Romania

Bucharest, December 22, 2025: Nestor Nestor Diculescu Kingston Petersen (NNDKP) assisted the syndicate of banks that provided approximately EUR 500 million in financing to Carmistin The Food Company, the new national leader in poultry meat and feed production. The syndicate of banks included Banca Comercială Română S.A. (as Global Coordinator, Bookrunner, Documentation Agent, Facility Agent and Security Agent), ING Bank N.V. Amsterdam – Bucharest Branch (as Global Coordinator and Bookrunner), CEC Bank S.A. (as Mandated Lead Arranger), Intesa Sanpaolo Romania S.A. (as Senior Lead Arranger), UniCredit Bank S.A. (as Senior Lead Arranger), Exim Banca Românească S.A. (as Arranger), Raiffeisen Bank S.A. (as Arranger), Garanti Bank S.A. (as Lender) and PKO Bank Polski S.A. Warsaw, Bucharest Branch (as Lender). Carmistin will use the syndicated loan to implement its long-term growth plans. NNDKP assisted the banks throughout the financing process, advising on complex matters related to the structuring, drafting and negotiation of the financing documentation, as well as on all aspects specific to this type of transaction. The NNDKP team involved in the transaction included Partner Valentin Voinescu, Senior Associates Alexandru Ciambur and Cătălina Dan and Associates Diana Vasile, Anda Drăgoi and Bogdan Ciacli, from the Banking and Finance practice. “We are happy to have had the opportunity to assist the syndicate of banks in one of the largest local financing deals in recent years, a landmark transaction not only in terms of its value, but also through its high level of complexity. This financing reflects the robust partnership between banks and local companies with a long-term vision, both parties being actively engaged in developing the food sector, which is of strategic importance for Romania. We are grateful to the syndicate of banks for their trust, and we thank them for the excellent cooperation”, declared Valentin Voinescu, Partner. NNDKP’s Banking and Finance team consistently advises clients on complex multi-billion-euro financing projects, including corporate finance, project finance and acquisition finance, both local and cross-border. The team’s expertise is acknowledged by specialized international guides such as Chambers Europe, Legal 500 and IFLR1000, which regularly recognize the NNDKP practice and lawyers in their rankings. *** 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.  

In the Official Gazette no. 1160 of 15 December 2025, Law no. 239/2025 on establishing measures to consolidate and optimize public resources and to amend and supplement certain legislative acts ("Law 239/2025") was published. It entered into force on 18 December 2025. Law 239/2025 has introduced amendments to labour legislation, including changes to the fines imposed on employers who hire staff without concluding an individual employment agreement – commonly referred to as “undeclared work”. Justification for the amendment The underlying basis for Law 239/2025 lies primarily in tax and budgetary considerations. The legislative act represents Package II of the economic corrective measures implemented by the Government, which has determined that undeclared work has a significant negative impact on the state budgets and, therefore, must be discouraged. In this regard, it was decided to impose stricter sanctions on employers who resort to undeclared work in their activities. The new sanctions applicable to undeclared work Whereas previously employers were liable to a fine of RON 20,000 for each employee hired without an executed individual employment agreement, under Law 239/2025, this value has doubled. Furthermore, the cumulative limit on fines has increased from RON 200,000 to RON 1,000,000. More precisely, this means that: If an employer has not concluded an individual employment agreement with their employee, the employer may be subject to a fine of RON 40,000; For each individual employee in a similar predicament, a distinct fine of RON 40,000 shall be imposed; Regardless of the total number of employees in this predicament, the employer is not subject to fines exceeding RON 1,000,000 in total. Expanding the labour inspectors' authority In addition, Law 239/2025 has introduced the possibility of labour inspectors to use portable audio-video recorders - "body worn cameras" - while conducting their inspection activities. The sounds and images thus obtained, even without the consent of the person concerned, may be used as legally admissible evidence. Law 239/2025 entered into force on 18 December 2025 and is fully effective.

December 2025 Popovici Nițu Stoica & Asociații (PNSA) advised Société Générale Group on completion of the sale of BRD Societate de Administrare a Fondurilor de Pensii Private S.A. (BRD SAFPP), which manages Pillar II private pension business, to Banca Transilvania Group. This is the last step in a two-stage transaction, following the April 2025 sale of BRD Medio, the group’s facultative pension fund (Pillar III). PNSA offered full legal support, from initial discussions and due diligence to structuring, drafting and negotiation of transaction documents, and assistance through signing and closing. PNSA team was led by Silviu Stoica (Partner) along with Florian Nițu (Managing Partner), with the support of Diana Dobra (Managing Associate) and Raluca Rusu (Tax Partner). *** Popovici Nițu Stoica & Asociații is a leading Romanian independent law firm and has been at the forefront of the market since its incorporation in 1995. Popovici Nițu Stoica & Asociații and PNSA Tax group today more than 80 lawyers and counsels, including 16 partners, largely acknowledged as top-notch commercial law experts, by clients and peers.

Bucharest, 18 December 2025: Baker McKenzie Ukraine (global counsel) and Nestor Nestor Diculescu Kingston Petersen (NNDKP) (local counsel) have provided comprehensive legal assistance to Metinvest, an international, vertically integrated mining and metals company, in connection with the acquisition of the majority shareholding in ArcelorMittal Iași. This complex transaction required coordinated efforts across multiple jurisdictions and legal disciplines, underscoring the strategic importance of the project for Metinvest’s regional expansion. NNDKP’s involvement covered all stages of the acquisition process within the Romanian jurisdiction. The team conducted a tailored legal due diligence investigation into ArcelorMittal Iași, with the findings of the review being instrumental in shaping the contractual structure of the transaction from a Romanian law perspective. Throughout the process, Baker McKenzie Ukraine and NNDKP supported Metinvest in agreeing and finalizing all transaction documents, ensuring that the contractual architecture from Romanian law perspective adequately addressed the identified local risks and aligned with the client’s commercial objectives. NNDKP’s core team advising on the transaction included Răzvan Vlad, Partner, Vlad Anghel, Managing Associate and Daria Anghel, Associate, from the Corporate/M&A practice. On the client side the transaction was led by Oleksandr Kulykovskyi, Head of Legal for M&A and Strategic Contracts at Metinvest Group, supported by Yana Babych, Counsel for M&A. The regulatory approvals workstream was led by Dmytro Galchynskyi, Head of Legal Affairs – Competition Law & Intellectual Property at Metinvest Group, with support from Serhii Melnychuk, Counsel for Competition Law & Intellectual Property. “We are delighted that through the close collaboration with Baker McKenzie Ukraine and Metinvest’s team we have contributed to the successful completion of this transaction that marks the strategic expansion of Metinvest in the region. This acquisition also demonstrates our firm’s strong capabilities in handling complex cross-border M&A projects, and we thank Baker McKenzie Ukraine and Metinvest for their trust and excellent cooperation”, declared Răzvan Vlad, Partner. With more than 35 years of experience in the market, NNDKP lawyers provide integrated and specialized assistance in all areas of law involved in transactions and regulatory projects, helping to identify bespoke solutions and strategies for each client. NNDKP’s Corporate/M&A team has built an impressive track record of successfully completed projects in the past decades, having advised in transactions totaling billions of euros, including projects that have shaped the local business market. *** 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.