Partnership Limited by Shares (SCA) in Romania — Holding Company Formation Guide
Choose jurisdictions with extensive double taxation treaty networks, participation exemptions for dividends, and zero or low capital gains tax on the sale of shares.
Last verified: June 13, 2026
Corporate Tax
16.0%
State Tax
0.0%
Formation Cost
$100
Annual Fee
$0
Forming a Partnership Limited by Shares (SCA) in Romania as a Holding Company means a total tax burden of 16.0% and an official formation cost of $100. This guide covers the steps, tax breakdown, banking options, and compliance requirements — all from verified data.
First-year total cost
≈ $2,800
Ongoing (per year)
≈ $1,600
Why Partnership Limited by Shares (SCA) for Holding Company?
A holding company is a parent entity that owns enough voting stock in another company to control its policies and management. It exists primarily to hold assets, intellectual property, or investments rather than producing goods or services itself.
Ideal for
- Serial entrepreneurs
- Families managing generational wealth
- Corporate groups with multiple subsidiaries
- Investors holding diverse asset portfolios (real estate, IP, stocks)
Challenges to watch
- Complex regulatory compliance
- Strict economic substance requirements
- Transfer pricing rules and documentation
- Higher setup and annual maintenance costs
Key decision criteria
- Participation exemption rules for tax-free dividends
- Withholding tax rates on dividends and royalties
- Controlled Foreign Corporation (CFC) rules
- Local economic substance regulations
Estimated breakdown (based on avg. $1,000,000 revenue)
Simulate with your own revenue →
VAT / Sales Tax
Standard rate 21%. Registration threshold: 395,000 RON. Non-resident providers of digital services to Romanian consumers must register for and charge 21% VAT, typically via the EU OSS scheme.
Banking & payments for Holding Company
Opening a corporate bank account in Romania can be moderately difficult for non-resident founders due to strict KYC and AML regulations. Traditional banks usually require a physical visit or a notarized Power of Attorney, while fintechs like Revolut Business offer smoother remote alternatives.
Supported payment gateways
Remote-friendly accounts
Revolut Business
A highly popular digital alternative in Romania offering multi-currency accounts and remote onboarding for registered companies.
Wise
Excellent for international transactions and holding multiple currencies, with a fully remote setup process.
Partnership Limited by Shares (SCA) formation steps
Reserve the company name with the National Trade Register Office (ONRC), ensuring it includes the mandatory 'SCA' designation.
Draft the Articles of Association (Act Constitutiv) detailing the general and limited partners, share capital distribution, and management structure.
Deposit the minimum share capital of 90,000 RON into a corporate bank account and obtain a bank deposit certificate.
Secure a registered office address in Romania, providing the lease agreement and the landlord's written consent.
Prepare declarations on honor and notarized specimen signatures for the general partners (administrators) and limited partners.
Submit the complete incorporation dossier to the ONRC for registration and publication in the Official Gazette of Romania.
Register for tax purposes (VAT, corporate income tax) and submit the Ultimate Beneficial Owner (UBO) declaration within the legal timeframe.
Holding Company FAQ
What is the main benefit of a holding company?
Asset protection and tax efficiency. It isolates financial risk so that if a subsidiary fails, the holding company's other assets remain protected.
Where are the best jurisdictions for holding companies?
Popular jurisdictions include the UK, Singapore, Switzerland, the Netherlands, and the UAE, due to their favorable tax exemptions on dividends and capital gains.
Do holding companies need physical offices?
Yes, increasingly so. Many jurisdictions now enforce 'economic substance' laws requiring holding companies to have local directors, physical office space, and adequate local expenditure.
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Related terms
Key concepts you'll encounter when forming a Holding Company
Related guides
Complete Partnership Limited by Shares (SCA) guide
Taxes, requirements, banking, compliance
Partnership Limited by Shares (SCA) cost calculator
One-time and annual cost breakdown
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