Lawyer Analysis. Consequences of postponing updating the NACE codes: Restriction on the registration of any other changes with the Trade Register

The new NACE Rev. 3 version effective in 2025: What does your business need to do?

The year 2025 began with a significant change for a Romanian company, namely the implementation of the updated version of the classification of economic activities in Romania (NACE Rev. 3). The purpose of this change is to align with European standards and adapt to a dynamic economic and business environment. The legislative change requires all companies in Romania, including individuals, to update their NACE codes in Romania and register the corresponding mentions at the Romanian Trade Register, in order to comply with the new legal provisions regarding companies. Recently, through Government Decision No. 284/2025 amending Government Decision No. 656/1997 on the approval of the classification of economic activities in Romania, a deadline of 18 months from the date of the entry into force of the latest version was set for updating NACE codes in Romania. This article analyzes the changes brought to the legislation, the industries affected, the impact of postponing the recodification of the object of activity in Romania on companies, highlighting the restriction on registering changes for a Romanian company, and offering solutions for compliance with the new NACE Rev. 3 version. The Romanian Law Firm Pavel, Mărgărit, and Associates recommends consulting a corporate lawyer in Romania to ensure compliance with the new legislative requirements and facilitate the update process. A commercial lawyer in Romania can also offer other commercial law services, such as company formation in Romania or registering any mentions at the at the Romanian Trade Register.

Corporate lawyer in Romania. Main changes brought by NACE Rev. 3 and their impact on businesses

By analyzing the previous classification of economic activities in Romania (NACE Rev. 2) and the current one (NACE Rev. 3), the new regulation better reflects the evolution of the business environment, particularly regarding new fields of activity. Many NACE codes in Romania have been detailed, aggregated, or recodified. Detailing codes consists of splitting an object of activity in Romania into other new codes that more specifically reflect the type of activity carried out. Aggregation involves merging several codes into one, while recodification means assigning a new code number, with the field of activity remaining the same. The NACE update procedure must be handled seriously, as failure to comply may result in operational blockages. Without updating the codes, Romanian companies cannot register any mentions for essential changes such as the extension of the registered office validity, change of business activity, transfer of shares, etc. A business attorney in Romania can provide specialized legal advice, identify appropriate NACE codes to be added to the Articles of Incorporation in Romania, and assist in updating NACE codes, including legal services to start a business in Romania.

The new legislative regulations encourage entrepreneurs to opt for company formation in Romania, as the current codes allow for a wider range of business activities. A commercial lawyer in Romania can offer assistance in order to start a business in Romania, including preparing all necessary documents, submitting them to the Romanian Trade Register, and obtaining registration proof.

Business attorney in Romania. Industries affected by the new NACE changes: who needs to pay extra attention?

The new regulations affect various business sectors, involving both modern and traditional industries. One of the sectors impacted is retail. Many business activity codes in Romania related to retail have been detailed into more specific codes.

For example, NACE code 4791 – “Retail trade in non-specialized stores” has been detailed into: NACE 4711 – Retail trade in non-specialized stores with a predominant sale of food, beverages, and tobacco products; NACE 4722 – Retail trade in meat and meat products; NACE 4740 – Retail trade in computer and telecommunications equipment; NACE 4751 – Retail trade in textiles; NACE 4754 – Retail trade in household appliances; NACE 4773 – Retail trade in pharmaceutical products; NACE 4775 – Retail trade in cosmetics and perfumes; NACE 4777 – Retail trade in watches and jewelry; NACE 4782 – Retail trade in vehicle parts and accessories; NACE 4783 – Retail trade in motorcycles; retail trade in motorcycle parts and accessories; NACE 4791 – Intermediary services in non-specialized retail trade.

Another industry affected by the new legislative changes is IT, specifically telecommunications, programming activities, and IT consulting. An example is the merging of NACE codes 6202 – IT consulting activities and NACE 6203 – Management (operation and maintenance) of computing equipment into one code: NACE 6220 – IT consulting activities and management (operation and maintenance) of computing equipment.

The real estate industry also experienced changes through recodification: NACE code 4110 – “Real estate development” was transformed into NACE 6812, maintaining its name.

A business attorney in Romania can assist you with the procedure for updating the business activity codes in Romania and submitting the necessary documents to the Romanian Trade Register, in accordance with the provisions of the Romanian Companies Law.

Business lawyer in Romania. How can a lawyer assist you in complying with the new CAEN classification?

Government Decision No. 284/2025 amending Government Decision No. 656/1997 regarding the approval of the classification of economic activities in Romania establishes an implementation period of 18 months from the date the new version enters into force. During this period, both the previous and updated versions are accepted. However, Romanian companies cannot register other mentions, as they have not undertaken the necessary steps to update the object of activity in Romania in their Articles of Incorporation in Romania. A business lawyer in Romania or a commercial lawyer in Romania can assist with the necessary changes in the Articles of Incorporation in Romania, prepare the required documents, and also provide assistance to start a business in Romania.

“Adapting to the new NACE codes in Romania is not just a legal requirement but also a strategic step for any business. Ignoring the compliance deadline can block the company’s growth, and this risk can be avoided through proper legal consultation,” said Dr. Av. Radu Pavel, Managing Partner of the Romanian Law Firm Pavel, Mărgărit, and Associates.

In conclusion, it is essential for any Romanian company to update its business activity codes in Romania to avoid legal risks and ensure the continuity of economic activity. The 18-month deadline set by Government Decision No. 284/2025 for amending Government Decision No. 656/1997 regarding the approval of the classification of economic activities in Romania is a final deadline within which a Romanian company can update its business activity. A business lawyer in Romania is a key partner in any commercial law operation and can ensure that the provisions of the Romanian Companies Law are respected, and that economic activities are carried out in a legal manner.

The Romanian law firm Pavel, Mărgărit, and Associates is one of the top law firms in Romania, providing high-quality legal services. Among the firm’s clients are large multinational and local companies. In 2024, the success stories of the law firm brought international recognition from the most prestigious international legal guides and publications. Thus, the law firm Pavel, Mărgărit, and Associates was ranked 3rd in Romania in the Legal 500 business law firm ranking, recognizing its relevant expertise. The firm is also internationally recognized by the IFLR 1000 Financial and Corporate Guide 2024. Furthermore, Pavel, Mărgărit, and Associates is the only Romanian law firm recommended by the Global Law Experts director from London in the Dispute Resolution practice area. All relevant information about the law firm Pavel, Mărgărit, and Associates can be found on the portal www.avocatpavel.com.