As I write this, Bucharest is buried under a blanket of deep snow—and it had been such a mild winter until now! The weather often proves quite unpredictable and the only guaranty is change. And with us. We have our own important (and much happier) changes in our firm: the addition of three attorneys to our roster. And while they’re new to us, they are all veteran attorneys who bring a wealth of experience and knowledge to our firm and our clients. We’re delighted to welcome them into our fold. And the law? Of course, change is the norm, as our staff details in the articles for this month. Finally, in our “Beyond the Law” segment, we note the celebration of Romanian National Culture Day last month and its tribute to the great Romanian poet Mihai Eminescu. And finally, let’s hope that when next I write, we’re seeing the first glimpses of spring and not the last angry glowers of winter!
Ramona is a specialist and widely experienced lawyer in Mergers & Acquisitions, Antitrust and State Aid. Ramona takes a proactive approach, and she possesses an in-depth knowledge of business affairs. Her practice areas include industry sectors such as Telecom & Media, Healthcare and Pharmaceuticals, and FMCG. She has advised many private equity funds on their investments in the Romanian market. Now, with more than 11 years of experience, she has decided to join us here at Stratulat Albulescu Attorneys at Law, with which we are delighted.
Ramona is bringing with her a new Associate, namely Silvana Zecheru, a young and enthusiastic lawyer specializing in the same areas as Ramona. Silvana started her career at the same firm that Ramona was at prior to joining us. Silvana has also been involved in major projects and has acquired significant experience in advising privately owned companies about their investments in the Romanian market and abroad. The recruitment of Ramona and Silvana is part of the Firm’s continued growth in the practice areas of the Firm in accordance with its strategy.
Costin Teodorovici is a highly skilled and experienced lawyer with over 14 years of expertise in this field. His addition consolidates our top-notch services in Banking and Finance and our ability to offer a complete array of quality services to our clients.
Costin was deeply involved with financers and developers in several prominent project finance deals during the golden age of the Romanian real estate market before the financial crisis. His clients have always been fond of his friendly and efficient way of working coupled with his insights into the economic and legal factors that drive each transaction. In addition to his primary involvement in Banking & Finance, he maintains an additional focus on competition law. Costin has participated in several well-known competition cases with positive results for clients such as Allianz and British-American Tobacco.
(i) buildings or locations within buildings having commercial purposes such as bars, clubs, disco clubs, restaurants, shopping centres, shops, supermarkets, and hypermarkets;
(ii) buildings or locations within buildings having cultural purposes such as theatres, cinemas, multi-purpose halls, showrooms, or similar locations that are intended for or open to the public; and
(iii) buildings or locations within buildings having touristic purposes, such as hotels, motels, hostels, tourist villas, tourist cottages, guests houses, apartments, and rooms rented in hotel complexes. If the owner of the relevant property fails to fulfil this new obligation, it is considered a contravention and is sanctioned with a fine between LEI 2,501 (approx. 537 EUR ) and LEI 5,000 (approx. 1,074 EUR). This fine is applied once by the competent authorities when they sanction the owner of the relevant property for failing the new obligation. Law no. 307/2006 on fire protection was amended by Law no. 28/2018 and published in the Official Gazette no. 49 on January 18, 2018, and became effective on January 21, 2018.
A new draft Government Ordinance envisages contemplates new obligations for private companies The Ministry of Economy has prepared a new draft Government Ordinance re the modification of the Government Emergency Ordinance no. 77/1999 regarding certain measures dealing with the prevention of non-payment.
Ordinance was amended in July 2017 in the sense that the private companies were exempt from the obligation to keep accounting records of all debts older than 30 days from the issuance of the invoice or from the due date, if the debtor was a legal person based in Romania.
The legislative changes did not include the legal persons with whole, majority or minority state capital.
By the new draft law, which was recently launched for public debate by the Ministry of Economy, the Government intends to reintroduce the obligation which was repealed last summer, but only for overdue invoices higher than 10,000 RON (approx. EUR 2,146) individually or cumulative 10,000 RON for the same creditor or debtor, older than 30 days from the issuance of the invoice or from the invoice’s due date.
The new draft law would, if passed, bind private companies and legal entities which are wholly owned by the State or in which the state has a majority or minority shareholding. Now the only legal entities that have the obligation to keep accounting records of all debts older than 30 days from the issuance of the invoice or from the due date are only the legal entities which are wholly owned by the State or in which the state has a majority or minority shareholding.
Also, the new draft law envisages that if private companies and legal entities with whole, majority, or minority state capital do not obey the obligation mentioned above, they are subject to fines from 1,000 RON (approx. EUR 214) to 5,000 RON (approx. EUR 1,073).
The fines are applied by the competent authorities only once, when the authorities sanction the violation of the aforementioned obligation.
The draft law amending the Emergency Ordinance is not yet in force because it has not yet been approved by the Government and published in the Official Gazette.
If the draft law is approved by the Government without changes and if it is published in the Official Gazette, then all private companies and state owned legal entities must keep accounting records of all debts older than 30 days from the issuance of the invoice or from the due date, if the debtor is a legal person based in Romania and if the overdue invoices are higher than 10,000 RON (approx. EUR 2,146) individually or cumulative 10,000 RON for the same creditor or debtor.
DISPUTE RESOLUTION – CIVIL AND COMMERCIAL LAW
In a recent decision, the Supreme Court of Justice interpreted over the application in time of the art. 666, par. (2) of the Civil Procedure Code. Article 666 regulates the authority to endorse the enforcement procedure of final civil decisions. Before the Constitutional Court pronounced the decision no. 895 of December 17, 2015, according to article 666 par. 2 of the Civil Procedure Code, the bailiff is competent to endorse the enforcement of final civil decisions.
The Constitutional Court declared unconstitutional the provisions of the article 666 par. (2) of the Civil Procedure Code recognized in decision no. 895 of December 17, 2015, which was published in Official Gazette no. 84 on February 4, 2016. According to the Romanian Constitution, the decisions pronounced by the Constitutional Court are mandatory and establish legal effects in the future. Also, the law or the legal provision that was found to be unconstitutional is suspended by law and is considered repealed 45 days after the Official Gazette publishes the decision.
So, after the Constitutional Court’s decision became effective, the bailiff was no longer authorized to endorse the enforcement of the final civil decisions. The Government published in the Official Gazette no 85 of February 4, 2016 Emergency Ordinance no. 1 that noted article 666 of the Civil Procedure Code was amended and the authority to endorse enforcements of final civil decisions was given to the courts.
The Supreme Court of Justice was asked to give a preliminary ruling on the interpretation and application in time of the provisions of art. 666 par. (2) of the Civil Procedure Code regarding the bailiff’s competence to endorse the enforcement of final civil decisions after the Constitutional Court pronounced the aforementioned decision, but before its publication in the Official Gazette on February 4, 2016.
The Supreme Court of Justice concluded that the Constitutional Court’s Decision no. 895 of December 17, 2015, also applies to writs given by the bailiff before the publication of this decision in the Official Gazette if the ground of nullity resulting from the lack of competence of the bailiff was invoked in the opposition to the enforcement filed within the legal term, but after the Constitutional Court’s decision was published in the Official Gazette. In the light of the new Supreme Court’s decision, any person may file an opposition within the legal term to the enforcement procedure of the final decisions if the bailiff endorsed the enforcement of the final decisions and not the competent courts.
The Romanian National Bank has changed the reference interest rate
The Romanian National Bank of Romania has decided that commencing January 9th, 2018, the reference interest rate of the National Bank is 2.00% per year. The reference interest rate of the National Bank is of relevance when calculating interest on payments and penalty interest in the commercial relations between private companies.
BEYOND THE LAW
Eminescu died in 1889 on June 15th and was buried in the shade of a lime tree from the Bellu Cemetery in Bucharest, where a memorial service was held that day. The National Culture Day is also marked this year by the Romanian Cultural Institute’s representative offices abroad through numerous cultural events.
The events are dedicated to both the National Culture Day and the debut of an ample series of projects marking the Centenary of the Great Union. The program brings together poetry recitals, concerts, exhibitions, theater performances, literary events, film screenings and conferences.
Stratulat Albulescu Attorneys at Law
Stratulat Albulescu Attorneys at Law is a young and dynamic Romanian law firm that provides legal advice to businesses in all sectors and all areas of business law. We also provide representation in dispute resolution proceedings. Our team is comprised of lawyers who are leaders in their disciplines.
Our firm works closely with highly-respected law firms throughout Europe and elsewhere and has significant experience in cross-border transactions. Our lawyers provide legal advice in English, French, German and Spanish as well as in our native Romanian. We serve clients throughout Romania and from abroad.
Disclaimer: This is a newsletter from Stratulat Albulescu Attorneys at Law. This document provides a general summary only and is not intended to be comprehensive nor legal advice. Specific legal advice should always be sought in relation to the particular facts of a given situation.