Integrated Summary: Law 239/2025 & GEO 78/2025 – Effective January 1, 2026
Corporate Governance & Dividends (Law 239) Interim dividends & loans: No loans to shareholders or affiliates while interim dividends remain unregularized. Breach = joint liability + fines RON 10,000–200,000. Capital adequacy: If net assets < 50% of share capital → no loan repayments, no profit distribution until capital restored/reduced. Loss coverage priority: New



