Latest updates

Squeeze-outs of minority shareholders: methods and pitfalls
Schoenherr
  • Company & Commercial
  • Romania
  • May 07 2018

The squeeze-out of minority shareholders in closely held companies is a controversial issue made more complex by the large number of Romanian companies with minority shareholders. Historically, state-owned companies were privatised through the management-employee buy-out method, which allowed employees to receive shares in former state-owned companies. As such stakes were often granular, many minority shareholders are dormant or even unaware of their participation in these companies.

Secret voting in general shareholders' meetings
Schoenherr
  • Company & Commercial
  • Romania
  • February 26 2018

The corporate functioning rules for joint stock companies have been repeatedly altered by Romanian legislation, especially in relation to the governing structures of companies, such as shareholders' assemblies and management bodies. However, some situations create problems in practice or generate inconsistencies within jurisprudence. One such example is the use of secret voting in general shareholders' meetings.

Share capital increases – a practical solution
Schoenherr
  • Company & Commercial
  • Romania
  • January 29 2018

Creditors and investors assess the level of a company's net assets when deciding whether to grant a loan to or invest in that company. Further, the Companies Law requires companies to maintain a certain level of net assets. However, an increasing number of companies on the Romanian market are struggling with low net assets to total asset ratios. Luckily, such companies can redress their situation through a share capital increase, which is a straightforward procedure.

Impact of environmental authorisation in transfer of assets or business
  • Corporate Finance/M&A
  • Romania
  • November 29 2017

Regulatory approval plays an important role in the transfer of assets or lines of business. In general, where permits are issued in consideration of assets being sold, the transfer will entail a new authorisation procedure to be undertaken by investors. This is also the case for environmental authorisation; however, as local authorities do not consistently deal with the applicability of the various regulations in this regard, mitigating potential hurdles will generally require coordination with the respective authorities involved.

Mortgage Bonds and Securitization Laws Finally Pass Parliament
  • Securitisation & Structured Finance
  • Romania
  • April 04 2006

Parliament has finally adopted the long-awaited Law on the Securitization of Receivables and the Law on Mortgage Bonds. Although the Mortgage Bonds Act appears to provide a suitable tool for issuing covered bonds, the Securitization Act appears to be overly regulative.

Schoenherr
Schoenherr
Madalina Neagu
Schoenherr
  • Bucharest
  • Romania
Martin Ebner
Schoenherr
  • Vienna
  • Austria
Vlad Săndulescu
Schoenherr
  • Bucharest
  • Romania
Alexandra Munteanu
Schoenherr
  • Bucharest
  • Romania
Monica Cojocaru
Schoenherr
  • Bucharest
  • Romania