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SRL amendments at ONRC in 2026: office, director, CAEN, capital & Form 700

ONRC mention guide for existing LLCs: registered office change (same/other county), director replacement, CAEN Rev.3 update, share capital increase 500/5,000 RON (Law 239/2025) and tax vector via Form 700 — June 2026 deadlines.

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Why a separate guide for SRL changes after incorporation

Lexter’s blog covers incorporation (ONRC dossier, articles, 500 RON capital, office, CAEN, online filing, beneficial owner), immediate post-certificate steps (SPV, e-Factura), and suspension or removal. When the company evolves — new address, director, activity, or tax regime — different high-volume searches appear, not covered until now.

The five dominant topics are: (1) registered office change, (2) director change, (3) CAEN code update, (4) share capital increase (500 → 5,000 RON), (5) tax vector update via Form 700 (1% micro, 16% profit, VAT). This guide connects them in an ONRC + ANAF mention checklist with data current as of June 2026.

Common rules for any ONRC mention

Changes to articles of association or trade register data are filed at ONRC — counter or myportal.onrc.ro, with qualified e-signature for online filing. Application is usually due within 15 days of the amending act (AGM resolution, sole shareholder decision, new office contract, etc.).

Typical documents: ONRC application form, updated articles or amending act, shareholder resolution/decision, specific proof (office, capital payment) and fee payment. Standard registrar processing is one working day from application registration — if the file is complete.

Any beneficial owner change must be reported separately within 15 days — see our articles and beneficial owner guide. Keep ONRC, ANAF, and commercial contracts aligned after each mention.

1. Registered office change (same county vs other county)

Office change is the most frequent post-incorporation mention. ONRC distinguishes moves within the same county vs transfer to another county — the latter changes the competent trade register office.

You need proof of the new office (loan for use/lease, title — same rules as incorporation, detailed in our registered office guide), AGM resolution/sole shareholder decision, articles with updated address, and ONRC application. Operating condition declarations update if activity or premises require new statements.

After registration, update the address at ANAF (Form 010/tax vector), bank, clients, and e-Factura invoices. Mismatch between ONRC certificate and SPV data causes audit issues.

2. Director change

Replacing or appointing a new director requires AGM resolution or sole shareholder decision, updated articles (management section), and ONRC application. An LLC cannot remain without a legal representative — plan overlap between appointment and resignation.

Common documents: resolution on revocation/appointment, signature specimen if required, new director ID copy, self-declarations on eligibility. If the new director becomes beneficial owner (effective control), update beneficial owner declaration within 15 days.

Director remuneration (management contract, employment) is handled separately — for employment or salaried management, check REGES Online (post-incorporation guide). ONRC change does not replace civil or employment contracts.

3. Business activity update (CAEN Rev.3)

If you expand or change activity, update CAEN codes in the trade register. From 2025, alignment with CAEN Rev.3 matters — MJ Order 2938/C/2024 governs activity object updates.

Procedure: AGM resolution/decision, articles with revised activity object, ONRC application. Choose codes aligned with real activity — see our CAEN guide. New codes may require licenses, additional self-declarations, or regulator checks.

ONRC CAEN update does not automatically change tax vector; if new activity affects VAT or micro status, consult your accountant for Form 700.

4. Share capital increase (500 and 5,000 RON in 2026)

Law 239/2025 requires: new SRL — minimum 500 RON capital; existing SRL with prior-year net turnover over 400,000 RON — minimum 5,000 RON. Affected companies must amend articles within 2 years of the law entering force (roughly by December 2027).

For increase: AGM resolution/decision, updated articles, proof of payment of the increased amount to the company account, ONRC application. If increase is solely for Law 239/2025 alignment by 31 December 2026, Official Gazette (Part IV) publication fee is reduced by 50% — worth planning for.

Increase is distinct from initial 30%/70% payments at incorporation — see share capital guide. Additional capital remains company assets, not freely withdrawable by shareholders.

5. Form 700: 1% micro, 16% profit, VAT (395,000 RON)

Tax regime changes are not ONRC-only — the tax vector updates at ANAF via Form 700, filed in SPV with qualified signature. Relevant June 2026 figures for decisions:

  • Microenterprise: single 1% revenue rate (Emergency Ordinance 89/2025 — 3% rate eliminated), EUR 100,000 cumulative turnover ceiling per fiscal year, at least one full-time employee.
  • Profit tax: 16% when exceeding micro ceiling or failing conditions (including no employee).
  • VAT: mandatory registration when exceeding 395,000 RON exemption threshold (raised from 300,000 RON on 1 September 2025) — normal regime from the breaching transaction.
  • Micro ↔ profit option deadline: usually by 31 March of the fiscal year for application from 1 January — check with your accountant if you are past this in 2026.
  • Other vector changes (VAT on collection, fiscal period): specific deadlines in the Tax Code — usually 15 days or 5 working days after triggering event.

Checklist: SRL amendment step by step (2026)

Adapt steps to your change type — not every line applies each time:

  • Identify change: office, director, CAEN, capital, or tax.
  • Draft AGM resolution / sole shareholder decision; update articles of association.
  • Gather proof (office contract, director ID, bank statement for capital payment).
  • File ONRC application within 15 days — MyPortal or counter, qualified e-signature online.
  • Update beneficial owner if control changed (>25% or controlling director).
  • File Form 700 at ANAF if micro/profit/VAT regime changed.
  • Notify bank, partners, e-Factura; verify updated ONRC certificate.

Lexter and SRL amendments

Lexter focuses on SRL incorporation — initial articles and dossier data. It does not file ONRC amendment mentions or Form 700.

If you incorporated with Lexter and change office, director, or CAEN, use structured account data as a basis for the amending act, then complete ONRC/ANAF procedures with your accountant.

Disclaimer

Informational guide as of June 2026. ONRC forms, Law 239/2025, Emergency Ordinance 89/2025, and ANAF procedures change. Verify onrc.ro and anaf.ro. Not legal, tax, or accounting advice.

Frequently asked questions

How soon must an ONRC amendment be filed?
Usually within 15 days of the AGM resolution or amending act. ANAF deadlines (Form 700, beneficial owner) may differ — do not mix ONRC and tax obligations.
When must we increase capital to 5,000 RON?
When an existing SRL reported net turnover over 400,000 RON in the prior year. Law 239/2025 requires minimum 5,000 RON alignment, with articles amendment deadline roughly December 2027. Increase solely for compliance by 31.12.2026 may get 50% MO fee reduction.
Can office change be done online via MyPortal?
Yes, with qualified e-signature and signed PDFs. Same document categories as counter filing — office contract, resolution, updated articles, ONRC application.
Does Form 700 replace ONRC mention for CAEN?
No. CAEN and office change at ONRC. Form 700 updates tax vector at ANAF (micro, profit, VAT). Both channels may be needed after the same business decision.
How is this different from the share capital guide?
The share capital guide explains 500/5,000 RON rules and payments at incorporation. This article covers ONRC mention procedure for increase and other frequent changes once the company already exists.
Does Lexter generate amending acts for SRL?
Lexter focuses on incorporation documents. Amending acts and ONRC mention filings remain your, your accountant’s, or an authorized consultant’s responsibility.