Form a Texas LLC from Romania: Complete 2026 Guide

Why do Romanian founders look at Texas? Mostly because the state-level side is predictable. The filing fee is $300 ($300 online), the ongoing requirement is $0 franchise tax for LLCs with revenue below the no-tax-due threshold ($2.65 million for the 2026-27 report years), but a Public Information Report (PIR) must still be filed every year by May 15 regardless of revenue — a full franchise tax return is only required above the threshold, and the state applies no personal or corporate state income tax. Texas requires a public information report but does not always require individual member names to be listed depending on management structure. Keep in mind that the state says nothing about how Romania taxes you; that depends on Romania law and is covered further down this page. What Texas offers is a large home market and a clear no-tax-due threshold.

The case for Texas: you expect meaningful revenue and want a state with no personal or corporate income tax and a straightforward no-tax-due threshold, and you don't mind a higher upfront filing fee. The case against is simply that another state may suit your priorities better, and changing states after formation means closing the LLC and starting a new one.

Three things to do straight after formation. First, the paperwork: an Operating Agreement, and a note of the EIN letter's location (if it is lost, ask the IRS for Form 147C). Second, the money side: bank account, then Stripe or PayPal subject to their review. Third, the calendar: your Texas annual obligation ($0 franchise tax below the $2.65 million no-tax-due threshold, plus a Public Information Report every May 15 regardless of revenue) and the federal Form 5472 and pro forma 1120. Federal Beneficial Ownership Information reporting is not something you need to do: FinCEN's rule in force since August 14, 2026 permanently exempts all US-formed LLCs.

For a Romania-based owner the order of operations is: registered agent first (you need their Texas address for the filing), then the Articles of Organization, then the EIN, then the bank account. The EIN application is Form SS-4; leave the SSN field as "Foreign" or "N/A". Calling the IRS international line (267-941-1099) is the fast route at about 45-60 minutes; faxing or mailing the form takes 4-6 weeks. Once you hold the EIN letter, bank and payment applications can begin.

A Romanian founder expecting large US revenue may prefer Texas: no state income tax and no franchise tax below $2.65 million. The Public Information Report is due every May 15 even when no tax is owed.

For 2026, secondary sources report that Romania raised its dividend tax from 10 percent to 16 percent, and that the micro-enterprise regime now has a single 1 percent turnover rate with a revenue cap of 100,000 euro and a requirement for at least one employee. Confirm the current figures with ANAF or a Romanian accountant before you rely on them. They matter because profit you bring home personally from an LLC may be taxed at the dividend rate, so compare the whole path from LLC profit to personal income rather than one rate.

Over five years, the state-level cost of a Texas LLC is a $300 filing fee and nothing recurring, so $300 in total, before the registered agent. That makes Texas the second cheapest of the five states on this measure. The same arithmetic across the five states runs from $50 to $2,110. For a Romanian owner, the state fee is small beside the Romanian dividend tax and the question of how Romania treats the LLC, so plan for a written view from a Romanian accountant before you form.

Budgeting for a Texas LLC from Romania? The one-time state fee is $300 ($300 online). Every LLC then needs a registered agent (typically $100-150 a year); the EIN itself costs nothing when you apply to the IRS directly; and Mercury or Relay accounts are usually free. The yearly state-side item is $0 franchise tax for LLCs with revenue below the no-tax-due threshold ($2.65 million for the 2026-27 report years), but a Public Information Report (PIR) must still be filed every year by May 15 regardless of revenue — a full franchise tax return is only required above the threshold. Bundled, EasyBrise Global Launch costs $295 for year one with a registered agent included and $149 a year to renew.

Romania is not on Mercury's prohibited-countries list, which is based on country of residence, and it is not on Relay's list, which looks at the citizenship and residency of the owners. Both banks run their own reviews, so approval is never guaranteed. Neither bank's published rules restrict international wires involving Romania. Lei are converted to dollars when you fund the account, so compare the rate and any fee at your Romanian bank. Romania takes part in the Common Reporting Standard, so Romanian banks exchange account information automatically.

As a Romanian owner, your recurring dates look like this. State: the Texas Public Information Report is due every May 15, even when no franchise tax is owed. Federal: Form 5472 with the pro forma Form 1120 is due on the return due date, April 15 for a calendar-year LLC, extendable with Form 7004. For the one-off EIN call, the IRS line (6 a.m. to 11 p.m. Eastern) is open 1 p.m. to 6 a.m. Romanian time for most of the year (the gap shrinks to six hours for a few weeks when US and European clock changes fall on different dates). Put the state date and the federal date in your calendar when the EIN arrives, because a missed Form 5472 carries a $25,000 minimum penalty.

A comprehensive income tax treaty between the United States and Romania has been in force since 1974. It covers dividends, interest, royalties and tie-breaker rules for residency. For a typical founder whose LLC earns only non-US-source income, the treaty changes little in practice because there is usually no US federal income tax for it to reduce.

Romania's rules on controlled foreign companies came in with the EU Anti-Tax Avoidance Directive on 1 January 2018. As reported by Deloitte, they apply to Romanian corporate income taxpayers that control a foreign company, with control meaning a holding of at least 50 percent of capital or profit rights, so they are written for companies and not for an individual who owns a US LLC directly. That is a reading of the corporate rules and not a clearance of your structure. A Romanian resident is taxed on worldwide income, so ask a Romanian accountant for a written view on the LLC and on how profit you bring into Romania is taxed.

Romania transposed the EU directive on controlled foreign companies with effect from 1 January 2018. In the description published by Deloitte, the rules apply to Romanian corporate income taxpayers that control a foreign company, using a control test of at least 50 percent of capital or profits and a comparison between the foreign tax actually paid and the Romanian tax that would have been due. They do not describe individuals who own a foreign LLC, but a Romanian adviser should still confirm your position.