Romania

IFLR1000 Reviews

Overview

Solicitors governing body: The National Association of Romanian Bars

Competition authority: Competition Council

Financial regulator: Financial Supervisory Authority (ASF), National Bank of Romania

IFLR1000 ranking categories for this jurisdiction: 

Banking and finance, Capital markets, M&A, Project development

Jurisdiction overview

Romania is a civil law system based on a constitution originally ratified in 1991. The country’s latest civil code was introduced in 2011

There are two distinct professions in Romania – Legal advisors, who act for the state and public bodies, and Lawyers who are the equivalent of solicitors. Lawyers are governed by the 2003 Lawyers Act.

Though technically the practice of law is only open to Romanian citizens, the law does contain the exception that foreign registered lawyers can practice as Lawyers if they meet all the other criteria for registration. There are no specific licensing arrangements or restrictions on foreign law firms.

The legal market is largely made up of Romanian domestic firms though a small group of international firms have offices in Bucharest, mainly those from the UK or Austrian headquarted CEE firms.

Financial and corporate
Leroy & Asociaţii

Leroy & Asociaţii is a full-service Romanian firm established in 1998 after a spin-off from Gide Leroy & Asociaţii.

 

Focusses / specialisms

The firm has experience across all areas of financial and corporate law.

The firm has developed strong relationships with the Romanian banking industry, as well as with prominent financial institutions abroad. It advises on a wide range of financing from corporate lending and acquisition finance to securitisations.

The firm has the capacity to advise on debt and equity issues, having led IPOs and worked with investment banks as underwriters.

Its corporate practice has experience in both cross border and international M&A transactions, joint ventures, and equity investments. It has advised on public and private deals.

The firm’s project development practice has experience in the defence, utilities and highway proects and experience in private public partnership and procurement. 

 

Key clients

The firm has worked with clients of an international nature, most notably in the banking sector, such as Commerzbank, JP Morgan Chase, and BNP Paribas. It has assisted prominent banking intuitions, such as the European Bank for Reconstruction and Development (EBRD), the International Securities Lending Association (ISLA) and the International Swaps and Derivatives Association (ISDA). Outside of the financial sector, the firm advised clients from a range of sectors, such as; Bouygues; a French blue chip industrial group that specialises in construction, real estate development and telecommunications and EuroGammaS, an association composed by the Romanian National Institute of Physics to create a Gama Beam System.

 

Research period review: : 30th edition (2019/2020)

During the research period the firm was active in banking, capital markets, M&A and projects.

In banking it was active on the lender side on corporate and acquisition financings. It assisted in acquisition financing for leveraged buy outs, refinancing, and commodities financing.

The firm worked closely with the ISDA to issue new opinions regarding Romania's netting and collateral regime.

The M&A team worked on various cross border deals, both public and private. 

The projects practice was worked on the development of defence, utilities and transport projects.

The firm has expanded its banking and finance team hiring senior associate Diana Moroianu from Clifford Chance. 

 

Deal highlights: 30th edition (2019/2020)

THC group €15 million refinancing

Visualis acquisition of minority stake in Store Building Partners

 

Client feedback: 30th edition (2019/2020)

Capital markets: equity

“Key attributes are highlighted as follows: in-depth expertise on capital markets related legal matters, timely actions with the drive to always get the things done and a trustful partner that I highly recommend for a long term sustainable legal journey in Romania!”

 

Competition

“Professional, competent, available and have a good understanding of our activities.”

 

Bruno Leroy 

“Bruno Leroy has a good understanding of the problems, balanced approach, provides solutions and they are always available.”

Ţuca Zbârcea & Asociaţii

Established in 2005, Ţuca Zbârcea & Asociaţii is one of the largest firms in Romania. Its main office is in Burcharest, which employs 120 lawyers, 29 of whom are partners. The firm has an association with Şomlea & Asociaţii – giving it an additional Romanian office in Cluj-Napoca – and a collaboration agreement with Andersen Global.

 

Focusses / specialisms

The banking team has a dominant buy-side market share in the NPL market where it acts on large regional transactions. In the financing space the firm acts for domestic and international lenders in the financing of corporations, acquisitions and projects across several sectors.

In capital markets work the firm has a strong regulatory expertise, advising its clients on compliance matters. The team also advises multinational companies on the establishment of stock options programmes.

The firm's M&A practice is able to cover both public and private transactions across wide range of sectors. It also works alongside large international law firms on global transactions.

In the projects space the firm is active across various sectors advising domestic and foreign investors on a range of contract award procedures. 

 

Key clients

The firm works with a number of important investment banks and hedge funds, such as the International Finance Corporation, Morgan Stanley Real Estate Investment Management and CEZ. The firm has also advised Astaldi in multiple procurement contracts.

 

Research period review: 30th edition (2019/2020) 

The firm was active across most financial and corporate areas.

In banking work the firm assisted lenders and borrowers. For lenders it advised on syndicated financing. On the borrower side the firm advised in project financing and acquisition financing. The firm also advised lenders on investment funding.

In capital markets work the firm advised issuers in local and multijurisdictional bond issues, as well as providing capital markets advice to local and international companies with activities in Romania

The firm was active in M&A, advising buyers, sellers and investors. The firm assisted on the buy side in the acquisition of two NPL (non-performing loan) portfolios, as well as assisting in real estate acquisitions and a landmark telecoms acquisition. The firm also assisted sellers in transactions in technology sector. The firm worked closely with investors on corporate investments.

The firm worked closely with Astaldi, the market-leading construction company, on multiple public infrastructure projects include railways, metros, motorways and bridges. The firm assisted developers in public procurement contracts, as well as assisting in the development of traditional energy infrastructure.

In other firm news in late 2019 the firm established it’s association with Andersen Legal 

 

Deal highlights: 30th edition (2019/2020)

Abris Capital Partners acquisition of Global Technical Group

Astaldi €190 million floating rate (11.25%, 14.25%) bond issue 

International Finance Corporation (IFC) / APS Holding and Apollo €180 million acquisition of NPL portfolio 

Mogo €75 million 9.5% bond issue 

Morgan Stanley Real Estate Investment Management acquisition of American House Office Building 

Rohatyn Group acquisition of Pet Product 

Rohatyn Group investment in Amethyst Radiotherapy

UiPath $568 million series D funding 

Vodafone Group Plc €18.4 billion acquisition of Liberty Global

 

Client feedback: 30th edition (2019/2020)

Capital markets : Equity

“Their lawyers are always very solution oriented, quick and to the point, apart from providing grounded legal advice.”

 

M&A

“The leading partner Catalin is an exceptional attorney. He is extremely client oriented, timely anticipating issues and helping the business team to understand legal implications, managing difficult conversations with the other party, acting as an intermediary and bridging the interests of the parties, finding creative solutions, leading all the work around the deal, hard worker and very passionate.”

“Responsiveness and unlimited availability.”

“Their strengths: impressive commercial and business awareness regarding the telecom sector, ability to identify and assess how the puzzle pieces of a legal situation fit together, ability to offer pragmatic legal advice, a sharp eye for details, vast experience in public procurement and finely attuned to the ongoing regulatory or otherwise economic changes affecting our business.”

“The firm has proven to be one of the strong players in the M&A market and proved to be able to provide legal assistance at international standards matching their opponent.”

“Very professional and excellent price/quality ratio.”

“Professional, creative approach to problems, very good standing and reputation. Excellent writing skills and strong solutions to clients.”

“This firm's expertise as regards energy is outstanding. We have been working with them since 2006 and helped us tremendously. The team comprises seasoned lawyers, hands-on, talented, readily available to work on short notice and observe tight deadlines. Their knowledge of the regulatory environment and capacity to liaise with local regulators are also a plus. They understand both business and legal issues coupled with a strong sense and understanding of the Romanian power sector's dynamics.”

 

Private equity

“Excellent technical skills and knowledge, combined with great business approach.”

 

Project development

“I've been saying this for many years: I have no doubts that Tuca Zbarcea & Asociatii is the best law firm there is for projects and public procurement related work. Their team is well seasoned, comprising lawyers with more than 20 years of legal expertise in this field. The understanding of the public procurement framework at a local and European level and of the municipal and public authority laws is second to none.”

“Proactive approach, excellent professionals, advanced knowledge on our market and commercial specifications.”

“Diverse specialisations, large team, smart, educated and forward thinkers (they are always willing to go the extra mile). They are excellent negotiators, have good people skills. Excellent understanding of the business operations and commercial goals of the client. Hard working and dedicated (they are easily reachable even outside the regular working hours).”

“The advice provided by Tuca is very professional, thorough and the quality of deliverables is very high.”

 

Project finance

“All members of the banking and finance team are providing high quality legal services being supportive, proactive and addressing to the needs and demands of the bank.”

 

Real estate

“Professional, thorough work with a business wise approach and personal attention.”

Schoenherr & Asociaţii

Schoenherr & Asociaţii is the Romanian branch of the leading Austrian firm. Established in 1996, it was one of the first international firms to open in Bucharest. The office employs 52 lawyers, including 10 partners. 

Established in 1950, Schoenherr is a leading Austrian firm with a European network that includes offices in 15 jurisdictions.

 

Focusses / specialisms

In the banking space the firm is experienced in advising lenders on debt restructuring and syndicated corporate loans, acquisitions and real estate finance transactions.

In the capital markets the firm has experience on IPOs, rights issues, private placements and delisting. In debt work it advises Romanian banks, financial services institutions and corporate clients as lead managers, placing agents and issuers. 

The firm's M&A practice has wide industry expertise and advises a mix of Romanian subsidiaries, domestic corporations, funds and foreign clients on local and cross border transactions.

In project work the firm has a wide focus across public infrastructure, mining and energy projects. It often represents clients on public procurements. 

 

Key clients

The firm advises the multinational real estate group Jones Lang LaSalle and private equity houses Greenbridge Partners and Morphosis Capital Fund, and commercial bank Patria Bank. 

 

Research period review: 30th edition (2019/2020)

The firm was active in banking and finance, capital markets, M&A and projects during the research period.

In banking transactions the firm predominantly advised lenders in cross border financing, advising on acquisition, syndicated and project financing. 

The firm was active in capital markets work. On the debt side it advised issuers on private placements, hybrid instruments and unsecured bonds. On the equity side the firm advised listed companies on the issue of new shares on the Budapest Stock Exchange. 

The firm was very active in M&A, often advising buyers but working with sellers too. It often worked on cross border mandates. The firm advised strategic buyers, private equity funds and institutional investors in acquisitions in the telecoms, banking, healthcare, software, agriculture, automotive and transport sectors. It advised sellers in deals in the real estate, consumer goods, and renewable energy industries. It also advised on other corporate issues like corporate investments.

In project development the firm has been advising developers and sponsors. It advised developers in private projects, such as a renewable energy mandates, and in bidding for public procurement contracts. In these bids the firm advised the winners on contracts for public infrastructure projects, usually for transportation.

Recent staffing changes include the departure of Oana Vodă, the head of public procurement, to pursue a PhD. 

 

Deal highlights: 30th edition (2019/2020)

Aareon acquisition of Calcon

Greenbridge Partners acquisition of Rus Savitar

Morphosis Capital Fund investment in DocProcess

MVGM acquisition of Jones Lang LaSalle European property management business

Patria Bank €5 million 6.5% private placement bond issue 

Qualitance €1.5 million 5% bond issue

Synopsys acquisition of QTronic

Unilever acquisition of Good People

 

Client feedback: 30th edition (2019/2020)

Banking

“Knowledge and recent updates on the laws and related implications.”

“They are extremely thorough and conservative, but with a solution-oriented approach.”

“An understanding of what the project is and where it is going progressive attitude and spirit.”

“I appreciate their strategic approach and their ability to provide various practical options, while keeping an eye on the legal and project details. They do a great balancing act between legal advisory, project management and pragmatic, practice-based legal proceedings advice (enforcement and insolvency). I think their strength comes from how they put together a mixed banking and finance and insolvency/restructuring team to handle our most complex projects.”

 

Capital markets : Derivatives

“Professionalism, availability, promptness.”

 

Capital markets : Equity

“Good knowledge of the capital markets laws and regulations proactive and result oriented Innovative.”

 

Financial services regulatory

“Skills, professionalism and competence in the sector of UTP/PD and NPL receivables.”

“Depth analysis, easy going, clear opinions.”

 

M&A

“Serious trustful experienced.”

“Professional and knowledgeable.”

“Very good accessibility. Very good knowledge of Romanian law. Covers all the little details that are necessary.”

“Good understanding of the operational insights, speed.”

“Excellent value for money; professional attitude; sought efficient solutions; superior newsletters and brochures.”

“Availability and willingness to assist on tight deadlines.”

“Supporting decision making on key items of the deal (structure, negotiation, etc) and evaluating risks; deep knowledge of the anti-competition approval process and how to design and prepare a successful submission.”

“The firm is very experienced in transactions, which you can see reflected in the documents drafted and solutions provided to bottleneck situations. Also, a good balance between level of detail and pragmatism, which always bodes well for a successful transaction. In addition, I would like to outline the firm's candid approach to negotiating: while firm, still not burning bridges, with the right level of flexibility.”

 

Private equity

“Good quality, pragmatic, efficient, flexible, takes ownership.”

“Negotiation skills, dialogue and strategy.”

 

Project development

“Excellent technical knowledge, excellent management of deadlines, very good project management skills.”

“They dispose of unique energy market knowledge which is of key importance for our commercial activities.”

 

Project finance

“Excellent sector knowledge, clear concise and timely advice.”

 

Real estate

“Know the market, very responsive, easy to access, and adaptable.”