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Legislative Newsletter April 2016

Romanian Legislation

  1. Order no. 1105/2016 of the President of the National Agency for Fiscal Administration, amending Order no. 3769/2015 of the National Agency for Fiscal Administration concerning the declaration of the deliveries/services and the acquisitions carried out on the national territory by the persons registered for VAT purposes and the approval of the model and the content of the informative declaration concerning the deliveries/services and acquisitions carried out on the national territory by the persons registered for VAT purposes, was published in the Official Gazette, Part I, no. 242 of 1 April.
  • The above-mentioned normative deed amends Form no. 394 and eliminates the obligation to retroactively submit the Form. The amendments shall apply starting with 1 July 2016.
  • One of the amendments introduced in the Form concerns the fact that the insertion of the Personal Identification Code of the supplier/beneficiary as physical entity is mandatory only if the person subject to taxation collects the Personal Identification Code from invoices or certain agreements.
  1. Law no. 51/2016, approving Government Decision no. 37/2015 on amendment of several normative deeds in the consumer protection field was published in the Official Gazette, part I, no. 257 of 6 April.
  • The traders sanctioned by the authorities for unfair commercial practices may be obliged to refund the amounts of money for products and services to the consumers, within maximum 15 days as of communication of the offence notice.
  • Commercial practices are regarded as unfair when they are contrary to professional diligence requirements and alter or may alter consumers’ economical behaviour.
  • Unfair commercial practices are divided in deceitful and aggressive practices and the fines provided by law are individualized depending upon the number of employee of the company and the annual net turnover.
  1. Order no. 1110/2016 of the President of the National Agency for Fiscal Administration, on amending and supplementing Order no. 3622/2015 of the National Agency for Fiscal Administration on approving the template and content of the forms used for administration of income tax and social contributions owed by natural persons, was published in the Official Gazette, part I, no. 257, of 6 April.
  • The above mentioned normative deed updates form no. 256, e. “Ex officio notice of assessment regarding natural persons’ income”, the innovative aspect being the fact that formulated challenge may be filed within 45 days as of communication, instead of 30 days, such as previously provided.
  • At the same time, the same normative deed brings under regulation a new fiscal form, more precisely form no. 257, “Decision on cancelation of ex officio notice of assessment regarding natural persons’ income”, hence the new fiscal form being used to cancel the ex officio notice of assessment regarding tax on yearly income/earnings of natural persons.
  1. Resolution no. 1 dated 15 February 2016 of the High Court of Cassation and Justice, regarding the panel holding competence to settle the second appeal to the interest of the law, was published in the Official Gazette, Part I, no. 258 of 6 April
  • According to the above indicated resolution, the insurer for civil liability of car owners is liable as civil party in a lawsuit, being obliged bear on its own all car accident damages resulting from any offence, according to the law and the vehicle insurance contract.
  1. Joint order no. 682/1154/2016of the Ministry of Environment, Waters and Forests and of the National Agency for Fiscal Administration on approval of the Procedure for reimbursement of the amounts of money provided by art. 7, 9 and 12 of the Government Emergency Ordinance no. 9/2013 regarding environment duty for vehicles, as well as of the amounts of money established by definitive decisions of the courts of law, and on approval of the template and content of certain forms, was published in the Official Gazette, Part I, no 274 of 12 April 2016. By the procedure which the present normative deed introduces, in view of reimbursement of the former vehicle tax (updated with the consumption prices index) and of related interests (calculated up to full payment thereof), the tax payers must submit with the competent tax authorities an application and several justifying documents .
  • The above mentioned application may only be submitted until the end of 2020 with the tax authorities where the entities and natural persons which independently carry out economical activities or exercise liberal professions are registered as taxpayers or with the fiscal authorities in the territorial jurisdiction of which the natural persons have their residence;
  • According to the normative deeds in force, the former vehicle tax shall be reimbursed in instalments over a period of 5 calendar years, by means of annual payments amounting to 20% of the owed amount.
  1. Order no. 1164/2016 of the President of the National Agency for Fiscal Administration on amending the Procedure for publication of the list of debtors holding outstanding fiscal obligations, as well as the amount of such obligations, approved by Order no. 558/2016 of the President of the National Agency for Fiscal Administration, was published in the Official Gazette, Part I, no. 274 of 12 April 2016.
  • By the present normative deed, the National Agency for Fiscal Administration raised the applicable threshold, with the purpose of including natural and legal entities on the lists of debtors to the state budget;
  • The minimum threshold for including natural entities is set by the present order to the amount of RON 1,500, as compared to the initially set value of RON 100, and in respect of legal entities, the threshold is of RON 50,000 for taxpayers falling within the medium taxpayers category and of RON 100,000 RON for major taxpayers.
  1. Order 1155/2016 of the President of the National Agency for Fiscal Administration on issuing, by means of the massive printing centre, of certain fiscal and procedural administrative documents, was published in the Official Gazette, Part I, no. 274 of 12 April 2016.
  • The above mentioned normative deed updated the list of fiscal administrative documents which are valid even if are not signed or stamped by the issuer, therefore a number of 29 documents was recorded, as compared to the 26 previously established;
  • The new regulation replaced the decision regarding ancillary payment obligations with 2 new documents, one regarding ancillary fiscal obligations representing interest and delay penalties, and the other regarding ancillary fiscal obligations representing penalties for the failure to declare.
  • The new normative deed also introduced in the list of documents valid without signature and stamp certain documents which the legislation had not provided so far: the notice on setting up a garnishment over liquid assets for secondary offices, the notice on acknowledgement regarding the setting up of the garnishment or the notice on inconsistencies between the documents provided and the fiscal records.
  1. Order no. 450/2016 of the Ministry of Public Finance on approval of the Procedure for correcting the errors included in the annual financial statements and the annual accounting reporting submitted by economic operators and non-profit legal entities was published in the Official Gazette, Part I, no. 274 of 12 April 2016.
  • The new normative deed is intended for correcting the errors in the annual financial statements/accounting reporting ascertained further to the submission thereof, as at the moment of submission certain errors may be ascertained, due to erroneous filling in of: name of reporting entity, NACE activity (name of NACE class and/or NACE code), form of property, name of employees and/or of other indicators reported by means of the form “Informative Data”
  • The above mentioned normative deed sets a maximum term for filing the annual financial statements/accounting reporting which include corrected information, so that the end of the financial exercise/year following the one to which the annual financial statements/accounting reporting in respect of which certain errors were reported refers to represents the maximum term for submission.
  1. Order no. 162/2016 of the President of the National Agency for Fiscal Administration on approving the Charter of rights and obligations of the natural entity subject to verification of personal fiscal situation was published in the Official Gazette, Part I, no. 292 of 18 April 2016.
  • As a general note, the above mentioned normative deed brings under regulation the rights and obligations which a natural entity is bound to for the duration of the fiscal verification;
  • A novelty element, also present in the new Fiscal Procedure Code, is the filling in, upon the request of the fiscal authorities, of a declaration on assets and income and, moreover, mention is also made of the obligation of the taxpayer to cooperate and provide information so that the related authorities may be able to determine the fiscal state of facts.
  1. Government Decision 234/2016 on amending and supplementing Government Decision no. 332/2014 on setting up a state aid chart, in view of supporting investment which promotes regional development by creating job availabilities, was published in the Official Gazette, Part I, no. 296 of 19 April 2016.
  • The present normative deed implements certain amendments to the legal framework by means of which certain benefits are granted to investors which promote regional development by creating job availabilities;
  • To be precise, the duration of the session for registration of applications for granting the financing was reduced and the inclusion of certain companies which may enjoy the above mentioned benefits was allowed;
  • Within a general framework, the state shall undertake to bear part of the expenses with employees in case of companies which, within a maximum term of 3 years as of completion of investment, create at least 10 new job vacancies, out of which at least 3 vacancies for underprivileged persons;
  1. Law no. 77/2016 on discharge of mortgage-backed debts through transfer of title over immovable property was published in the Official Gazette, Part I, no. 330 of 28 April 2016.
  • The normative deed under question confers a natural entity holding a mortgage-backed debt the possibility to extinguish such by transferring the right of ownership over the mortgaged real estate to the bank;
  • The subjects of the present law are:
  1. the consumers;
  2. the credit institutions, the non-banking financial institutions or the assignees of the receivables held over the consumers;
  • Eliminating from the scope of law the mortgage-backed loans granted by means of the “First Home” programas well as the maximum threshold of EUR 250,000 for loans represent 2 of the conditions expressly provided, depending upon which the present law may or may not be applied.

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Partner Ionut Bohalteanu is a registered member of the Romanian Chamber of Tax advisers – the foremost member institution for tax advisers in the country. A highly respected tax adviser, he is equally proficient providing standalone tax advice, or on the tax elements of a large transaction. Most of his clients are international and come to him for standalone tax advice, as evidenced in the work matters detailed here.
Our team provides innovative solutions to real estate issues for overseas and domestic clients alike. Able to assist with evert stage of a property deal, there are strong synergies between our real estate, corporate and banking and finance practices. Our comprehensive knowledge of the Romanian property market has served our clients well and we are natural choice for any company in possession of, or seeking to acquire, real estate assets in the country. Please click here to see what our recent experience includes.
Partner Silvia Sandu is one of the foremost privacy and data protection experts in Bucharest, amply demonstrated by the experience detailed here.
BSMP has acted in some of the most important inbound Romanian transactions for international clients as well as in some of the most important domestic deals. Equally efficient on the buy or sell-side, our experience includes negotiating mergers, demergers and joint ventures with particularly robust expertise in the regulated sectors, particularly energy, where our knowledge of the complicated Romanian regulatory regimes comes into its known. The firm has also acted in the privatization of some of the most important Romanian companies with partner Ionut Bohalteanu being a recognized leader in the field. Please click here to see what our experience includes.
Partner Silvia Sandu is a leading healthcare and pharmaceuticals lawyer, having assisted a host of multinationals with their Romanian operations for a number of years. Please click here to see what her experience includes.
The firm’s energy expertise is market leading and it is one of our core sector focuses. We have acted for a raft of multinational companies in some of the most important inbound Romanian energy transactions. Our diverse sector experience has seen us leading on major oil and gas, power and renewables projects, as well as in developing, niche fields such as mini hydro power plants and solar technology. We are able to assist our energy clients with the full life-span of a project from inception to completion, and with post-completion issues including disputes. Please click here for a summary of our team’s first-class recent experience.
Our employment client roster is comprised almost entirely of multinationals, for whom we have achieved success in a huge range of matters from cross-border redundancies and unfair dismissal claims to resolution of non-compete and high-level confidentiality issues. Practice head Silvia Sandu also has some of the foremost life sciences sector expertise in the market, as demonstrated below. Please click here to see what recent mandates include.
Our dispute resolution practice, led by Gabriela Mina, is steadily carving a reputation as one of the most sought after teams in Bucharest through a string of high-profile successes for international clients and a caseload which includes some of the most high-profile domestic disputes. Please  click here to see what the team’s recent cases include.
The highly regarded international experience of partners Ionut Bohalteanu and Daniela Milculescu, co-heads of the corporate and commercial department, make our firm a natural choice for any company with business interests in Romania. Our sector experience is vast, covering multiple areas from high-end energy instructions for European and Chinese multinationals, to major Romanian mandates in the FMCG, real estate and technology sectors among others. Our work is most often very high-value in nature, particularly by Romanian standards, and we have acted on transactions up to €50m. We assist our clients with all aspects of corporate and commercial, as demonstrated  here .
Competition is a strongly developing practice at the firm, and one in which we are carving a robust reputation for high-level advice to international clients on issues of crucial importance to their operations. Our sector expertise is vast including, among others, the FMCG, software and pharma industries. Our experience is equally wide-ranging covering competition issues as diverse as identification of risk, assistance during investigations by the competition authorities, applications for state aid schemes and training on competition matters (including simulated dawn raids). Please click here to see some illustrations of what the calibre of our practice includes.
Capital markets is one of our firm’s core practice areas. Some of the biggest banks and companies operating in Romania have turned our team , led by Ionut Bohalteanu and Daniela Milculescu. Indeed, we count the Bucharest Stock Exchange itself as one of our clients in an ample demonstration of the high esteem in which our capital markets expertise is held. Equally proficient acting for banks, companies or international investment funds, our lawyers provide clients with one of the most adept offerings available in the market. Please click here to see what our recent experience includes.
Led by Daniela Milculescu, our banking and finance practice is one of the premier offerings in Bucharest. On the lender-side our experience has few equals in the market with a client roster which includes some of the largest banks operating in the region. Our expertise covers the full spectrum of the banking and finance space from big-ticket syndicated loans, acquisition finance and restructuring, to the feasibility of new banking products, asset finance and regulatory advice. Please click here to see recent illustrations of our market-leading capabilities.