Adopted at the end of 2024, Emergency Ordinance No. 156/2024, also known as the “Train Ordinance,” introduces significant fiscal changes, including those regarding dividend taxes. These changes are part of a broader package of measures aimed at increasing state budget revenues.

Key Changes in Dividend Taxation

Dividends distributed after January 1, 2025, will be subject to the new tax rate of 10%.

The obligation to calculate and withhold the tax lies with the legal entities distributing the dividends.

For dividends distributed based on interim financial statements prepared in 2024, an 8% tax rate applies, without recalculating the respective tax after these are regularized based on the annual financial statements for the 2024 fiscal year, as approved by law (within 30 days from their approval by the General Meeting of Shareholders (GMS), together with the audit report for the interim financial statements, for companies required to conduct statutory audit).

For taxpayers who have opted for a fiscal year different from the calendar year, the provisions regarding dividend taxation come into force on the first day of the modified fiscal year starting in 2025.

Conclusions

Emergency Ordinance 156/2024 introduces significant changes to the fiscal regime for dividends, marking an increase in the tax burden for investors and companies.

While these measures are justified by the need to boost budget revenues, their effects on the competitiveness of Romania’s economy and investor behavior remain to be observed in the coming period.

Author : Valentin Bradeanu