Abstract: The legal organisation of football clubs plays an essential role in determining how they are managed, financed and regulated. This study offers a comparative analysis of the main legal models in Romania, Europe and the United States, highlighting the impact of each structure on governance, financial sustainability and supporter involvement. From the associative model with democratic control in Germany, to the commercial structures in England and the centralised single-entity system of Major League Soccer in the USA, legal forms reflect different economic and cultural realities.
Keywords: sports law, sport, football, commercial law.
1. Introduction
The legal organisation of football clubs is a matter of major importance, with significant implications for how these entities are managed, financed and regulated. The choice of legal form influences not only the fiscal and financial dimension, but also governance mechanisms, access to investment and the relationship with supporters.
Different jurisdictions apply distinct organisational models, from structures based on associativism and democratic control, as in Germany, to fully commercial systems found in England and France. In the United States, Major League Soccer adopts a unique "single entity" model, in which clubs operate as franchises of the league.
This article offers a comparative analysis of regulations regarding the legal structure of football clubs in Romania, Europe and the USA, highlighting the implications of each model for the development of the sport.
2. Regulations on the legal structure of football clubs
2.1. The legislative framework in Romania
In Romania, the normative framework applicable to football clubs is set out in Law no. 69/2000 on physical education and sport, supplemented by the provisions of Law no. 31/1990 on companies and Government Ordinance no. 26/2000 on associations and foundations.
Article 31 of Law 69/2000 expressly regulates the status of professional sports clubs, which may operate either as non-profit associations recognised as sports structures, or as joint-stock companies, each form having a distinct legal regime. Regardless of the legal form, a professional club is obliged to obtain a sports licence from the national sports federation.
Non-profit associations are subject to Government Ordinance no. 26/2000, and their capacity to attract private capital is significantly limited. A clear example is the Oțelul Galați Supporter Club Sports Club Association, founded by supporters following the bankruptcy of the former club. Joint-stock companies, regulated by Law no. 31/1990, enjoy greater financial flexibility. Under Art. 32 par. (5) of Law 69/2000, the participation of foreign investors may not exceed 49% of total shares. Notable examples of clubs organised as joint-stock companies include FCSB, Rapid București and CFR Cluj.
In practice, many clubs initially organised as public law entities have opted to transform into private law structures in order to comply with the licensing requirements for participation in the Romanian Superliga. A relevant example is Corvinul Hunedoara, which transferred its sporting activity and competition rights to the private law entity FC Corvinul Hunedoara 1921.
2.2. The legal structure of football clubs in Europe
In Europe, the legal systems applicable to football clubs differ according to the legal tradition of each country and economic requirements. The most common legal forms are:
- Non-profit associations (e.V.) — used predominantly in Germany, where supporters play an active role in club management through the "50+1" rule, which requires club members to hold at least 51% of voting rights. This rule ensures democratic control of clubs by supporters, protecting them from hostile takeovers by private investors.
- Joint-stock companies (SA, SpA, SASP) — the predominant form in countries such as Italy, France and England, where clubs operate as commercial entities and are traded on stock exchanges. Manchester United and Juventus Turin are among the major clubs listed on stock markets.
- Anonymous Sports Companies (SAD) — specific to Spain, where professional clubs are required to adopt this form under Spanish Law no. 10/1990 on sport, in order to comply with financial regulations and encourage more responsible management.
2.3. The North American model: Major League Soccer (MLS)
In the United States, Major League Soccer (MLS) applies a unique organisational model known as the Single Entity. Under this system, the league owns all teams and player contracts, and investors are not direct owners of clubs but shareholders of the league.
The main characteristics of this model are: centralisation of economic rights over teams, strict cost control through a salary cap, and the absence of a promotion and relegation system — new teams are admitted only upon payment of an expansion fee to the league.
The MLS single entity model was challenged in court in the Fraser v. MLS case, where a group of players accused the league of violating US antitrust legislation. American courts rejected the claims, holding that the league functions as a single economic actor and therefore cannot engage in anticompetitive conspiracy.
3. Essential Legal Aspects
A fundamental element in the organisation of football clubs is financial transparency. European clubs organised as joint-stock companies are required to publish financial reports and comply with UEFA regulations on financial fair play, aimed at ensuring economic and competitive sustainability.
Another important aspect is supporters' rights. In Germany they play an active role in club decisions thanks to the "50+1" rule. In England, clubs function as commercial entities, and the membership system is generally inaccessible to the general public. In the United States, the franchise model almost completely excludes supporter influence over team management.
In Romania, recent years have provided relevant examples of the essential role of supporters in club life. The DDB (Doar Dinamo București) programme managed to revitalise Dinamo 1948 București in the context of an imminent financial collapse, through the mobilisation of fans' financial resources.
4. Conclusions
The legal organisation of football clubs reflects not only the economic and cultural particularities of each jurisdiction, but also how these entities relate to fundamental concepts such as transparency, accountability and sustainability. Tensions often arise between supporters who invest financial and emotional resources motivated by loyalty, and investors who primarily seek profit.
European models, ranging from German democratic associativism to British commercial emphasis, offer a plurality of solutions for the efficient management of a sports club. The North American system is distinguished by centralised control designed to ensure financial stability, while significantly limiting club autonomy.
In Romania, the pressures to align with international standards and strict UEFA licensing requirements are driving a clear trend towards professionalisation and commercialisation.
