SRL director in July 2026: management contract, RON 4,325 minimum wage, 1% micro & 16% dividends

Lexter’s blog covers articles of association, beneficial owner, post-incorporation steps (SPV, e-Factura, REGES), micro vs profit (PFA vs SRL, Form 700), and ONRC amendments. Yet searches for “how to pay myself as SRL director”, “management contract vs employment”, “director minimum wage July 2026”, and “dividends or director salary” remain very frequent — especially after the 1 July 2026 minimum wage increase.

Five topics covered here: (1) legal remuneration options (mandate, employment, dividends), (2) the director management contract, (3) RON 4,325 minimum wage impact from July 2026, (4) link to 1% micro regime (Emergency Ordinance 89/2025), (5) tax comparison mandate/salary vs 16% dividends. Data updated as of July 2026.

A director may act unpaid (unremunerated mandate in articles), sign a remunerated management contract with the SRL, hold an employment contract (CIM) — less common for the same role — or extract profit via dividends after financial statements are approved.

There is no universal “correct” option: choice depends on company tax regime (1% micro or 16% profit), need for an employee for micro status, cash flow, and desired personal contributions (CAS for pension). Simulation with an accountant is essential before signing contracts.

A management contract is a civil contract where the director (mandatary) manages the company for the SRL (mandator). Remuneration, duration, and powers are set in the contract and may also appear in the articles — see our articles and beneficial owner guide.

Unlike employment, management involves no subordination, fixed schedule, or timesheets. It is not transmitted in REGES Online; reporting goes to ANAF via Form 112 (contributions and tax), with accountant support.

Contributions on remunerated management (July 2026): CAS 25%, CASS 10%, 10% income tax for the individual; CAM 2.25% paid by the company. Rates match salary, but management does not benefit from the RON 200 non-taxable amount for CIM at minimum wage.

Under Government Decision 146/2026, from 1 July 2026 the guaranteed gross minimum base wage is RON 4,325/month for full-time (8 hours/day), vs RON 4,050 until 30 June 2026. It applies to employment contracts and is the reference threshold for directors’ management contracts maintaining microenterprise status.

For employees on CIM at the old minimum: mandatory increase and REGES Online reporting within 20 working days from 1 July 2026 (roughly by 28 July 2026). Non-reporting fines: RON 5,000–8,000.

CIM tax relief (Emergency Ordinance 89/2025): until 30 June 2026 non-taxable amount was RON 300/month; from 1 July 2026 it is RON 200/month, with conditions (base salary equal to legal minimum, total gross from same employer ≤ RON 4,600/month in July–December 2026). Management contracts do not access this relief.

Separate rule: employees with CIM over 2 years at the same employer cannot stay at exactly RON 4,325 — salary must be at least RON 4,326 gross.

From 1 January 2026, microenterprises pay a single 1% revenue rate (Emergency Ordinance 89/2025 — 3% rate eliminated), EUR 100,000 turnover ceiling, and at least one full-time employee. A director with remunerated management contract at minimum gross wage (RON 4,325 from July 2026) may meet the condition if the mandate equals full-time — a part-time mandate below threshold is not enough.

If after 1 July 2026 the mandate stays below RON 4,325 gross (or employee/remunerated mandate at minimum is missing), the company may lose micro status and switch to 16% profit tax — consult your accountant for Form 700 and remediation deadlines.

Alternative without micro employee: 16% profit tax + profit extraction via dividends (16% tax + CASS at thresholds). Compare total mandate cost (~RON 4,400/month employer cost at July 2026 minimum) with 1% micro benefit on company revenue.

Dividends distributed after 1 January 2026 are taxed at 16% (vs 10% in 2025), withheld at payment and declared by the company. No CAS from dividends — no pension accrual through this path. 10% CASS applies when total passive income (dividends + rent + interest etc.) exceeds annual thresholds.

For 2026 CASS threshold calculation, the reference minimum wage remains RON 4,050 for the full year (tax rule), even after the July increase to RON 4,325 — indicative thresholds: under RON 24,300 net dividends/year → no CASS; between RON 24,300–48,600 → RON 2,430 CASS; higher brackets increase progressively (see annual return / accountant guide).

Mandate at RON 4,325 gross (July 2026): company pays CAM 2.25%; director pays CAS 25%, CASS 10%, 10% tax — pension accrual. Dividends: company already paid 1% micro or 16% profit on revenue, then 16% on dividend; no CAM, no CAS.

Many SRLs combine minimum mandate (for micro) + quarterly or annual dividends — structure must be accounting-justified and documented (AGM resolutions, financial statements).

Follow steps in business decision order, not tax alone:

Lexter helps with incorporation — articles, director data, ONRC dossier. It does not sign management contracts, calculate payroll, or file Form 112.

After receiving the ONRC certificate, choice between mandate, employment, and dividends remains with you and your accountant, especially after July 2026 minimum wage changes.

Informational guide as of July 2026. GD 146/2026, Emergency Ordinance 89/2025, Tax Code, and ANAF practice may change. Verify current law. Not legal, tax, or HR advice.