The immediate impact on the tax structure of multinational groups is the introduction of an obligation to monitor and adjust the effective tax rate at jurisdictional level, with a minimum threshold of 15%. This shifts tax analysis from local compliance to global consolidation.
The Pillar 2 regime, established under EU Directive 2022/2523, transposed in Romania through Law No. 431/2023, is part of the OECD global minimum taxation framework. It applies to groups with consolidated revenues of at least EUR 750 million in at least two fiscal years of the reference period.
Law No. 431/2023 introduces a domestic top-up tax mechanism, whereby any shortfall below the 15% threshold is collected directly in Romania if local entities are undertaxed.
Tax calculation mechanism and fiscal effect
The effective tax rate is determined at jurisdiction level as the ratio between:
- adjusted covered taxes
- qualifying net income
If the result is below 15%, the top-up tax is triggered.
From a tax control perspective, this introduces a reconciliation layer between local accounting and GloBE adjustments, adding a calculation layer beyond standard corporate income tax.
Transitional regimes and exceptions
Safeguard mechanisms based on CbCR reporting may reduce the top-up tax to zero if conditions are met for:
- the de minimis test
- the simplified effective tax rate test
- the routine profits test
These mechanisms temporarily reduce complexity but do not eliminate the analytical obligation.
Compliance calendar and operational uncertainties
For the 2024 fiscal year, the filing and payment deadline is June 30, 2026 (18 months after year-end), creating an extended implementation window.
However, several regulatory elements remain incomplete:
- lack of full methodological norms
- absence of the final reporting form for the domestic top-up tax
These gaps increase the risk of divergent interpretations at group level.
Organizational and data implications
For Romanian entities within affected groups, the obligation is not only tax-related but also data-driven:
- collection of GloBE-adjusted accounting data
- reconciliation between IFRS/local GAAP and Pillar 2 rules
- consolidation of information at group level
Complexity increases significantly in multi-entity structures.
Tax governance and reporting entity designation
Groups with multiple Romanian entities may submit notification N408 to designate a responsible entity for local compliance. The deadline for the 2024 fiscal year option is December 31, 2025.
This option directly impacts tax governance structure by centralizing reporting and payment obligations at national level, reducing administrative fragmentation.