Romania's corporate law framework — anchored in Law 31/1990 and shaped by EU harmonisation — gives businesses genuine flexibility in how they structure, govern, and grow their presence. Selecting the right entity type, establishing sound governance from the outset, and navigating the regulatory requirements for foreign investment all require counsel with a precise understanding of how Romanian corporate law works in practice. We advise on the full corporate and commercial lifecycle: entity formation and structuring, shareholder agreements, corporate governance, commercial contracts and negotiations, joint ventures, and foreign direct investment — for multinationals entering the Romanian market and established groups expanding or restructuring for succession.
We take a position on the issues that matter. We do not hedge or deliver a list of theoretical possibilities — we tell you where we stand, give you a clear recommendation, and help you act decisively.
Comprehensive corporate and commercial legal services across every stage of the business lifecycle.
Joint ventures and equity partnerships create complex interdependencies that require careful legal architecture from day one. We design governance frameworks, draft deadlock-resolution mechanisms, set out exit rights and pre-emption clauses, and structure the operational arrangements that determine how disputes are handled before they arise. A well-drafted shareholders' agreement is not a formality — it is the rulebook your business will live by for years.
Sound governance is the foundation of long-term value. We advise boards, supervisory councils, and senior management on their obligations under Romanian law — from board composition and conflicts of interest to minority shareholder protections, related-party transactions, and regulatory disclosures. For multinationals operating in Romania, we bridge local requirements with group-level governance standards to ensure consistent, defensible corporate conduct at every level.
Commercial contracts define the operational skeleton of your business — and poorly drafted ones are expensive to fix. We draft and negotiate supply chain agreements, distribution and agency contracts, outsourcing arrangements, framework agreements, and complex services contracts, with a focus on risk allocation, liability caps, termination rights, and enforceability. Our approach is direct: we identify the clauses that actually matter for your business and resolve them — not produce documents no one reads.
Romania's FDI screening regime — implemented under EU Regulation 2019/452 and Law 517/2022 — applies to investments in strategic sectors including energy, infrastructure, technology, and defence. We advise foreign investors on whether their proposed transaction triggers a screening obligation, guide them through the notification and approval process, and manage interactions with competent authorities. We also advise on the broader entry landscape: sector-specific licences, available state incentives, and the legal structures best suited to your investment strategy.
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