Romania introduces new rules on participation of lawyers in corporate governance
On 6 July 2026, Romania enacted Law 118/2026, which amends the framework governing the legal profession in Romania, addressing issues surrounding the corporate participation of lawyers and the use of professional assets.
The reform addresses some practical issues that have generated uncertainty in recent years, including the ability of lawyers to participate in the governance of companies, and how much a lawyer may participate in businesses while preserving the principles of independence, confidentiality and avoiding conflicts of interest.
Key changes
The following is a summary of the most important features in the legislation.
Use of professional assets
Lawyers may use assets allocated to their profession for complementary activities, provided they respect professional secrecy, preserve the dignity and independence of the profession, do not affect the performance of the profession in the relevant premises, and comply with governing body decisions.
Asset registration
Upon establishing the forms of professional practice, assets designated for the legal profession will be recorded in a new Electronic Register managed by the National Union of Romanian Bars (UNBR), which will ensure enforceability against third parties.
Board and management positions
Lawyers can serve as directors or members of board of directors of Romanian companies, provided that the company’s activities do not conflict with professional principles (e.g. dignity, independence, confidentiality) and no conflicts of interest arise.
Shareholding and ownership
Lawyers can also be shareholders or sole shareholders in Romanian companies (irrespective of their legal form), provided that the company does not carry out activities incompatible with the profession, no conflicts of interest arise, and a clear separation is maintained between professional and commercial assets.
Next steps
The Statute of the Legal Profession must be amended within 90 days for these changes to be implemented.
Key takeaway
Law 118/2026 provides greater clarity for lawyers engaged in corporate governance and investment activities while preserving professional independence and confidentiality obligations.
For more information, contact your CMS client partner or the CMS experts who contributed to this article: Rodica Manea and Elena Andrei.