The Anti-Corruption Directive was published in the Official Journal of the European Union on 11 May 2026, completing the legislative procedure initiated by the Commission's proposal of May 2023. Member States shall transpose its criminal-law provisions by 1 June 2028, and its preventive measures by 1 June 2029.
This fact sheet sets out, in compact form, the principal points at which the directive's requirements meet, exceed, or diverge from the existing Romanian framework - primarily Law no. 286/2009 (the Criminal Code, "RCC"), Law no. 78/2000 on the prevention, discovery and sanctioning of corruption offences, and Law no. 319/2024 on the bribery of foreign public officials.
1. Substantive offences within scope
| Offence | Anti-Corruption Directive | Romanian framework |
|---|---|---|
| Active and passive bribery - public sector | Required | Art. 289 RCC (passive); Art. 290 RCC (active); aggravated forms under Law 78/2000 |
| Active and passive bribery - private sector | Required | Art. 289-290 RCC, extended to private sector by Art. 308 RCC |
| Misappropriation by public official | Required | Art. 295 RCC (embezzlement); aggravated forms under Law 78/2000 |
| Trading in influence (active and passive) | Required | Art. 291 RCC (influence peddling); Art. 292 RCC (buying influence) |
| Unlawful exercise of public functions | Required | Art. 297 RCC (abuse of office), as interpreted by the Constitutional Court |
| Obstruction of justice in corruption proceedings | Required | Art. 271-272 RCC (impeding justice; intimidation of witnesses) |
| Enrichment from corruption offences | Required | No directly equivalent offence; Romania has no standalone illicit enrichment offence |
| Bribery of foreign public officials | Required | Law no. 319/2024 |
Observation. The substantive perimeter is largely covered. The directive's enrichment-from-corruption offence has no direct equivalent in Romanian law and will require legislative work.
2. Maximum penalties for natural persons
| Category | Anti-Corruption Directive (minimum maxima) | Romanian Criminal Code |
|---|---|---|
| Bribery (public/private), trading in influence | At least 3 years' imprisonment (bribery in the public sector where the act to be performed or the refraining from acting to be performed by the official is not in breach of that official's duties; bribery in the private sector, trading in influence) and at least 5 years' imprisonment (bribery where the act to be performed or the refraining from acting to be performed by the official is in breach of that official's duties) | Art. 289 RCC: 3-10 years; Art. 290 RCC: 2-7 years; Art. 295 RCC: 2-7 years (aggravated form under Art. 309 RCC: 3 years to 10 years 6 months); Art. 291-292 RCC: 2-7 years |
| Misappropriation, enrichment from corruption | At least 4 years' imprisonment | Art. 295 RCC: 2-7 years (aggravated form under Art. 309 RCC: 3 years to 10 years 6 months) |
Observation. The Romanian maxima for natural persons meet, and in several cases substantially exceed, the directive's minima. No material gap.
3. Maximum penalties for legal persons
| Category | Anti-Corruption Directive | Romanian Criminal Code |
|---|---|---|
| Bribery (public/private), misappropriation | At least 5% of total worldwide annual turnover, or, as an alternative, €40 million | Day-fine system (Art. 137 RCC): 30-600 day-fines, daily value 100-5,000 RON; statutory maximum approx. 3,000,000 RON (~EUR 600,000) |
| Trading in influence, abuse of function, obstruction, enrichment | At least 3% of total worldwide annual turnover, or EUR 24 million | As above |
| Foreign bribery - special regime under Law no. 319/2024 | Within the directive's general fine architecture | Legal-person fines of approximately EUR 18,000 to EUR 36 million, substantially aligned with the directive's EUR 40 million floor |
| Complementary sanctions | Exclusion from public benefits and tenders, judicial supervision, temporary or permanent closure of establishments, judicial winding-up, publication of judgment | Art. 136(3) RCC: dissolution, suspension of activity, closure of premises, prohibition from public tenders, judicial supervision, publication of conviction |
Observation. Under the general day-fine system, the Romanian statutory maximum for legal persons is of approximately 1.5% of the directive's lower EUR 40 million floor. However, Romania has already partly closed this gap: Law no. 319/2024, which transposed the OECD Anti-Bribery Convention into Romanian law, provides for legal-person fines of approximately EUR 18,000 to EUR 36 million for foreign-bribery offences. The architecture exists in Romanian law; it has not been yet extended to the broader corruption offences within the scope of the directive. The complementary sanctions broadly align. For the remaining offences, the pecuniary regime requires comprehensive recalibration.
4. Basis of corporate criminal liability
| Element | Anti-Corruption Directive | Romanian Criminal Code |
|---|---|---|
| Liability for offences committed for the benefit of the legal person by persons in a leading position | Required | Art. 135 RCC: liability for offences committed "in carrying out the object of activity or in the interest or on behalf of the legal person" |
| Liability where inadequate supervision by leading-position persons has enabled the offence | Required | Not articulated as a distinct basis; subsumed within the general formulation of Art. 135 RCC |
| Concurrent liability of natural persons | Required | Art. 135(3) RCC: criminal liability of the legal person does not exclude liability of the natural person |
Observation. The Romanian formulation is broader on some axes (object of activity, interest, on behalf), but does not articulate the failure-to-supervise limb as a distinct basis. Transposition will likely require explicit codification of the supervisory standard, with consequences for the evidentiary scope of internal investigations.
5. Aggravating circumstances
| Circumstance | Anti-Corruption Directive | Romanian framework |
|---|---|---|
| Commission within a criminal organisation | Mandatory aggravator | Recognised as a separate offence (Art. 367 RCC) and as a qualifying element |
| Offender holds high-level public office | Optional aggravator | Partial alignment via Art. 7 of Law no. 78/2000 (specific aggravation for officials in defined positions) |
| Prior conviction for the same nature of offence | Optional aggravator | Recidivism rules (Art. 41-43 RCC) apply generally |
| Substantial benefit obtained or substantial damage caused | Optional aggravator | "Particularly serious consequences" doctrine (Art. 183 RCC) operates as a qualifying element for several offences |
| Offender exercises investigative, prosecutorial or adjudicative functions | Optional aggravator | Art. 7 of Law no. 78/2000 |
| Exploitation of a vulnerable situation | Optional aggravator | No direct equivalent in the corruption framework |
| Offender is an AML-obliged entity, employee or representative thereof, acting in the exercise of professional activities | Optional aggravator | No equivalent provision in current Romanian law |
Observation. The mandatory aggravator is in place. The optional aggravators are partially covered through scattered provisions; transposition will require Romania to determine whether and how to incorporate them, particularly the AML-obliged-entity aggravator addressed to the regulated financial sector.
6. Mitigating circumstances
| Mitigating factor | Anti-Corruption Directive | Romanian framework |
|---|---|---|
| Cooperation with authorities during the investigation | Recognised | No equivalent statutory mitigating factor |
| Effective internal controls and compliance programmes (before or after the offence) | Recognised | No equivalent statutory mitigating factor for legal persons |
| Voluntary disclosure and remediation upon discovery | Recognised | No equivalent statutory mitigating factor for legal persons |
Observation. The principal transposition gap on the mitigation side. Romanian law does not currently recognise cooperation with authorities during the investigation, corporate compliance programmes, voluntary disclosure, or post-discovery remediation as defined statutory mitigating factors. Although such elements may already be relevant in practice and taken into account in the broader assessment of the company's conduct, response and sanctioning exposure, they are not formally codified as specific mitigation criteria in the same structured way reflected in the Directive and in certain other European models, such as the French CJIP or the United Kingdom's DPA framework. The transposition process may therefore require Romania to consider whether and how these factors should be expressly reflected in its corporate liability and sanctioning framework.
7. Statute of limitations
| Offence category | Anti-Corruption Directive (minimum) | Romanian Criminal Code (Art. 154) |
|---|---|---|
| Offences with maximum penalty >= 4 years | At least 8 years from commission | 5 years (penalty 1-5 years); 8 years (penalty 5-10 years); 10 years (penalty 10-20 years) |
| Offences with maximum penalty >= 3 years | At least 5 years from commission | 5 years (penalty 1-5 years) |
Observation. Broadly aligned, subject to the post-2024 reconstruction of the suspension regime through Law no. 76/2024 following Constitutional Court Decisions 297/2018 and 358/2022. Transposition will require targeted adjustments to ensure that Romanian limitation periods meet the minimum periods required by the Directive, as well as continued attention to the operation of the suspension and interruption rules.
8. Asset recovery and confiscation
| Element | Anti-Corruption Directive | Romanian framework |
|---|---|---|
| Freezing and confiscation of proceeds and instrumentalities | Required, with reference to Directive 2024/1260 on asset recovery | Art. 112 RCC (special confiscation); Art. 112¹ RCC (extended confiscation); Law no. 318/2015 (National Agency for the Management of Seized Assets) |
Observation. Romania has a developed extended-confiscation framework. The principal transposition issue is alignment with Directive 2024/1260, which sits alongside the Anti-Corruption Directive in the EU's broader asset-recovery architecture.
Principal transposition gaps
Three points emerge from the comparison.
First, the pecuniary regime applicable to legal persons. The shift from a day-fine system to a turnover-based architecture is a significant change in how corporate exposure is calibrated.
Second, the failure-to-supervise basis of corporate liability. Codification of the supervisory standard as a distinct basis of liability will alter the evidentiary terrain on which corporate exposure is contested, with direct implications for the scope of internal investigations.
Third, the statutory recognition of compliance, cooperation, and voluntary disclosure as mitigating factors. The directive recognises these factors, but does not require Member States to introduce a negotiated resolution mechanism. Transposition therefore offers Romania an opportunity to give formal effect to mitigation elements that are already relevant in practice, while reducing reliance on a predominantly prosecutorial-discretion model. It would also introduce greater predictability and stronger incentives for companies to invest in genuine compliance, cooperation and remediation, bringing the Romanian framework closer to the structured cooperation mechanisms available in France or the United Kingdom.
This article is part of the EU Anti-Corruption Directive Romania Corporate Exposure Hub.