Romania Commercial Real Estate Law: Overview
Discover the fundamentals of Romanian commercial leasing. Learn about the 'freedom of contract,' the prevalence of Triple Net (NNN) leases, and the Enforceab...
Legal Disclaimer
This content is for general informational and educational purposes only. It does not constitute legal advice and should not be relied upon as such. Laws change frequently — always verify current regulations and consult a licensed attorney in your jurisdiction for advice specific to your situation. Landager is a property management platform, not a law firm.Information last verified: May 2026.
The Romanian commercial real estate market (office, retail, and logistics) is a highly deregulated, aggressively free-market environment governed primarily by the Romanian Civil Code, which came into effect on 1 October 2011. Because Romanian courts view commercial landlords and corporate tenants as sophisticated peers, the consumer protections found in residential law vanish. The primary rule governing Romanian commercial leasing is the "Freedom of Contract" (Libertatea Contractuală). Whatever is written in the lease, assuming it does not violate fundamental public order, is binding absolute.
Key Romanian Commercial Laws at a Glance
The Legal Framework: The Civil Code
Commercial leases in Romania are governed almost entirely by the general leasing provisions of the Romanian Civil Code (Codul Civil). There is no specialized "Commercial Tenancies Act" as seen in jurisdictions like the UK.
Because the Civil Code provisions are mostly suppletive (meaning they only apply if the contract is silent on an issue), institutional landlords draft massive 50-to-80-page contracts designed to override the default legal provisions and transfer maximum risk onto the tenant.
The Enforceable Title (Titlu Executoriu) and Eviction
A critical feature of Romanian commercial leasing is the "Enforceable Title," which allows landlords to bypass full-scale litigation for specific issues if the lease is notarized or registered with ANAF. However, the scope of this "shortcut" depends on the nature of the claim:
1. Collection of Unpaid Rent
Under Art. 1798 of the Civil Code, a lease that is notarized or registered with the tax authorities (ANAF) is an Enforceable Title for the collection of unpaid rent. If a tenant defaults, the landlord can hand the lease directly to a Judicial Bailiff (Executor Judecătoresc) to initiate the seizure of bank accounts without a prior court judgment.
2. Eviction and Restitution
The rules for physical eviction differ based on why the lease is ending:
- Expiry of Term: Under Art. 1809 (2) and (3) of the Civil Code, a notarized or ANAF-registered lease is an enforceable title for the restitution of the property only upon the expiry of the contractual term. In this specific case, a bailiff can proceed with eviction immediately.
- Eviction for Breach (e.g., Non-payment): If a landlord terminates a lease early due to a tenant's breach, the lease is not an automatic enforceable title for eviction. The landlord must obtain a court decision. To expedite this, landlords typically use the Special Eviction Procedure under Articles 1034–1049 of the Code of Civil Procedure, which is a fast-track judicial process designed for occupants no longer holding a valid title.
Explore this vital mechanism in our Commercial Eviction Process Guide.
Financial Structures: NNN and Indexation
1. The Triple Net (NNN) Standard
If you are leasing Class A office space in Floreasca or a logistics warehouse near the A1 highway, you will sign a Triple Net (NNN) lease. The tenant pays a fixed "Base Rent" (Chiria de Bază), which is pure profit for the landlord. On top of that, the tenant pays a proportional share (based on their leased square meterage) of the building's total operational costs, known as the Service Charge (Taxa de Management/Operare). This covers everything from the building's property tax and insurance, to the lobby receptionist's salary and the electricity used by the central elevators.
Read more in our Commercial Maintenance & Service Charge Guide.
2. Euro (EUR) Denomination and Indexation
Virtually 100% of institutional commercial leases in Romania are negotiated and denominated in Euros (EUR) to hedge against the volatility of the domestic currency (RON). The tenant pays the invoice in RON calculated at the daily National Bank of Romania (BNR) exchange rate.
Furthermore, long-term commercial leases (spanning 5 to 10 years) contain strict annual indexation clauses. Every year, the Base Rent automatically increases, strictly tethered to the European Harmonized Index of Consumer Prices (HICP/MUICP), ensuring the landlord's real yield never erodes due to inflation.
Learn how to safely execute these increases in our Commercial Rent Increases Guide.
Taxation: The VAT Trap (TVA)
Under Art. 292(2)(e) of the Fiscal Code, the rental of real estate is technically exempt from VAT. However, for commercial B2B (Business-to-Business) rentals, this exemption is often disadvantageous for landlords who wish to recover VAT paid on construction or maintenance.
Therefore, under Art. 292(3) of the Fiscal Code, landlords may opt-in to charging 19% VAT on the rent by notifying the tax authorities (ANAF). Consequently, commercial tenants should expect to pay Base Rent + Service Charge + 19% VAT.
Crucial Exception: Under Art. 286(4)(a) of the Fiscal Code, contractual late penalties (penalități de întârziere) and damages are considered financial sanctions, not a supply of services. A landlord must NEVER charge VAT on a late fee invoice.
See our Commercial Late Fees Guide for details.
Institutional Management with Landager
Operating a 20-tenant Class A office building relying on Excel spreadsheets to calculate proportional BOMA area service charges, daily BNR EUR-to-RON currency fluctuations, and annual HICP indexation increases is a guaranteed path to severe accounting errors and lost revenue.
Landager provides the foundational infrastructure for institutional Romanian asset management. Automate Open-Book Service Charge reconciliations, generate impeccably accurate multi-currency invoices with appropriate VAT exemptions for penalties, and secure your Enforceable Titles by digitally linking your Notarial Deeds and ANAF receipts directly to the tenant's profile, ensuring you are perpetually armed for lightning-fast, bailiff-led evictions.
Explore further Romanian Commercial topics:
- Commercial Security Deposits (Bank Guarantees)
- Commercial Eviction Process & The Enforceable Title
- Commercial Rent Increases and HICP Indexation
- Commercial Required Disclosures (EPC & Due Diligence)
- Commercial Lease Requirements (Fixed Terms & Subleasing)
- Commercial Maintenance & The Service Charge (OPEX)
- Commercial Late Fees & Contractual Penalties
Sources & Official References
📬 Get notified when these laws change
We'll email you when landlord-tenant laws update in No spam — only law changes.
