The Ministry of Finance has provided some clarification on related companies, but not on associated companies, which have stakes in several companies.

Cornell Grama is a tax consultantPhoto: Hotnews / Florin Barbuta

Tax consultant Cornel Grama explains the practical situation, given the chaos that will result.

“We have two, Vasile from Cluj and Ilie from Bacau. At 31,122,023, they are combined into two micro-enterprises (A and B).

  • microenterprise A from Bacău – 50% Vasile and 50% Ilie
  • microenterprise B from Cluj – 100% Vasile

On January 5, 2024, Vasile will sell his shares in A lui Ilie.

Thus, on January 10, 2024, the following situation arose:

  • microenterprise A from Bacău: 100% Ilie
  • microenterprise B from Cluj: 100% Vasile

According to the Fiscal Code, on December 31, 2023, Vasyl was associated with 2 micro enterprises with more than 25%, until March 31, 2024, he must choose only one company to remain micro.

It is obvious that he will choose his company (i.e. B), and what will he say in the alternative about A?

He will say that he decides to have Company A, to which he no longer has legal rights, transfer it to income tax.

Ilje from Bacau suddenly finds out that his company is subject to income tax, even though he never asked for it.

How can Vasyl decide for a company what regime he will have without having any contact with that company at the time he chooses?

And if Ilie transferred his shares to Gheorghe from Arad by March 31, 2024?

Gheorghe wakes up to find his company handed over to ANAF for profit based on the choice of a person unrelated to his company. This is a legal matter.

Gheorghe from Arad, for example, could sue Vasile or ANAF for unfairly benefiting his company. He was not even at the company on December 31, 2023.

It seems that they did not think about these aspects, if they take the reference date of the holdings as 31.12.2023, and on 31.03.2024 they no longer have any rights from a legal point of view to other companies.