April 2025 – In the first quarter of 2025, the Romanian Competition Council (“RCC”) published several significant decisions, launched new investigations, and imposed fines in cases involving abuse of dominant position, price coordination, and other anticompetitive practices.
1. New FDI Guidelines
In February the RCC published the draft FDI guidelines (the “Guidelines”), which were up for public consultation until mid-March. The Guidelines aim to clarify the method for the calculation of the investment value in different types of transactions, such as share deals, share capital contributions, multi-jurisdictional transactions, or in case of a loan or financing by an investor.
Furthermore, the Guidelines clarify that it is possible to file based on a preliminary agreement, such as a Letter of Intent or a Memorandum of Understanding, provided that the agreement clearly shows the parties’ intention to carry out the investment.
Additionally, the Guidelines also aim to define the concept of “control” in the context of foreign investments, aligning it with the definition used in merger control proceedings.
2. Mergers & acquisitions
The RCC published nine decisions authorising economic concentrations across various sectors, including insurance, DIY products, automotive retail and power generation, transmission and distribution. Additionally, the RCC approved the transaction under which the oil company OMV Petrom outsources certain transport services along with related personnel.
3. Investigations
Investigation into LPG port operating services market
In January, the RCC initiated an investigation into a local company active in the liquefied petroleum gas (LPG) port operating services market (i.e., Octogon Gas S.R.L. and its parent company, NSS Oil & Gas S.R.L.) for alleged abuse of dominant position by refusing to provide services to a client without any objective justification. The RCC carried out dawn raids at the headquarters of both companies.
Investigation into the residential construction services market
In February, the RCC announced the launch of an investigation into three companies operating on the construction services market, focusing on potential bid-rigging activities in tenders organised by the National Housing Agency (Agentia Nationala pentru Locuinte). The companies may have coordinated their actions in order to divide the market. Should the RCC identify a breach of competition rules, the companies could face fines of up to 10% of their turnover.
Fine for abuse of dominant position in the COPD medication market
The RCC has fined pharmaceutical company Boehringer Ingelheim RCV Gmbh & Co KG roughly EUR 26 million for abusing its dominant position in the market for medications treating chronic obstructive pulmonary disease (COPD). Between 2017 and 2021 the company restricted market access to the cheaper generic version of a specific drug. The investigation was initiated following information received through RCC’s whistleblowing platform.
Fine for price coordination in the cement market
The RCC has imposed a total fine of approximately EUR 44 million on three companies active on the cement market (i.e., Holcim Romania S.A., Romcim S.A., and Heidelberg Materials Romania S.A.) for coordinating pricing policies. The three cement producers exchanged sensitive information through their clients, including future prices, discounts, payment conditions and volumes. This information was then used to coordinate pricing policies, reducing competition and leading to higher cement prices compared to neighbouring countries.
By Luiza Bedros, Associated Partner, Catalin Graure, Counsel, Cristina Costin, Junior Associate, Kinstellar
