Business #38 Legislative focus

The Ministry of Finance has published an Order narrowing the scope of mandatory sustainability reporting, implementing EU Directive 2026/470. From financial years starting on 1 January 2027, the requirements will apply to companies exceeding both RON 2.25 billion in net turnover and 1,000 average employees.

Many companies may be exempt from mandatory sustainability reporting, reducing compliance costs. Companies still in scope must adapt their reporting procedures, while smaller businesses in their value chains gain protection against requests for information beyond applicable voluntary standards.

ANAF has published a procedure governing the transfer of shares in Romanian limited liability companies (SRLs). Transfers must be notified to ANAF within 15 days, and registration with the Trade Register (ONRC) depends on the company’s tax status.

Share transfers may involve additional administrative steps, delays and costs, particularly for companies with outstanding tax debts. If these debts remain unpaid 60 days after registration, ANAF may enforce the guarantees.

ANAF has published a new procedure for holding individuals and companies jointly liable for a debtor’s outstanding tax obligations. The procedure requires ANAF to establish the specific conduct, bad faith and causal link with the failure to recover the tax debt. A person’s formal role alone is not sufficient to establish liability.

The measure could reduce employment costs for businesses hiring part-time workers who fall within the new eligible categories. Employers would need to verify eligibility and collect supporting documents before applying the reduced CAS calculation.

A bill registered with the Senate proposes requiring lawyers to draft certain commercial contracts that must be in writing under private signature, unless special legislation provides otherwise. It also requires private legal entities to provide lawyers with information and documents needed for their mandate.

If adopted, the proposal could increase legal costs and change contracting procedures for companies. Failure to have a lawyer draft a contract would not automatically invalidate it unless the law expressly provides for nullity.