The company is in Cyprus, in Estonia, or in Dubai. You are its director and you run it from home, from Romania. You receive a monthly remuneration into a foreign account. The question about tax is real, but it is not the most important one. The most important one concerns the company.
Remuneration received in the capacity of director or member of the board of directors is, under Article 76(2) of the Tax Code, income treated as salary. For a Romanian tax resident, it falls within worldwide income taxable in Romania.
The exclusion under Article 76(4)(o), for dependent activities carried out in a foreign state, does not apply when the management is actually carried out from Romania. The company's state may, under the treaty, have its own right to tax; Romania then grants a tax credit. And if the company is actually run from Romania, the question of remuneration becomes secondary to the risk that the company itself is treated as resident here.
The situation of a resident director is analysed on three levels, and the correct order is the reverse of how the questions are usually asked: first the company, then the contributions, and only then the tax on remuneration.
The company. If decisions are taken from Romania, by a person who lives in Romania, the place of effective management may be in Romania, and the company may be treated as a Romanian tax resident for corporate income tax, regardless of the state of registration. This is the highest-value risk, and the one most often ignored.
The contributions. The applicable social security legislation is determined, for companies from member states, under the European regulations, which look at the state where the activity is carried out. An activity carried out from Romania leads, as a rule, to Romanian legislation. The A1 document certifies the outcome.
The tax on remuneration. It is determined by the person's tax residence, by how the income is classified under the Tax Code, and by the treaty between Romania and the company's state. It is the question usually asked first, but the one with the lowest stakes.
Article 76(4)(o) of the Tax Code excludes from taxation amounts received from dependent activities carried out in a foreign state. The provision makes the exclusion conditional on where the activity is carried out, not on where the payer is.
A director who runs the company from their office in Romania carries out the activity in Romania. The fact that the company is registered in another state, that the payment comes from another state, or that the general meeting was held by video conference does not move the place of the activity. The exclusion does not apply, and the remuneration remains taxable in Romania as income treated as salary.
Double taxation treaties usually contain a separate article for the remuneration of members of the board of directors, which allows taxation in the company's state of residence. This right does not displace Romania's, as the individual's state of residence. If the company's state actually taxes it, Romania grants a tax credit for the tax paid there, within the limits set by the treaty and the Tax Code.
The reporting obligations fall on the individual. Income treated as salary received from a non-resident payer with no permanent establishment in Romania is declared by the recipient using Form 224, monthly, by the 25th of the following month inclusive, with the tax paid by the same deadline; where there is an agreement with the employer on contributions, the declaration is made using Form 112. The monthly rhythm, not the annual one, is the source of most late-payment charges (accesorii: interest and penalties).
A foreign company is treated as tax resident in Romania if the place of effective management is in Romania. Effective management means the place where the management and commercial decisions the activity needs are taken, not the place where the registered office is.
A sole director who lives in Romania, signs contracts from Romania, keeps the records from Romania, and has nothing but a correspondence office in the state of registration, describes, almost word for word, the scenario of the place of effective management being in Romania. The consequence does not concern his remuneration, but the company's profit, which becomes taxable in Romania, with everything that follows: registration, returns, corporate income tax, possibly VAT.
For this reason, the structure of a foreign company run from Romania is not judged by the tax on the director's remuneration, but by the economic substance the company has where it is registered: who decides, where they decide, with what staff and what means. Remuneration is the last item on the list.
You establish honestly where the company is run from: who decides, where things are signed, where the accounts are kept, where the employees are. If the answer is Romania, the rest of the analysis changes.
You confirm your Romanian tax residence under the criteria of the Tax Code and, if another state also treats you as resident, under the tie-breaker criteria in the treaty.
You check the basis for the payment: a mandate contract, a resolution of the general meeting, the articles of association. A director's remuneration is income treated as salary; dividends are something else, and the two cannot be swapped for one another as a matter of preference.
You read the article on the remuneration of members of the board of directors in the treaty with the company's state, to establish whether that state can tax it and within what limits the tax credit is granted in Romania.
For a company from the European area, the applicable legislation is determined by the place of the activity, and the A1 document is obtained from CNPP. For third countries, you check whether a bilateral agreement exists; failing that, the Tax Code applies.
Form 224 by the 25th of the following month, for the tax, or Form 112 if there is an agreement with the employer on contributions. The monthly rhythm, not the annual one, is the rule.
The mandate contract, the resolutions of the general meeting, proof of payment, proof of the tax paid in the company's state, if it was paid, and the A1 document. These are what the tax authority will ask for, and the data on the foreign account reaches it anyway.
The exclusion concerns the place of the activity, not the place of the payer. Management from Romania is activity in Romania.
When there is actual management activity, the classification is not a matter of choice, and reclassification is possible. Dividends also have their own regime under the treaty.
Income treated as salary from non-resident payers is declared monthly. A year's delay means twelve missed deadlines, each with its own late-payment charges.
The remuneration is not the stake. If the company is run from Romania, its profit becomes taxable here. The director's remuneration is, in that scenario, the smallest of the problems.
As a Romanian tax resident, you owe tax on your worldwide income, and a director's remuneration is income treated as salary. The exclusion for dependent activities carried out in a foreign state does not apply if the management activity is actually carried out from Romania. The treaty with Cyprus establishes whether Cyprus can also tax it, and double taxation is avoided through the tax credit.
The treaties concluded by Romania usually contain a separate article for the remuneration of members of the board of directors, which allows taxation in the company's state of residence. That state's right does not exclude Romania's, as the individual's state of residence; Romania taxes it and grants credit for the tax paid there, within the limits of the treaty.
It is the main problem, and not for you, but for the company. If the place of effective management is in Romania, the company may be treated as tax resident in Romania for corporate income tax, regardless of the state of registration. Your remuneration then becomes a secondary matter.
For a company from a member state, the European regulations look at the state where the activity is carried out. An activity carried out from Romania leads, as a rule, to Romanian legislation, with reporting obligations for the individual in the absence of an employer with obligations in Romania. The A1 document certifies the applicable legislation and is obtained from CNPP.
Dividends and a director's remuneration are different types of income, with different regimes. The choice is not free when there is actual management activity, and the tax authority can reclassify it. In addition, dividends have their own treatment under the treaty, and at company level they are not deductible.
Income treated as salary received from a non-resident payer with no permanent establishment is declared by the individual in Romania, monthly, using Form 224, by the 25th of the month following the one for which the income was earned, inclusive, with the tax paid by the same deadline. If there is an agreement with the employer on social security contributions, the declaration is made using Form 112, without Form 224. The deadlines are monthly, not annual, which often comes as a surprise.
Informative material, updated on 18 September 2026. It does not constitute legal or tax advice; individual situations must be assessed on their own facts.
If the situation involves income, accounts or residence in another country, the related analyses are grouped under the international tax analyses. For assistance on such matters, see international taxation.
An initial discussion puts the questions in the right order: where the company is actually run from, what social security legislation applies, and only then how the remuneration is taxed, with the documents supporting each answer.