Under Romanian fiscal law, tax registration and the issuance of a tax identification code are mandatory for legal entities, non-resident individuals, and individuals undertaking independent economic activities (e.g., sole proprietorships/PFAs, etc.).

Resident individuals are fiscally registered upon filing their first tax return if they become subject to income tax. For resident individuals, their Personal Identification Number (CNP) automatically serves as their tax identification code.

Corporate income tax and value added tax (VAT) involve different registration requirements, which depend on different conditions:

Corporate income tax: Romanian legal entities receive a single Tax Identification Number (Fiscal Code / CUI) upon incorporation with the National Trade Register Office. No additional tax identification code is assigned for CIT purposes.

VAT:  VAT registration is a separate registration process, which may be voluntary or mandatory. Taxpayers may register voluntarily prior to undertaking taxable operations, or mandatorily upon reaching the legal annual turnover threshold (i.e., RON 395,000, approx. EUR 75,000). Upon VAT registration, the taxpayer is assigned the “RO” prefix to its existing Fiscal Code.

Additionally, entities not registered for standard VAT that engage in certain taxable intra-Community transactions must obtain a special EU VAT registration (VIES) under Article 317 of the Romanian Tax Code.

Complex operations, such as offshore activities within the Romanian Exclusive Economic Zone (EEZ) or cross-border corporate structures, may be subject to additional or specific tax registration requirements, depending on the particular facts and circumstances of each case. SP team has extensive experience in handling such complex operations (e.g., assisting a specialized offshore services provider supporting drilling operations in connection with the Neptun Deep project – situated within the Romanian EEZ) and provides tailored tax registration and compliance services in this respect by clarifying the interplay of national and EU regulations.

Under Romanian fiscal law, tax collection operates primarily under a self-assessment system through the filing of tax assessment returns (declaratie de impunere), while the Romanian National Agency for Fiscal Administration („ANAF”) retains the right to issue formal tax assessment decisions (decizii de impunere) in specific situations.

Thus, taxpayers calculate, declare, and pay their fiscal obligations (e.g., Corporate Income Tax, VAT, withholding taxes) through mandatory self-assessment tax returns. Under Article 95 par. (4) of the Fiscal Procedure Code, a tax assessment return submitted by a taxpayer is legally assimilated to a tax assessment decision.

Based on our team’s experience, ANAF does not automatically review every tax return filed by taxpayers. Instead, submitted tax returns are processed electronically and remain subject to subsequent verifications during the statutory limitation period (generally 5 years).

Formal assessment decisions may also be issued directly by ANAF in certain situations (for example, following an official tax audit, or in cases of ex officio assessments where the taxpayer failed to file returns).

Yes, a taxpayer has the legal right to amend a previously filed tax return by submitting a rectifying tax return (declarație rectificativă), subject to specific limitation period and procedural restrictions under the Fiscal Procedure Code.

Limitation Period

Tax returns may be amended within the general 5-year statute of limitations period. As a general rule, this 5-year limitation period begins to run on July 1st of the year following the fiscal year for which the tax obligation is due.

Key restrictions

During a tax audit: If a taxpayer submits or corrects a tax return during an ongoing tax audit for the tax liabilities and periods currently under audit, the tax authority will not take the rectifying return into consideration.

After a tax audit: Once a tax audit is completed and a formal tax assessment decision is issued, further rectifying returns for that period are not permitted, except under strictly defined legal conditions (e.g., resulting from a final court ruling).

Ex-officio assessments: If ANAF issues an ex-officio assessment decision due to a failure to file, the taxpayer retains the right to submit the missing return (amending the initial ex-officio assessment) within 60 days of receiving the assessment notice, which automatically cancels ANAF’s ex-officio decision.

Under Romanian fiscal law, ANAF and other tax authorities use several legal procedures and mechanisms to audit, challenge, and adjust self-assessed tax returns, such as:

Tax audits:

Tax audits (inspecția fiscală) are the primary formal audit mechanism. A tax audit involves a comprehensive or partial examination of accounting records, supporting documents, and operational facts (either on-site at the taxpayer’s premises or remotely). It usually concludes with a tax audit report (Raport de inspecție fiscală) followed by a Tax Decision (Decizie de impunere), establishing additional tax liabilities and late-payment accessories.

Desk Audits:

Desk audits (verificarea documentară) are a fast-track off-site audit procedure. ANAF officers cross-check tax returns against internal digital databases (such as RO e-Factura, or RO e-Transport). If discrepancies are identified, ANAF can directly issue a Tax Assessment Decision.

Anti-fraud controls:

Such controls imply unannounced inspections carried out by the Tax Anti-Fraud Division (DGAF) to verify physical inventories, supply chains, and real-time operations. If discrepancies or potential fraud are identified, such controls may result in the issuance of tax assessment decisions and, where the circumstances indicate potential criminal offences, may also lead to the referral of the matter to the criminal authorities for further investigation.

Precautionary measures:

When ANAF identifies circumstances giving rise to a risk that tax liabilities may not be recovered, it may impose precautionary measures, including seizure of assets or garnishment of bank accounts, before the relevant tax assessment decision becomes final, subject to the conditions and procedures provided by Romanian tax law.

In practice, tax decisions or precautionary measures issued following the procedures described above are not immune to factual or procedural errors, and the tax authorities may, in certain cases, adopt an overly aggressive approach to the interpretation and application of tax rules. In such cases, taxpayers have the right to challenge all such measures—first through an administrative appeal and subsequently before the Romanian courts.

Suciu Partners has extensive experience in tax controversy and has successfully challenged and annulled such subjective re-classification measures before Romanian courts in numerous cases (e.g., ANAF’s re-classification of companies’ non-taxable profit in IT and Construction industries, or challenging unlawful energy windfall tax decisions exceeding USD 850M).

Under the Romanian Fiscal Procedure Code, the time limits for the ANAF to challenge, audit, or adjust a taxpayer’s self-assessment, as well as the rules governing the expiry of these limits, are structured as follows:

• Standard 5-year statute of limitations:

The general limitation period within which ANAF may exercise its right to audit, challenge, or establish additional tax liabilities is 5 years.

• Start date of the limitation period:

The 5-year limitation period does not start on the date the tax return is filed. Instead, it begins running on July 1st of the calendar year following the year for which the fiscal obligation was due.

For example, for a Corporate Income Tax or VAT liability accrued during tax year 2023, the 5-year limitation period starts on July 1, 2024, and expires on July 1, 2029.

• Interruption and suspension of the limitation period:

The limitation period may be interrupted or suspended, as follows:

i. The limitation period is interrupted (and restarts) if the taxpayer files a tax return after the statutory deadline, submits a rectifying return (declarație rectificativă), or performs a voluntary act acknowledging the debt;

ii. The limitation period is suspended during specific events, including:

• • The period between the start of a tax audit (inspecție fiscală) and the issuance of the tax assessment decision/report (subject to legal audit duration limits);
  • The period during which the taxpayer evades a tax audit;
  • The period between declaring a taxpayer inactive and its official reactivation;
  • The period between a criminal referral by tax authorities to prosecutorial bodies and the final, binding resolution of the criminal case;
  • In cases and under conditions established by the civil law for the suspension of the statute of limitations.

As a general rule, once the 5-year limitation period expires (without valid interruption or suspension), ANAF’s right to assess tax liabilities is permanently extinguished.

As an exception, if the tax liability arises from an act/offense punishable under criminal law (e.g., tax evasion), the statute of limitations extends to 10 years, starting from the date the criminal offense was committed, as sanctioned by a final court decision. In such cases, if tax evasion is established, ANAF retains the right to audit and reassess tax liabilities for up to 10 past years.

Under Romanian law, tax fraud is defined primarily under Law no. 241/2005 on preventing and combating tax evasion („Law no. 241/2005”). Criminal tax evasion consists of intentional deeds committed for the purpose of concealing taxable bases, assets, or operations in order to evade tax obligations.

Key examples under Law No. 241/2005 include: (a) Concealing taxable assets or revenue sources; (b) Omitting, in whole or in part, the recording of commercial operations or revenues in accounting records; (c) Recording fictional expenses or non-existent transactions to artificially reduce net taxable income or claim unlawful VAT refunds; (d) Willful non-payment of withholding taxes within 60 days of their statutory due date.

Tax fraud is treated as a criminal offense under Law no. 241/2005. However, ANAF does not conduct criminal investigations, nor does it have the legal authority to prosecute criminal offenses.

While ANAF and its specialized Tax Anti-Fraud Division (DGAF) carry out administrative tax audits and issue findings, they do not hold direct criminal prosecution powers. If fiscal inspectors suspect tax evasion, they are required to submit a formal criminal referral to the criminal authority.

Following the criminal referral, criminal investigations are conducted, while sanctions range from criminal fines to custodial sentences of up to 15 years, depending on the severity of the fraud and the total financial damage caused to the State budget.

Law No. 241/2005 provides specific statutory mitigation and non-punishment mechanisms for damages up to EUR 1,000,000:

• Non-punishment: If the principal tax debt is fully paid together with interest, late-payment penalties, and a surcharge (15%, 25%, 50%, or 100%, depending on the procedural stage), the criminal proceedings will be closed and the offender is fully exempted from criminal liability.
• Substitution with a criminal fine: Alternatively, where the taxpayer fully pays the principal tax damage, together with the applicable accessories, but excluding the additional surcharges, before the first court hearing, the applicable imprisonment limits are reduced by half. In such circumstances, the court may replace imprisonment with a criminal fine, subject to the applicable legal conditions.

Suciu Partners has successfully applied this mechanism for its corporate clients. Consequently, the criminal exposure was neutralized, while civil challenges against ANAF’s subjective tax reclassifications were maintained.

Yes, under Romanian fiscal law, ANAF is bound by mandatory statutory principles set out in the Fiscal Procedure Code.

During a tax audit, inspectors must adhere to the principle of minimal disruption (Article 118 par. 6 of the Fiscal Procedure Code), ensuring the taxpayer’s ongoing business activities are affected as little as possible. Inspectors are legally bound by strict tax secrecy obligations and legal duties of good faith and impartiality, requiring them to examine all relevant factual elements objectively, including those favorable to the taxpayer.

Procedurally, tax audits must strictly respect the taxpayer’s statutory right to defense. Consequently, prior to finalizing a tax audit, inspectors are required to communicate a draft audit report and invite the taxpayer to a formal final hearing. Additionally, taxpayers have a mandatory statutory preparation window of 5 business days—extended to 15 business days for large taxpayers—to submit written observations and supporting documentation, which ANAF must formally review and address before issuing a binding tax decision.

Regarding practical disclosures, ANAF publishes operational manuals and procedural guidelines outlining how audits are conducted, such as the Tax Audit Manual, published by ANAF in 2024.

Yes. Under Romanian fiscal law, ANAF holds the right to compulsorily request information, documents, commercial agreements or other information from taxpayers and third parties, subject to procedural rules set out in the Fiscal Procedure Code.

Additionally, tax inspectors have the right to inspect operational premises and accounting records, as well as temporarily seize original documents or evidentiary elements for up to 30 days, extendable to 90 days in exceptional circumstances. However, this compulsory power is subject to specific limits: entering an individual person’s private residence requires the individual’s consent or a prior court order under civil preliminary injunction rules (Article 65 par. 5 of the Fiscal Procedure Code), relatives up to the third degree may refuse to supply information (Article 66 of the Fiscal Procedure Code), and specific professionals (lawyers, tax consultants, financial auditors, and expert accountants) have the right  to refuse disclosure of confidential information acquired in the exercise of their professional activities (Article 67 of the Fiscal Procedure Code).

These compulsory disclosure rights explicitly extend to corporate emails and electronic communications, provided they represent commercial correspondence relevant to the audited tax situation. In this respect, under Article 64 paragraph (3) of the Fiscal Procedure Code, ANAF may temporarily seize business records and documents “regardless of the medium in which they are stored.”

Appeals: While the law does not regulate a standalone, immediate judicial court remedy against a request for information or an administrative audit note, procedural irregularities may be raised within the formal administrative complaint against the final tax decision, and subsequently within the court claim against the respective tax decision.

Our team has successfully relied on such procedural grounds in several cases, resulting in the annulment of the tax decisions by the Romanian courts.

Yes. ANAF holds legal rights to request information, records, and data from third-parties (such as commercial partners, banks, etc.), under the conditions described at Question 10 above.

Additionally, ANAF may also request information from public registries, or foreign tax authorities (via EU mutual administrative assistance or tax treaties).

As mentioned above, neither the taxpayer nor the third party can lodge an immediate judicial appeal against an information request itself. However, if third-party information is used to issue an unlawful tax decision, the taxpayer can challenge the validity and evidentiary weight of such data in the main administrative tax dispute.

Under Romanian fiscal law, it is not possible to settle a tax audit by negotiating a binding agreement to reduce tax liabilities.

Tax liabilities are governed by the fiscal legality principle. Consequently, ANAF inspectors do not hold the administrative discretion to settle an audit by waiving certain principal tax obligations.

However, Romanian law provides specific pre-litigation and alternative dispute resolution (ADR) mechanisms that allow taxpayers to resolve audit controversies or avoid court litigation, such as:

• Pre-litigation administrative procedure: Prior to issuing a tax decision, ANAF must conduct a „final discussion”, where taxpayer observations may be considered relevant. Additionally, the taxpayer is entitled to submit written observations on the conclusions reached by ANAF during the tax audit.

After issuing the tax decision, taxpayers may file an administrative complaint (contestație administrativă), which allows ANAF’s specialized appeal body to administratively annul improper assessments.

• Fiscal mediation procedure: Initiated within 15 days of an assessment decision, mediation allows the taxpayer and ANAF to clarify debt amounts, reconcile accounting discrepancies, and negotiate structured payment installment plans (eșalonare la plată) to prevent forced execution, without compromising the principal tax debt. Furthermore, within the mediation procedure, taxpayers can take advantage of statutory fiscal amnesties or penalty-reduction frameworks enacted to settle principal liabilities without contesting accessories.
• Advance individual tax decisions and advance pricing agreements: Taxpayers can secure advance legal certainty to prevent audit disputes. Such tax treatments for future transactions are established via an advance individual tax decision, while transfer pricing methodologies for related-party transactions may also be fixed via an advance pricing agreement. Both instruments are legally binding on ANAF, provided that the taxpayer has complied with the applicable terms and conditions.

SP team regularly assists clients throughout these pre-litigation and alternative dispute resolution procedures, providing end-to-end support in their interactions with ANAF and its representatives. This includes advising on the preparation and submission of relevant observations and applications, participating in discussions with ANAF, and assisting clients in pursuing the most appropriate procedural route for resolving their fiscal matter.

In our experience, in a significant number of cases, these discussions and procedures have led to the resolution of the issues at the administrative stage, avoiding the need for further litigation.

Yes. The Fiscal Procedure Code sets statutory duration limits for tax audits:

• Maximum 180 days for large taxpayers, taxpayers having secondary offices, regardless of their size, as well as non-resident taxpayers;
• Maximum 90 days for medium taxpayers.
• Maximum 45 days for all other taxpayers.

If inspectors exceed double of these timeframes (excluding the periods in which the audit is legally suspended) the audit ends without the issuance of a tax audit report or a tax assessment.

A new audit can only take place by starting a new procedure, while also observing the limitation period.

If inspectors exceed the statutory timeframes or display abusive behaviour, taxpayers can also use these arguments within the administrative complaint and within the annulment claim against the tax decision issued as a result of the fiscal audit.

In practice, ANAF frequently suspends tax audits under Article 127 of the Fiscal Procedure Code, including in connection with cross-checks, requests for information from third parties or transfer pricing documentation reviews. Where the grounds for suspension appear insufficient or the suspension is not adequately justified, the taxpayer may challenge the suspension decision through the available administrative and judicial remedies.

Our tax controversy team regularly reviews such measures and has successfully challenged suspension decisions, seeking to ensure that the audit is conducted within the applicable procedural and statutory time limits.

Yes, taxpayers have a guaranteed, multi-stage right of appeal against any tax decision, precautionary measure, or administrative tax act issued by the fiscal authorities.

Under the Romanian law, the appeal process is structured into two mandatory phases:

Administrative phase: Filing a formal administrative complaint directly with the fiscal authority that issued the tax decision within 45 days from the receipt of the tax decision. The administrative complaint is usually resolved by the General Directorate for Dispute Resolution (Directia Generala de Solutionare a Contestatiilor) within ANAF.

Judicial phase: If the administrative complaint is dismissed, or if ANAF does not solve the administrative complaint in the required timeframe, the taxpayer may file a court claim before the Romanian courts. The court claim will challenge the legality of both the tax decision and the administrative decision dismissing the administrative complaint.

Romania employs a two-tier appeal system combining an initial mandatory administrative review followed by a judicial review, as mentioned at Question 13 above.

With respect to the administrative complaint phase, this procedure is not public and only concerns the taxpayer. Consequently, this procedure cannot be accessed by a third party/the public.

With respect to the judicial phase, under the Romanian Civil Procedure Code, judicial hearings are generally public. However, taxpayers can request closed hearings to protect commercially sensitive data, trade secrets, or confidential business frameworks, if the case may be.

Final court judgments are published in official judicial databases (e.g., Rejust, ECRIS) in an anonymized format to protect non-public corporate data.

Third parties can access basic case information on the public portal of Romanian Courts (portal.just.ro), or on the official judicial databases (e.g., Rejust, ECRIS) including the case number, hearing dates, procedural steps, and public summary of the ruling. Trial files, evidence bundles, and tax documents remain strictly confidential and accessible only to the parties. Some decisions rendered by the courts can be found in an anonymized form on Rejust.

The procedure is a combination of written submissions and oral arguments, and comprises two phases:

• Written phase: Both the administrative proceeding and the litigation phase heavily rely on written pleadings (Administrative complaint, statement of claim, statement of defense, written rebutals, final written conclusions, etc.).
• Oral phase: In the administrative proceeding, the oral phase is optional, and the taxpayer may request to orally present the administrative appeal. Once the taxpayer requests an oral hearing, ANAF is legally bound to set a procedural date and formally summon both the taxpayer and the issuing tax audit unit.

In the litigation phase, the oral phase is mandatory and taxpayers present oral arguments during public court hearings, highlighting core legal principles, discussing evidence and any other issues that arise.

As a civil law system, Romania does not feature a broad Common law style discovery process. Instead, each party bears the burden of submitting the evidence upon which it relies.

However, under Article 293 of the Civil Procedure Code, the taxpayer can request the judge to order the fiscal authority to produce specific administrative documents, internal calculation sheets, or reports that are held exclusively by the tax authority and are necessary for resolving the dispute.

Also, under art. 13 of the Law 554/2004, the administrative fiscal authority must submit to the court the entire administrative documentation that lead to the issuance of the challenged fiscal act.

This is particularly important in practice, as it enables the taxpayer to supplement and substantiate its arguments concerning the illegality of the tax authority’s acts. Based on our experience, such documents may prove essential for identifying and properly developing additional grounds of illegality that could not otherwise be fully substantiated.

Witness testimony is permitted under Romanian Civil Procedure Code but is rarely used in corporate tax disputes.

This is because fiscal litigation is usually highly technical, and courts rely on documentary evidence, contracts, invoices, or official accounting records.  Furthermore, under Article 309 of the Civil Procedure Code, in principle, oral witness testimony cannot be upheld to contradict the contents of a written legal document or accounting entry.

Instead, in practice, because corporate tax controversies revolve around complex accounting records and technical interpretations of fiscal law, courts rely on judicial expert reports rather than witness testimony. Consequently, judges regularly appoint certified judicial tax experts to examine the financial records, evaluate accounting treatments, and answer specific technical questions framed by the court and the parties.

This is also why our tax controversy team maintains an ongoing collaboration with judicial tax experts, since this allows us to anticipate the court’s potential need for specialized technical evidence and to present legal arguments supported by the findings of an expert report.

General rule: In principle, the tax decision issued by the fiscal authorities enjoys a legality presumption. Consequently, the initial burden to demonstrate that the tax assessment is unlawful rests on the taxpayer.

Reversal of burden: Under the Fiscal Procedure Code, the fiscal authorities bear the burden of proof when alleging bad faith, intent, tax evasion, fictious transactions, or when applying „substance-over-form” reclassifications. In such cases, the fiscal authorities must present concrete evidence rather than theoretical assumptions.

For example, a common and recent scenario encountered by our tax team concerns cases in which ANAF holds a director personally liable for the company’s unpaid tax obligations, alleging that the director failed to file for the company’s insolvency in bad faith. In such cases, our legal team has successfully and consistently demonstrated that the burden of proof rests entirely on the tax authority. Consequently, to trigger personal liability, ANAF is legally compelled to produce objective evidence demonstrating the administrator’s deliberate and malicious intent to evade tax obligations. Where ANAF fails to meet this strict evidentiary threshold, the courts systematically ruled in our favour and annulled the tax decisions.

Administrative phase: The statutory framework generally provides for a 45-day period for resolving the administrative appeal, although this period may be extended where additional evidence is required.

According to our experience, complex tax appeals frequently take 3 to 6 months to conclude.

First-court judicial Phase (Tribunal / Court of Appeal): Typically takes 12 to 18 months.

Second-court / Appeal stage (High Court of Cassation and Justice / Court of Appeal): Takes an additional 6 to 12 months.

Certain complex cases, involving CJEU preliminary ruling requests or Constitutional pleas (such as energy sector windfall tax cases), which involved the suspension of the court case until the requests are resolved by the CJEU or the Constitutional Court, can extend total litigation duration to 3 to 4 years.

Suciu Partners is currently at the forefront of this type of litigation. We act as lead counsel for major energy companies, in a portfolio of disputes exceeding USD 850 million. In these cases, our team has achieved significant results at both national and European levels, successfully obtaining the suspension/annulment of unlawfully issued tax decisions before the Romanian courts, while also securing landmark referrals to the CJEU and the Romanian Constitutional Court concerning the legality of energy windfall taxes imposed through Governmental decisions.

General rule: Filing an administrative complaint or a court claim does not automatically suspend the enforceability of a tax decision. The tax authority may therefore commence enforcement proceedings, including garnishment of bank accounts and seizure of assets.

Judicial suspension remedy: However, taxpayers may file a court claim for the suspension of enforcement (suspendarea executării actului administrativ fiscal), in which they may invoke the apparent unlawfulness of the act, as well as the imminent harm that its enforcement would cause. If such claim is granted, enforcement of the tax decision will be suspended, and ANAF will be unable to enforce the act for the duration of the main court proceedings.

To obtain this judicial suspension, the taxpayer must lodge a security deposit, calculated by reference to the amount of the disputed tax liability.

We note that our tax controversy team has built a strong track record in securing judicial suspensions in complex corporate tax disputes, effectively protecting our clients from aggressive enforcement measures by the tax authorities. Suciu Partners has successfully obtained suspension orders before Romanian courts in a wide range of sectors, including:

(a) full judicial suspensions of supplementary profit tax assessments issued against a technology provider, where we challenged ANAF’s reclassification of otherwise non-taxable profit;

(b) the suspension of multi-million-euro local building tax assessments and related enforcement measures affecting energy companies; and

(c) the suspension of enforcement measures relating to windfall taxes and Energy Transition Fund contributions imposed on major players in the energy sector.

Suspension via providing a bank guarantee or insurance policy: A taxpayer may also suspend forced execution without going to court by submitting a Letter of Bank Guarantee (scrisoare de garanție bancară) or a Guarantee Insurance Policy (poliță de asigurare de garanție) directly to ANAF covering the full amount of the disputed principal tax debt and accessories. The suspension remains effective throughout the entire duration of the administrative and judicial court proceedings, until a final judicial court decision is rendered.

Administrative phase: Taxpayers may act directly or through a duly authorised representative in accordance with the Fiscal Procedure Code. However, in practice, corporate taxpayers are commonly assisted or represented by lawyers and authorised tax advisers, depending on the scope and nature of the mandate.

Judicial phase (Courts): Legal entitites may be represented through their legal representative (e.g., the director). If they delegate representation in court, they may be conventionally represented only by licensed attorneys-at-law or legal advisers.

Individuals may represent themselves or be represented by a lawyer.

Tax consultants and accountants may provide technical assistance but cannot represent a company in court.

Yes. Under Article 453 of the Romanian Civil Procedure Code, the losing party may be ordered, at the request of the successful party, to reimburse the winning party’s litigation costs (cheltuieli de judecată), including lawyer fees, court fees and technical expert fees.

Where a claim is only partially successful, the court may offset the parties’ costs.

Judges also retain the right to reduce the litigation costs, where they are manifestly disproportionate to the value or complexity of the case.

An alternative form of dispute resolution, such as binding arbitration, is not available as a substitute for the statutory administrative and judicial procedures applicable to tax decisions. As already mentioned, tax liabilities arise from public-law relationships and disputes concerning tax assessments must be resolved through the applicable administrative appeal procedure and, where necessary, before the courts.

However, as mentioned at question 12 above, Romanian law provides specialized specific pre-litigation and alternative dispute resolution (ADR) mechanisms that allow taxpayers to resolve audit controversies or avoid court litigation.

Yes. Romanian tax litigation generally comprises a first-instance stage followed by an appeal stage (recurs):

First court (Fond): Tax disputes concerning taxes, contributions, customs duties and related accessories of up to RON 3,000,000 (approx. EUR 570.000) are generally heard by the competent Tribunal, while disputes exceeding RON 3,000,000 are generally heard by the Court of Appeal. In certain cases, jurisdiction may also depend on the rank of the issuing authority.

Appeal stage (Recurs): Rulings delivered by Tribunals as first courts are subject to appeal before the Court of Appeal, while rulings delivered by Courts of Appeal as first courts are subject to appeal before the High Court of Cassation and Justice („ICCJ”). ICCJ is the highest judicial court for cases falling within its jurisdiction.

Suciu Partners has a senior tax controversy practice, with extensive litigation experience before courts at all levels, including the ICCJ, the Romanian Constitutional Court (CCR), and the Court of Justice of the European Union (CJEU).

Where additional principal tax liabilities are assessed, statutory fiscal accessories may accrue under the Tax Procedure Code:

Late payment interest (Dobanzi): 0.02% per day of delay.

Late Payment Penalties (Penalitati de intarziere): 0.01% per day of delay. They do not apply to principal tax liabilities that were not declared or were incorrectly declared by the taxpayer and are subsequently established by the tax inspection authority through a tax decision. In these cases, the non-declaration penalty regime applies.

Non-Declaration Penalty (Penalitate de nedeclarare): 0.08% per day of delay, applicable to qualifying tax liabilities that were not declared or were incorrectly declared by the taxpayer and are subsequently established by the tax inspection authority through a tax decision.

Penalty Reductions/Increases: The non-declaration penalty may be reduced by 75% where the statutory payment, set-off or instalment conditions are satisfied. As a general rule, the non-declaration penalty is subject to the statutory maximum applicable to the relevant principal liability and is not established where the calculated amount is below the statutory minimum (RON 50, approx. EUR 9). It is increased by 100% where the principal tax liabilities result from tax-evasion offences established by the judicial authorities.

Key mitigation factors taken into account under Romanian tax law include:

Full voluntary payment: The non-declaration penalty is reduced by 75% where the additional principal tax liabilities established by the assessment decision are extinguished by payment or set-off within the applicable statutory deadline.

Instalment arrangements: The same 75% reduction is available where the relevant principal tax liabilities are lawfully rescheduled for payment, with the reduction being granted upon successful completion of the instalment arrangement.

Statutory amnesties and penalty waivers: Additional relief may be available under specific fiscal amnesty or penalty-waiver schemes enacted from time to time, provided that the taxpayer satisfies the statutory conditions applicable to the relevant scheme.

Reliance on official tax guidance: The non-declaration penalty does not apply in certain circumstances where the taxpayer’s tax treatment followed an interpretation of the legislation previously expressed by the competent central tax authority through applicable rules, instructions, circulars or an opinion communicated to the taxpayer.

Areas currently generating significant tax controversy, and which are likely to remain relevant for corporate taxpayers in Romania over the next 12 months, include:

Energy sector taxation & windfall contributions: Significant disputes concerning sector-specific windfall taxation, energy contribution mechanisms and Energy Transition Fund measures continue to raise issues before the national courts and, where EU-law questions arise, before the CJEU.

Suciu Partners represents the largest players in the Romanian energy market in these high-value disputes and has established a strong track record of successfully challenging fiscal measures before the Romanian courts and at the European level.

Transfer pricing & cross-border financing: Continued scrutiny of intra-group management and service fees, DEMPE functions, financing arrangements and cash-pooling structures, together with the application of interest-limitation rules to cross-border financing.

Local building and asset taxation: Disputes concerning the classification and local tax treatment of capital-intensive assets, including renewable-energy infrastructure such as wind turbines and solar plants.

Digital anti-fraud audits and SAF-T: Increasing use of automated reconciliations and desk audits triggered by discrepancies identified through mandatory digital reporting systems, including e-Factura, e-Transport and SAF-T (D406) filings.

ANAF Re-classifications: Continued scrutiny by the tax authorities and Anti-Fraud Division (DGAF) of the economic substance of commercial transactions, including cases in which transactions are re-characterised as fictitious or lacking sufficient economic substance.

Such disputes frequently involve complex evidentiary and procedural issues concerning the taxpayer’s ability to demonstrate the economic reality and business purpose of the relevant transactions.

Suciu Partners remains at the forefront of this area, having actively represented corporate clients in challenging such re-classifications and defending the economic substance and business rationale of their transactions before the Romanian tax authorities and courts.Executive and stock option plans (ESOPs):

Equity-based incentive schemes and ESOPs are rapidly on the rise in Romania as multinational corporations, tech companies, and even highly regulated entities seek tax-efficient talent retention mechanisms. However, ANAF is scrutinizing these structures with intensity, attempting to recharacterize tax-exempt stock options into taxable employment income.

Suciu Partners is actively assisting clients in navigating this emerging area, advising corporate employers and regulated financial institutions (such as designing ESOPs for banks) to align Fiscal Code holding-period rules with sector-specific regulatory constraints, and to ensure full fiscal compliance.