A gambling joint venture in Romania is an association contract without legal personality under which partners share the profits and losses of gambling operations. Since Law 107/2024 came into force on 28 April 2024, art. 1(5) of OUG 77/2009 permits joint operation only between two or more companies that hold a Class 1 and/or Class 2 ONJN license. In 2020, when this post first appeared, a licensed organizer could associate with any economic operator or individual, which made the joint venture the most practical way to roll out gambling locations. The contract law and the accounting are unchanged; who may be a partner is not.
The legal basis
Art. 1(2) of OUG 77/2009 makes the license and authorization personal: the holder must operate the games directly. Art. 1(5) is the exception.
2020 wording. Gambling could be operated jointly or separately by the organizer and one or more economic operators or individuals party to a contract concluded under the law, with liability on the contracting parties. In practice this covered landlords, local partners and agency operators who ran venues under the licensee’s authorization.
2023 wording. OUG 82/2023 (Monitorul Oficial no. 905 of 6 October 2023) limited joint operation to two or more licensed organizers, or legal persons under common control with a licensed organizer.
2024 wording, still in force. Law 107/2024, approving OUG 82/2023, allows two or more companies holding a Class 1 and/or Class 2 license to operate games jointly under one or more contracts concluded under the law. The same law requires customer interaction to be handled by the organizer’s own qualified staff or by staff of an affiliated company.
The consequence for anyone structuring a Romanian venture is direct: every party that shares in gambling revenue must itself be licensed. A studio holding a Class 2 license can associate with a Class 1 operator; a property company or investor without a license cannot.
The association contract
The contract itself is governed by the Civil Code (art. 1949 and following, asocierea în participațiune). The rules from the 2020 post still apply:
- A partner may be given a share of the profits and losses of one or more operations.
- The contract is proven only in writing.
- The association has no legal personality and is not a separate person from its partners in relation to third parties.
- Partners keep ownership of the assets they contribute. They may agree that contributed assets, and what they produce, become common property, or that assets pass wholly or partly to one partner for the venture’s purpose, subject to the publicity formalities the law requires. They may also agree that assets are returned in kind at the end.
- Partners contract in their own names. Third parties have no rights against the association as such and are bound only to the partner they dealt with, unless that partner disclosed that it was acting for the association.
- Partners are jointly and severally liable for acts concluded by any of them for the venture. Clauses limiting the partners’ liability toward third parties have no effect against those third parties.
- A clause guaranteeing a minimum benefit to one or more partners is deemed unwritten.
- Within those limits, the parties set the purpose, form, conditions, and the grounds for dissolution and liquidation.
Two points matter more in gambling than elsewhere. First, the joint and several liability rule means each partner answers for the venture’s payouts, taxes and debts, not just its own. Second, OUG 77/2009 adds administrative liability on top: ONJN can sanction any party to the contract.
Accounting and tax treatment
Who is taxed
An association without legal personality is not a separate taxpayer. Between Romanian legal entities, income and expenses are allocated to each partner as the contract provides and are included in each partner’s taxable result.
Two current rules apply to gambling partners:
- No micro-enterprise regime. Since 1 January 2023 a Romanian legal entity carrying on gambling activities is excluded from micro-enterprise taxation (art. 47(3)(h) Fiscal Code, added by OG 16/2022). Published tax guidance treats income received through an association with a licensed organizer as gambling income, so the partner pays 16% profit tax.
- Casino-type income. The 5% minimum tax on revenue from casino-type activities in art. 18 of the Fiscal Code expressly covers income earned under an association contract.
The sector fees (license fee, authorization fee, responsible-gambling contribution) are charged to the license holder; the contract decides how they are shared.
Bookkeeping
Under the accounting regulations (OMFP 1802/2014):
- One partner, named in the contract, keeps the venture’s records in separate books with its own trial balance, based on supporting documents in that partner’s name.
- Assets made available to the venture stay in the owner’s books, and the owner records the depreciation.
- At the end of each period, income and expenses by nature are sent to each partner by statement and recorded in that partner’s own accounts.
- At the balance-sheet date, the venture’s stocks, receivables, cash and debts appear in the annual financial statements of the partner keeping the records.
Account 458, “Settlements from joint operations”
Credit: revenues transferred to co-participants under the contract (701–781); expenses taken over by transfer, including depreciation recorded by the owner (601–681); amounts received from co-participants (512, 531).
Debit: revenues received by transfer (701–781); expenses transferred to the co-participant keeping the records, including depreciation (601–681); amounts paid or transferred to co-participants (512, 531).
Credit balance: amounts owed to co-participants as profit, plus amounts co-participants must pay to cover losses. Debit balance: amounts receivable from co-participants to cover losses, plus profit due to co-participants.
What applies now (2026)
Eligible partners. Only Class 1 and/or Class 2 licensees. A typical compliant structure is a B2C operator associating with a licensed platform or game supplier on a revenue-share basis, both appearing on the ONJN registers. Our Class 2 (B2B) license page explains how a supplier qualifies, at €45,500 in the first year.
Disguised operation. Law 107/2024 made it a contravention, fined RON 150,000–200,000 with confiscation, to allow an unlicensed entity to conduct gambling explicitly or in disguise. Leading practitioners read this as aimed at white-label agreements. Revenue-linked leases, management agreements and “partner” agencies run by unlicensed parties carry the same risk; see our post on the 2019 sports betting franchise.
Unlicensed counterparties. Since 2024 a Class 2 supplier that serves an operator without a Class 1 license accepting Romanian players loses its license, and the 2025 reforms made contracting with unlicensed operators a criminal offense. Our post on the ban on Class 2 suppliers serving unlicensed sites sets out the duties.
Land-based ventures. Since OUG 7/2026 each venue also needs a local operating authorization, so a land-based venture must clear both ONJN and the council.
Alternatives. Where a partner cannot or will not be licensed, the usual answers are a shareholding in the licensee (vetted by ONJN as a change of control), a group company that qualifies as an affiliate, or an ordinary fixed-fee service contract. Each has different tax and liability consequences; we structure these through our corporate services and Romania company formation. The tax mechanics of the partners’ shares are covered in our post on Romanian gambling taxation.