In brief

  • For associations and foundations nothing changes. The Constitutional Court rejected the plea in which the Bucharest District 3 Court argued, on its own initiative, that the rules on the dissolution and liquidation of non-governmental organisations should have been written in an organic law, not in a Government ordinance. The ten challenged articles of Government Ordinance no. 26/2000 remain in force exactly as they stand today. Those concerned are the associations, foundations and federations in Romania, their members, donors and creditors.
  • The question settled once and for all is who had the right to write these rules. The Court answered that the Government did, because Law no. 206/1999 had expressly empowered it to legislate on associations and foundations, and the fact that a dissolution file reaches the district court does not turn the text into a rule about the organisation of the courts. The answer is generally binding, so no court can now reach a different conclusion on the same criticisms.
  • What still holds for an organisation closing down now. The district court of the place where it has its seat decides, or the tribunal in the case of federations. The assets left after liquidation cannot go to natural persons, so the members share nothing. The organisation continues to exist in law until it is removed from the register, and the periods written into the ordinance keep it alive for between 213 and 274 days after the dissolution judgment, even if nobody challenges anything.
Act: Decision of the Constitutional Court no. 219 of 12 March 2026 on the plea of unconstitutionality of the provisions of Article 54(1), Articles 55, 56, 57, Article 60(3), Article 61(1) and (2) and Articles 68, 69, 70 and 71 of Government Ordinance no. 26/2000 on associations and foundations
Published: Official Gazette of Romania (Monitorul Oficial) no. 788 of 16 September 2026
In force from: 16 September 2026, the date of publication

The Constitutional Court rejected, unanimously, the plea in which a district court in Bucharest called into question the very basis of the rules under which an association or a foundation is wound up in Romania. The outcome is as simple as it gets for the reader: no text falls, no deadline changes, no pending case is reheard. Unlike the situations in which the Court upholds the plea and cases already lost can be reopened through revision, a rejection opens no way back and touches nothing that has been decided so far.

The stakes are not zero, though, and that is worth saying from the outset. The plea had been raised by the court of its own motion, not by a party to the proceedings, meaning the judge himself considered that he had before him a text he might not be allowed to apply. As long as the question went unanswered, every application to dissolve an association was being decided on a basis that one of the courts applying it had called into doubt. Decision no. 219/2026 closes the discussion, and from here on the same criticisms can no longer lead to any other outcome.

The starting point is an ordinary civil case. By the Interlocutory Judgment of 9 December 2020, delivered in Case no. 24.272/301/2020, the Bucharest District 3 Court, Civil Division, was hearing an application to dissolve an association and referred to the Constitutional Court Article 54(1), Articles 55, 56 and 57, Article 60(3), Article 61(1) and (2), as well as Articles 68, 69, 70 and 71 of Government Ordinance no. 26/2000 on associations and foundations. That is ten articles, some challenged in full, others only through a single paragraph, and all of them concern the same thing: how a non-governmental organisation is closed down, who decides, what happens to what is left of it.

The argument of the court was a single one, about legislative technique. Article 73(3)(l) of the Constitution requires the organisation and functioning of the courts to be regulated by organic law. The district court took the view that the texts on dissolution and liquidation, which confer jurisdiction on the district court and require the judge to appoint liquidators, to authorise the handing over of assets and to allocate the remaining assets, do exactly that. Government ordinances, however, are issued under Article 108(3) of the Constitution only on the basis of a special enabling law and only within its limits. The court pointed out that Law no. 206/1999, the enabling law of December 1999, allowed the Government to legislate in the field of justice only for technical judicial expertise and for forensic medicine institutions, that is not for the jurisdiction of the courts over associations.

What it changes in practice

The immediate effect is a confirmation, not a change. The decision is final and generally binding and takes effect from its publication in the Official Gazette of Romania, that is from 16 September 2026, under Article 147(4) of the Constitution. The ten articles remain in force unchanged, in the form they had the day before.

A rejection opens no avenue of appeal and calls nothing that was decided in the past into question. Revision of a civil judgment on grounds of unconstitutionality can be sought only where the Court upholds the plea, so no dissolution case concluded so far will be reopened on the basis of this decision.

Nor is anything definitively blocked the other way round. Article 29(3) of Law no. 47/1992 prohibits raising a plea only against provisions already found to be unconstitutional, and here the finding is the opposite. In theory, the same texts can be challenged again, on different criticisms. In practice, on the organic law point every court now has an explicit answer to invoke, and the Court will follow it as precedent, exactly as it followed the 2024 one in the present case.

For the file that started it all, the effect is more one for the archive. Paragraph (5) of Article 29 of Law no. 47/1992, the one that suspended the proceedings until the Court answered, was repealed by Law no. 177/2010, so the case before the District 3 Court did not stand still. The answer came five years and three months after the question.

For an organisation closing down today, the map is still the one in the ordinance. Dissolution has three routes, and they are not interchangeable. By operation of law, under Article 55, when the period for which the association was set up expires, when the purpose has been achieved or has become impossible to achieve and is not changed within three months, when the general meeting or the board can no longer be constituted for more than a year, or when the number of members drops below the legal minimum and is not made up within three months. Even here a district court judgment is needed, but one that merely records what has already happened, at the request of any interested person. Judicial dissolution, under Article 56, at the request of the Public Prosecutor Office or of any other interested person, where the purpose or the activity has become unlawful or contrary to public order, where the purpose is pursued by unlawful means, where the association pursues something other than the purpose for which it was set up, where it has become insolvent or where it carries out activities for which it has not obtained the prior authorisations required by law, the case covered by Article 14. Voluntary dissolution, under Article 57, by resolution of the general meeting, which is filed with the district court within 15 days of the meeting so that it can be entered in the Register of Associations and Foundations.

There is also a fourth situation, added in 2019 by Law no. 129/2019: Article 56(11) allows dissolution by court judgment where the organisation fails to communicate the identification data of its beneficial owner within the 30-day period laid down in Article 345(7), at the request of the Public Prosecutor Office or of the National Office for the Prevention and Control of Money Laundering. The ordinance leaves a way out: under Article 56(3), the ground for dissolution can be removed before closing arguments on the merits, so an organisation that communicates its beneficial owner during the proceedings escapes.

What follows dissolution is liquidation, and this is the part that matters most to donors and creditors. The liquidators are appointed by the court judgment itself, in the dissolutions under Articles 55, 56, 58 and 59, or by the general meeting, in a voluntary dissolution, and in the second case Article 61(2) provides a harsh sanction: without the appointment of liquidators, the dissolution resolution has no legal effect. The remaining assets cannot be transferred to natural persons, only to legal persons with an identical or similar purpose, through the procedure written into the statutes. If the statutes are silent, if the provision is contrary to the law or to public order, or if the liquidators fail to complete the transfer within six months of the end of the liquidation, Article 60(3), the text challenged in this case, sends the decision to the court, which allocates the assets itself.

The liquidators are jointly and severally liable for the damage caused to creditors through their own fault and are subject to the rules of mandate, under Articles 66 and 67. The ordinance provides no similar liability of the members for the debts of the organisation; the texts on liability in the liquidation are aimed at the liquidators. Their discharge is not automatic: Article 69 requires them to file the balance sheet, then to wait 30 clear days without any challenge, and only after they have handed over the assets and the sums, with the authorisation of the district court, do they receive the certificate recording completion of the liquidation.

The last step is the one most often confused with dissolution. Removal from the register is not the same thing, and Article 71(1) is explicit: the association or foundation ceases to exist on the date it is removed from the Register of Associations and Foundations, not on the date of the dissolution judgment. The removal is made on the basis of the certificate issued to the liquidators under Article 69, and applying for it is also their obligation, under Article 70(3). Until then, the organisation remains a legal person.

What has changed compared with the previous situation

In law, nothing. That is the correct way to put it and it bears repeating, because a decision of the Constitutional Court is usually read as news of a change. This one is not. Had the plea been upheld, Article 147(1) of the Constitution would have suspended the texts by operation of law for 45 days, during which the Government or Parliament would have had to bring them into line with the fundamental law, and at the end of that period the texts would have ceased to have effect. Since it was rejected, none of these mechanisms starts.

What has changed is the state of the question. Until 16 September 2026, the constitutional basis of the rules on dissolution and liquidation was being doubted by one of the courts applying them, and the doubt sat in a file opened at the Court in 2020. From now on, criticisms of this kind have a published and generally binding answer.

A comparison the decision does not draw is worth placing alongside it. The immediate neighbourhood of one of the texts saved here has in fact moved recently. By Decision no. 349 of 1 July 2025, published in Official Gazette of Romania no. 695 of 24 July 2025, the Court upheld a plea and found that the phrase „sau art. 56 alin. (11)”, or Article 56(11), in Article 60(4) of the same ordinance was unconstitutional. That was the rule sending to the State the assets left after the liquidation of an organisation dissolved for failing to communicate its beneficial owner. Paragraph (4) of Article 60 lost a piece then, while paragraph (3) of the same article comes through untouched now.

The second point of context also goes back to 2019. Law no. 129/2019, the one on preventing money laundering, added to the ordinance both the duty to declare the beneficial owner and dissolution as a sanction for failing to declare it. The texts challenged in the present file, however, are the old ones, from the architecture of 2000, amended in 2005 and in 2012, that is the rules under which organisations have been closed down for the past twenty-five years.

Advantages and disadvantages

What it improves

  • Pending applications for dissolution keep their legal basis. No judge has any reason left to adjourn or to send the same question back to the Court on the same criticism.
  • Jurisdiction stays where it was: the district court of the place where the association or the foundation has its seat, the tribunal for federations. Nothing moves in the middle of a case.
  • The decision was taken unanimously and without a dissenting opinion, so the signal sent to the courts has no shades to interpret.
  • The question had been raised by the court of its own motion, not by a party trying to buy time. The answer resolves a genuine doubt of the one applying the text, not a procedural tactic.

What remains a problem

  • The reasoning is taken over almost in full from a decision that concerned something else: the setting up of an association and its entry in the register. Judicial dissolution is heard inter partes, not in non-contentious proceedings, and the decision passes over the difference in a single sentence.
  • The texts stay standing with all their practical defects, and the Court had no way of repairing them: it could only say whether the Government had the right to write them.
  • 1,919 days passed between question and answer, that is five years and three months, plus another 188 days from delivery to publication.
  • None of the institutions asked for their views, the two Chambers of Parliament, the Government and the Ombudsman, sent an opinion in more than five years.

Practical advice

  1. If your organisation is in dissolution proceedings, do not expect this decision to change your position. The plea was rejected, so the texts on which the application rests remain fully applicable.
  2. Check first on what ground the dissolution is being sought. Dissolution by operation of law, under Article 55, is recorded by the court and starts from a fact that has already occurred, such as the expiry of the period or a year without a general meeting. Judicial dissolution, under Article 56, is sought by the Public Prosecutor Office or by any interested person and is heard inter partes. The defence does not look the same in the two cases.
  3. In a voluntary dissolution, comply with both obligations arising from the same meeting. The resolution of the general meeting is filed with the district court within 15 days of the date of the meeting, under Article 57, and the liquidators must also be appointed by the meeting. Without their appointment, Article 61(2) deprives the dissolution resolution of legal effect.
  4. Do not count on the assets being shared among the members. Article 60(1) prohibits transferring the remaining assets to natural persons. If you want to choose who receives them, write the transfer procedure into the statutes in good time, otherwise the court chooses, under Article 60(3).
  5. If you have money to recover from an organisation in liquidation, watch the notice board at the door of the district court in whose area it has its seat. That is where the liquidation is made public, under Article 68(3), and the balance sheet drawn up by the liquidators can be challenged within the 30 clear days from the date it is filed, under Articles 69 and 70.
  6. Communicate the data of the beneficial owner on time. After the first penalty, Article 345(7) allows 30 days from service of the official report, and failure to send them opens the way to judicial dissolution. If proceedings have already begun, you can remove the ground for dissolution until closing arguments on the merits, under Article 56(3).
  7. If it is a federation, go to the tribunal, not to the district court. Article 72 of the ordinance applies to federations the same rules on dissolution and liquidation, but gives jurisdiction to the tribunal of the place where the federation has its seat.
  8. Remember that the organisation does not disappear when the dissolution judgment is given. It remains a legal person until the date it is removed from the register, under Article 71(1), and the removal is applied for by the liquidators, on the basis of the certificate provided for in Article 69.

Frequently asked questions

Does anything change for my association from 16 September 2026?
No. The Court rejected the plea, so all ten challenged articles remain in force exactly in their previous form. No new deadline appears, no new obligation and no change of jurisdiction.
Then why does the decision matter?
Because it settles for good a question that had been open since December 2020: whether the Government had the right to regulate by ordinance the dissolution and liquidation of associations, given that these procedures take place before the district court. The answer, generally binding, is that it did, because Law no. 206/1999 had expressly empowered it on associations and foundations, and giving jurisdiction to the district court does not amount to regulating the organisation of the courts.
Who raised the plea and why did it take so long?
It was raised of its own motion by the Bucharest District 3 Court, Civil Division, by the Interlocutory Judgment of 9 December 2020, in a case concerning the dissolution of an association. The Court ruled on 12 March 2026, 1,919 days after the referral, and the decision was published 188 days after it was delivered. The proceedings before the district court were not suspended in the meantime, because the suspension rule was repealed in 2010.
What happens to the assets and the money left after liquidation?
They cannot go to natural persons, so the members receive nothing. They are transferred to private or public legal persons with an identical or similar purpose, through the procedure laid down in the statutes. If the statutes provide no such procedure, if the provision is unlawful or if the liquidators fail to complete the transfer within six months of the end of the liquidation, the court itself allocates the assets to a legal person with an identical or similar purpose, under Article 60(3).
What is the difference between dissolution and removal from the register?
Dissolution stops normal activity and opens the liquidation. Removal deletes the organisation from the Register of Associations and Foundations. Under Article 71(1), the association or foundation ceases to exist only on the date of removal, so between the two moments it remains a legal person, with liquidators in place of the board.
How long does it take, on the periods in the ordinance, from dissolution to removal?
Between 213 and 274 days, that is between seven and nine months, even if nobody challenges anything. The liquidators cannot close the operations earlier than six months after the dissolution is made public, under Article 65, they then have two months to file the balance sheet, under Article 68(1), and the balance sheet is deemed approved only after 30 clear days without challenges, under Article 69.
Are the members of the association liable for the debts left behind?
The ordinance provides for no such liability. The texts on liability in the liquidation stage, Articles 66 and 67, are aimed at the liquidators, who are jointly and severally liable for the damage caused to creditors through their own fault and are subject to the rules of mandate. Claims are paid out of the assets of the organisation, and the liquidation cannot be declared closed before those whose claims are disputed or not paid immediately have been given security.
Can this text ever be challenged again before the Constitutional Court?
Yes. Article 29(3) of Law no. 47/1992 prohibits only challenges to provisions already declared unconstitutional, and here the finding was the reverse. A new plea would, however, have to raise criticisms other than the organic law one, to which there is now an explicit and generally binding answer.

Editorial analysis

The outcome is correct and hard to argue with. Law no. 206/1999 does contain, in Article 1(S)(2), the empowerment headed „Reglementări cu privire la asociații și fundații”, rules on associations and foundations, and an ordinance issued under it could lay down who hears applications for dissolution without touching the organisation of the courts. The problem is not the outcome, but the road to it.

The first observation shows up only if the enabling law is opened. The court that raised the plea invoked Article 1(S)(1) of Law no. 206/1999, and that point is headed „Organizarea și funcționarea agențiilor imobiliare”, the organisation and functioning of estate agencies. The ordinance was issued under point 2 of the same letter, the one about associations and foundations, exactly as its own preamble shows. The criticism therefore aimed wide of the mark, and the Court answered on the correct point without noting anywhere that the one indicated in the interlocutory judgment was a different one. It does not change the outcome, but it explains why the reasoning could have been much shorter.

The second observation is heavier and emerges from comparing the two decisions. The whole of the reasoning of the Court, paragraphs 11 to 15, is quoted from Decision no. 598 of 5 November 2024, published in Official Gazette of Romania no. 514 of 2 June 2025. That decision, however, concerned Article 5(1), Article 7(1), Articles 8, 9, 10, 11, 12 and 33, Article 74(1) and Article 84(3) of the ordinance, that is the setting up of an association and its entry in the register. The argument supporting it is that entry in the register is heard in non-contentious proceedings, where the rulings do not have the force of res judicata, under Article 535 of the Code of Civil Procedure. The texts challenged now describe exactly the opposite: judicial dissolution is sought by the Public Prosecutor Office or by any interested person and is heard inter partes, and Article 70(2) says of the judgment given on challenges to the balance sheet that it is enforceable and open to appeal. The decision covers the distance between the two situations in a single sentence, in paragraph 16, through the formula „pentru identitate de rațiune”, by identity of reasoning. The conclusion may well be the same, but the reason does not transfer by itself, and here it was transferred with no explanation at all.

The third observation is a piece of arithmetic the ordinance nowhere performs, although it supports it. For an organisation with no debts and no disputes, the road from the publication of the dissolution to the removal from the register runs through three periods that cannot overlap: six months in which the liquidators cannot close the operations, under Article 65, then up to two months for filing the balance sheet, under Article 68(1), then 30 clear days without challenges, under Article 69. Added together, that is between 213 and 274 days. An association dissolved on 16 September 2026 cannot be removed from the register before 17 April 2027 and, if the liquidators use the statutory periods in full, not before 17 June 2027. Throughout that interval the organisation exists in law, has liquidators in place of its board and appears as such in the register.

The last observation comes from placing side by side two articles that are not usually read together. Article 74(1) requires the courts to communicate electronically to the Ministry of Justice, of their own motion and within three days, the final judgments on the establishment, amendment and termination of any association, foundation or federation, for the National Register of Non-Profit Legal Persons, which is public under Article 75(1). At the same time, Article 68(3) requires the liquidation to be made public by posting a notice at the door of the court. The State receives the information electronically within three days, while the creditor, the donor or the contracting partner has to travel to the courthouse to read a notice. It is not a problem with the decision, but with the text the decision leaves in force, and it is exactly the kind of thing a rejection cannot repair.

What should be changed

  • Publish the liquidation in the National Register of Non-Profit Legal Persons, not on the door of the courthouse. The register is kept by the Ministry of Justice, it is public and it already receives the final judgments within three days. The practical effect: a creditor or a donor would learn online that the organisation is being liquidated, while there is still time to challenge the balance sheet, instead of depending on a visit to the court.
  • Write into the ordinance how the dissolution is made public. Article 65 ties a six-month period to the publication of the dissolution, but the only publication regulated, in Article 68(3), concerns the liquidation, not the dissolution. In practice, the moment from which the liquidators may close the operations would become a date that can be calculated, rather than one settled by interpretation from file to file.
  • Provide a short removal procedure for organisations with no assets and no debts. Today the same seven to nine months apply to an association with a zero balance sheet, which has nothing to liquidate. The result: the register would be cleared more quickly of organisations that exist only on paper, and the founders would no longer stay tied to a dead structure for almost a year.
  • Give reasons for the transfer of case law when a solution is taken over by identity of reasoning. The decision applies reasoning built on the non-contentious procedure for registration to texts that organise contentious proceedings. What would change: an organisation or a judge reading the decision could check whether the argument really does cover dissolution, instead of taking it on trust.
  • Shorten the road from delivery to publication. The decision takes effect only from publication, and 188 days passed between 12 March and 16 September 2026, during which the courts with similar applications pending had no answer. The effect: the same solution would reach the courts half a year earlier, with no change of substance.

Original text of the legal act

The text below is reproduced in Romanian, the official form of publication.

The full text, as published in the Official Gazette of Romania

Official Gazette of Romania no. 788 of 16 September 2026 8 pages PDF, 82 KB the act starts on page 2

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This article is for informational purposes only and does not constitute legal advice. For specific situations, consult a licensed attorney or tax advisor.