Andreea Alexandrescu is the Head of Legal with Carrefour Romania, a company that she has spent the better part of her career with. She first joined the retail company in 2006 as a Legal Advisor responsible for real estate matters. Prior to her current company she worked for Gide Loyrette Nouel.
Please tell us a bit about your career leading up to your current role.
A.A.: I graduated from Bucharest Law School in 2000 and went on to continue my academic studies at McGill University in Canada with an LLM in International Business Law. Immediately after obtaining my Masters degree, I returned to Bucharest and started working as a trainee in the Bucharest office of Gide Loyrette Nouel, specializing mainly in real estate law. At the end of 2006 I decided to give a different perspective to my legal work by going to the “other side.” Thus, I joined Carrefour Romania as a legal advisor in charge of real estate aspects. Carrefour’s expansion in Romania was just starting. I became legal director in 2009.
Looking back, I somehow get the feeling that my entire career has been under Carrefour’s sign. At Gide I had worked for Carrefour on most of its projects as an external counsel (Carrefour was one of the office’s major clients at the time) and I had developed a very strong relationship with the former legal director of Carrefour Romania. The change in 2006 seemed like the most natural thing to do, and the promotion in 2009 – even though it came very unexpectedly – took place very smoothly. During the last ten years with Carrefour I have evolved both as a professional and as a person. I had to face lots of challenges in terms of legal issues, and I learned to manage them and overcome them. I also learned what it feels like to provide valuable support in the making of real-time and real-life decisions as part of a team.
How large is your current legal team, and how is it structured? Do you specialize your team members by area of law? Do you deal with purely legal aspects, or does your role incorporate compliance and/or regulatory as well?
A.A.: I have a team of 15 legal advisors structured among four areas of expertise: commercial, real estate, corporate, and labor law. We started as generalists, but as the issues we were dealing with became more and more complex and required an extensive degree of expertise we turned towards a specialized approach. Unfortunately, there is no such thing as “purely legal aspects.” Yes, we have to play a compliance and regulatory role and we need to do that by adopting a business-oriented approach. Compliance is obviously not a sexy topic but with the proper methods and resources we can make sure our colleagues from the other departments eventually accept it and embrace it.
Carrefour recently announced the opening of its seventh supermarket in Timisoara. What are the types of legal challenges that you have to address in such projects, and to what extent is that work typically carried out by the in-house team versus external counsel?
A.A.: Expansion is a very important area in which the legal department is involved. The legal challenges related to it vary from difficulties in the negotiation of the transaction documents, to ownership problems, to urbanism requirements making the project possible to be realized, to problems in the relationships with neighbors or the difficulties in the process of obtaining the operating permits. For supermarkets we have the resources necessary to carry out almost all the related legal work internally. We rely on external counsels strictly with respect to the due diligence on the title, mostly due to timing-related constraints or in litigations. The rest of the work is carried out by the in-house team. We have developed best practices based on the various situations we have been confronted with, and this enables us to be understand the risks easier and faster and to find and propose solutions. Also, for the expansion process, good communication between the teams (legal, property, finance, technical, etc.) is very important.
Speaking of external counsel, when you need to outsource legal work, what are the main criteria you use in picking your advisors?
A.A.: The level of expertise is important but I also value the ability to give tailored solutions and specific answers. Depending on the complexity of the issue and the timeline to be met, resources may also be an important criteria.
The retail sector has seen a number of developments in the way products are delivered to consumers from express/unmanned shops, online shopping and delivery, and so on. How do these developments affect your role as an in-house legal counsel for a company in this sector?
A.A.: Each such development usually translates into a new legal challenge. We need to be there for the change and make sure it is implemented in accordance with applicable legislation. We need to anticipate and we need to be creative. Also, we need to know when to say no and how to say no to certain business ideas or practices. However, we always explain the reasons why a certain practice/idea cannot be implemented and provide alternatives.
From a legislative standpoint. What are the recent or upcoming pieces of legislation that are or will be giving you the most work?
A.A.: The piece of legislation that will definitely mark the retail industry for this year is Law no. 150/2016 for the modification and completion of Law no. 321/2009 concerning the sale of food products. In the media, it is known mostly by reference to the obligation it imposed to have at least 51% “Romanian” products on the shelves for a number of categories of products (such as meat, milk, eggs, fruits, vegetables, bakery, and honey). However, the law has significantly reduced the terms of payment and has eliminated the concept of “services” from the relationship between suppliers and retailers. It has also imposed other obligations with regards to the reception process for the food products and with respect to promotions for Romanian products. We have been working a lot lately trying to tailor the contracts and the internal processes to the new legal requirements.
I would also add the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation). For Carrefour, how personal data is collected, processed, and used is very important. We will definitely review once again our practices, procedures, and documents in order to make sure we are fully compliant and aligned.
If you could implement one legislative change to make your life easier, what would it be and why?
A.A.: I would definitely amend Law no. 150/2016 in order to clearly stipulate for a transitional period for its entering into force. I would also probably reintroduce the concept of services of logistics, marketing, and some other specific activities.
On the lighter side and since it’s August, what’s your all time favorite holiday spot?
A.A.: I cannot say I have a single all time favorite spot. There are several places that come to my mind but they all possess more or less the same ingredients: lots of sun, lots of good food, and friendly people.
This Article was originally published in Issue 3.4 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.