REGES-Online annulled by the Court — What does this mean for employers?
As is widely known, in Romania all employment relationships and significant changes to them must be recorded in an electronic employee registry. Following the transition from the old “Revisal” system to the new “REGES-Online” system in 2025, REGES has been the only system in use since January 2026. In its ruling No. 83 of April 2, 2026, in Case No. 7745/2/2025, the Constanța Court of Appeals overturned Government Decision No. 295/2025 — the legal basis for REGES Online. What are the practical implications of this?
Statutory Deadlines for Adjusting Share Capital
At the end of 2025, Law No. 239/2025 was enacted in Romania, introducing changes concerning the adjustment of the share capital of limited liability companies (SRLs) based on criteria such as net turnover generated. These changes include, among other things, new minimum amounts for authorized capital and specific deadlines for any resulting capital increases.
Caution: “No-Poaching” Agreements Under Scrutiny by Competition Authorities
For a long time, it was generally accepted that competition rules did not apply to employment relationships, since they concern the market behavior of companies, whereas labor law governs their relationships with natural persons (employees). However, this understanding has been significantly refined, as reflected in practice and in the decisions of the European Commission and national competition authorities.
Pay Transparency in Romania: What Companies Need to Keep in Mind
Much has been said recently about the EU Pay Transparency Directive (Directive (EU) 2023/970). It sets new standards for transparency and gender-based equal treatment in relation to pay. Its implementation in Romania is still pending, and the deadline expires on 7 June 2026. The national legislation is currently still only available as a draft, but it already shows quite clearly the direction in which things are moving. Transposition will (have to) be one of the legislature’s short-term priorities, meaning that it is high time for companies to understand the European and local requirements and, where necessary, start preparing.
Stricter Rules for Dividends, Shareholder Loans, and Capital Maintenance in Romania
Law No. 239 of 2025, published on December 15, 2025, amended several key pieces of legislation, including the Tax Code (Codul Fiscal), the Tax Procedure Code (Codul de Procedură Fiscală), and the Companies Law. The following outlines practical changes that affect the business operations of companies in Romania. At the core are four new regulations for joint-stock companies (SA) and limited liability companies (SRL) concerning the distribution of dividends, the granting of loans to shareholders, members, or related parties, and the repayment of such loans.
NEWSFLASH - Webinar Invitation
We are pleased to invite you to a high-impact online session, jointly organized with AHK Romania: AHK Community Talks Pay Transparency in the EU and Romania: New Legal Obligations, Risks, and Practical Strategies for Employers The EU Pay Transparency Directive is set to fundamentally change how companies manage compensation. What has long been treated as an internal HR matter will become a legally enforceable, highly visible compliance issue — with new obligations and direct exposure to claims, scrutiny, and reputational risk.
New Obstacles to the Transfer of Business Shares in Romania
Recent developments have shown that cooperation between the Commercial Registry and the tax authorities in Romania is becoming increasingly close. In this context, the procedure for transferring shares in Romanian companies has been revised and made more complex. The aim is, on the one hand, to require financially weak companies to take steps to correct their equity position and, on the other hand, to prevent the evasion of tax liabilities. We had already announced in November 2025 (LINK) that significant changes to company law were forthcoming. These changes did indeed take effect on December 18, 2025, but were amended again shortly thereafter.
New EU Directive “Insolvency III”: Greater Efficiency and Better Creditor Protection
On March 30, 2026, the European Parliament and the Council adopted the new Directive (EU) 2026/799 (“Insolvency III”), which is intended to ensure greater efficiency and better protection for creditors in insolvency proceedings involving European companies. The Directive must be transposed into the domestic legal systems of the Member States by the end of 2029. The key aspects affected are outlined below.
Important principles of the Romanian VAT system
The Romanian value-added tax system (also called VAT) is often difficult to understand due to the underlying complex EU regulations. Nevertheless, it is based on a rigorous, solid, EU-wide harmonized, and logical structure that provides a consistent framework of interpretation. Below are several important principles and practical notes.
Internal Auditing and Internal Controlling in Romanian Medium-Sized Enterprises
In Romania’s dynamic business environment, medium-sized enterprises play a key role. However, as they grow, sound corporate governance becomes increasingly important: internal audit and controlling are central instruments in this regard. While large companies have developed these functions extensively, implementation among medium-sized enterprises varies considerably — although the benefits are clear.