Share capital of a Romanian SRL in 2026: the 500 lei minimum

Updated 14 September 2026 · 8 min read · The Start4 team

The share capital of a Romanian SRL starts at 500 lei from 1 January 2026: until last year 1 leu was enough. The change comes from Law 239/2025 and applies to every company registered from that date. The money stays the company's, is paid into its bank account in two instalments and can be spent from day one. Here is what to know before you pick the figure.

From 1 leu to 500 lei: what Law 239/2025 says and from when

From 1 January 2026 a new SRL can no longer be formed with 1 leu: the minimum share capital is 500 lei, about €100 at an indicative rate of 5 lei to the euro. The rule comes from Law 239/2025, which amended the Companies Law, and applies to registration applications filed with the trade registry from that date onwards.

The 1 leu threshold made Romania one of the cheapest places in Europe to access a limited liability company. Parliament raised it to give creditors a minimum guarantee: an SRL with 1 leu in the bank was, in practice, liable for nothing.

If you already have a company with capital below 500 lei, check with your accountant whether and by when you must align: the increase is filed as a registry amendment, described below. When you open an SRL in Romania with Start4, the figure proposed in the form is already 500 lei, and you can raise it.

Capital is not a cost: it stays in the company and you can use it

The 500 lei are not a fee and do not go to the state: they land in the company's account and stay there. You can use them from day one for any company expense — rent, a laptop, the first supplier invoices. Compared with your personal money only one thing changes: from the moment they are paid in, they belong to the legal entity, not to the shareholder.

The real cost of formation lies elsewhere: the 152 lei trade registry fee, the fee for the documents and the filing, possibly the registered office. In the accounts, share capital is what the company owes its shareholders, not an expense: if the company closes, whatever is left goes back to them once creditors are paid.

Compared with what a complete file costs — see the cost of opening a company in Romania — the 500 lei are the only sum that stays in the company and works for it.

When you pay it in: 30% within 3 months, the rest within 12

The law sets two deadlines. At least 30% of the capital — 150 lei out of 500 — must be paid in within 3 months of registration and in any case before the company actually starts trading. The remainder is paid in within 12 months of registration.

Proof of payment is not required at registration: the company is registered first, then opens its account and pays the money in. That simplifies the file but shifts the responsibility onto you: paying in remains an obligation with a deadline.

In practice the simplest route is to pay the whole capital in at once, when the account is opened: 500 lei do not justify two trips to the bank, and your accountant has a single statement to book. Instalments matter when you choose a higher capital. The bank statement with the reference “aport capital social” is the proof you keep in the accounts.

The mandatory bank account: how to open it and what the bank asks for

From 2026 an SRL must have a bank account: without one there is nowhere to pay the capital in, and the law requires it expressly. The account is opened after the registration certificate arrives, in the company's name, by the director.

What the bank asks for: the registration certificate with the tax number, the articles of association, the director's identity document and, at most banks, a beneficial owner declaration and a description of the business. If the director is foreign, banks usually want to see them in person, with a passport and a proof of address.

What takes time is not the form but the compliance check: the bank wants to understand what the company does, where the money comes from and who is behind it. You open the account yourself, online: digital banks such as Revolut Business accept Romanian companies with a non-resident director and open the account in a few days, with no trips to a branch.

What happens if you miss the deadlines

If the deadlines pass without payment, the company does not close by itself, but it becomes vulnerable: any interested party — a creditor, a partner, even a shareholder — can ask the court to dissolve the company. If you pay in before anyone acts, the ground falls away: the bank statement is the evidence.

The second effect is the shareholder's liability. Until payment, the shareholder owes the company the amount subscribed and unpaid; if the company cannot pay its debts, creditors can claim exactly that amount from them. With 500 lei the risk is small; with a large subscribed and unpaid capital, it is not.

It is not a reason to panic, it is a reason to put the payment in the calendar: 3 months and 12 months from the date of the registration certificate.

Higher capital: when it makes sense and how to increase it later

500 lei is the minimum, not the recommendation. A higher capital makes sense in three situations: when you want a loan or a lease from a bank, which reads capital as a sign of the shareholders' commitment; when you bid in public tenders or work with large customers, whose terms set capital thresholds; and when there are several shareholders and you want the split of shares to reflect real contributions, not a few lei each.

A higher capital does not mean frozen money: you use it just like the 500 lei. The difference from a shareholder loan is that you cannot easily take it back: only through dividends or a capital reduction, both with formalities.

If you change your mind after formation, the capital can be increased at any time through an amendment at the trade registry: a shareholders' resolution, updated articles of association and proof that the new contribution has been paid in. It is one of the company changes we prepare and file ourselves, under the same power of attorney as the formation. The increase can be funded with new cash, by capitalising undistributed profit or by bringing in a new shareholder.

The shares (părți sociale): value, split, transfer

The capital of an SRL is divided into părți sociale, the shares. Their number and the value of each are set in the articles of association: 500 lei can be, for instance, 50 shares of 10 lei. The number only matters when you split between shareholders.

The split follows the contribution: whoever puts in 300 lei out of 500 holds 60% of the shares, so 60% of the votes and of the dividends, unless the articles provide otherwise. In decisions, the percentages written in the articles count, not what you agreed over coffee. Dividends follow the same proportion and are taxed at 16% in 2026.

Transfer — selling or assigning shares — between shareholders is free; to someone outside the company it follows the conditions in the articles and needs the other shareholders' consent. In both cases it is filed at the registry, again as an amendment, with updated articles of association.

In short: what, when, where it shows

Everything about capital leaves a trace in three places: the articles of association, the bank account and the trade registry. The table brings them together.

How Start4 handles it

In the formation form you choose the capital — 500 lei or more — and how it is split between shareholders. The articles of association are generated already filled in with the chosen figure, the number and value of the shares and each person's percentage; you write nothing by hand. The lawyer files the application under a power of attorney, with no electronic signature on your side, and the trade registry replies within 3–7 working days.

The payment is yours to make, from the company's account, after registration: the law does not ask for proof at filing, and the money has to go into an account that does not yet exist when the company is formed. You open the account yourself, online, once you have the tax number; we tell you which documents the bank asks for.

If you later want to increase the capital or transfer shares, we prepare and file the registry amendment through the same flow. For the full list of documents, see the documents to open a company in Romania; for everything else, the FAQ.

Frequently asked