The Republic of Moldova has three and a half million people – two and a half million fewer than when it was part of the Soviet Union. The Soviet bar was strictly a criminal/civil/family bar, with lawyers doing international legal work concentrated mainly in Moscow. With the breakup of the Soviet Union, local bars (such as Moldova’s) were forced to develop legal capabilities from scratch to serve the needs of local businesses and foreign investors.

Simona Marin is an English- and New York-qualified partner in CMS’s International Finance team in Bucharest, where she focuses on project finance, real estate finance and other financing structures, both syndicated and bilateral, secured and unsecured. Simona has over ten years’ experience advising on a broad range of high-profile financings and projects throughout Central and Eastern Europe.

The Deal: In April 2019 CEE Legal Matters reported that Clifford Chance Badea had advised Alpha Bank Romania on its EUR 1 billion direct issuance global covered bond programme – the first-ever in Romania. RTPR Allen & Overy advised Barclays Bank PLC as arranger on the programme, which came three years after the country’s covered bond law entered into force.

At the European Community level there have been numerous regulations related to asset freezing and confiscation, the most recent being Directive 2014/42/EU of the European Parliament and of The Council on the freezing and confiscation of instrumentalities and proceeds of crime in the European Union (the “Directive”).

The Romanian personal identification number (“cod numeric personal” in the Romanian language) is a unique and general identifier that is assigned to each individual at birth and appears on most personal documents, including birth certificates and identity cards. The number remains unchanged throughout an individual’s life.

State aid has always been a success story in Romania, with a lot of companies developing medium-sized investment projects based on money coming from Romanian authorities. And the success story continued through 2018 and into 2019. But let’s look at this story from the beginning.

Natural or legal persons directly or indirectly acquiring shares granting more than 33% of the vot-ing rights in a Romanian listed company are required to make a bid as a means of protecting the company’s minority shareholders. Under the European legal framework, the offeror must address that bid to all minority shareholders, offering to purchase all their holdings at an equitable price.

The implementation of the EU’s fourth money laundering directive (2015/849/EU, or MLD4) is a subject of significant interest in Romania, as the process of adopting a new Money Laundering Bill (MLB) in line with the provisions of the MLD4 to replace the current Money Laundering Act is in full progress.

Due to multiple murky provisions in the applicable legislation, the privatization process in Romania has triggered a number of legal battles, varying from the rescission of share sale purchase agreements concluded between the Romanian state (acting through various entities) and investors for the investors’ failure to comply with investment obligations to the recognition or protection of certain rights arising from the privatization itself.

On April 1, 2019, a team led by Francisc and Carmen Peli left Romania’s highly-ranked and widely-respected PeliFilip, which the Pelis had co-founded in 2008, to start PeliPartners.  We reached out to Francisc Peli to learn more about the reasons for the big change and his plans for the new firm.

As one of the few “foreign” lawyers who has been continuously active on the Romanian market for the last 20 years, it is interesting to note the evolution of this market over that period.

In The Corner Office we ask Managing Partners across CEE about their unique roles and responsibilities. The question this time around: How do you do performance reviews, and how important are they to the planning and management of the firm?”

Will Romania Become One of the European Powers in the Energy Sector? The answer seemed clear last year: Yes it will, as the recent gas discoveries in the Black Sea offer Romania the opportunity to become an important voice on the European Union’s energy market.

In February of this year CEE Legal Matters reported that Partner Octavian Popescu had left Musat & Asociatii to set up his own firm: Popescu & Asociatii. CEELM sat down with Popescu to learn more about his new firm and his plans for the future.

In The Corner Office we ask Senior and Managing Partners across Central and Eastern Europe about their unique roles and responsibilities. The question this time around: “What is the one skill, ability, or characteristic that fresh law school graduates in your country most commonly lack?”

The brain drain of highly trained and otherwise qualified professionals is increasingly felt in all industry sectors of Romania. We have lost people from all professional backgrounds and levels, low- and high-skilled alike. Statistics are disconcerting: in 2017, nine Romanians left the country every hour and we were second in the world after war-stricken Syria in emigration rankings. In the space of only ten years, about 17% of Romania’s population left the country. How many of them will ever come back? Romania needs a strong country project, sustained, ongoing efforts meant to encourage return migration, and policies to dissuade those who consider leaving the country. In 2018, the centenary year of Romania’s Great Union, I wish for a stronger, more united Romania, looking for ways to entice the next generations away from emigrating and into returning to their home country.

While 2017 was characterized by various fiscal changes, experiments, and abandoned proposals, the tax landscape at the end of 2018 underpins the competitive edge of Romania in the region. Still, there are reasonable threats with regard to the predictability of the tax system, considering the current macroeconomic trends and the budgetary constraints faced by the Romanian government.

Joerg Menzer is a German citizen based in Bucharest, where he coordinates Noerr’s CEE practice for international clients. He specializes in M&A transactions and concentrates on structuring major foreign investments and business expansion projects in CEE.