial company—manifested in practice as the specific operations a company is authorized to carry out—may require adjustments throughout the company's existence, depending on its economic outlook.

Although the company may have started with a specific set of business activities—which, at the time, met its operational needs—these can be expanded or modified to accommodate growth requirements or to align with a new economic strategy for the company.

Do you need to register a company in Bucharest?

Call now for details: +40728 777 361

Frequently Asked Questions:

Answer:
We can set up various legal forms, including:
✔ SRL – Limited Liability Company
✔ SA – Joint-Stock Company
✔ SNC – General Partnership
✔ SCS – Limited Partnership
✔ SCA – Partnership Limited by Shares
✔ PFA – Authorized Natural Person (Sole Trader)
✔ other types in accordance with applicable legislation.
Answer: Yes. The service includes checking and reserving the company name before submitting the documents to the Trade Register.
Answer:
In general, for commercial companies, you need:
✔ copies of the associates' identity documents
✔ proof of the registered office
✔ the articles of incorporation and related declarations
✔ other documents specific to the chosen legal form.
Answer: Yes. If you do not have premises of your own, we can assist you with hosting your registered office in Bucharest, in order to meet the requirements of the Trade Register.
Answer: The typical time to obtain the registration certificate after submitting the file to the Trade Register is generally a few business days, depending on the authorities' workload.
Answer:
The complete service includes:
✔ legal consulting and assistance
✔ preparation of documents for the Trade Register
✔ reservation of the company name
✔ submission and follow-up of the application file until the certificate is issued
✔ delivery of the registration certificate.
Answer: Yes. We can handle the change of a company’s legal form (e.g., transforming an SRL into an SA, or vice versa), including the preparation of the necessary documentation.
Service:
Our service also includes:
✔ change of registered office
✔ change of primary business activity
✔ change of shareholder or administrator
✔ increase / decrease of share capital
✔ transfer of shares
✔ correction of clerical errors in the Trade Register.
Answer:
Yes — we can put you in touch with our partner for accounting services.
Answer:
Yes. We can help you set up as a Sole Trader (*Persoană Fizică Autorizată* – PFA), including preparing and submitting the documents required for authorization.
Answer: Yes — if, in the future, you wish to add or modify your CAEN codes (scope of business activity), we can handle the preparation and submission of the necessary amendments to the Trade Register.
Answer: If a clerical error occurs in your documents, we will help you correct it and file the necessary amendments with the Trade Register.