Companies law amendments under Romania’s second fiscal package
26 November 2025
The Law establishing measures for the recovery and optimization of public resources, and for amending and supplementing certain normative acts (the “Second Fiscal Package Law”) was recently approved by the Romanian Parliament and shall enter into force within three days from publication in the Official Gazette.
The Second Fiscal Package Law introduces important changes to the corporate framework, with a particular focus on the limited liability companies (in Romanian, societati cu raspundere limitata) (“SRLs”).
In the briefing below, our Corporate team in Bucharest outlines the main points and novelties within the Second Fiscal Package Law, designed to enhance corporate transparency and financial stability.
Some of the key issues relate to:
- notifying the fiscal authority of transfers of controlling holdings in limited liability companies;
- restrictions on loans to/ from shareholders;
- insufficient net assets and related sanctions;
- increase of minimum share capital for limited liability companies.
