Companies on offer, with the status of each attribute
The catalogue shows each company's VAT status, bank-account status and year of registration.
Inactive Taxpayer in Romania: Grounds, Effects and Reactivation
The inactive status of ANAF, seen from the side of a company's owner or buyer.
> An inactive taxpayer (contribuabil inactiv) is a company that ANAF's central fiscal body has declared inactive by decision under art. 92 of the Fiscal Procedure Code. It is listed in a public register. It loses its VAT code and its deductions. Its customers lose their deductions too. After a year without reactivation, the company is dissolved.
Computed dates are labelled "our computation" and stand as of 23 October 2026.
What is an inactive taxpayer in Romania?
Contribuabil inactiv is a status. ANAF, the National Tax Administration Agency, declares and lifts it. It acts through its central fiscal body (organul fiscal central), by decision, under art. 92 of the Fiscal Procedure Code. Once ANAF declares a company inactive, the Fiscal Code's rules on the effects of inactivity apply to it.
The decision goes into a public register, the Registrul contribuabililor/plătitorilor inactivi/reactivați. It is shown on ANAF's site and called the inactive register below. The register shows the identification data, the date of inactivity, the date of reactivation and the issuing office. The entry goes in within 5 days of the decision's communication. It binds third parties from the day after the entry.
The status belongs to the company, not to its owners. In our analysis, it stays with the company on a share transfer, both before and after the ONRC entry that makes the buyer the owner. That page describes the transfer procedure. This one does not.
Is a dormant company the same as an inactive taxpayer?
No. "Inactive" names three different things, and only the third is a penalty. "Dormant" is not a legal term in any text we read.
The no-activity declaration
A company that has not traded since its formation files the no-activity declaration (S1046) instead of annual statements. It is a sworn declaration, filed within 60 days of the year end (OMF 2.036/2025). It is an accounting filing, not a penalty.
Registered temporary inactivity
This status is entered at the trade register (inactivitate temporară) for 3 years at most (art. 237^2(1)(b) Law 31/1990, text of January 2024). While it lasts, no tax returns are due (art. 101(4^1), (4^3) Fiscal Procedure Code). It is also ground (d) for ANAF's status.
ANAF's inactive status
A penalty. ANAF declares it by decision under art. 92 and lists it in the public register. The effects are set out in the cost table below.
What makes ANAF declare a company inactive?
Art. 92(1) of the Fiscal Procedure Code lists seven grounds. Art. 92(1^2) adds two for 2026. The table gives each ground. It also shows the notice the law sets before a declaration, where it sets one, and what ends the status.
| Ground | What the law says | Notice before the declaration | What ends the status |
|---|---|---|---|
| (a) | No return of any kind filed during a calendar half-year (semestru calendaristic) | Not before the 15-day period of art. 107(1) has run (art. 92(2)) | All returns filed and no overdue tax, both together (art. 92(5)) |
| (b) | Evading ANAF controls by declaring fiscal-domicile data that do not let ANAF identify the domicile | None in the text we read | The same, plus ANAF finding that the company operates at its fiscal domicile (art. 92(5^1)) |
| (c) | ANAF finds that the company does not operate at its declared fiscal domicile (domiciliu fiscal) | None in the text we read | The same as (b) |
| (d) | Temporary inactivity entered at the trade register | None in the text we read | The art. 92(5) conditions, the cause gone in the registers, and none of the grounds (d) to (g) applying (art. 92(6)) |
| (e) | The company's duration of operation has expired | None in the text we read | The same as (d) |
| (f) | The company no longer has statutory bodies (organe statutare) | The declaration follows 30 days after a notice sent to the company (art. 92(3)) | The same as (d) |
| (g) | The right to the registered-office premises (sediu social) has expired | The same 30 days | The same as (d) |
| 2026, ground 1 | No payment account in Romania or at a State Treasury unit (art. 92(1^2)(a)) | None in the text we read | An account in Romania or at the Treasury, with the art. 92(5) conditions and none of the grounds (d) to (g) (art. 92(7^1)) |
| 2026, ground 2 | Annual financial statements not filed within 5 months of the legal deadline (art. 92(1^2)(b)) | None in the text we read | The statements filed, with the same conditions (art. 92(7^1)) |
Can a company without a Romanian payment account be declared inactive?
Yes, from 1 January 2026. The first of the two new grounds is having no payment account in Romania or at a State Treasury unit (art. 92(1^2)(a)). ANAF can declare companies on it from that date (art. VII(1) Law 239/2025). "Payment account" (cont de plăți) has the meaning of Law 209/2019. It is not only a bank account (art. 1 pt. 42 Fiscal Procedure Code).
Behind the ground sits a duty. Every legal person holds at least one payment account throughout its activity. A new company opens its account within 60 working days of its establishment (art. 1(1^2)-(1^3) Law 70/2015, inserted by art. II Law 239/2025). Not holding one costs a fine of 3,000 to 10,000 lei (2026) on top of inactivity. Banks may not refuse the application except on anti-money-laundering or sanctions grounds.
A company may be offered "with no bank account". If it has none in Romania or at the Treasury, ANAF can declare it inactive. The bank-account page explains how a transferred company opens its account. It also explains why a company without a Romanian account is declared inactive.
When does a company with unfiled annual accounts become exposed?
The second new ground is annual financial statements not filed within 5 months of the legal deadline (art. 92(1^2)(b)). For a company under Law 31/1990, the deadline is 31 May of the following year. If 31 May is not a working day, the deadline is the next working day (OMF 2.036/2025, Annex 1 pt. 3.1(1)(a) and (3)).
Our computation, as of 23 October 2026: 31 May 2026 was a Sunday. We took 1 June 2026 as a public holiday, which we did not read from a statute. On that basis, the last filing day for the 2025 statements was 2 June 2026. The 5 months from it run to about 2 November 2026. A computed date does not say that ANAF declares companies on that day.
A company that has not traded since its formation files the no-activity declaration (S1046) instead (Annex 1 pt. 3.3). No text we read says whether that meets this ground. This page does not say it protects a company.
What does the inactive status cost a company and its customers?
The costs are deduction rules, a VAT-code rule, a limitation rule and, after a year, dissolution. They sit in the Fiscal Code and the Fiscal Procedure Code.
| Who or what | Effect | Article | Text |
|---|---|---|---|
| The company | No deduction of expenses and input VAT on its purchases during the period of inactivity. The article says a company that carries on economic activity in that period remains subject to the obligation to pay taxes, duties and mandatory social contributions | Art. 11(6) | Fiscal Code, consolidated to Law 170/2026 |
| Its customers | After the company's entry in the register, buyers from it lose the deduction of expenses and of VAT on those purchases. The article has exceptions, which this page does not list | Art. 11(7) | Fiscal Code |
| A customer's profit tax | Expenses booked on a document issued by an inactive taxpayer are non-deductible. The article has exceptions, which this page does not list | Art. 25(4)(j) | Fiscal Code |
| The VAT code | Cancelled from the date of the declaration. After reactivation the company applies, ANAF gives back the original code, and the input VAT of the gap is recovered in the first VAT return | Art. 316(11)(a), 316(12)(a), 11(6) second sentence; norms pt. 88(19) | Fiscal Code and its norms |
| The limitation period for assessing taxes | Suspended between the declaration and the reactivation; this page does not state its length | Art. 111(2)(d) | Fiscal Procedure Code, consolidated to OUG 38/2026 |
| A year without reactivation | Dissolution. Where arrears exist, ONRC appoints a liquidator at a fixed fee of 1,000 lei, plus 10% of the sums recovered where those sums exceed 2,000 lei. The fee is set by the law and is neither an ONRC tariff nor a price of ours | Art. 92(4^1) Fiscal Procedure Code; art. VIII(9) Law 239/2025 | Fiscal Procedure Code; Law 239/2025 |
How does the status run, from the first ground to dissolution?
Each step is a statutory term or event of the Fiscal Procedure Code and Law 239/2025. It is not a time promise of ours.
law a term set by law
the status
- 1
A ground arises
- seven original, two of 2026
- 2
Notice, where the law requires one
- law 15-day period of art. 107(1) for ground (a)
- law 30 days after a notice for grounds (f) and (g)
- 3
ANAF's decision
- 4
Register entry
- law within 5 days, binding from the next day
- 5
The effects start
- VAT code cancelled from the declaration date
- no deduction for the company, and for its customers after the listing
toward dissolution
- 6
One year without reactivation
- 7
ONRC list in the BERC
- law at least 5 calendar days ahead
- 8
Strike-off, or a liquidator
- law strike-off if nobody asks for a liquidator within 20 days
- law a liquidator where arrears exist
branch from the decision
- 9
Reactivation
- 10
VAT re-registration
- the original code returned
A ground arises
The company meets one of the seven grounds of art. 92(1). It could also meet one of the two grounds added for 2026 (art. 92(1^2)).
Notice, where the law requires one
For the half-year ground, ANAF does not declare the company before the 15-day period of art. 107(1) has run. Art. 92(2) sets this rule. For grounds (f) and (g), the declaration follows 30 days after a notice to the company (art. 92(3)).
The declaration
ANAF's central fiscal body declares the company inactive by decision (art. 92(4)).
The register entry
The entry goes into the register within 5 days of the decision's communication. It binds third parties from the day after the entry (art. 92(12)-(13)).
The effects start
ANAF cancels the VAT code from the date of the declaration. The company loses its deductions and, after the listing, so do its customers.
One year without reactivation
The company is dissolved (art. 92(4^1)). ANAF must ask for the dissolution unless the company is the subject of a criminal complaint (art. 92(4^2)).
The list
ONRC publishes the list in the BERC (Buletinul electronic al registrului comerțului, the Trade Register Bulletin). It does so at least 5 calendar days before the registrar is notified (art. VIII(2) Law 239/2025).
Strike-off or liquidator
Without arrears, ONRC strikes the company off if nobody asks for a liquidator within 20 days of the dissolution entry. A complaint lies within 15 days of publication of the ruling. With arrears, ONRC appoints a liquidator (art. VIII(3), (6), (9)).
Reading a company's registers before you pay?
Send us the seller's documents and the company's tax code. We read the registers and the tax certificate with you.
Which dates matter in 2026?
The table separates the dates the law fixes from the dates this page counts. "Our computation" marks a date we counted from the cited rule as of 23 October 2026. The law does not set these dates.
| When | Event | Basis | Label |
|---|---|---|---|
| 18 December 2025 | Law 239/2025 enters into force | The law | Law |
| 1 January 2026 | Declarations on the two new grounds begin | Art. VII(1) Law 239/2025 | Law |
| About 17 January 2026 | The 30-day window closed for companies inactive for more than 3 years on 18 December 2025, with no arrears | Art. VII(3) | Our computation |
| About 18 March 2026 | The 90-day window closed for companies inactive for 1 to 3 years, with no arrears | Art. VII(4) | Our computation |
| 31 May 2026 (a Sunday) | Nominal deadline of the 2025 annual statements | OMF 2.036/2025 | Law |
| 2 June 2026 | Last filing day if 1 June 2026 was a public holiday, which we did not read from a statute | OMF 2.036/2025, Annex 1 pt. 3.1(3) | Our computation |
| About 2 November 2026 | Ground 2 can apply to companies that have not filed the 2025 statements | Art. 92(1^2)(b), with the two rows above | Our computation |
| About 18 December 2026 | ANAF's outer limit to ask for the dissolution of companies inactive before 18 December 2025 and owing tax, unless they reactivate | Art. VII(6) | Our computation |
How is an inactive company reactivated?
Reactivation is the exit described here. Closing the company is a separate route, set out in the voluntary dissolution with simultaneous liquidation and the tax certificate it needs.
Read the decision
ANAF communicates it to the company (art. 92(4)). The register shows the date of inactivity. The one-year clock runs from that date (art. 92(10), (4^1)).
Remove the cause, ground by ground
Open a payment account; a bank may not refuse it except on anti-money-laundering or sanctions grounds. File the statements. Renew the right to the registered-office premises or appoint statutory bodies. This page does not say how an expired duration is removed.
File every missing return and pay the arrears, both together
For grounds (b) and (c), ANAF must also find the company at its fiscal domicile. For the 2026 grounds, the account or the statements are the condition (art. 92(5), (5^1), (7^1)).
The decision to reactivate
ANAF's central fiscal body reactivates the company by decision. The decision is entered in the register within 5 days. The statute sets no term for the decision, and this page gives none.
VAT
The company applies for its VAT code again once the cause has ended. ANAF gives back its earlier code. The company recovers the input VAT of the gap in its first VAT return (art. 316(12)(a), norms pt. 88(19), art. 11(6)).
If the declaration was wrong
ANAF annuls the decision for the future and for the past (art. 92(9)). A court suspension under Law 554/2004 suspends all its effects while it lasts (art. 92(9^1)).
Who does the work: the company's accounting staff, or a CECCAR member under a contract, prepare statements and returns. A Bar-registered lawyer drafts any resolution on the office title or the statutory bodies. The company files it at ONRC. An agent holding an authentic (notarised) power of attorney can file it too, as can a lawyer acting under a lawyer's mandate (art. 81(1) Law 265/2022, 2022 text, later amendments not read).
The company, the seller or the buyer makes every ANAF filing, or a CECCAR accountant or a lawyer acting for them. We prepare the file and coordinate.
At ONRC the company applies for a change within 15 days of the act. The registrar decides within one working day of registering the application (art. 43(1), 105(1) Law 265/2022, 2022 text, later amendments not read). A foreign official document needs an apostille or superlegalisation, unless a treaty or an EU rule removes it. It always needs a legalised Romanian translation (art. 76).
What must a dormant company hold in 2026 to stay off the list?
Each item is a ground, so each is also a check. The note under the reactivation steps says who does what.
- Every return the law requires, so that no calendar half-year passes with none. Registered temporary inactivity relieves a company of returns while it lasts.
- A fiscal domicile ANAF can identify, at which the company operates.
- A current right to the premises declared as the registered office.
- Statutory bodies in office.
- A period of operation that has not expired.
- A payment account in Romania or at a State Treasury unit throughout the activity. A new company opens it within 60 working days.
- Annual statements by the legal deadline or, for a company that has never traded, the no-activity declaration. Whether it meets the 2026 ground is not settled in the texts we read.
How do you check a Romanian company before you buy it?
A buyer can run these checks in order before paying for an existing company for sale in Romania. Each has its limit.
- Search ANAF's inactive register by fiscal code, or by name and county. The search is free. A listing binds third parties from the day after its entry. On the trade-register side, see how to read the certificat constatator of a company you are offered.
- Find the company at the Ministry of Finance. It holds balance sheets of the last six years.
- For a company that never traded, ask for proof of the no-activity declaration.
- Ask the seller to show a live Romanian payment account. Ask for a current right to the registered office and for statutory bodies in office.
- Have the company apply for the certificat de atestare fiscală, the ANAF tax certificate. ANAF issues it within 3 working days, and it is usable for up to 30 days (art. 158(5)). It lists the overdue tax obligations standing on the last day of the month before the application. It also lists other enforceable budget claims (art. 158(2)). An assessment made later is not in it.
- Old tax years of an inactive company stay open for longer, because the limitation period is suspended.
- 1
ANAF's inactive register
- by fiscal code or by name and county
- a listing binding from the day after its entry
- 2
The Ministry of Finance lookup
- balance sheets of the last six years
- 3
The seller's proofs
- a live Romanian payment account
- the registered-office title and statutory bodies in office
- for a company that never traded, the no-activity declaration
- 4
The ANAF tax certificate
- issued within 3 working days, usable for up to 30 days
- overdue tax obligations and other enforceable budget claims
Old tax years stay open while a company is inactive.
What passes to a buyer when an inactive company is sold?
A share transfer changes the owners, not the company. The unique registration code stays in use for the whole existence of the company (art. 127(2) Law 265/2022, 2022 text, later amendments not read). ANAF withdraws the fiscal registration only when the legal person ceases to exist (art. 90(3) Fiscal Procedure Code). Our analysis: the status, the arrears and the open tax years belong to the same company after a transfer.
A buyer takes with the company the reactivation conditions above and the one-year clock. No text we read says that the VAT code survives a transfer. This page does not promise it.
The catalogue shows the status of each attribute of a VAT-registered or aged SRL from the catalogue. The checks above apply to each one. This section is analysis, not advice.
Sources: the official texts behind this page
Every figure above can be checked at its source. The official texts linked on this page are listed here.
- Fiscal Procedure Code: art. 90, 92, 101, 107, 111 and 158, ANAF consolidation to OUG 38/2026.
- ANAF register of inactive and reactivated taxpayers: the free search by fiscal code or by name and county.
- Fiscal Code: art. 11, 25 and 316 and the norms to art. 316, consolidation to Law 170/2026.
- Law 239/2025: art. I, II, VII and VIII, the 2026 grounds, the account duty and the dissolution by ONRC.
- OMF 2.036/2025: the 31 May deadline, the next-working-day rule and the no-activity declaration.
- Ministry of Finance lookup of filed balance sheets: by tax code or by name.
- Law 31/1990, the Company Law: art. 237^2, text of January 2024.
- Law 265/2022, the trade register law: art. 43(1), 76, 105(1) and 127(2), 2022 text, later amendments not read; a scanned file.
The procedure order for art. 92 was not read, so this page gives no form, channel or term for reactivation.
Frequently asked questions
What is an inactive taxpayer (contribuabil inactiv) in Romania?
A company that ANAF has declared inactive by decision under art. 92 of the Fiscal Procedure Code. ANAF's central fiscal body takes the decision, and the company is listed in a public register. The Fiscal Code's rules on the effects of inactivity apply to it. The status ends by a reactivation decision, or by annulment if the declaration was wrong.
What makes a company inactive?
Art. 92(1) has seven grounds. Three: no return for a calendar half-year, a fiscal domicile ANAF cannot identify, a company not operating at its domicile. Four: registered temporary inactivity, an expired duration, no statutory bodies, an expired right to the registered office. From 1 January 2026, two more apply: no payment account in Romania, and annual accounts 5 months late.
Is a "dormant company" the same as an inactive taxpayer?
No. Dormant is not a legal term. A company may lawfully be idle in two ways. One is the no-activity declaration, if it has not traded since formation. The other is registered temporary inactivity of up to 3 years. ANAF's inactive status is a penalty. ANAF declares it by decision, and this guide sets out its effects.
Does a dormant SRL need a Romanian bank account in 2026?
Yes. Every legal person needs a payment account in Romania or at a State Treasury unit throughout its activity. Otherwise it can be declared inactive and fined 3,000 to 10,000 lei. A new company has 60 working days from its establishment to open one. Whether an EU e-money account counts is not settled, and this page does not say.
When does a company with unfiled 2025 accounts become exposed?
Five months after the legal deadline, which for a company under Law 31/1990 is 31 May of the following year or the next working day. Our computation, as of 23 October 2026: 31 May 2026 was a Sunday. We took 1 June 2026 as a holiday we did not read from a statute. That gives about 2 November 2026.
What happens to the VAT number?
ANAF cancels it from the date of the inactivity declaration. After reactivation, the company applies again. ANAF gives back the code it had before the cancellation. The company recovers the input VAT of the gap in the first VAT return. No text we read says that the code survives a share transfer.
Why do customers stop buying from an inactive company?
Once the company is entered in the register, its buyers lose the deduction of expenses and of VAT on those purchases. An expense booked on a document issued by an inactive taxpayer is also non-deductible for profit tax. The law has exceptions, which this page does not list. That is the commercial cost of the status.
Does the company still pay tax while inactive?
Yes, if it keeps trading. Art. 11(6) Fiscal Code says an inactive company that carries on economic activity must still pay taxes, duties and mandatory social contributions. It gets no deduction of expenses or input VAT on its purchases. Its own tax position is for a CECCAR accountant or a registered tax consultant.
Do old tax years stay open while a company is inactive? How far can a tax authority go back?
The limitation period for assessing taxes is suspended between the declaration of inactivity and the reactivation. A buyer's picture of the company's old years therefore stays open for longer. This page does not state the length of the ordinary period. It cannot say how far back a tax authority can go.
How do I check whether a Romanian company is inactive?
Use ANAF's free public register. Search by fiscal code, or by name and county. A decision is entered within 5 days of its communication. A listing binds third parties from the day after its entry. The register shows the date of inactivity and, where there is one, the date of reactivation.
How is a company reactivated?
The company files every outstanding return and clears its arrears. It also removes the cause: it opens the account or files the statements, renews its right to the registered office or appoints statutory bodies. For the grounds on the fiscal domicile, ANAF must also find the company operating there. The statute sets no term for ANAF's decision.
What if ANAF declared the company inactive by mistake?
ANAF annuls the decision with effect for the future and for the past. A court suspension under Law 554/2004 suspends all the decision's effects while it lasts. The procedure order for art. 92 was not read. This page gives no form, channel or term for asking. It does not say which route fits a given case.
What happens after a year of inactivity?
The company is dissolved. ONRC publishes the list in the BERC at least 5 calendar days before the registrar is notified. Without arrears, ONRC strikes the company off if nobody asks for a liquidator within 20 days of the dissolution entry. With arrears, ONRC appoints a liquidator.
Is a company that was inactive before Law 239/2025 already gone?
Companies already inactive on 18 December 2025 with no arrears had 30 days (inactive over 3 years) or 90 days (1 to 3 years) from that date to reactivate. Both windows closed. Those with arrears face a dissolution request within a year of the law, so by about 18 December 2026, our computation as of 23 October 2026.
Can I buy an inactive company and fix it?
This is analysis, not advice. The legal person, its listing, its arrears and its open tax years stay with the company on a share transfer. The buyer therefore takes the reactivation conditions and the one-year clock with it. The register, the filings and the tax certificate are what a buyer can check first.