Extrase din Codul Fiscal

I. Primul text

Article 8 - (1) For the purpose of this code, the permanent registered office is a place where a non-
resident is fully or partially working, either directly, or through a dependent agent.

(2) A permanent head office will include a management place, a subsidiary, an office, a factory, a store,
an workshop as well as a mine, oil or gas well, a quarry or any other facility for natural resources
extraction, as well as the place where an activity is being performed with the assets and liabilities of a
Romanian legal person which is undergoing a reorganization process as stipulated in article 27.
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Paragraph (2) was changed by means of point 9 of the Emergency Ordinance 109/2009, starting with
January 1st, 2010.
(3) A permanent head office includes a construction site, a construction, ensemble or installation project
or supervision activities pertaining to these, provided that the site, the project or the activities are to last
for more than 6 months.
(4) By derogation from the provisions of paragraphs (1)-(3), a permanent registered office does not
impose the following:
a) the use of an installation for the sole purpose of storing or exposing the products or goods belonging
to the non-resident in question;
b) to maintain a stock of products or goods belonging to a non-resident with the sole purpose of storing
or exposing them;
c) to maintain a stock of products or goods belonging to a non-resident with the sole purpose of having
them processed by another person;
d) to sell such products or goods belonging to a non-resident that were presented during certain non-
permanent or occasional exhibitions of fairs, if such products or goods are sold within at utmost a month
following the closure of the fair or exhibition.
e) to maintain a fixed working place with the sole purpose of purchasing products or goods or collecting
information for a non-resident;
f) to maintain a fixed working place with the sole purpose of providing a non-resident with a place for
training or auxiliary activities;
g) to maintain a fixed working place uniquely for a combination of the activities stipulated at letters a)-f),
provided that the entire activity performed in the fixed place in question be of training or auxiliary nature.
(5) By derogation from the provisions of paragraphs (1) and (2), it is considered that a non-resident has
a permanent head office in Romania for the activities that another person than an independent agent
performs on behalf of the non-resident if the person in question acts in Romania on behalf of the non-
resident and provided that one of the following conditions is complied with:
a) such person is sworn and is authorized to sign contracts in Romania on behalf of the non-resident,
except for the situations when the activities in question are limited to those stipulated in paragraph (4),
letters a)-f);
b) such person owns in Romania a stock of products or goods from which they deliver products or
goods on behalf of the resident.
(6) It is not considered that a non-resident has a permanent head office in Romania if they only
performs their activity by means of an independent broker, agent, general commissioner or intermediary
agent, if such activity is the agent’s customary activity, in keeping with the description made in the
constitutive documents. If the activities of such agent are fully or almost fully performed on behalf of the
non-resident and the trading and financial relations between the non-resident and the agent function in
different conditions that those that would exist between independent persons, then it is not considered
that the agent is an independent agent.
(7) It is not considered that a non-resident has a permanent head office in Romanian unless they
control or are controlled by a resident or a person performing an activity in Romania by using a
permanent head office or otherwise.
(71) Romanian legal persons who benefit from the provision of services such as construction works,
installation, supervision, consultancy, technical assistance and any other activity performed by foreign
legal persons or natural persons who do not reside on the territory of Romania have the obligation to
register the contracts they sign with such partners at the competent fiscal bodies, in keeping with the
procedure enforced by an order of the president of the National Agency of Tax Administration. The
contracts that Romanian legal persons conclude with foreign legal persons or with non-resident natural
persons for activities performed outside the territory of Romania will not make the object of registration, in
keeping with these provisions. In order to register a construction site, a construction, ensemble or
installation project or the supervising activities connected to these, as well as other similar activities as a
permanent head office, one will take into account the starting date mentioned in the contracts signed with
the beneficiary Romanian legal persons or any other information proving that the activity had started. The
periods of time taken to execute associated contracts that are directly linked with the first executed
contract will be added to the period of time taken for the execution of the main contract.
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II. Al doilea text

Article 128 – (1) A delivery of goods is considered to be the transfer of the right to make use of the goods
exactly like a owner.
(2) It is considered that a taxable person who acts on their own behalf, but for another person, in
capacity of agent, in a delivery of goods, has personally acquired and delivered the goods in question, in
the conditions set by norms.
(3) The following operations are also considered to be deliveries of goods, in the sense of provisions of
paragraph (1):
a) the actual handing over of the goods to another person, following a contract providing that the
payment is to be made in installments or following any other type of contract stipulating that ownership is
assigned at the latest when the last due amount is paid, except for leasing contracts;
b) the transfer of ownership over the goods, following enforcement;
c) the transfer to the public domain of certain goods from the patrimony of taxable persons, in keeping
with the conditions stipulated by the laws pertaining to public property and the legal regime of such
property, in exchange for compensation.
(4) The following operations are assimilated to paid deliveries of goods:
a) a taxable person taking over the mobile assets that they acquire or produce in order to use for
purposes that have no connection with the economic activity performed, provided that the tax associated
to the goods in question or to component parts of the goods was totally or partially deducted;
b) a taxable person taking over the mobile assets that they acquire or produce in order to place at other
persons’ disposal free of charge, provided that the tax associated to the goods in question or to
component parts of the goods was totally or partially deducted;
c) a taxable person taking over the corporal mobile assets that they acquire or produce, other than the
capital assets stipulated in article 149, paragraph (1), letter a), in order to use for the purpose of certain
operations that do not provide a full deduction right, provided that the tax associated to the goods in
question was totally or partially deducted on the date of acquisition;
d) the assets that have been found as missing, except for those referred to in paragraph (8), letters a)-
c).
(5) Any distribution of goods from a taxable person’s assets made from such persons associates and
shareholders, including a distribution of goods associated to the winding up or dissolution without winding
up of the taxable person, except for the transfer stipulated in paragraph (7) will represent a paid delivery
of goods, provided that the tax associated to the goods in question or to component parts of the goods
was totally or partially deducted.
(6) In the situation of two or several successive transfers of the ownership of a good, each transfer is
considered to be a separate delivery of the good in question, even if the good is directly transported to the
final beneficiary.
(7) The transfer of all assets or of a part of the assets performed with the transfer of assets or, as
applicable, the transfer of liabilities too, irrespective if such transfer is performed following a sale or
following certain operations such as division, merger or contribution in kind to a company’s capital, will not
represent a delivery of goods if the receiver of the assets is a taxable person. The receiver of the assets
is considered to be the successor of the giver as far as the legally-provided adjustment of the deduction
right is concerned.
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 (8) The following will not be considered to be deliveries of goods in the sense of article:
a) the goods that were destroyed following natural disasters or following force majeure situations, such
as lost or stolen goods that are rightfully proven, as provided in the norms;
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b) goods such as qualitatively damaged goods, which can no longer be valorized, as well as corporal
assets that were annulled, in keeping with the conditions stipulated in the norms;
c) perishable goods, within the limits stipulated by law;
d) the goods that are given free of charge from the state reserve as external or internal humanitarian
aid;
e) the free of charge provisions of goods that are offered as samples within promotional campaign, for
product testing or for demonstrations made at sales points, as well as other goods that are offered with
the purpose of stimulating the sales, in keeping with the conditions stipulated in the norms;
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f) the free of charge provision of small-value goods during sponsorship actions, for
protocol/representation, as well as for other purposes stipulated by law, in keeping with the conditions
provided for in the norms.

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