In short: an Estonian private limited company (OÜ) and a Romanian societate cu răspundere limitată (SRL) are both limited-liability companies that one person can found. They differ in the minimum capital, in how a share changes hands and in how profit is taxed — Romania has a revenue tax for microenterprises next to the profit tax. This page sets the facts of both side by side from the official texts; it does not say which is better for you.

The facts side by side

The company and its owners: Estonian OÜ: One founder with one share is a valid company (Commercial Code § 148(1)); a shareholder is not personally liable for the company's obligations (§ 135(2), (3)); Romanian SRL: Can be formed by the will of a single person, in which case only the articles are drawn up (Companies Law 31/1990, art. 5(2)); the company's obligations are guaranteed by its assets, and the partners are liable only up to the subscribed capital (art. 3(1) and (3))
Minimum capital: Estonian OÜ: Share capital in euros (Commercial Code § 136); the smallest share has a nominal value of one cent (§ 148(1)); Romanian SRL: At least 500 lei for a newly formed SRL, and at least 5 000 lei for one whose net turnover in the previous financial year was above 400 000 lei (Law 239/2025, art. VI(1) and (2)); existing companies raise their capital within two years of the law's entry into force (art. VI(6)); the capital is divided into equal parts that are not negotiable securities (Law 31/1990, art. 11)
Transfer of a share: Estonian OÜ: Notarised; the notary sends the notice to the register within two days (Commercial Code § 149); Romanian SRL: Parts can be transferred between partners; to persons outside the company only with the approval of partners holding at least three quarters of the capital, unless the articles provide otherwise (art. 202(1) and (2))
Yearly filing: Estonian OÜ: Annual report within six months after the end of the financial year (Commercial Code § 179); Romanian SRL: Not covered by the official texts used here
How company profit is taxed: Estonian OÜ: Corporate income tax is paid when profit is distributed; no income tax is paid on profit while it stays in the company — see how Estonia taxes company profit; Romanian SRL: Profit tax of 16 percent on the taxable profit (Fiscal Code, art. 17); a microenterprise pays instead a tax of 1 percent on its revenues (art. 51(1)), and one of its conditions is revenue not above the lei equivalent of 100 000 euros (art. 47(1)(c))
VAT number: Estonian OÜ: An Estonian VAT number is an EU VAT number that customers can check in VIES; Romanian SRL: Romania is a member state of the European Union

This is general information, not tax advice: in Estonia the tax becomes due when profit is distributed, and LexorCorp Global does not provide tax advice. The rule and its official sources are in the guide How Estonia taxes company profit.

What each route requires

Estonia. Customer due diligence by the service provider, a registered address in the commercial register and, if the company's address is abroad, a contact person in Estonia (Commercial Register Act § 24). A ready-made company or a formation at a notary needs no e-residency.
Romania. Articles (and, with several partners, a company contract) under Companies Law 31/1990, art. 5, at least 500 lei of capital for a new company (Law 239/2025, art. VI(2)), and the partners' approval for a transfer to an outsider (art. 202(2)).

How an Estonian company is obtained

Choose the route: a ready-made company that already exists, a new company formed at a notary or by power of attorney, or online formation with an e-residency card.
Order online and pay by card; the order form shows the total before you pay.
Identification. As a provider licensed by the Estonian Financial Intelligence Unit (FIU000117) we identify every client first.
Signing at a notary in Tallinn, by a power of attorney signed in your country, or digitally on the online route.
Register entry and documents in PDF by email.

Documents

For an Estonian company you are asked for an identity document and proof of address of the board members and beneficial owners; on the remote route a power of attorney signed before a notary in your country, as a rule with an apostille.

Prices of the Estonian routes

ready-made company: €900 Registered address and contact person service for one year are included. in person, €1,200 remote; with a VAT number €1,150 and €1,450;
new company: €950 Registered address and contact person service for one year are included. in person, €1,250 remote;
online formation for an e-resident: €950 Registered address and contact person service for one year are included..

The Estonian notary fees and state fees, the registered address and the contact person for the first 12 months are included in these prices. We do not form Romanian companies, and this page states no Romanian register fee.

Timeline

The Romanian texts used here set no number of days for the registration, and for Estonia this page states none either: the time depends on the notary's appointment, on customer due diligence and on the register. A ready-made company already exists, so only the transfer has to be done.

Limits of this comparison

It compares formation, capital, share transfer, yearly filing and the company's own tax rate, not the tax result for you: where a company is taxed depends on where it is managed and where its owner lives. If you will run an Estonian company from Romania, see Estonian company run from Romania.
Opening a bank or payment account is decided by the bank or payment institution in both countries.
The microenterprise regime has more conditions and transitional rules than this page names; whether it applies is a question for a Romanian tax adviser.
The Romanian figures are those of the consolidated texts on the day they were read (22 October 2026) and can change.

Related service

If the Estonian route fits, start with the ready-made company packages or the list of companies for sale; ready-made or new compares the two Estonian routes.

Official sources

Romania: Legea societăților nr. 31/1990, art. 3, 5, 11 and 202 (consolidated to 18 December 2025), with art. VI of Legea nr. 239/2025; Codul fiscal (Legea nr. 227/2015), art. 17, 47 and 51 (consolidated to 18 October 2026) — Portal Legislativ of the Ministry of Justice, read on 22 October 2026;
Estonia: Commercial Code §§ 135, 136, 148, 149 and 179, Commercial Register Act § 24 — Riigi Teataja; company data — e-Business Register.

This guide is general information, not legal or tax advice for your specific situation.

Sources are named in the text, without links. To see which of our services your company needs, open the Business Navigator.

Estonian company (OÜ) or Romanian SRL: the official facts compared