Management and consultancy fees from the group: how deductibility works today and what legislative proposal L481/2026 would change
By Dr. Bogdan Năstase
The short answer
A Romanian company deducts management, consultancy and similar charges from its group today if they are incurred for its economic activity and priced at market value. Legislative proposal L481/2026 (propunere legislativă), adopted by the Senate on 21 October 2026, would make intra-group management, consultancy, assistance and intellectual property transfer charges non-deductible and cap intra-group interest. It is not law.
The diagram and the steps below are a working English translation of the Romanian texts cited next to each element. The Romanian text prevails. The provisions of the proposal are not law in force.
The rules, step by step
Does this apply to your company? Yes, if it is a corporate income tax payer charged by an affiliated person: a company holding at least 25% of its shares or voting rights, directly or indirectly, or controlling it, or a sister company, where the same person holds at least 25% of both or controls both (Fiscal Code, art. 7 point 26 letters c and d).
The general test. An expense is deductible if it is incurred for the purpose of the economic activity (art. 25 para. 1).
Market value. ANAF can adjust or estimate an affiliated-party expense at the central tendency of the market (art. 11 para. 4) and disregard a transaction without economic purpose (para. 1).
Two existing exclusions. Services from a state with no exchange-of-information instrument, if artificial; expenses with a person in a state on annex I of the EU non-cooperative list, if without economic purpose (art. 25 para. 4 letters f and f^1).
Interest. Excess borrowing costs: deductible up to EUR 1,000,000 per fiscal period, of which EUR 500,000 for affiliated-party costs that do not finance the assets listed in para. 4 (a sub-limit not applied to credit institutions, non-bank financial institutions, their Romanian branches and investment firms); above that, up to 30% of a calculation base; the rest carried forward (art. 40^2 paras. 1, 4 and 7).
Transfer pricing file. Required for affiliated-party transactions, with thresholds, deadlines and content set by ANAF order, and presented on request; fine RON 12,000 to 14,000 for medium and large taxpayers, RON 2,000 to 3,500 for others (Fiscal Procedure Code, art. 108 para. 2; art. 336).
Optional: advance pricing agreement. ANAF sets, for a fixed period, how transfer prices are determined, against a fee (Fiscal Procedure Code, art. 52 paras. 2 and 4).
What the proposal would add. If it becomes law in the form adopted by the Senate, from the proposed date of 1 January 2027: intra-group management, consultancy, assistance and intellectual property transfer charges non-deductible; intra-group interest capped at the average rate plus at most 1% on the lender's market (legislative proposal L481/2026, art. I and II). The Chamber of Deputies decides (PL-x 694/2026).
Options compared: advantages, disadvantages, risks
Option | Advantages | Disadvantages | Risks |
Rely on the current rules and the transfer pricing file | No fee; general test and market value apply (Fiscal Code, art. 25 para. 1; art. 11 para. 4) | File to prepare and present on request (Fiscal Procedure Code, art. 108 para. 2) | Adjustment at the central tendency of the market (art. 11 para. 4); file fine (art. 336); under the proposal, intra-group management, consultancy, assistance and intellectual property transfer charges non-deductible whatever their price (proposed art. 25 para. 4 letter w) |
Ask ANAF for an advance pricing agreement | Sets in advance how transfer prices are determined; can extend to up to five earlier closed years for transactions in similar conditions (Fiscal Procedure Code, art. 52 paras. 2 and 2^1) | Issuance fee and documents; clarifications within 60 working days of ANAF's request (art. 52 paras. 4 and 8) | It covers how prices are determined (art. 52 para. 2), not a rule that would make the charge non-deductible whatever the price |
Intra-group loans under the current rules | Excess borrowing costs deductible up to EUR 500,000 from affiliates (if not financing the listed assets) within EUR 1,000,000, plus up to 30% of the base; the rest carried forward (Fiscal Code, art. 40^2 paras. 1, 4 and 7) | Excess above both limits is not deductible in the year (art. 40^2 para. 1) | Market value applies (art. 11 para. 4); under the proposal, a second cap: average rate plus at most 1% (proposed art. 25 para. 3 letter o) |
Key takeaways
The 1% cap in force from 1 January 2026 was repealed by Government Ordinance no. 6/2026; the general rules apply for the whole of 2026.
Legislative proposal L481/2026 would make intra-group management, consultancy, assistance and intellectual property transfer charges non-deductible and cap intra-group interest from the proposed date of 1 January 2027, if it becomes law.
The Senate adopted it on 21 October 2026; the Chamber of Deputies, the decision-making chamber, has it in committee as PL-x 694/2026.
The preparation is the same either way: an inventory of intra-group contracts, evidence of each service and a transfer pricing file.
What makes a group management fee deductible today?
Two tests: the expense must be incurred for the purpose of the economic activity (Fiscal Code, art. 25 para. 1), and between affiliated persons the price must follow the market value principle, checked with the methods of art. 11 para. 4 and the OECD Transfer Pricing Guidelines. The Methodological Norms list services for efficiency, optimisation or restructuring among such expenses (point 13 para. 1 letter k). In its point of view on the proposal, the Government summarised the current position: the company must show that the services were provided, that they were needed and that the price meets market value (position of the authority).
The evidence goes into the transfer pricing file (Fiscal Procedure Code, art. 108 para. 2). For how intercompany invoices show in a subsidiary's own data, see how a group CFO can review intercompany invoice flows.
Did Romania not cap these fees in 2026?
It did, briefly. Law no. 239/2025 inserted article 25^1 into the Fiscal Code from 1 January 2026: for the taxpayers within its scope, intellectual property, management and consultancy expenses with affiliates not set up and not effectively managed in Romania were deductible only up to 1% of total expenses, where they had exceeded 1% in the 2024 financial statements (art. XII point 1; art. XIII para. 1 letter a).
Government Ordinance no. 6/2026, published on 30 January 2026, repealed article 25^1 (art. IV point 1); under its article V those expenses follow article 25 from the first quarter of 2026, or for the whole year for annual filers.
What exactly would legislative proposal L481/2026 change?
Two additions to article 25, proposed to apply from 1 January 2027 (art. II of the proposal):
Services. New letter w) among non-deductible expenses: management, consultancy and assistance services, or the transfer of intellectual property rights, that are the object of intra-group contracts (art. I point 2).
Interest. New letter o) among expenses with limited deductibility: interest, other costs economically equivalent to interest and late-payment charges on intra-group loans, up to the average interest rate plus a fixed margin of at most 1% for loans on the financial market of the lender's state of residence (art. I point 1).
The proposal does not define "intra-group"; the Fiscal Code's own test is the affiliated-person definition (art. 7 point 26). Unlike article 25^1, it has no 1% threshold and does not distinguish Romanian from foreign group companies. The Legislative Council noted that "other costs economically equivalent to interest" are not specified and that letter n), after which letter o) would be inserted, is no longer in force (opinion no. 576/2026, position of the authority).
How is intra-group interest limited today?
Through article 40^2, which the Government describes as the transposition of Council Directive (EU) 2016/1164. Excess borrowing costs, the amount by which borrowing costs exceed interest and equivalent income (art. 40^1 point 2), follow the limits in step 5, with the 30% computed on a base built from the accounting result (para. 2) and the rest carried forward without time limit (art. 40^2 paras. 1, 4 and 7). A company outside any consolidated group, with no associated enterprise or permanent establishment, deducts them in full (para. 5). The Government sees the proposal's rate cap as overlapping with article 40^2 and stricter than the Directive (position of the authority).
Where does the proposal stand, and what do the official opinions say?
The Senate, the first chamber, adopted the proposal on 21 October 2026 (57 for, 14 against, 19 abstentions) and sent it to the Chamber of Deputies, the decision-making chamber (Senate letter of 21 October 2026). The Chamber registered it on 26 October 2026 as PL-x 694/2026 and sent it to its budget committee (Comisia pentru buget, finanțe și bănci), with the report due by 11 November 2026 (Chamber of Deputies record, as shown on 3 November 2026). Until the Chamber adopts it and the law is promulgated and published in the Official Gazette, the current rules apply.
The Legislative Council's opinion is favourable with observations, the Economic and Social Council's negative, and the Senate budget committee's report favourable. The Government's point of view (no. 9652/2026, received by the Senate on 27 August 2026) is negative: it finds the economic-purpose and market-value rules sufficient and calls automatic non-deductibility based only on affiliation disproportionate and contrary to the OECD transfer pricing recommendations (position of the authority).
Would the proposal apply from 1 January 2027?
That is the proposed date (art. II). Under article 4 para. 1 of the Fiscal Code, a law amending the Code enters into force at least six months after publication in the Official Gazette; paragraph 4 lists exceptions. The Legislative Council recommended reconsidering the date in light of article 4 para. 1 (position of the authority). The final date depends on the Chamber's vote.
Who is affected?
Romanian corporate income tax payers charged management, consultancy, assistance or intellectual property fees, or interest, by group companies: subsidiaries of foreign groups and, since the text of the proposal does not distinguish, Romanian groups with a central services company. For who signs the contracts, see who approves payments and contracts in your Romanian subsidiary.
What to do next
List every intra-group contract (services, intellectual property, loans, guarantees) with the amounts charged in 2025 and 2026.
For each service, keep evidence that it was provided and needed: deliverables, reports, correspondence, time records.
Check that the transfer pricing file covers each flow (Fiscal Procedure Code, art. 108 para. 2).
Test 2026 excess borrowing costs against the EUR 500,000 and EUR 1,000,000 thresholds and the 30% limit (Fiscal Code, art. 40^2).
Estimate 2027 corporate income tax with and without the proposal.
Follow PL-x 694/2026 in the Chamber of Deputies.
Frequently asked questions
Are management fees paid to a foreign parent deductible in Romania in 2026?
Yes, if incurred for the company's economic activity and priced at market value (Fiscal Code, art. 25 para. 1 and art. 11 para. 4). The 1% cap of article 25^1 was repealed by Government Ordinance no. 6/2026, and the general rules apply for the whole of 2026 (art. V).
Is the 1% cap on intra-group management and intellectual property charges still in force?
No. Article 25^1, in force from 1 January 2026, was repealed by Government Ordinance no. 6/2026, Official Gazette no. 77 of 30 January 2026.
Has legislative proposal L481/2026 become law?
No. The Senate adopted it on 21 October 2026; the Chamber of Deputies, the decision-making chamber, registered it as PL-x 694/2026 and sent it to committee.
What would the proposal change for intra-group interest?
Deductible interest on intra-group loans would be capped at the average rate plus at most 1% on the financial market of the lender's state of residence, on top of the article 40^2 limits.
Does the proposal target only foreign group companies?
No distinction appears in its text, which does not define "intra-group". The repealed article 25^1 covered only affiliates not set up and not effectively managed in Romania.
What is the fine for not preparing the transfer pricing file?
RON 12,000 to 14,000 for medium and large taxpayers and RON 2,000 to 3,500 for others (Fiscal Procedure Code, art. 336 para. 1 letter e and para. 2 letter c).
Sources
Fiscal Code (Law no. 227/2015), art. 4 paras. 1 and 4, art. 7 point 26, art. 11 paras. 1, 3 and 4, art. 19 para. 1, art. 25 paras. 1, 3 letter h and 4 letters f and f^1, art. 25^1 (repealed), art. 40^1 point 2 and art. 40^2 paras. 1, 2, 4, 5 and 7, with the Methodological Norms (Government Decision no. 1/2016), point 13, consolidated form on static.anaf.ro
Fiscal Procedure Code (Law no. 207/2015), art. 52 paras. 2, 2^1, 4 and 8, art. 108 para. 2 and art. 336 paras. 1 letter e and 2 letter c, consolidated form on static.anaf.ro
Law no. 239/2025, art. XII point 1 and art. XIII para. 1 letter a, Official Gazette Part I no. 1160 of 15 December 2025, on static.anaf.ro
Government Ordinance no. 6/2026, art. IV point 1 and art. V, Official Gazette Part I no. 77 of 30 January 2026, on static.anaf.ro
Legislative proposal L481/2026 (propunere legislativă) completing art. 25 of the Fiscal Code, initiated by members of Parliament, form adopted by the Senate on 21 October 2026, art. I and II, with the legislative record, on senat.ro
Government of Romania, point of view no. 9652/2026 on legislative proposal L481/2026, received by the Senate on 27 August 2026 (position of the authority), on senat.ro
Legislative Council, opinion no. 576/2026 on legislative proposal L481/2026 (position of the authority), on senat.ro
Senate, letter of 21 October 2026 sending legislative proposal L481/2026 to the Chamber of Deputies, on senat.ro
Chamber of Deputies, legislative record of PL-x 694/2026 (Senate no. L481/2026), as shown on 3 November 2026, on cdep.ro
Last updated: 3 November 2026. This article is for information only and does not replace an analysis of your specific situation. Drafted with AI assistance; references were verified against the primary sources.
Questions about intra-group charges in your Romanian company? Primary contact: Bogdan Năstase · Managing Partner, International Lead
