Granting a loan by an individual to a company (LLC), in the absence of shareholder or director status, is permitted under Romanian law, subject to clear legal and tax conditions. The transaction falls within the scope of a consumption loan, as regulated by the Romanian Civil Code.
- Legal framework of the loan
The loan agreement must be concluded in writing and include essential elements:
- the amount granted;
- the repayment term;
- interest (if applicable);
- repayment method;
- penalties for late payment.
The loan may be:
- interest-free;
- interest-bearing, in which case the interest must be expressly stipulated.
An essential aspect: this type of transaction is only allowed if it is occasional, not professional. Otherwise, it may fall under the legislation governing credit institutions (OUG no. 99/2006 and Law no. 93/2009).
- Operational requirements – mandatory in 2026
According to Law no. 70/2015:
- loans granted to legal entities must be made exclusively via bank transfer;
- cash transactions are not permitted.
- Interest regime
According to OG no. 13/2011:
- the parties may freely set the interest rate;
- in the absence of a contractual clause, the statutory interest applies (NBR reference rate);
- penalty interest = reference rate + legal margin;
- interest must be agreed in writing, otherwise it is not due.
- Tax treatment
According to the Romanian Fiscal Code:
At company level (income payer):
- withholds tax on interest at source;
- declares and pays the tax:
- monthly via form D100;
- annually (informative) via form D205.
At individual level:
- no additional income tax is due (withholding tax is final);
- health insurance contributions (CASS) may be due if total income exceeds the legal threshold (≥ 6 gross minimum wages).
- Limitations and risks
- If loans become repetitive and organized, there is a risk of reclassification as professional lending activity (regulated by the National Bank of Romania).
- Lack of a written agreement or interest clauses may lead to:
- non-deductibility of expenses;
- tax reclassification during tax audits.
An individual may grant a loan to a company, even if not affiliated, provided the transaction is occasional, contractually documented, and carried out via bank transfer. Compliance with the legal and tax framework (especially regarding interest and taxation) is essential to avoid reclassification risks or tax adjustments.