HOW I SEPARATE PERSONAL MONEY IN MY ROMANIAN BUSINESS

Even when you are a solopreneur or freelancer, sole associate and administrator of the SRL, the company’s money and resources are not confused with your own resources. If you have no employees or partners, this does not mean that everything the company produces is yours, nor that everything you own is available to the business.

To use personal resources in the interests of the company, you must always consider a legal transfer of rights and obligations between you and the company, and to collect money from the company’s accounts to personal accounts, an economic report is documented. (i.e. supporting documents are made, usually with the support of the accountant)

What does personal resources used in the interest of the company mean?

Personal resources used in the interest of the company are all the goods you choose to make available to the business, in order for it to develop: the registered office , car, laptop, phone, subscriptions to various online platforms, etc. All this has a cost and it is to your advantage to calculate this cost and analyze whether you should not sell these goods to the SRL or rent the right to use them. This transfer of rights and obligations (yes, you can ask the company to maintain the office you rent) will be materialized through contracts and actual payments.

How does my money get to the company?

At the beginning of the activity, you probably deposited a share capital that did not cover your need for financing. That is why, together with your accountant and/or lawyer, you made a credit agreement and sent money to the company as a loan.

  • The money you once lent to the company can be recovered at any time by bank transfer. If the loan is interest-free, then you will not pay taxes on collection.
  • When you make expenses for the company, you can pay directly from its accounts or you can pay with your card and get your money back later. Talk to your accountant or keep track of the amounts you have to recover yourself. The money you spent for the company can be recovered immediately, just like in the case of the interest-free loan, no fees and taxes are paid on these amounts.

Your money reaches the company either when you lend it, or when you make expenses for it from your own funds. In order to separate company money from personal money, it is first necessary to have the understanding that we always carry 2 wallets (virtually speaking) and that we need to know when we have moved amounts from one wallet to another. Every time we move this money, there is either an economic movement or one that also has legal implications and is manifested through contracts. About the actual settlement flow with the company, find more details here: https://greenbooks.ro/how-can-i-get-my-money-out-of-my-romanian-company/?lang=en

 

MY OBLIGATIONS AS A ROMANIAN COMPANY ADMINISTRATOR

The administrator of a company is the person in charge of general management and responsible for organizing and conducting the company’s activity within a legal framework. When it is proven that there are illegal activities within a company, the first person to take responsibility is the administrator. Therefore, he must be involved in all decision-making aspects with legal consequences:

  • The administrator is a person in charge appointed by the constitutive act. He can be a natural or legal person and he can have a limited mandate, compared to the duration of the company’s operation.
  • When the sole associate is also an administrator, his obligations are analyzed separately and are not confused.
  • There is no single, condensed legal basis, covering all the obligations of an administrator, therefore we will refer to several related documents. The main basis is the law of commercial companies, 31/1990 art. ’70-71. Law 31

Let’s clarify together some obligations of the administrator of a Romanian company:

  1. After the establishment of the company, the authorization obligation belongs to the administrator. Although he is not informed at ONRC about the obligation to authorize CAEN codes or about the path through the authorizing institutions, the administrator still has the obligation to authorize. If you are not sure that the activity you are carrying out needs an operating authorization, check this information with your accountant and/or lawyer.
  2. Managing and organizing the accounting is the obligation of the administrator. Regardless of whether you work with an accountant or have hired an economic director, they are legally responsible only for the execution of the accounting, and its management, as well as the content of the operations, remain the responsibility of the administrator. The administrator is the one who decides: the depreciation periods of the goods, the reimbursement conditions of the expenses, the protocol expenses engaged, the salary conditions granted, etc. That is why it is important that he acquires both the general notions of accounting and the obligations they have, in order to act informed.
  3. Although the SRL is a concept of limited liability of the partners, in accordance with the contribution of capital brought, the liability to the administrator can extend to the personal patrimony whenever a defective administration of the company is found. This liability is incurred jointly when an insolvency or bankruptcy procedure has been instituted Law 64/1995
  4. The administrator is responsible for notifying ONPCSB both informatively, upon opening the activity and on the transacted operations that fall under the conditions of Law 129/2022: https:/ /notificari.onpcsb.ro
  5. Every year, the administrator has the obligation to renew the declaration regarding the real beneficiary in the relationship with the bank and upon any change of beneficiaries in the relationship with ONRC.
  6. The administrator has the obligation to ensure the representation of the company in the relationship with all state bodies and can chooses to delegate this obligation to various natural and/or legal persons, through various acts and documents.

HOW CAN I GET MY MONEY OUT OF MY ROMANIAN COMPANY?

One of the most pressing questions of entrepreneurs concerns the legal way in which money from an LLC goes back or ends up in the pockets of the entrepreneur. Below we list 10 perfectly legal methods to get money out of the company and some information about the related taxes.

1. Settlement of expenses incurred for the company (0 taxes)

Organize personal and professional expenses and make a very clear separation between them. Deductible expenses refer to those expenses that can be settled on the company, practically you can withdraw from the company the value of the expenses incurred by you for this. To know which expenses you can deduct from the company, you can use the “deductible expenses” category from the tax code https://static.anaf.ro/static/10/Anaf/legislatie/Cod_fiscal_norme_11022020.htm#A25 Another method is to evaluate yourself the categories of expenses you want to deduct. If they are logical and if you can always explain to a verifier why you need to hire expense x to carry out the activity, all that remains is to consult with your accountant on the details and you can settle.

2. Withdrawal of an advance of expenses (0 taxes)

If you need to withdraw an advance, for these future expenses to be settled, you can withdraw up to 5000 euros. Do not forget that these amounts must be justified with documents and that you cannot exceed this cumulative amount. For example, if you raised an advance of 5,000 euros, you can justify 1,000 euros and the following month you can withdraw a maximum of 1,000 euros again, so as not to exceed this threshold. Practically, depending on how many withdrawals you have, you will take care that permanently you do not exceed this threshold.

3. Payment of dividends (taxes 5% and 8%)

Once every 3 months, you have the opportunity to withdraw dividends together with your associates. If you have associates, you will not only be able to collect dividends, i.e. parts of the company’s profit, but all associates will collect proportionally from the profit. When paying dividends, your accountant will calculate a tax of 5% (2022) 8% (after 2023) which you will have to pay in the month following the withdrawal of the tax. There are some other obligations that you must check with the accountant: the threshold for paying contributions (additional costs), the single income statement and the preparation of an interim balance sheet, if applicable.

4. Payment of royalties (10% tax)

If you have a registered trademark in your name or if you produce content for which you want to keep the copyright, you can draw up a copyright contract with your company and you can be paid based on it. The copyright contract has lower taxes than a salary (10%) and it is also reported in the single declaration.

5. Payment of salaries (taxes 45%)

The associate and/or administrator has the right to work in the company and collect salaries and other salary rights (meal vouchers, mobility allowance, etc.) just like any other person. Of course, this is the most “expensive” form of remuneration for an associate/administrator.

6. Payment of a per diem/travel allowance (0 taxes)

The administrator can receive a per diem/travel allowance for the trips he makes in the interest of the company. There is a legal basis that establishes the maximum level of the per diem when it is granted for trips in Romania and abroad, you can consult it here: https://lege5.ro/Gratuit/geydsnrsgi/diurna-hotarare-518-1995?dp=gizdmmbqgazde

7. Purchases of personal goods from the associate/administrator (taxes 0)

The associate and/or the administrator can sell to the company goods necessary for the company’s activity: a computer, a tablet, a telephone or a car, all of which can become the elements of a sale-purchase contract. Of course, as for all other categories, a fair price will be used and the purchased goods will actually be used in the activity.