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OFFICIAL GAZETTE 285/22.04 - GEO no. 37/2011 dated on 04.13.2011 amending and completing Law no accountability no. 82/1991 and amending other related normative acts

The main changes brought to the accounting law refers to:

• elimination of the obligation to fill in and submit annual financial statements by the subunits set-up in Romania of companies resident in countries belonging to the European Economic Area; nevertheless these subunits are still required to organize and to manage their own accounting operations, but they are not required anymore to prepare annual financial statements;
• introducing the possibility for certain legal entities to choose a simplified accounting system that will be approved by the order of the Ministry of Public Finances.

Thus, entities that have registered in the previous financial year a net turnover under the equivalent in lei of 35,000 euros and the total amount of assets under the equivalent in lei of 35,000 euros can choose for the simplified accounting system.

Simplified accounting system means a fundamental set of rules on the assessment, recording of the patrimony elements using a simplified chart of accounts and their presentation in the annual financial statements comprising simplified balance sheet and simplified profit and loss account, also considering the Community provisions in the field.

Falling into the criteria of size shall be based on the indicators determined out of the annual financial statements, respectively out of the trial balance, completed at the end of the previous financial year, using the currency exchange rate communicated by the NBR, valid on the closing date of the same financial year.

For these entities, the accounting can be organized and conducted based on contracts / civil agreements concluded under the Civil Code Civil with individuals who have superior studies economics, in which case the responsibility for the management of the accounting operations lies with these individuals. These individuals may also sign the annual financial statements and the accounting reports along with the administrator  or with the person who is in charge with the management of the company.

• introducing the obligation to preserve on technical devices for 10 years data recorded in the accounts by people who use computer systems for automatic data processing. During this period, these persons are required to provide access to the tax authorities to data stored on the technical devices;
• clarification of the entities’ liabilities that opt for a financial year different from the calendar year. Thus, these entities are required to prepare and submit annual accounting reports to the territorial units of the Ministry of Public Finances within 150 days from the end of the chosen financial year.

Before applying a financial year different from the calendar year, these entities are required to notify in writing the territorial unit of the Ministry of Public Finances on the chosen financial year, with at least 30 calendar days before the beginning of the chosen financial year.

Except from the cases when the foreign legal entity or the foreign parent company changes its reporting date or there take place reorganization operations, according to the law, the date chosen for the preparation of annual financial statements can not be changed from one financial year to another.

• simplifying the financial statements for non-profit legal entities. Thus, these entities will prepare annual financial statements, which will consist of balance sheet and the account of the result obtained during the financial year, they no longer being required to prepare explanatory notes and accounting policies.
• introducing into the category of legal entities of public interest of non-profit organizations that receive financing from public funding, thus they having the obligation to audit the annual financial statements;

• introduction of some annual accounting reports which are to be approved by order for legal entities in liquidation, these reports being required to be filed and submitted within 90 days from the end of each calendar year, to the territorial units of the Ministry of Public Finances. Previously, these legal entities in liquidation would file only the statement that they have not carried out any activity, for them being no requirement to file and submit annual financial statements;

• specification that also the annual financial statements prepared in order to carry out operations related to merger, division or liquidation of  legal entities must be submitted to the Ministry of Public Finances;

• there have been introduced new contraventions and penalties for:

            a) failure to comply with the regulations issued by the Ministry of Public Finance on the            approval of accounting policies and procedures stipulated by law shall be punished with fine           from 300 to 4,000 lei

            b) failure to comply with the provisions on the organization and management of the accounting is sanctioned with a fine ranging from 1,000 to 10,000 lei.

• it was increased the fine for failure to meet the obligation related to the auditing, according to the law, of the annual financial statements and of the consolidated annual financial statements, the new fine ranging between 30,000 lei and 40,000 lei. Previously, the fine was ranging between 400 and 5,000 lei.

The present GEO has also brought changes to the Company Law in the sense that the companies which have not submitted annual financial statements no later than 6 months from the expiration of the legal deadlines can not longer be dissolved at the request of any interested person or at the request of the National Office Registry of Commerce. This provision shall not apply to legal actions still pending at the date of entry into force of the present GEO.

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