Romanian Fiscal Package 2: The Obligation for Romanian Companies to have a Bank Account Becomes Mandatory in Romania

Romanian Fiscal Package 2: The Obligation for Romanian Companies to have a Bank Account Becomes Mandatory in Romania

Romanian legislation introduces the obligation that any company formation in Romania must be accompanied by the opening of a bank account. This measure is part of Fiscal Package 2 and aims to prevent situations of inactivity. Through this change, authorities aim for all Romanian companies to remain active, comply with share capital requirements, and facilitate the verification of debts to the tax authorities.

The new regulations affect both starting up your own business as a SRL and existing companies, which must maintain an active bank account. Otherwise, they risk being declared inactive by the trade registry. It becomes essential for any entrepreneur to understand the procedure for company formation in Romania and comply with all legal deadlines to avoid tax attorney sanctions or administrative penalties. Services provided by business lawyers include complete assistance for start a business in Romania, opening bank account, and establishing the company’s registered office (set up a company).

Mandatory opening bank account for newly incorporated companies in Romania

Any starting up your own business as a SRL or set up a company requires the mandatory opening of a bank account in the company’s name. Without this, the deposit of share capital at the trade registry cannot be completed, leaving the registration process unfinished. A business lawyer, corporate lawyer, or commercial lawyer can ensure that the documentation is accurate, avoiding delays and risks associated with inactivity.

Besides the deposit of share capital, an active bank account allows the company to conduct commercial transactions, receive payments, and comply with the obligations set by the tax attorney. Business lawyers guide entrepreneurs through the process of opening bank account in Romania, ensuring that all formalities are respected and that the Romanian company can operate legally from day one.

Opening a bank account also provides transparency and security in managing company funds, facilitating the monitoring of financial flows and preventing legal or fiscal problems. A business attorney can support the company in its relationship with the bank, ensuring that all legal and procedural requirements are met, including situations such as share capital modifications or changes in the registered office (set up a company).

Opening bank account in Romania obligation also for existing Romanian companies – deadlines and penalties

Existing Romanian companies that do not hold a bank account risk being declared inactive by the trade registry, as maintaining an active bank account is now mandatory for legal operations. Deadlines for compliance are strict, and non-compliance can lead to penalties from the tax attorney, including fines or blocked accounts. Practically, a company without an active bank account may face difficulties in payments, receiving funds, and maintaining an active legal status.

A company declared inactive may also encounter challenges in obtaining credit, funding, or commercial contracts, as partners often verify the active status of the business. A business lawyer or corporate lawyer can prevent these issues by checking the fiscal situation, including a detailed tax attorney verification of outstanding debts. This ensures that the Romanian company remains active and compliant with all obligations.

Another crucial aspect is the establishment of a registered office (set up a company). Through the service of registered office establishment by a lawyer, companies ensure that their official address complies with legal requirements and is recognized by the trade registry. This prevents situations in which a company could be declared inactive due to a non-compliant registered office.

Additionally, a lawyer for taxes can assist the company in maintaining an active bank account, verifying all documents and ensuring fiscal compliance. This reduces the risk of inactivity and facilitates commercial operations without interruptions or penalties.

Bank account opening in Romania procedure and how a specialized company lawyer in Romania can assist you

Opening a bank account for a Romanian company involves more than choosing a bank; it includes legal and fiscal steps to ensure the company is recognized as active. Submission of registration documents to the trade registry, proof of share capital deposit, and complete information about the registered office (set up a company) are required. The bank may also request additional details about the business activity, structure, and authorized personnel. A business attorney, corporate lawyer, or commercial lawyer can guide the entrepreneur through every stage, from document preparation to confirming the opening of the bank account.

Beyond opening the bank account, a tax attorney can perform a detailed review of the company’s fiscal debts, identifying any issues that may affect its active status. This allows for proactive solutions, such as debt regularization or payment planning, helping the Romanian company avoid inactivity.

Similarly, the service of registered office establishment by a lawyer is crucial for legal operations. The official company address must comply with legislation and be recognized by the trade registry, with all changes properly registered. A business lawyer can prepare and review all documentation, notifications, and updates, preventing problems related to inactivity.

Combined, these services give entrepreneurs the confidence that their company can operate legally, enter contracts, and comply with all requirements regarding share capital, bank account, registered office (set up a company), and fiscal obligations. This significantly reduces the risk of penalties and ensures business continuity.

Share capital increase – part of Fiscal Package 2

Another new measure in Fiscal Package 2 is the obligation for share capital increase based on the company’s turnover. The government provides an exception: existing SRLs are not required to immediately increase their share capital but only when annual turnover exceeds 400,000 lei. For newly incorporated companies, the new minimum share capital rules apply: 500 lei for micro-enterprises and 5,000 lei for businesses exceeding the threshold.

Legislation also allows gradual share capital increases up to 90,000 lei for large companies, depending on turnover. Compliance with deposit procedures and deadlines remains strict. Non-compliance can result in the company being declared inactive.

“Given the new obligations regarding bank account opening and share capital increase, as well as the risks associated with inactivity, entrepreneurs must pay close attention to all legal procedures and deadlines imposed by the trade registry and tax attorney. Non-compliance may lead to fiscal penalties, blocked accounts, or even loss of active company status. Working with a business lawyer or corporate lawyer is essential to protect the legality and continuity of the company,” stated Dr. Radu Pavel, Coordinating Attorney.

For entrepreneurs beginning their journey, whether through start a business, starting up your own business, company formation in Romania, or inființare PFA, understanding the latest share capital and bank account regulations is essential. A commercial lawyer or business lawyer can explain each step, including correct share capital deposits and required documents for the trade registry, helping the company avoid inactivity.

Fiscal Package 2 emphasizes that all companies must be fully compliant, maintaining active bank accounts, adequate share capital, and observing all tax attorney obligations. Whether for start a business in Romania, inființare SRL, or set up a company, adherence to these rules is key to preventing inactivity and ensuring legal operations.

An active bank account not only facilitates share capital deposits but also allows commercial transactions, payment receipts, and financial transparency. At the same time, professional services for registered office establishment by a lawyer ensure that the official address complies with the trade registry, reducing the risk of penalties or inactivity.

Following these obligations is not just a legal requirement but a guarantee of long-term stability and credibility, giving entrepreneurs confidence to operate legally and efficiently. By correctly executing company formation in Romania, opening bank account in Romania, establishing a registered office (set up a company), and increasing share capital, entrepreneurs strengthen their business and mitigate the risk of inactivity.

Pavel, Margarit and Associates Law Firm is one of the top law firms in Romania, providing high-quality legal services. The firm’s clients include multinational and domestic companies of great magnitude. In 2024, the law firm’s success stories brought it international recognition from the most prestigious international guides and publications in the field. As a result, Pavel, Margarit and Associates Law Firm ranked 3rd in Romania in the Legal 500’s ranking of business law firms with the most relevant expertise. The law firm is internationally recognized by the IFLR 1000 Financial and Corporate 2024 guide. Additionally, Pavel, Margarit and Associates Law Firm is the only law firm in Romania recommended by the international director of Global Law Experts in London in the Dispute Resolution practice area. All relevant information about Pavel, Margarit and Associates Law Firm can be found on the website www.avocatpavel.com.