Romanian companies need to consider

Many pharma & healthcare companies in Romania are part of larger groups with consolidated turnover of over 750 million EUR. Consequently, they need to consider carefully whether the 31 December 2024 deadline for publishing Country by Country reports (CbyC) applies to them. The requirement was introduced via Romanian accounting regulations, i.e. via amendments of Order no. 1802/2012 by Order no. 2048/2022 and further by Order no. 1730/2023, as a transposition of an EU Directive on accounting related matters. Romania is the first country to have implemented the provisions of EU Directive 2021/2101, which amends EU Directive 2013/34/EU.

Consequenty, certain tax information must be disclosed, in the light of accounting regulations and, thus, the publication of the CbyC, or the report concerning information with regard to profit tax, as it is formally named, will be under consideration by auditors, who will check (1) whether there is a requirement to make this information from the group publicly available and free of charge (i.e. by issuing the public CbyC report) and (2) whether the Romanian entity has made publicly available, and free of charge, the information in relation to profit tax, as required by Romanian accounting legislation (EU Member State jurisdictions have to be presented in a distinct way, for example). The important distinction is whether or not the ultimate parent company, which consolidates the financial statements, is located in a jurisdiction of the EU.  

Local size criteria have to be met for the CbyC publication requirement to apply. But it is also important to check the ultimate parent which consolidates the financial statements. The legislation does not have clear cut provisions in terms of procedure or format. The Trade Registry has recently issued a communication on its website, stating that there is no procedure for making the CbyC publicly available and free of charge via the Trade Registry. In the absence of such a procedure, any Romanian pharma & healthcare company which falls under the reporting requirements should consider publishing the CbyC report on its website (or, alternatively, on the website of its parent entity or even on the website of an affiliate).

Each company to which the publication requirement applies should carefully consider attaching a machine readable format when publishing the report. Even though the rules are not clear, it is important for pharma & healthcare companies which are subject to the publication requirement to take a practical approach.

As part of statutory annual procedures, auditors will analyse whether the company was required to publish this report and, if so, whether it was published in compliance with applicable accounting regulations.