4671

Authorisation procedure and Trade Register aspects for NACE 4671

For registration with the Trade Register (ONRC) of an LLC, sole proprietorship or family business that will carry out the activity of wholesale trade of motor vehicles (NACE 4671), it is mandatory to mention the main object of activity in the constitutive act. When filing the dossier, a sworn declaration according to Law 359/2004 is completed, by which the manager declares the fulfilment of the legal operating conditions. No prior authorisations from institutions such as the Romanian Auto Registry (RAR) are required for mere registration, but later, for actual marketing, specific approvals are necessary (e.g., auto distributor authorisation).

The main object of activity must be NACE code 4671, and secondary objects may include related activities such as maintenance and repair of motor vehicles (NACE 4520) or trade in spare parts (NACE 4531). It is essential that the registered office be declared as a minimum storage space, and for branch offices, registration with the Trade Register and obtaining the local mayor's operating permit are required.

Regulatory framework, specific approvals and control institutions

The activity of wholesale trade of new or second-hand motor vehicles is regulated by Government Emergency Ordinance 195/2002 on road traffic, correlated with consumer protection legislation (Government Ordinance 21/1992) and the rules on the sale of used vehicles. Economic operators must obtain in advance from the Romanian Auto Registry (RAR) a tax attestation certificate and a distributor authorisation if they intend to sell new vehicles. For second-hand vehicles, a periodic technical inspection and the issuance of an authenticity certificate are required.

The relevant control institutions are: the Tax Authority (ANAF) (for tax registration, compliance with reporting obligations and VAT payment), the National Authority for Consumer Protection (ANPC) (for checking compliance of contracts and guarantees), RAR (for technical inspections of vehicles) and the Traffic Police (for registration and deregistration). Distributors must also comply with Law 132/2017 approving Government Emergency Ordinance 195/2002, which establishes obligations regarding the sale of used vehicles and their registration in records.

Specific approvals include: the RAR distributor authorisation (valid for a fixed period), the land use permit for storage from the mayor's office, and the environmental permit for waste management generated by the activity (batteries, oils, tyres). In the case of imports of second-hand vehicles, Regulation (EU) 715/2007 on emissions and specific customs procedures (customs declaration and payment of pollution taxes) apply.

Tax management, ANAF audit risk and specific accounting

From a fiscal perspective, for the wholesale trade of motor vehicles, the standard VAT regime is 19%, with the possibility of applying reverse charge on intra-Community acquisitions of new vehicles (according to Article 298 of the Fiscal Code). For second-hand vehicles, the profit margin scheme (VAT margin scheme) may be applied, according to Article 312 of the Fiscal Code, provided that separate accounting records are kept for purchases from non-taxable persons or from other entities that did not charge VAT. The margin is calculated as the difference between the selling price and the purchase price, and the invoice is issued without VAT, mentioning the special regime.

Specific accounting involves recording inventories at acquisition cost, adjusting for impairment (vehicles that are not sold within a reasonable period) and recognising granted warranties (provision for warranties). It is mandatory to keep the inventory register and warehouse records, as well as to issue electronic invoices through the RO e-Factura system for all supplies to legal persons (mandatory from 2024). For second-hand vehicles, verifiable documents regarding origin (sales-purchase contract, deregistration certificate) must be kept.

The risk of an ANAF audit is high, as ANAF frequently checks transactions involving motor vehicles, especially cash transactions (which may conceal undeclared operations) and margin transactions. Inspections target failure to record income, undervaluation of inventories or incorrect application of the VAT margin scheme. Companies that do not correctly declare delivered goods risk sanctions of up to RON 30,000 for each deviation, plus late payment penalties. Mandatory declarations include: D101 (annual), D300 (VAT return), D311 (VAT return – optional, for advance payments), D394 (informative declaration on supplies/services) and, for goods, D452 (declaration on inventories).

The fiscal vector must be updated with the Trade Register and ANAF by submitting form 010, with mention of the VAT type (standard or margin). For intra-Community acquisitions of new vehicles, registration in the Intra-Community Operations Register (ROI) and submission of summary customs declarations are required. Any change of registered office, partners or managers must be notified to the Trade Register within 15 days, and to ANAF through declaration 070 (in case of modification of the fiscal vector).

To minimise tax risk, it is recommended to keep a register of vehicle entries/exits, carry out periodic inventory checks and consult a tax consultant specialised in auto trade. ANAF may estimate additional income in case of discrepancies between storage space and the physical volume of vehicles sold, applying legal presumptions of non-recording of sales.