From an accounting and tax perspective, a company’s first year is the most important. The decisions made in the opening weeks — the taxation regime, the VAT status, the way primary records are organised — are not mere formalities but choices with long-term effects that are often hard to correct retroactively. A properly structured new company accounting setup from day one saves money, time and, above all, avoids the penalties that arise precisely when the administrator believes the business “hasn’t really started yet”.
The reality is that tax obligations begin in the first month after registration with the Trade Register, whether or not a single invoice has been issued. Even a company with no activity has filing deadlines that are easily missed out of ignorance. This guide explains, step by step, what a business owner needs to know about accounting and taxation in the first year — from choosing the tax regime to enrolling in the Virtual Private Space (SPV) and setting up e-Invoicing.
One general note before the details: tax rates, exemption thresholds and ceilings in Romania change frequently, sometimes year to year or even mid-year. The figures below are indicative for the 2026 reference year; always verify the value in force at the moment of your decision with your accountant.
The first major decision: micro-company or profit tax
The most important tax choice for a new company is the taxation regime of the entity. In Romania, a limited liability company (SRL) essentially has two regimes: the micro-company income tax and the profit tax.
The micro-company regime charges a tax as a percentage of total revenue, regardless of expenses. It is attractive for companies with a high profit margin and low costs (services, consulting). Access is conditioned on an annual revenue ceiling, having at least one employee, and restrictions on the type of activity and shareholder structure.
The profit tax regime applies a rate to the difference between revenue and deductible expenses. It is usually more advantageous for companies with high costs (low-margin trade, manufacturing, investment-heavy activities), where the real taxable base is much lower than turnover.
How to choose correctly
The choice depends on three factors: type of activity, estimated revenue level, and cost structure. The table below summarises the logic:
| Criterion | Favours micro-company | Favours profit tax |
|---|---|---|
| Profit margin | High (low costs) | Low (high costs) |
| Activity type | Services, consulting | Trade, manufacturing |
| Revenue level | Below the legal ceiling | Above ceiling or growing fast |
| Predictability | Simple tax to estimate | Tied to real profit |
Note: certain activities (such as consulting or management) may be excluded from the micro-company regime or subject to additional conditions. The decision should therefore not rest on figures alone but also on the CAEN (activity) code. An accountant can run a comparative simulation before you tick the option at incorporation. See our full range of accounting and tax advisory services for new companies.
VAT registration: threshold and type of operations
A new company does not automatically become a VAT payer. Registration for VAT (TVA) can be mandatory (on exceeding the small-business exemption threshold) or optional (by request, even below the threshold).
Basic rule: if annual turnover exceeds the legal exemption threshold, the company must register for VAT and begin to collect and deduct VAT. The threshold is a value that changes by law, so check the level in force.
Optional registration can be advantageous from the start in situations such as:
- the company makes large upfront investments (equipment, fit-out) and wants to deduct the input VAT;
- the main clients are themselves VAT-registered companies, for whom VAT is not a cost;
- the company makes intra-Community acquisitions or supplies — particularly relevant for foreign-capital companies trading with a parent company in another EU state.
Conversely, if you sell mainly to individuals or non-VAT clients, the non-payer status can make your prices more competitive. For intra-Community operations there is also the obligation to register in the Register of Intra-Community Operators (ROI) and report via the recapitulative statement. These points should be clarified in the first month if the company trades within the EU.
Obligations from month one: SPV, e-Invoicing and primary records
Regardless of the tax regime, every new company has a set of obligations beginning immediately after registration.
1. Enrolment in the Virtual Private Space (SPV)
SPV is the official communication channel with the tax authority ANAF. Practically all returns, notices and tax correspondence pass through SPV. Enrolment (usually via a qualified digital certificate) is among the first steps, because without SPV access you cannot file returns or receive the authority’s notifications — including any summons.
2. Setting up e-Invoicing
The national e-Invoicing system (RO e-Factura) has become mandatory for B2B and B2G invoicing. A new company must be ready to issue and receive electronic invoices through the ANAF system from its very first invoice. This requires compatible invoicing software or connection to the dedicated platform, plus the digital certificate. Alongside e-Invoicing, track related reporting duties such as SAF-T (informative return) and, for the transport of goods with fiscal risk, e-Transport.
3. Organising primary records
Primary records means correctly collecting and archiving all supporting documents: issued and received invoices, receipts, bank statements, contracts, payroll. A new company should establish a clear flow from the start: who gathers the documents, in what format, and by when they reach the accountant.
4. Meeting filing deadlines
Even in the first year, recurring deadlines arise. The table below shows the main categories (exact dates follow the annual tax calendar):
| Obligation | Who has it | Indicative frequency |
|---|---|---|
| Payroll and contribution returns | Companies with employees | Monthly |
| VAT return | VAT payers | Monthly or quarterly |
| Recapitulative statement (EU operations) | Companies with intra-EU trade | Monthly |
| Tax return (micro or profit) | All companies | Quarterly / annual |
| Annual financial statements | All companies | Annual |
A dormant company still has obligations
A common misconception: “the company had no activity, so I don’t need to file anything.” False. A “dormant” company (no revenue and no expenses) still has filing obligations — for example submitting nil returns by the deadlines and, at year end, the financial statements. Failure to file triggers penalties and can, over time, lead to the company’s tax inactivation, with serious consequences (up to cancellation of the VAT number or administrator liability). If you don’t intend to operate for a while, discuss with your accountant the option of suspending activity at the Trade Register, which reduces part of the obligations — but does not remove them entirely.
Specifics for foreign-capital companies
For investors from Germany, Austria, Italy or the Netherlands opening a company in Romania, the first year brings a few extra themes. Transactions with the parent company or related parties fall under transfer pricing rules and may require documentation. Profit repatriation (dividends) and cross-border payments are analysed through the lens of double taxation treaties, to apply the reduced withholding tax rates correctly. Reporting to the parent company also often requires reconciling Romanian accounting standards with the group’s. Here, an accountant used to international clients makes the difference. Learn more about how we help foreign investors.
How Conta Fiscal starts your company on solid ground
A correct start means fewer costly corrections later. At Conta Fiscal, CECCAR members since 2004, we set up your company’s accounting structure from day one: we choose the optimal tax regime together based on a simulation, clarify the VAT status, enrol you in SPV and configure e-Invoicing, then establish a simple, predictable document flow. For foreign-capital companies, we speak German, English or Italian directly and manage the relationship with the parent company and the tax treaties.
If you have just set up a company or are about to, contact us for an initial discussion. We put the first year on solid foundations, so you can focus on the business, not the tax deadlines.
Frequently asked questions
When should accounting for a new company begin?
From the first month after registration with the Trade Register. Tax and filing obligations start immediately, even if the company has not yet issued a single invoice.
Which is better for a new company: micro-company or profit tax?
It depends on the type of activity, estimated revenue and cost structure. The micro-company regime favours low-cost businesses, while profit tax suits high-cost ones. A comparative simulation before choosing is ideal.
Is a new company automatically a VAT payer?
No. VAT registration becomes mandatory on exceeding the exemption threshold, but can also be optional from the start, especially for companies making large investments or intra-Community transactions.
Do I have to file returns if the company has no activity?
Yes. Even a company with no revenue and no expenses has filing obligations, including nil returns and annual financial statements. Failure to file triggers penalties and risk of tax inactivation.
What is e-Invoicing and when do I use it?
e-Invoicing (RO e-Factura) is the national electronic invoicing system through ANAF, mandatory for B2B and B2G. A new company must be ready to issue and receive electronic invoices from its very first invoice.
What should foreign-capital companies pay special attention to?
Mainly transfer pricing on transactions with the parent company, double taxation treaties for dividends and cross-border payments, and reconciling Romanian accounting standards with the group’s reporting.