Romania

Market Overview
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1. Overview of the Romanian market

Romania continues to be one of the most attractive destinations for doing business in Central and Eastern Europe (CEE). There are strong arguments supporting this claim, including:

  1. its Strategic Location & EU Market Access - positioned at the crossroads of Europe, Asia, and the Middle East:
    • Member of the EU, NATO;
    • Gateway to a 450+ million consumer market in the EU;
    • Access to major transportation hubs (access to the Black Sea via Constanța port, major highways, and rail links);
    • Recent Schengen membership (as of 2025).
  2. Competitive Labor Force (highly skilled workforce, especially in IT, engineering, and manufacturing, with many professionals speaking English, German, and French);
  3. Strong IT & Tech Sector (notably, all large US companies in the technology sector are also present in Romania)
  4. Competitive Tax System & Business Incentives (a flat 16% corporate tax rate , among the lowest in the EU)
  5. Well-Developed and stable Banking & Financial Sector, with major EU banks operating in Romania (BCR, part of Erste group, ING, Raiffeisen, UniCredit) as well as local banks (e.g., Banca Transilvania has gained traction following multiple M&A deals which have enlarged its market share). As the market remains fragmented, there seems to still be potential for further banking M&A deals.
  6. Strong e-commerce growth – which has been booming in recent years, with increasingly fast digital adoption and strong logistics support and promotion of an increased number of digital financial products (including buy-now-pay-later and other types of digital consumer credit which have been thriving recently).

According to 2023 reports of the World Bank, Romania ranks 12th in the European Union by total nominal GDP1 and 7th largest for GDP adjusted by purchase power (PPP).2

Despite the proximity to the war in Ukraine, Romania remains a top destination for foreign investment, tech startups, and industrial expansion. With Schengen integration effective as of 1st of January 2025, and ongoing infrastructure development, Romania is an increasingly attractive business hub in the CEE region.

As Romania navigates its economic landscape, the stability of the political environment remains an important factor influencing market opportunities. The current Government coalition looks quite solid and the redo of the presidential elections set to occur in May 2025 is unlikely to affect Romania’s overall policies and the economic environment will continue to support a stronger EU and NATO membership.

Anticipated fiscal reforms and ongoing negotiations around government policy will likely impact economic growth and inflation rates.

2. Business environment

Generally, Romania offers a friendly business environment, including a simplified business registration procedure, further enhanced by Law 265/2022 on the Trade Registry. Romania has made efforts to simplify the process of registering a business, reducing the time and paperwork required for starting a company.

As such, the registration formalities may be fulfilled either through the dedicated Trade Registry online portal, by email, or in person, with processing times typically ranging between 2 to 5 business days.

The ease of doing business in Romania has also been heavily impacted by its adherence to harmonized EU legislation since its EU accession in 2007, the Romanian legislation being generally in line with relevant EU norms.

Legislative Changes in 2025 versus 2024 - What has changed in the last year that has impacted the way business is conducted?

While it is widely acknowledged that legislation has been enacted both in Romania and, more generally in the EU, at an unprecedented pace and level of complexity, making businesses face a higher risk of compliance due to increased legislative burden, efforts are being made both at national level (e.g., the National Capital Markets Strategy for 2023-26) 3and at EU level, via the EU Commission Competitiveness Compass4 to address this issue.

In this context and until the objective simplification and codification to increase overall competitiveness is reached, it is likely that business in Romania will continue to face the above-mentioned risk, which is generally mitigated to the extent that proper legal advice is sought at an early stage of structuring the business.

It is to be expected that business will continue to be impacted by EU legislation in 2025 as well, in all relevant business areas (e.g., banking and financial services, energy, IT, data privacy and cybersecurity).

Some of the most important general legislative changes last year that will likely impact business in general more heavily are:

  1. Full Schengen access. Starting January 1, 2025[5], Romania, alongside Bulgaria, became a full member of the Schengen Area. By eliminating land border controls between Schengen countries (previously in 2024 air controls were eliminated), free movement of people and goods were facilitated. The decision is expected to reduce border wait times, lower logistics costs, and make Romania more attractive for foreign investments.
  2. Amendments to Company Law No. 31/1990 brought under Law no. 299/2004 which aim to modernize corporate legislation, by enhancing digital engagement, regulating digital participation in shareholder meetings and simplifying administrative processes for businesses (e.g., removal of UBO details in the articles of incorporation, granting more flexibility to delegation of powers to the board of directors).
  3. Adoption of NACE Rev.3 Classification System: The adoption of the NACE Rev.3 Classification System, which amends and updates the previous system, was formalized under Order No. 2938/C of 20 December 2024 on the measures and procedures for the implementation of the Classification of Activities in the National Economy - NACE Rev. 3. The Order establishes the legislative framework for the implementation of the new classification, which is designed to meet the demands of a market-oriented economy and align it with European standards. Starting from 2025, companies are required to update their scope of activity to comply with this new classification, with the implementation to be carried out through the National Trade Register Office.
  4. Amendment to the Cybersecurity legal framework following transposition of Directive 2022/2555 (“NIS2 DIRECTIVE”) - Government Emergency Ordinance no. 155/2024 on the establishment of a framework for the cybersecurity of networks and information systems in the national civil cyberspace (“NIS2 GEO”) was published and entered into force on December 31, 2024. In line with NIS2 Directive, NIS2 GEO no longer distinguishes between “operators of essential services” and “digital service providers”, defining instead new categories of “essential entities” and “important entities” mainly based on sector and size. In terms of sectors/ industries, the scope has also been broadened compared to the previous regulatory framework.
  5. Important changes to the Foreign Direct Investment Regime (FDI) - In 2024, Romania introduced notable amendments to its FDI regime under Law No. 231/2024, aiming to enhance clarity and consistency in FDI screening procedures, particularly concerning EU-investments, including by expanding sanctionable conduct to cover EU-investments. Additionally, Law No. 231/2024 provides clarifications on nullification of non-compliant investments and of the agreements implementing such investments. Furthermore, recent amendments to FDI legislation introduced at the end of 2024 under Government Emergency Ordinance no. 152/2024 specify that investments made by Romanian citizens will also be subject to FDI security screening.

3. What are the main business structures in Romania?

Generally, the following types of companies may be set up in Romania: Limited Liability Company (SRL) (in Romanian, “Societate cu Răspundere Limitată”), Joint Stock Company (SA) (in Romanian, “Societate pe Acțiuni”), Limited Partnership by Shares (SCA) (in Romanian, “Societate în Comandită pe Acțiuni”), Limited Partnership (SCS) (in Romanian, “Societate în Comandită Simplă”), and General Partnership (SNC) (in Romanian, “Societate în Numele Colectiv”), as per Company Law no. 31/1990.

However, in practice, in Romania, the Limited Liability Company (SRL) is the predominant business structure, significantly outnumbering Joint-Stock Companies (SA). The main reason for the investors’ preference for the SRL structure is related to lower capital requirements, a more flexible and simpler management structure, fewer legal requirements and administrative costs. The SA structure is generally chosen by more sophisticated and larger investors, often operating in regulated sectors (e.g., certain sector specific requirements impose the SA to obtain a business license, for example, in the case of non-banking financial institutions and credit institutions).

All companies must be registered with the Romanian Trade Register Office following the registration procedure set out under Law no. 265/2022 on the Trade Registry and for amending and supplementing other regulatory acts on Trade Registry registration.

A limited liability company (LLC, or SRL in Romanian) may be established with up to 50 shareholders, although the Company Law also allows for the creation of a company with a sole shareholder. On the other hand, a joint stock company (JSC, or SA in Romanian) requires a minimum of two shareholders in order to be set up.

As an alternative to the incorporation of a legal entity in Romania with legal personality, investors have the possibility to incorporate a branch or representative office of the foreign company in Romania. Such legal structures will act in the name and on behalf of the parent company and will be subject to registration formalities (the representative office is subject to an authorization and registration procedure with the Ministry of economy, digitalization, entrepreneurship and tourism instead of the Trade Registry).

Business Structure
Min. Capital
Liability
 
Common Use

SRL (Limited Liability)
No minimum provided by law (cannot be null)
Limited to share capital
Small to medium-sized businesses

SA (Joint-Stock)
90.000 RON (18.000 EUR)
Limited to share capital
Large businesses, public companies

Sole Proprietorship
None
Unlimited (owner's personal liability)
Freelancers, consultants

Branch of Foreign Company
None
Parent company liability
Foreign companies entering the market

Representative Office
None
Parent company liability
Market research, promotion

4. Economy

Currency strength

In 2024, the Romanian leu (RON) demonstrated resilience despite global economic fluctuations. Throughout the year, the EUR/RON exchange rate remained quite stable, with a medium exchange rate of 4.9750 RON per EUR6, reflecting a favourable and trustworthy environment for investments and market confidence. This stability was primarily driven by the National Bank of Romania’s (NBR) prudent monetary policies. These efforts helped to moderate excessive volatility and foster a steady economic scene.

Looking ahead to 2025, the NBR’s decision to lower the monetary policy rate to 6.50% signals a continued focus on maintaining stability in the currency market [7]. While some short-term fluctuations may occur due to external risks, the NBR’s steady approach, alongside Romania’s fiscal discipline and ongoing structural reforms, is expected to support the leu's strength. The outlook remains cautiously positive, with efforts focused on promoting the gradual appreciation of the currency, in line with broader economic objectives, such as anchoring medium-term inflation expectations and contributing to sustainable economic growth.

While geopolitical conflicts and the budget consolidation may negatively affect the economy, a stronger and more efficient absorption of EU funds, especially those under the Next Generation EU programme, are expected to counterbalance such negative effects and strengthen the resilience of the Romanian economy.

Inflation rates

Romania’s inflation rate experienced fluctuations in 2024, but the recent landscape points to a positive trajectory. In January 2025, the annual inflation rate dropped to 4.95%, down from 5.14% in December 2024, according to the official report released by INSSE on 14 February 2025, this decline reflecting the gradual easing of inflationary pressures, particularly from food prices and wage growth.8

While the National Bank of Romania (NBR) had initially revised the inflation forecast for 2024 upwards to 4.9%, driven by adverse weather conditions and higher wages, the outlook remains optimistic.

The NBR currently projects that inflation will gradually decline, reaching 3.5% by the end of 2025 and returning to within the target range by mid-2026. These projections indicate a steady return to price stability, supported by sound monetary policies and favourable economic conditions.[9]

Main trade sectors

In 2024, Romania's economy continued to showcase its industrial diversification, positioning it as a resilient player in the region. Romania benefits from a well-balanced economy with significant contributions from agriculture, services, and the rapidly growing IT sector. This diversification has helped Romania maintain a competitive edge in a challenging European economic landscape.10

Romania is characterized by a highly trained labor force, abundant natural resources in key areas, and geographical conditions that facilitate the transportation of goods. These factors, along with one of the largest markets in Central and Eastern Europe, make the country an increasingly attractive destination for investment. With a solid foundation and growing opportunities in various sectors, Romania continues to offer numerous prospects for investors looking to capitalize into its dynamic market.

5. Current opportunities & future prospects

What opportunities exist for clients looking to invest in your jurisdiction?

The reforms and investments in Romania’ are likely to be supported by Romania’s commitments under the National recovery and resilience plan (PNRR) agreed with the EU Commission11. The PNRR is a comprehensive plan that targets sustainable development, economic modernization, and social resilience.

The main investment areas favored by the PNRR include green energy, digital transformation, health system modernization, education, infrastructure, and social inclusion. These investments aim to align Romania with the EU’s broader goals for post-pandemic recovery, digitalization, and sustainability, creating a more competitive and inclusive economy for the future.

In this context, digitalization will continue to provide interesting investment and growth opportunities across many sectors (e.g., e-commerce, digital banking, digital investment and financial services etc.). As such, Romania's retail and e-commerce sectors are projected to experience significant expansion in the near future. This growth is largely attributed to increased internet access and evolving consumer habits, which have driven an increased demand for online easy to access solutions. Investors that focus on innovative online commerce strategies, such as rapid delivery platforms and personalization tools, are well positioned to capitalize on this trend and growth potential in the marketplace.

As regards capital markets opportunities, despite the volatile and high market uncertainty also triggered by the Presidential elections set to take place in May 2025, investors should consider Romania’s commitments assumed under the National Resilience and Recovery Plan, which refer to the obligation to list three of the State-owned companies (most likely in the energy and transportation sectors). However, this decision is yet to be taken by the Romanian Government.

Another area of interest is the public private partnership projects (PPP) sector, especially relevant in the context of the Romanian high budget deficit (8.6% in 2024). In spite of the absence of successful precedents for PPPs under the current PPP legislation, projects to be developed under PPP are awaited in the following period - the main opportunities being in infrastructure such as hospitals, roads, railways, metro lines, power plants and airports.

In the banking sector, the consolidation trend that we have seen in the past years is expected to continue (we have been actively supporting our clients in major banking M&A deals (including the recent acquisition of Alpha Bank by Unicredit12); additional opportunities may arise in connection with innovative digital finance products (we have assisted in the implementation of some first-on the-market digital products including digital retail loans / buy-now-pay-later products).

The recent Schengen membership should also offer significant additional efficiency and synergies to numerous sectors.

6. Legal system

How does the legal system operate? What should clients be mindful of when doing business in your jurisdiction?

Romania is a civil law system, which means that the primary source of law are written statutes and codes (e.g., Civil Code, Civil procedure Code, Administrative Code etc.) and court decisions generally do not have the same precedential value as in common law systems.

While being part of the EU strongly facilitates doing business in Romania, given that the domestic law is generally aligned with EU law and EU regulations are directly applicable (e.g., GDPR), the areas which are not harmonized at EU level or for which gold plating is permitted, should be carefully factored in by investors in their business plan prior to investing (e.g., real estate13, tax law regime, FDI regime).

7. Foreign investment restrictions

Regulatory environment, Direct investment

In Romania, the FDI regime is mainly regulated by Government Emergency Ordinance no. 46/2022 for the implementation of EU Regulation 2019/452 (GEO 46/2022), which, among other things, defines the relevant concepts, sets out the types of deals reviewed, procedural aspects and potential sanctions[14].

Pursuant to GEO 46/2022, filing is mandatory for a FDI, an EU investment or a new investment, as defined under GEO 46/2022, made by a foreign investor or an EU investor  (which also includes Romanian citizens), that: (i) covers the activities relevant to national security according to Decision no. 73/2012 of the National Council for Country's Defence, in conjunction with the criteria set out in article 4 of Regulation 2019/452; and (ii) whose value exceeds a threshold of €2 million (by exception, FDIs not exceeding €2 million may also be subject to scrutiny if they are likely to have an impact on security or public order or pose a risk to them).

Foreign investors or EU investors can protect themselves by ensuring that any transaction carried out in Romania is internally pre-assessed from an FDI perspective (in other words, verifying whether the transaction falls under the criteria set out in GEO 46/2022), followed by formal filing if they conclude that the transaction meets the relevant criteria, in addition to other regulatory clearances that may be required, such as the merger clearance by the Romanian Competition Council.

Foreign exchange controls

In Romania, foreign exchange controls are primarily regulated by the National Bank of Romania (NBR) under Regulation No. 4/2005 on the foreign exchange regime. This regulation establishes the framework for foreign exchange operations, including the rights and obligations of residents and non-residents, the conduct of foreign currency transactions, and the roles of financial institutions in monitoring compliance.

Both residents and non-residents are permitted to acquire, hold, and use financial assets denominated in both foreign and domestic currencies. They may also open and maintain accounts in these currencies with authorized institutions.

Transactions between residents involving the sale of goods and services must be conducted in the national currency (leu), unless specific exceptions outlined in the NBR Regulation No. 4/2005 apply. Other transactions between residents, such as financial operations, can be conducted in either national or foreign currency, depending on mutual agreement.

Restrictions on foreign capital

In exceptional cases laid down under NBR Regulation No. 4/2005, the National Bank of Romania may impose restrictions to foreign exchange transactions. However, to the best of our knowledge, such restrictions have not been yet imposed in practice in recent times. If such an exceptional event occurred, the National Bank of Romania could impose various FX restrictions on short term FX operations (e.g., notifications /limits on FX transactions between residents and non-residents). Under the applicable norms, FX operations that could theoretically be affected are broadly defined, including payments, transfers, loans and offsets, as well as any other means of payment, depending on the nature of the relevant operation.

8. Top 5 tips to know before Investing

Investing in Romania can prove to be a fruitful endeavor, but from a legal perspective, it is key to consider the following main general aspects:

  • Carefully choose the most appropriate legal structure for your business
  • Be mindful of the applicable FDI regime, as pecuniary and civil sanctions are severe and might affect business prospects
  • Strictly observe AML and anti-corruption laws
  • Understand sector- specific regulations that may apply (banking, financial services, healthcare, energy, environment etc.) and local specificities
  • In case you are a non-EU investor, consider that in many cases Romania has concluded trade agreements (bilateral investment treaties) with other countries outside the EU, offering favourable trade terms.

It is highly recommended to consult the local legal experts to navigate Romania's intricate legal framework, understand expectations of various competent authorities to ensure compliance with local laws and maximize your chances of success in the Romanian market.

Interested in Doing Business in Romania?

Bondoc și Asociații SCA is a leading Romanian law firm (and top 10 in size in the country), involved in many of the most complex projects in the country, offering full-range of business law legal assistance.

In recent years we have worked on many of the largest and most complex transactions in the Romanian market.

For more details about our firm and partners please see: https://bondoc-asociatii.ro/

https://www.legal500.com/firms/17801-bondoc-si-asociatii-sca/c-romania/rankings

Authors:

Lucian Bondoc, Managing Partner

Diana Ispas, Partner

1 https://data.worldbank.org/indicator/NY.GDP.MKTP.CD?locations=RO&most_recent_value_desc=true

2 https://data.worldbank.org/indicator/NY.GDP.MKTP.PP.CD?locations=RO&most_recent_value_desc=true

3 https://asfromania.ro/uploads/articole/attachments/659e5a3d502c9507465771.pdf

4 Around €37.5 billion potential annual savings are expected for EU companies if EU achieves its simplification goals – see https://commission.europa.eu/topics/eu-competitiveness_en.

5https://ec.europa.eu/commission/presscorner/detail/pl/statement_24_6401

6 Romanian leu (RON)

7 Banca Naţională a României - Minutes of the monetary policy meeting of the National Bank of Romania Board on 14 February 2025

8 Template press release

9 National Bank of Romania (Banca Naţională a României) - Inflation Report

10 EBRD, Romanian officials debate industrial policy with entrepreneurs at BVB event in Bucharest | Romania Insider

11 https://commission.europa.eu/business-economy-euro/economic-recovery/recovery-and-resilience-facility/country-pages/romanias-recovery-and-resilience-plan_en.

12 https://bondoc-asociatii.ro/bondoc-si-asociatii-sca-advised-unicredit-spa-in-connection-with-the-acquisition-of-alpha-bank-romania-s-a/ .

13  Please see our relevant Legal 500 Guides - https://www.legal500.com/guides/chapter/romania-real-estate/ and https://www.legal500.com/guides/chapter/romania-data-protection-cybersecurity/.

14 Please see also FDI comments in Chapter 6 above.

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Press Releases

NNDKP assisted Holcim Romania in the acquisition of Uranus Pluton SRL

Bucharest, February 5, 2026: Nestor Nestor Diculescu Kingston Petersen (NNDKP) advised Holcim Romania on the acquisition of Uranus Pluton SRL, a granite quarry operator active since 2004 in Tulcea county. NNDKP assisted Holcim Romania at every stage of the transaction, from conducting due diligence on the target and its mining operations to advising on the negotiation of the share sale and purchase agreement, as well as drafting and reviewing the relevant contractual documentation. Ruxandra Bologa, Partner and Co-Head of the Corporate/M&A and Energy and Natural Resources practices, coordinated the legal assistance provided in the transaction. Ruxandra was supported by Emanuel Flechea, Senior Managing Associate, and Georgiana Surdu, Associate, from the same practices, as well as Vlad Tanase, Partner in the Real Estate practice. “We are happy to have had the opportunity to assist Holcim Romania in a new acquisition on the construction materials market, strengthening its market position and diversifying its portfolio of products and solutions. We are also delighted to have supported Holcim throughout the process, contributing to the company’s sustainable growth plans, and we thank them for their trust in NNDKP’s team and for our excellent collaboration so far”, declared Ruxandra Bologa, Partner. With more than 35 years of experience in the market, NNDKP lawyers provide integrated and specialized assistance in all areas of law covered by transactions and regulatory projects, helping to identify bespoke solutions and strategies for each client. Over the past three decades, NNDKP’s Energy and Natural Resources team has built an impressive portfolio of successful projects, including first-of-their-kind initiatives in Romania and matters involving novel regulatory aspects. The team’s expertise, their top-tier service, and the complexity of the projects they have handled have been recognized by specialized international publications, with NNDKP lawyers ranking at the top in the most recent editions of the legal guides Chambers & Partners, Legal 500 and IFLR 1000. *** About NNDKP Nestor Nestor Diculescu Kingston Petersen (“NNDKP”) is a promoter of business law in Romania, being acknowledged as a pioneer of the Romanian legal market. NNDKP offers full service and integrated legal and tax advice to companies from diverse industry sectors. Over the past 35 years, NNDKP lawyers have assisted and represented clients in milestone transactions and projects that have shaped the evolution of the Romanian business community. NNDKP represents Romania in some of the most important international professional alliances - Lex Mundi, World Services Group, International Attorneys Club - and is a founding member of SEE Legal and Three Seas Legal Alliance. The firm is constantly top ranked in all practice areas by the renowned international guides Chambers & Partners, Legal 500 and IFLR 1000. In 2025 NNDKP became a 7-time winner of the prestigious “Romania Law Firm of the Year” award at the Chambers Europe Awards gala and was named “Romania Firm of the Year” by Benchmark Litigation and “Romania Patent Firm of the Year” by Managing IP.  
Nestor Nestor Diculescu Kingston Petersen - February 5 2026
Press Releases

NNDKP advised Gránit Asset Management on the acquisition of Equilibrium 2 office building

Bucharest, January 30, 2026: Nestor Nestor Diculescu Kingston Petersen (NNDKP) assisted Magyar Posta Takarék Real Estate Investment Fund (MPTIA), a public fund managed by Gránit Asset Management, with the acquisition of Equilibrium 2 office building in Bucharest from Skanska. With this latest acquisition, Gránit Asset Management now owns the Equilibrium office complex in its entirety, following the successful acquisition of the Equilibrium 1 building last year, also with legal assistance from NNDKP. Completed in late 2022, Equilibrium 2 provides roughly 20,000 square meters of premium leasable office space across 11 floors. The building holds multiple best-in-class certifications, including LEED Platinum, Access4You Silver, WiredScore Platinum, standing out for its commitment to sustainability, inclusivity and digital connectivity. Through this new transaction, Gránit Asset Management continues to expand its international portfolio, further strengthening its presence in Central and Eastern Europe. Partner Lavinia Ioniță Rasmussen, Real Estate practice, coordinated the legal team advising on the transaction. She was supported by Associate Bianca Isache from the Real Estate practice, while Partner Vlad Tănase, from the same practice, has overseen the leasing aspects related to the transaction. “We are happy to have had the opportunity to assist once again Gránit Asset Management with a significant acquisition in the Romanian real estate market, a move that secures their full ownership of the Equilibrium office complex. This transaction reflects their commitment to pursuing high-standard investments and developing a robust portfolio of premium-quality office buildings. We truly value the trust and confidence shown in our team and look forward to our continued partnership”, declared Lavinia Ioniță Rasmussen, Partner. NNDKP’s real estate team consistently advises major players in the market on some of the largest and most complex deals across asset classes, having contributed to the evolution of the real estate sector in Romania. With a strong portfolio of successfully closed transactions, the team is recognized as one of the leaders in the market and an advisor of choice for high-calibre clients. With more than 35 years of experience in the market, NNDKP lawyers provide integrated and specialised assistance in all areas of law involved in transactions and regulatory projects, helping to identify bespoke solutions and strategies for each client. *** About NNDKP Nestor Nestor Diculescu Kingston Petersen (“NNDKP”) is a promoter of business law in Romania, being independently acknowledged as a pioneer of the Romanian legal market. NNDKP offers full service and integrated legal and tax advice to companies from diverse industry sectors. Over the past 35 years, NNDKP lawyers have assisted and represented clients in milestone transactions and projects that have shaped the evolution of the Romanian business community. NNDKP represents Romania in prominent international professional alliances - Lex Mundi, World Services Group, International Attorneys Club - and is a founding member of SEE Legal and Three Seas Legal Alliance. The firm is constantly top ranked in all practice areas by the renowned international guides Chambers & Partners, Legal 500 and IFLR 1000. In 2025 NNDKP became a 7-time winner of the prestigious “Romania Law Firm of the Year” award at the Chambers Europe Awards gala and was named “Romania Firm of the Year” by Benchmark Litigation and “Romania Patent Firm of the Year” by Managing IP. *** For more information, please contact: Valentina Marin Marketing & Communications Director [email protected] +40 748 181 660 Laura Agatinei Marketing & Business Development Executive [email protected] +40 727 870 104 You can also visit us at:  www.nndkp.ro | Linkedin
Nestor Nestor Diculescu Kingston Petersen - January 30 2026
Press Releases

Stratulat Albulescu advises Cordia România on the acquisition of a plot of land for the Centropolitan residential development

Stratulat Albulescu Attorneys at Law has advised Cordia România, a member of the Futureal Group, on the acquisition of an 8,179 sqm land plot from developer Bog'Art in Bucharest, located near București Mall. The transaction, completed in September 2025, enables the development of Centropolitan, a premium residential project comprising 274 apartments and approximately 3,345 sqm of integrated commercial spaces. All building permits have been secured, and construction works have already commenced, marking an important addition to Bucharest's evolving premium residential landscape. This transaction reflects sustained investor confidence in Romania's residential real estate sector and reinforces Bucharest's position as a key destination for international real estate developers seeking high-quality, well-located urban projects. Cordia România is part of the Futureal real estate group, operating across the mid and mid-to-high residential segments in Hungary, Poland, Romania, Spain, and the United Kingdom. With a proven track record in the Romanian market, the company previously developed PARCULUI20, a 485-apartment residential project in Bucharest's Expoziției area. Centropolitan will offer a comprehensive, lifestyle-oriented living experience, featuring premium amenities such as a gastro bar, Kids Corner, arcade room for teenagers, coworking hub, and dedicated fitness and yoga zones, reflecting high-quality, lifestyle-driven residential communities. The SAA team advising on the Romanian law aspects of the deal was led by Partner Manuela Iurașcu, and also included Florin Cătălin Geană (Senior Associate) and Iulia Dumitru (Associate) on the real estate matters,  Ana Kusak (Partner) and Victor Iacob (Managing Associate) on the foreign directs investments matters, and also Elena Stan (Counsel) and Alexandru Lazăr (Associate) on the IP rights matters. For any other information on this, please feel free to contact Delia Bîjnea (Head of Marketing and Communications) at [email protected] or Anastasia Tache (Marketing Assistant) at [email protected].
Stratulat Albulescu Attorneys at Law - January 27 2026
Debt Recovery / Enforcement Law

Debt collection from Romania. What to expect and why managing the claim entirely in Romania makes a difference?

Across Europe, creditors increasingly face a recurring situation: individuals who temporarily live or work abroad sign contracts for services such as medical treatment or consumer credit, yet have no real intention of paying. In practice, many of these debtors return to their home country while leaving their financial obligations unresolved, which creates genuine obstacles for the creditor trying to recover the outstanding amounts. This pattern is closely linked to today’s economic and professional mobility. Romania is part of a broader European labour market, and there is a constant movement of Romanian nationals who reside for a period in other EU states and then relocate again. For international companies, this reality often turns debt recovery into a cross-border exercise. Creditors may discover that the debtor is no longer easy to locate, that assets are difficult to identify or that enforcement must ultimately be carried out in Romania under local rules. Non-payment is not limited to consumer situations. It is also common in B2B relationships, where companies fail to pay invoices for delivered goods or provided services. Debtors frequently justify non-payment by pointing to financial hardship, and in certain cases this may indeed be legitimate. However, there are also situations where non-payment is driven less by economic distress and more by strategy. Some debtors assume that a foreign business partner will be reluctant to initiate legal proceedings in Romania, either due to unfamiliarity with the legal system or fear of additional costs and delays. This expectation, when it exists, can make recovery more difficult and can prolong the timeframe for obtaining payment, even where the claim is properly documented and contractually clear. From a legal standpoint, creditors seeking debt collection in Romania typically have two main procedural avenues available. The first route is to rely on an EU-level mechanism, obtain a decision or enforceable title through a European procedure, and then pursue compulsory enforcement in Romania. The second route, and often the more efficient solution in practice, is to conduct the entire recovery process directly under Romanian procedural law, starting with court proceedings and continuing through enforcement if necessary.   1.    Pursuing a European procedure and enforcing the claim in Romania The European Small Claims Procedure and the European Order for Payment are among the most practical EU instruments available to creditors who need a fast recovery and an enforceable title with cross-border effect. In many cases, these procedures can produce a decision or payment order within a relatively short period of time and the resulting title is, in principle, valid throughout the European Union. That said, it is important to understand a key limitation: EU law facilitates recognition, but not the enforcement mechanics themselves. While the title obtained under these European procedures benefits from streamlined recognition across Member States, the enforcement stage is not unified at EU level. Compulsory execution remains governed by the national rules of the state where enforcement takes place. This means that recovery actions must be carried out in the country where the debtor is domiciled or where assets can be identified, strictly in accordance with that country’s procedural framework. Where the debtor is based in Romania, enforcement is conducted under the Romanian Civil Procedure Code, through a Romanian court enforcement officer (bailiff), who manages the execution steps under local law. Although European procedures can be advantageous, jurisdiction must be evaluated with particular caution, especially in B2C cases. Clauses that attempt to impose the jurisdiction of the state where the service was contracted are often scrutinised and may be treated as unfair in consumer contracts. In practice, courts tend to prioritise the consumer’s domicile, which in many files results in Romanian jurisdiction becoming mandatory. Under Article 18(2) of Regulation (EU) No 1215/2012 (Brussels I bis), proceedings against a consumer may generally be brought only in the courts of the Member State where that consumer is domiciled: “Proceedings may be brought against a consumer by the other party to the contract only in the courts of the Member State in which the consumer is domiciled.” Under the applicable European regulation, the general rule is that jurisdiction lies with the courts of the debtor’s domicile. While the regulation allows the parties to derogate from this rule by agreement, any such jurisdiction clause must not operate in an abusive manner to the detriment of the debtor. In this context, clauses conferring jurisdiction on the courts at the creditor’s seat may be regarded as abusive, particularly where they are included in adhesion contracts, such as credit agreements, which are drafted unilaterally and contain pre-formulated terms. As a result, there is a real risk that a court will treat such a clause as unfair and disregard it, requiring the dispute to be heard before the courts of the debtor’s domicile. This approach is reinforced by the case law of the Court of Justice of the European Union. In CJEU Case C-243/08, Pannon GSM, the Court confirmed that national courts must assess whether a jurisdiction clause included without individual negotiation creates an unfair imbalance in consumer contracts. The Court noted that: “It is for the national court to determine whether a contractual term, such as that which is the subject-matter of the dispute in the main proceedings, satisfies the criteria to be categorised as unfair within the meaning of Article 3(1) of Directive 93/13. In so doing, the national court must take account of the fact that a term, contained in a contract concluded between a consumer and a seller or supplier, which has been included without being individually negotiated and which confers exclusive jurisdiction on the court in the territorial jurisdiction of which the seller or supplier has his principal place of business may be considered to be unfair”. At the same time, practical considerations often weigh heavily in the strategy selection. Court timelines vary significantly across the EU, and Romanian proceedings may, in real terms, move faster than similar cases in other Member States. In addition, European procedures frequently require coordination between professionals in more than one jurisdiction, which can increase both costs and overall duration, especially when enforcement must still be transferred to Romania in the final stage. For these reasons, many creditors find that handling the case entirely in Romania, from the start of court proceedings through to enforcement, is often the most efficient route for debt collection from Romania, particularly when the debtor and the relevant assets are located within Romanian territory and procedural predictability becomes a main factor in any effective recovery strategy. 2.    Debt collection in Romania using Romanian procedures from start to finish Debt recovery in Romania can be carried out through three separate procedural paths, and the most suitable option depends on the legal nature of the claim and the particular features of the file. In practice, a creditor may choose between the small claims procedure, intended for lower-value monetary disputes, the payment order procedure, which is available for claims that are certain, liquid and due irrespective of their amount, or ordinary civil/commercial litigation, which applies where the dispute requires a broader evidentiary review or where the special procedures cannot be used. Selecting the correct route is not merely a technical matter, as it directly influences the expected timeline, the procedural costs, and the overall effectiveness of debt collection from Romania. Small claims procedure The small claims procedure is a special framework designed to ensure a quicker resolution of disputes involving monetary claims up to RON 50.000, which corresponds roughly to EUR 10.000. It offers creditors a simplified alternative to full-scale litigation and is specifically meant to support the efficient recovery of smaller debts. The decision to use this mechanism rests entirely with the claimant, who must consider both the value of the claim and how strong the supporting documentation is. As a rule, the proceedings are conducted primarily in writing, and the case is usually handled in chambers, without formal hearings. The court may still request the parties’ attendance, but this is the exception rather than the standard approach. The debtor is entitled to file a counterclaim. If that counterclaim exceeds the RON 50.000 limit (approximately EUR 10.000), it will be separated from the small claims file and assessed under the ordinary procedure. The court typically places emphasis on documentary evidence, and additional forms of proof are admitted only where they remain proportionate to the value of the claim. In principle, the judgment is issued within 30 days after the evidentiary stage has been completed. A significant advantage for creditors is that the judgment becomes enforceable by law, which allows enforcement measures to begin immediately. The debtor may challenge the decision by filing an appeal within 30 days, but this appeal does not automatically suspend enforcement. Execution may therefore continue at the creditor’s risk, under Article 637(1) of the Romanian Civil Procedure Code. If the judgment is later modified or overturned, the creditor is required to return any amounts recovered beyond what is ultimately confirmed by the final ruling. Payment order procedure The payment order procedure is available without any value cap and is intended for claims that are clearly defined and immediately payable, namely those that are certain, liquid and due, arising from civil or commercial contracts. Before taking the matter to court, the creditor must issue a formal prior notice to the debtor, offering a 15-day deadline for payment. If the debtor does not pay within that period, the creditor may petition the court to issue a payment order. The court will set a payment deadline between 10 and 30 days from the communication of the decision. Where the debtor does not file a statement of defence, the payment order is usually granted within a maximum of 45 days from the date the claim is lodged, not including the time needed for the formal service of court documents. The payment order is enforceable even if the debtor files an application to annul it. As with small claims, enforcement may continue during this challenge, and the creditor proceeds at its own procedural risk until the remedy is resolved definitively. Ordinary court proceedings Where the claim does not satisfy the conditions of the special procedures, or where the dispute is legally or factually complex, the creditor must rely on ordinary civil or commercial court proceedings. This pathway is generally slower and involves a more extensive evidentiary stage, which may require expert assessments or witness hearings. Unlike the special procedures, compulsory enforcement can only be initiated once a final judgment is obtained, either because no appeal is filed or because any appeal is ultimately dismissed and the creditor’s position is confirmed. In practical terms, handling litigation and enforcement entirely under Romanian procedural law is often the most predictable and efficient route for debt collection in Romania, especially where the debtor is domiciled locally and the debtor’s assets are located within Romanian territory, allowing the creditor to pursue the full recovery process under a single legal system and a coherent enforcement. Bailiff enforcement in Romania Compulsory enforcement in Romania can only begin if the debtor does not comply voluntarily with obligations set out in an enforceable title. In order to start enforcement, the creditor must submit an enforcement request to a competent Romanian bailiff (court enforcement officer), either personally or through a representative. The bailiff will then either open the enforcement file or issue a reasoned decision refusing to do so. If the bailiff opens the file, Romanian law requires that the bailiff seeks court authorisation within three days. The enforcement court then rules within seven days, in chambers and without summoning the parties. This step is mandatory, because enforcement cannot proceed lawfully without the court’s approval. The authorisation decision confirms the validity of the enforceable title and identifies the amount that may be recovered, including any ancillary sums, such as interest and penalties, where applicable. Where the creditor has requested a specific enforcement method, the court will also address that request. Once authorisation is granted, the bailiff is empowered to use all enforcement measures permitted by Romanian law, in order to obtain full recovery, including the enforcement-related costs, and can do so anywhere within Romanian territory. Following authorisation, the debtor must be formally served with the court’s approval, the enforceable title and, as a rule, a final notice granting a short deadline for voluntary compliance. Proper service is not a procedural formality, but a strict legal requirement, and enforcement measures carried out without compliant service may be exposed to challenges for unlawfulness. Once enforcement has been authorised and service has been properly completed, Romanian civil procedure offers several execution mechanisms, selected according to the debtor’s available assets and always subject to the principles of legality and proportionality. Recovery may be pursued through enforcement against movable assets, whether held directly by the debtor or held by third parties, as well as through enforcement against immovable property, including certain in rem rights such as usufruct or superficies. Enforcement against immovable assets is typically used for higher-value claims and is carried out through regulated sale procedures, most commonly public auction, but in certain situations also through direct sale under the conditions set by law. Another widely used tool is garnishment, which allows the creditor to recover amounts directly from funds or receivables owed to the debtor by third parties. This method may target, for example, bank account balances, salary income, other periodic earnings or amounts payable under ongoing contractual relationships, regardless of whether those sums are already due or will become payable in the future. Key practical aspects of debt collection from Romania Recovering a debt from a Romanian debtor is most effective when it is approached in a structured way, based on solid documentation, an early legal assessment of the claim, and a procedural strategy chosen with realism and efficiency in mind. In practice, successful debt collection from Romania usually begins with correctly identifying the debtor, confirming the contractual foundation of the debt, and ensuring that all supporting materials are properly organised, such as invoices, proof of delivery or performance, relevant correspondence and documented reminders requesting payment. What if I do not have the debtor’s full address in Romania? The absence of a complete Romanian address does not prevent debt recovery. Under Romanian rules, a creditor may submit formal requests to the competent Population Register authorities, provided that the creditor can demonstrate a legitimate interest, such as initiating court proceedings. If these conditions are met, the Population Register Directorate will communicate the debtor’s officially registered address. This enables the creditor to continue with court steps and, where applicable, to move forward into enforcement proceedings once an enforceable title is obtained. As a result, incomplete address information is not treated as a decisive obstacle to filing a claim, and obtaining the missing details typically involves only a limited administrative fee, which may differ depending on the county where the debtor is registered. Can I find out what assets a Romanian debtor has before starting a debt recovery legal action? As a general rule, no. Romanian law does not allow a creditor to access comprehensive information about the debtor’s assets in advance, before initiating formal recovery steps. Asset identification is primarily carried out at the enforcement stage and falls within the exclusive powers of the Romanian court enforcement officer, who uses the mechanisms available under the Romanian Civil Procedure Code. However, from a practical standpoint, it is relatively rare for a debtor to have absolutely no traceable assets. Even where the debtor does not own real estate, there is often at least one bank account in Romania, a salary or another form of income, movable goods or patrimonial rights that can be targeted through enforcement. Romanian bailiffs have the legal authority to identify bank accounts, income sources, movable property and other assets and to pursue enforcement measures against them. Court fees in debt recovery proceedings in Romania When planning debt collection from Romania, court fees are a relevant cost factor because they influence both the overall budget of the recovery process and the procedural strategy chosen. Romanian legislation sets out judicial stamp duties with the applicable fee depending mainly on the type of proceedings and the value of the claim. Applications filed under the payment order procedure are subject to a fixed court fee of RON 200 (approximately EUR 40), regardless of the total value of the debt. This makes the payment order particularly cost-effective for creditors pursuing debt collection in Romania, especially where the claim is well documented and clearly qualifies as certain, liquid and due. The small claims procedure also involves fixed court fees calculated by reference to the amount claimed. For claims of up to RON 2,000 (around EUR 400), the court fee is RON 50 (approximately EUR 10). For claims between RON 2,000 and RON 50,000 (roughly EUR 400–10,000), the fee is RON 200 (approximately EUR 40). In ordinary civil or commercial proceedings, stamp duties are calculated progressively based on the value of the claim, using the following scale: For claims up to RON 500 (≈ EUR 100), the court fee is 8%. For claims between RON 501 and RON 5,000 (≈ EUR 100–1,000), the fee is RON 40 (≈ EUR 8) plus 7% of the amount exceeding RON 500. For claims between RON 5,001 and RON 25,000 (≈ EUR 1,000–5,000), the fee is RON 355 (≈ EUR 70) plus 5% of the amount exceeding RON 5,000. For claims between RON 25,001 and RON 50,000 (≈ EUR 5,000–10,000), the fee is RON 1,355 (≈ EUR 270) plus 3% of the amount exceeding RON 25,000. For claims between RON 50,001 and RON 250,000 (≈ EUR 10,000–50,000), the fee is RON 2,105 (≈ EUR 420) plus 2% of the amount exceeding RON 50,000. For claims above RON 250,000 (≈ over EUR 50,000), the fee is RON 6,105 (≈ EUR 1,220) plus 1% of the amount exceeding RON 250,000, capped at RON 100,000 (≈ EUR 20,000). Can I recover my costs? Yes. If the creditor succeeds, Romanian courts will generally order the debtor to reimburse the creditor’s legal costs, based on the principle that the losing party bears the reasonable expenses caused by the dispute. Recoverable costs may include, among others, attorney’s fees, court stamp duties, translation expenses and any other necessary costs incurred during the court proceedings or at the enforcement stage. Once awarded by the court, these amounts become part of the enforceable debt and may be pursued through compulsory enforcement alongside the principal claim and any ancillary amounts, such as interest or penalties. Our dedicated debt recovery department Debt collection from Romania can be carried out efficiently when the appropriate legal procedure is selected and the file is handled in a coherent manner, from the first formal payment notice through to the effective enforcement of an enforceable title. While European instruments may be useful in certain cross-border scenarios, practice often confirms that initiating and conducting the entire recovery process directly in Romania can offer a clear advantage in terms of duration, costs and procedural control, particularly where the debtor is domiciled in Romania and enforcement will ultimately take place locally. In this context, Blaj Law’s debt recovery department provides legal assistance during the amicable phase, throughout court proceedings and during enforcement through a Romanian court enforcement officer. The department handles, in particular, debt portfolios arising from consumer credit agreements, medical services, transport-related claims, as well as customer and contractual receivables where payment obligations remain outstanding. Through a combination of procedural expertise and practical enforcement coordination, Blaj Law supports creditors in obtaining effective recovery while maintaining predictability at each stage of the process.  
Blaj Law - January 23 2026