6512

Authorization procedure and Trade Registry aspects for CAEN 6512

Registering with the Trade Register (ONRC) a company whose main activity is CAEN code 6512 requires compliance with specific formalities, since general insurance activities are strictly regulated by the Financial Supervisory Authority (ASF). At incorporation, the associates submit to ONRC the standard application, the articles of association and proof of registered office. For the registered office, if the space is used exclusively for administrative activities, no fire or environmental permit is required; however, it is advisable to check whether the lease contract contains restrictions on carrying out financial activities.

For effective authorization, the company must obtain ASF approval before starting insurance operations. Without this approval, the activity is prohibited. To obtain the approval, ASF requires a minimum share capital (usually RON 2,300,000 for general insurance), a detailed business plan, projected financial statements, and the appointment of managers with experience in the field. ONRC registers the company with the mention "Company in the process of authorization" until the ASF approval is presented. After obtaining the approval, an application for amendment of the articles of association is submitted to ONRC, accompanied by the favorable approval, to update the object of activity and delete the mention.

It is essential that the articles of association include specific clauses regarding management and administration, as well as the powers of persons who will sign documents in relation to ASF. It must also specify that the company is subject to ASF control and applicable legislation.

Regulatory framework, specific permits and control institutions

The main regulatory framework for CAEN 6512 is Law no. 237/2015 on the authorization and supervision of insurance and reinsurance activities, which transposes the European Solvency II directives. This law sets rigorous capital, governance and reporting requirements. The main control institution is the Financial Supervisory Authority (ASF), which issues specific norms and regulations (e.g., ASF Norm no. 15/2016 on authorization conditions).

In addition to the operating authorization, the company may need additional permits for certain operations (e.g., for credit or guarantee insurance), which are requested by ASF depending on the products offered. No specific environmental or labor protection permits apply, except for general ones applicable to any company (e.g., fire safety authorization for the premises, if applicable).

In relation to the Tax Authority (ANAF), the company must register as a corporate income taxpayer and VAT payer (if it exceeds the threshold). No special exemptions apply, and VAT is deductible according to general rules. General insurance activity is exempt from VAT without the right of deduction, according to art. 294 para. (1) letter h) of the Fiscal Code, meaning that the company does not charge VAT on insurance premiums and cannot deduct VAT related to acquisitions directly linked to the insurance activity (exemption regime without the right of deduction).

Tax management, ANAF audit risk and specific accounting

From a tax perspective, companies classified under CAEN 6512 are corporate income taxpayers, calculated according to Title II of the Fiscal Code. The micro-enterprise income tax does not apply, as the minimum share capital exceeds the threshold of RON 500,000, and the activity does not fall under the micro-enterprise category. Corporate income tax is declared quarterly through form 100 and paid by the 25th of the month following the quarter. Attention to tax on income from insurance premiums: in the case of reinsurance or ceded premiums, withholding tax applies according to art. 224 of the Fiscal Code, if the beneficiary is a non-resident.

Accounting must comply with accounting regulations under IFRS or OMFP 2844/2016, but ASF imposes specific reporting according to its own accounting regulations (ASF Norm no. 5/2016). The company must prepare annual financial statements, including profit and loss account, balance sheet and explanatory notes, which are submitted to ANAF and ASF. A crucial aspect is the constitution of technical reserves, which are specific liabilities (premium reserves, claims reserves, mathematical reserves, etc.). These are recorded in the accounts monthly, and their calculation is verified annually by a financial auditor.

Also, the company must set up an electronic document depository for operational records (insurance contracts, claim files). From the perspective of ANAF audit risk, the activity presents specific tax risks: understating technical reserves, improper deduction of reinsurance expenses, or non-compliance with deductibility limits for administrative expenses. ANAF may carry out tax inspections regarding corporate income tax, VAT (exemption regime) and verification of reinsurance premium expenses. It is recommended to keep supporting documents for each insurance contract and each claim payment for at least 10 years, in accordance with legal deadlines. In case of an audit, the company must also be able to present proof of ASF authorization.