Foreign companies may set up in Romania branches and subsidiaries, if not prohibited by Romanian laws and by its By-Laws.

Foreign companies that wish to open a subsidiary in Romania must request its registration from the Trade Registry that has jurisdiction over the future subsidiary’s registered office.

Subsidiaries are companies without legal personality owned by other companies and must be registered, before becoming operational, at the Trade Registry where the company shall carry out its activity.

In this regard, such foreign company shall file at the Trade Registry a request that must include the following:

  • name of the foreign company and its legal form, name of the subsidiary, if different;
  • the registry where the foreign company is registered and the number of registration;
  • the registered office;
  • the subsidiary’s object of activity;
  • name and capacity of the mother company’s representatives and the name of those who shall be in charge with the subsidiary in Romania;

Moreover, the foreign company’s Articles of Incorporation and By-Laws must be filed, also the certificate of incorporation from the Trade Registry where the foreign company is registered that certifies the existence of the company, financial records of the foreign company, approved and published according to the laws of the state where the company has its registered office, the accounting records of the foreign company – drawn up, audited and published according to the laws of the state that regulate the foreign company’s activity and the proof of the subsidiary’s registered office.

If a foreign company wishes to set up more subsidiaries in Romania, the registration documents must be filed only at one of the subsidiaries, upon the choice of the mother company in the Trade Registry where the other subsidiaries are registered.

Publisher: Budușan & Associates