Ecommerce in Romania

In recent years, the e-commerce market in Romania has experienced spectacular growth and according to the data presented in the Romanian Association of Online Stores 2023 Report, it has reached almost EUR 10 billion in total online sales volume. This impressive figure puts Romania in third place among the countries of Central and Eastern Europe in the size of e-commerce market.

According to European E-commerce 2023 Report, Romania ranks third among EU member states in Central and Eastern Europe in terms of online sales. E-commerce accounts for 3.17% of the country’s GDP, placing Romania in 12th on the European continent out of the 37 countries analysed.

Despite the remarkable progress made in 2023, the Romanian e-commerce market still has potential for growth. Compared to other Central and Eastern European countries, Romania is in a favourable position, but there remain opportunities for improvement and innovation. Compared to other countries in the region, Romania stands out for the dynamism of its e-commerce market, generating almost 60% of online sales in Eastern European countries.

For 2024, the upward trend in Romania’s e-commerce market is expected to continue. New technological innovations and new strategies are expected to happen to improve the online shopping experience. Furthermore, new services and functionalities are expected to be introduced that will help strengthen the relationship between merchants and consumers and stimulate online sales growth.

Foreign companies can sell their products or services online without setting up a legal entity in Romania. However, if a foreign company carries out certain activities in Romania that are connected to online sales, this could trigger tax obligations such as registration for tax purposes. A case-by-case analysis should be conducted to determine if the activities to be carried out in Romania would lead to tax obligations for the foreign legal entity engaged in online sales.

However, if the foreign company decided to have a local presence in Romania, the most common type of entity would be a limited liability company.

Even if e-commerce retailers are not obliged to have a local presence, selling online would still require that they comply with local consumer protection legislation, in particular when online sales target Romanian consumers directly, e.g. the online retailer has a Romanian domain webpage.

As a rule, distance sales of products and services are allowed without a dedicated licence, authorisation or permit, so selling online in Romania is not subject to such conditions.

Nonetheless, Romanian regulations provide special requirements for the sale of particular types of products such as foods, supplements and medicinal products, in which case the online selling entity should obtain the relevant authorisations/registrations from the competent Romanian authorities before carrying out sales of the respective types of products. Those requirements are not specific to online sales and apply to all sales channels. Similarly, depending on the activities carried out in the country, certain environmental authorisations or registration with the relevant environmental authority may be required.

Even if e-commerce is only an extension of brick-and-mortar activity and the business already has various supply and logistic contracts in place, there are some specifics for setting up an e-commerce business. These include:

• Domain name: A wide choice of domain extensions is available, both national (.ro), and international, potentially more suitable for cross-border activity (such as .eu or .com). It is also possible to offer goods via marketplaces. Depending on the domain name, specific formalities might be required (such as in the case of .ro, where certain formalities for registration, and management are mandatory). 
• Hosting services: Sourcing hosting services is a more complex process as there are various options to choose from. Hosting services may be acquired as cloud servers, shared webhosting, virtual private servers or dedicated servers.
• IT-related services: A smooth ordering process is one of the key elements of creating a good customer experience. To achieve this, the e-commerce business must ensure an appropriate level of IT services, including strict data privacy standards.
• Creative services: Sourcing creative services is required to set up a website, including both the design and technical aspects of various applications and functionalities, such as invoicing, accounting, marketing tools and customer relationship management.
• Logistics: Logistics may be seen as the backbone of a successful e-commerce business. The logistics processes include product sourcing, stock (inventory) management, order management, packaging and delivery, as well as management of (and sometimes picking up) product returns. E-commerce logistics can be sourced in-house or outsourced to a logistics provider.
• An alternative to the traditional logistics chain is dropshipping. In this model, the e-commerce entity forwards customers’ orders to another company, which fulfils the orders by shipping the items directly to the customer on behalf of the e-commerce entity.
• Payments: Cash-on-delivery payments are being replaced by an array of electronic and non-cash payments. These include payments by various types of credit and debit cards, online transfers, electronic wallets, mobile money and alternative currency payment processors.

Product selection may be limited by various types of restrictions, such as legal/regulatory restrictions, e.g. a specific local licence is required to sell medicinal products in Romania, a specific notice is required to sell medical devices, or operational restrictions, e.g. supply chain limitations to ship heavy or bulky items.

Regarding legal restrictions, these may consist of product-specific restrictions that apply to all sales channels, such as the obligation to obtain a relevant authorisation to distribute foodstuffs, or restrictions specific to online sales channels, such as the prohibition on distance sales for certain medicines.

Restrictions are imposed on online sale of certain products, including cross-border distance selling of tobacco products, e-cigarettes and refill bottles to consumers in Romania, which is prohibited.

Other requirements may relate to the age of the customers and may require the implementation of restrictions or verifications regarding access by minors.

It is crucial to properly check all requirements in place applicable to online sales of the relevant products. Complying with those requirements that apply to brick-and-mortar stores could prove insufficient.

Yes. If the e-commerce website is available to consumers for B2C sales, all consumer rights provided under local legislation must be observed. This involves significant differences compared to business-to-business (B2B) relations, in particular regarding the T&Cs applicable to the B2C relations, e.g. so that they do not contain abusive clauses as defined under consumer legislation, and all mandatory information is made available to the customer in advance of placing the order, both in terms of contractual information and data privacy rules. In addition, all mandatory post-contractual consumer rights under local law should be observed, e.g. regarding product returns and liability for defective goods.

On the other hand, if a website is dedicated to businesses only, e.g. equipment sales to professionals, consumer regulations will not apply, but distinct legal issues should be considered such as the avoidance of unfair trading practices. In addition, the business operator should ensure that the online store is accessible only to those professionals.

To conclude, the decision regarding the audience of the website impacts the legal obligations that the business should comply with. This decision may also impact the technical setup of the website. For those reasons, this matter should be considered and decided at an early stage.

Romanian law does not regulate a certain look or layout for an e-commerce website. However, the law imposes certain obligations that translate into mandatory elements of an e-commerce website. To some extent, such mandatory elements would differ depending on whether a website is available to consumers or to businesses only.

Under Romanian law, all information concerning the products provided to consumers in Romania must (also) be provided in Romanian, therefore a Romanian translation should be provided whenever the information concerning the products is provided in a foreign language. The obligation to make available the information in Romanian does not distinguish between mandatory information (the main features of the products) and voluntary information (information that is provided for marketing proposes).

The law does not distinguish between information provided on hard copies or via online channels, therefore the above applies to all sales channels, including online sales.

The above will apply if the e-store is operated by a Romanian entity, or by a foreign entity whose business targets Romanian consumers, e.g. advertises its products on the Romanian market.

The local language requirements apply only to B2C sales as B2B sales do not fall under this obligation if they are clearly separated from B2C sales, from the legal and operational perspectives.

The trader must provide consumers with access to all product reviews and indicate whether and how the trader ensures that the reviews published are from consumers who have used or purchased the product, as this is considered essential information.

Claiming that product reviews come from consumers who have used or purchased the product, without taking reasonable and proportionate steps to verify that those reviews come from those consumers, or presenting or commissioning another person to present false consumer reviews or recommendations, or misleadingly presenting consumer reviews or recommendations on social media platforms to promote certain products, are considered to be incorrect practices and are therefore forbidden.

In Romania, several pieces of legislation address dark patterns in online store interfaces, particularly focusing on consumer protection and fair marketing practices. Elements of the store interface that could be considered as dark patterns include, but are not limited to:

• failing to disclose additional costs until the checkout stage, which can mislead consumers about the total price;
• making the procedure for terminating a service more difficult than subscribing to it;
• repeatedly requesting that the recipient of the service make a choice where that choice has already been made, especially by presenting pop-ups that interfere with the user experience;
• giving more prominence to certain choices when asking the recipient of the service for a decision;
• misleading claims about product availability to create a false sense of urgency to buy the product;
• adding additional products to customers’ shopping carts without their consent or otherwise automatically opting customers into additional purchases or subscriptions without their explicit consent;
• advertising by using an invitation to buy a product at a certain price, then refusing to present that product or to sell it in order to promote a different product.
• Other dark patterns may revolve around data protection, such as (but not limited to):
  • designing the interface in an inconsistent and unclear manner, making it hard for the user to navigate the different data protection control tools and to understand the purpose of the processing;
  • hiding information or data protection control tools or leaving users unsure of how their data is processed and what kind of control they might have over it regarding the exercise of their rights;
  • designing the interface or user journey in a way that users forget or do not think about all or some of the data protection aspects;
  • hindering or blocking users in their process of becoming informed or managing their data by making the action hard or impossible to achieve.

The key requirements are the following:

Promotional offers, such as discounts, prizes, and gifts, should be clearly identifiable, and the conditions for obtaining them must be easily accessible and clearly presented.

The law provides clear requirements applicable to sales at reduced prices, where consumers are notified of a price reduction involving a comparison expressed in figures:

• Price Comparison: Merchants must mention the lowest price charged for identical products or services used in the same space within the last 30 days as the benchmark when advertising a discount.
• Specific Figures: All price reduction announcements must specify the reduction in figures and be directed to all consumers, with exceptions for comparative price advertising, purely textual ads, launch promotions and limited oral in-store announcements valid for a short period of a sales day.
• Catalogue Advertising Limitations: Price reduction offers in catalogues must indicate if they are valid only until stock runs out, with this information clearly displayed.
• Visibility of Price Reductions: Price reductions must be clearly presented for each product, in a specific regulated way, i.e., showing either the old price cut alongside the new price, writing new price and old price near the figures or stating the percentage reduction and the old price cut alongside the new price.
• Prohibition on Misleading Offers: Discounts cannot be presented as free offerings of parts of products/services.
• Document Availability: Merchants must keep legal documentation proving the validity of the reference price for inspections.
• Prohibition on False Announcements: Misleading price reduction announcements are considered deceptive and subject to legal sanctions.
• Exceptions: The above rules do not apply to price reductions resulting from increased quantities in packaging or an increase in the number of identical products offered for sale in collective packaging.

Additionally, products offered at reduced prices within three days of their expiration date must be displayed clearly and accurately informed to consumers. Non-compliance is deemed an unfair commercial practice.

Other specific requirements are provided depending on the type of the price reduction, e.g. liquidation sales, clearance sales, promotional sales.

Yes, Romanian law provides the obligation to obtain explicit consent for “commercial communications” such as marketing communications. For online channels, the requirement for explicit consent would be satisfied by methods such as opt-in (ticking a box when visiting an internet website) or double opt-in (after ticking the box, the user is required by email to confirm his/her interest again).

In addition, the legal entity collecting the consents should comply with the legal requirements under personal data protection legislation, e.g. under the GDPR, consent must be freely given by a clear affirmative act and must be specific, informed and unambiguous.

Unsolicited commercial communications via automated systems, fax, email, or other electronic communication services are prohibited unless the recipient has given prior express consent. However, businesses may use a customer's email obtained during a product or service sale for marketing similar products, provided a clear and free opt-out option is offered both at the time of data collection and in each message. Commercial emails must not hide the sender’s identity, must include a valid address for opt-out requests, and must not promote unlawful websites.

Commercial emails require prior express consent from recipients. Permissible communications must clearly identify the sender, promotions, and contests, with easily accessible and transparent terms.

In Romania, the consumer protection authority conducts extensive and thorough controls, and no specific type of promotional activity is singled out for increased scrutiny. However, we have observed heightened attention to websites during Black Friday periods. The authority is particularly focused on ensuring that the promotion's duration is clearly stated and that discounted prices are compared to the lowest price offered in the previous 30 days.

A consumer may withdraw from a contract within 14 days. If they are not informed of the right to withdraw, the period for the withdrawal will be extended by 12 months after the expiration of the initial period. The products should be returned within 14 days from the date of the withdrawal, and, at the same time, the seller should return the price within the same timeframe.

Regarding the minimum legal warranty that covers the seller’s liability for defective products, the same rules apply to both traditional and online sales. Consumers have a legal right to a two-year warranty, at no cost, for products that are faulty or not as described. Additionally, the seller or manufacturer may offer an extended warranty through a commercial warranty, which, once granted, becomes legally binding.

Online selling is subject to competition risks, both from the viewpoint of anti-competitive agreements as well as potential abuse of a dominant position. In general, Romanian competition law is consistent with EU competition law.

Particular concerns were raised by the Romanian Competition Council in some reports issued regarding e-commerce. In particular, the authority stressed that the mechanisms for competition through pricing policies in discount promotions are often distorted, and the framework for referencing prices offered to customers is compromised. The Council recommended that online retailers, in order to ensure a fair reporting framework to their own customers, should integrate a transparent price history reporting system on their platforms.

The authority also imposed a fine on a Romania-based online marketplace operator for abuse of dominance as it acted to position and display its own products more favourably than (and to the detriment of) the products of its partners who were selling on the platform and with whom it was directly competing.

In a specific study on Big Data in Romania, the Competition Council identified potential risks to the competitive environment from the use of Big Data technologies. For example, by using identical algorithmic models and a common database, companies can align their prices in real time with those of their competitors and thus artificially high prices can be maintained to the detriment of consumers. Competition on the market can also be restricted by restricting or denying access to data to competitors or by making access to data conditional on the use of their own analytics services.

A legal framework on the transposition of the EU Directive 2015/2366 on payment services in the internal market (the “Payment Services Directive 2”) was adopted in Romania in 2019. This legal framework imposes specific requirements on payment services providers and regulates the processing of customers’ payments through electronic means, which is particularly relevant to e-commerce.

Main authorities:

• Authority for the Digitalisation of Romania
• National Authority for Consumer Protection
• National Authority for Management and Regulation in Communications

Other authorities may also apply specific sanctions such as the National Supervisory Authority for the Processing of Personal Data, National Police, and the National Authority for Tax Administration.

Private enforcement of consumer rights, i.e. individually initiated litigation, is possible in Romania for harnessing consumers’ e-commerce rights. Under Romanian law, consumers are free to raise claims before local courts regarding e-commerce, such as requesting the performance of or refraining from certain acts, and the payment of damages by the e-commerce operator acting in breach of the law. Such consumer claims are exempted from court fees. Private enforcement of consumer rights includes the right to claim interim measures.

In December 2023, Romania transposed EU Directive 2020/1828 on the conduct of representative actions for the protection of the collective interests of consumers. Therefore, consumers may act in court either individually or through a class action.

The out-of-court settlement of e-commerce disputes is also possible. A link to an online dispute resolution platform should be provided on a website.

On a national level, no. However, it is expected that Romania will adopt legislation to transpose the legislation developed at the EU level, namely Directive 2024/825 on Empowering consumers for the Green Transition, which must be transposed by 27 March 2026.