Musat & Asociatii advised Ecolab, a global leader in water, hygiene and infection prevention solutions and services, on the Romanian law aspects of its strategic acquisition of Purolite Corporation, involving around 30 jurisdictions over six continents. The acquisition was structured as a cash transaction and valued at approximately USD 3.7 billion. Purolite is a global…
Musat & Asociatii advised Switzerland’s construction chemicals group Sika AG on all Romanian legal aspects of its EUR 5.2 billion acquisition of MBCC Group (Master Builders Construction Chemicals) from Lone Star Funds, a global private equity firm. The acquisition is subject to regulatory clearances and is expected to close by the end of 2022. With…
Mușat & Asociații advised Catted, a Romanian logistics and warehousing company, on the sale of logistics park Business Park Chitila, with a total leasable area of 7000 sqm, and of a 45.ooo sqm land in Ștefănești to estate developer Globalworth. With this strategic partnership, Catted and Globalworth aim to strengthen their offering for small and…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Declarația fiscală 101 și instrucțiunile sale de completare au fost ajustate prin intermediul Ordinului nr. 423/2022. Aceste modificări erau așteptate deoarece din…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Mult așteptata Lege nr. 72/2022 pentru anularea unor obligații fiscale și pentru modificarea unor acte normative a fost publicată în data de…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Având în vedere necesitatea de a fi întreprinse în continuare măsuri de sprijin şi asistenţă umanitară pentru cetăţenii ucrainieni sau apatrizii afectaţi…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Institutul Național de Pregătire a Practicienilor în Insolvență (INPPI), în parteneriat cu Institutul Național al Magistraturii (INM) și editura Universul Juridic a…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Mușat & Asociații a organizat în data de 26 mai 2022 cea de-a patra ediţie a conferinţelor din seria „Parteneriat în insolvență…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. 1. Noul sistem RO e-Transport a fost implementat prin intermediul Ordonanței de Urgență nr. 41/2022, în vigoare din 11 aprilie 2022. Adoptarea…
In this article in The Legal 500 (Legalease)‘s In-house Lawyer magazine, winter 2022 edition, Partner Alexandru Terta and Managing Associate Stefan Diaconescu highlight the essential role that the European Public Prosecutor’s Office (EPPO) will play in criminal investigations aimed at preventing and sanctioning individuals and/or legal entities who perpetrate crimes against the financial interests of the…
Looking ahead, 2022 could be a crucial year for real estate investments in Romania. The implementation of the country’s National Recovery and Resilience Plan (NRRP) calls for extensive legislative changes that may have a real impact on the business environment. In this second article in The Legal 500 (Legalease)‘s In-house Lawyer magazine, the winter 2022…
What? Before diving into the individual restrictions of competition that typically appear in vertical agreements, it is useful to first focus on the main types of distribution systems. Such types include exclusive distribution, non-exclusive or free distribution, selective distribution, franchising and agency. Suppliers can opt for a single system that covers the entire EEA, but…
What? Over the past few years, a trend has been noticeable toward a commercial strategy combining agency and distribution models. In particular, depending on the products or customers involved, a business partner is sometimes requested by the same supplier to act as both its independent distributor and its commercial agent. Such business partners are often…
What? Distribution agreements often contain non-compete clauses. They impose restrictions on a distributor’s ability to manufacture or sell products competing with the products covered by the distribution agreement, the so-called contract products. Let us make things concrete. A distributor is appointed to sell vacuum cleaners of brand A (the contract products). The non-compete restriction determines…
What? Vertical agreements often contain a vast number of provisions, regulating different aspects of a vertical relationship. However, the EU competition rules determine that certain provisions cannot be included in distribution agreements since they impede competition to an extent that cannot be permitted. These are the so-called “hardcore restrictions”. Hardcore restrictions can be imposed both…
What? When a supplier or manufacturer charges different wholesale prices for the same product depending on whether the product is intended to be sold online or offline, or whether the buyer will sell it to a retailer or directly to end-customers, dual pricing is practiced. A dual pricing practice does not always qualify as a…
What? Online sales restrictions are under close scrutiny from the European Commission and national competition authorities. It is well established that outright online sales bans are qualified as hardcore restrictions, which cannot benefit from the VBER. However, also with respect to other online sales restrictions businesses must tread carefully. For example, in a selective distribution…
What? Classic notions in the world of vertical agreements are those of “active sales” and “passive sales”. Active sales involve some form of active targeting of a particular customer group or territory. Passive sales consist of transactions in response to unsolicited requests from individual customers without having initiated the sales by means of active targeting…
What? Dual distribution occurs where a supplier sells goods or services both directly and through independent distributors, thereby competing with these independent distributors on the downstream market. A classic example would be that of a manufacturer of a clothing brand who sells these clothes in his own stores but also relies upon independent retailers to…
What? One of the common types of distribution agreements are selective distribution agreements. In a system of selective distribution, the supplier undertakes to sell the contract goods or services, either directly or indirectly, only to distributors selected on the basis of specified criteria and these distributors undertake not to sell such goods or services to…
What? Dual distribution occurs where a supplier sells goods or services both directly and through independent distributors, thereby competing with these independent distributors on the downstream market. A classic example would be that of a manufacturer of a clothing brand who sells these clothes in his own stores but also relies upon independent retailers to…
What? As explained in prior countdowns (see DLC countdown 12, DLC countdown 13 and DLC countdown 14) the notions of “active sales” (to actively target individual customers) and “passive sales” (to respond to unsolicited requests from individual customers) are pivotal to the world of vertical agreements. In principle, buyers should be allowed to actively and…
What? Dual distribution occurs where a supplier sells goods or services both directly and through independent distributors, thereby competing with these independent distributors on the downstream market. A classic example would be that of a manufacturer of a clothing brand who sells these clothes in his own stores but also relies upon independent retailers to…
What? Dual distribution occurs where a supplier sells goods or services both directly and through independent distributors, thereby competing with these independent distributors on the downstream market. A classic example would be that of a manufacturer of a clothing brand who sells these clothes in his own stores but also relies upon independent retailers to…
What? Classic notions in the world of vertical agreements are those of “active sales” and “passive sales”. Active sales involve some form of active targeting of a particular customer group or territory. Passive sales consist of transactions in response to unsolicited requests from individual customers without having initiated the sales by means of active targeting…
What? Classic notions in the world of vertical agreements are those of “active sales” and “passive sales”. Active sales involve some form of active targeting of a particular customer group or territory. Passive sales consist of transactions in response to unsolicited requests from individual customers without having initiated the sales by means of active targeting…
What? Certain types of vertical restraints are particularly likely to hinder competition and harm consumers. These hardcore restrictions will not benefit from the safe harbour provided in the VBER and will often amount to an infringement of Article 101 TFEU. Resale price maintenance (“RPM”) constitutes a prime example of such hardcore or black-listed restrictions. RPM…
What? Suppliers often provide commercial know-how to their distributors which they would not want to benefit their competitors. A critical situation in that respect is obviously the period immediately following the termination of a distribution agreement. The distributor is likely to switch to a competing supplier and there is a real risk that the distributor…
What? In the previous DLC countdown, it was highlighted that EU competition law applies a particular definition of agency. Not every agent in the sense of commercial or business law will be treated as an agent for EU competition law purposes. The agency test under EU competition law is met if the agent assumes no…
What? The particular nature of agency agreements triggers the application of a specific competition law regime. This regime is based on a split between (i) the role assumed by the agent acting as an intermediary of the principal (i.e. where he is trying to secure transactions for the principal) and (ii) the position of the…
COMMENCEMENT OF DLC COUNTDOWN NEWSLETTERS GETTING READY FOR 1 JUNE 2022 What? No business wants to run the risk that its distribution, agency or supply agreements (also known as “vertical agreements”) are found to be unlawful and invalid. Even worse, no business wants to be trapped by a competition authority and pay fines or…
Răzvan Stoicescu, Deputy Managing Partner Răzvan Graure, Tax Partner După un an 2020 în care autoritățile fiscale au manifestat indulgență, 2021 pare să fie într-adevăr marcat, nu doar în România, dar și în lume, de intensificarea controalelor fiscale. Nici finalul de an nu pare să se dezică de la acest trend, drept pentru care articolul…
Congratulations to Managing Associate Stefan Diaconescu, winner of the Rising Star Award for Romania at the Rising Stars Awards EMEA 2021, awarded by Euromoney’s Legal Media Group, part of the prestigious IFLR1000 guide. The awards celebrate EMEA’s future legal leaders from law firms and in-house teams, recognizing rising star lawyers across 28 practice areas and…
Musat & Asociatii advised tech giant Google LLC (Google) on all Romanian legal aspects of its acquisition of Fitbit for a total equity value of approximately USD 2.1 billion. Founded 13 years ago, Fitbit is currently one of the leading producers of smart health and fitness wearable devices, with more than 29 million active users…
Mușat & Asociații’s lawyers obtain a new favourable solution in front of the High Court of Cassation and Justice that for the first time questions the practice of the tax authorities regarding the tax treatment applicable to sponsorship/patronage/private scholarships expenses Press Release The team of lawyers specialised in tax litigation from Mușat & Asociații’s…
Musat & Asociatii is delighted to announce the consolidation of its core partnership by appointing Paul Buta as Managing Partner and promoting three new Partners (Alexandru Terța, Iuliana Iacob and Andrei Ormenean). All four are exceptional lawyers with a combined professional experience of more than 55 years and a long and impressive career with the…
We are delighted to announce that partner Monia Dobrescu has been named to IFLR1000 Women Leaders in Romania for 2022. In its 5th edition, IFLR1000 Women Leaders this year recognizes more than 1000 women lawyers globally with outstanding reputations within their markets. A partner at Muşat & Asociaţii for a decade, Monia coordinates the Banking…
Musat & Asociații’s Partner Monia Dobrescu has been named as one of 2021’s IFLR1000 Women Leaders, IFLR1000’s yearly guide to the leading women lawyers in the world, working in financial and corporate law. This year’s edition features an elite group of more than 750 women lawyers across EMEA, Asia-Pacific and the Americas. According to IFLR, this is…
As exclusive contributors to the Romanian chapter of this year’s Employment & Labour Law Country Comparative Guide published by the international legal directory The Legal 500, Deputy Managing Partner Mihai Popa and Managing Associate Simona Anton answer key questions for employers, from employee rights or protections to navigating termination of employment. You can find out…
Mușat & Asociații advised CATTED Group, a Romanian business group encompassing companies operating in the real estate sector, on a project financing granted by Libra Internet Bank for the development of the CATTED Family residential project. “We are pleased to have worked with Mușat & Asociații on financing CATTED Family, in the present, the largest…
Mușat & Asociații successfully advised the syndicate of banks comprised of Jefferies Finance LLC, J. P. Morgan and Danske Bank A/S, as lenders, on the Romanian law aspects involving the Romanian company BFG Packaging SRL, as part of the EUR 650 million financing of the multijurisdictional acquisition of four companies in the business-to-business (“B2B”) distribution…
We’re thrilled to have been named “Eastern Europe Firm of the Year” at the LMG Life Sciences Awards EMEA 2022 held on 12 May in London. A big congratulations to the entire Mușat & Asociații team for winning this award and a big thank you to our clients! We are also very proud that we…
By Managing Associate Stefan Diaconescu Cybercrime is rapidly growing in numbers in the current economic and social context in which communication, trading, business meetings or shopping take place mostly online. Threats arising from cyberspace are more and more sophisticated, with recent surveys showing that persons who perpetrate frauds are becoming ever more adept at misleading…
For the second year in a row, Muşat & Asociaţii authors the Lexology GTDT’s Labour & Employment chapter for Romania. Managing Associate Simona Anton and Senior Associate Evelina Mieisor-Grecu highlight key employment issues businesses should consider and give an overview of worker representation, hiring employees, including foreign workers, liability for acts of employees, taxation, employee-created…
We are delighted to have been shortlisted for the third time in a row in as many editions for LMG’s Life Sciences Awards 2022. This year, Mușat & Asociații is nominated 4 times: 2 Europe-wide nominations in the category “Law Firm of the Year” Awards, for “Patent Strategy Firm of the Year” and “Product Liability…
In Thomson Reuters’ latest Q&A guide to equity capital markets law in Romania, part of their Practical Law Series, Deputy Managing Partner Razvan Stoicescu, Managing Associate Adrian Danciu & Senior Associate Robert Urmosi outline legislation and listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. You can…
Banking Partner Monia Dobrescu writes about concepts of “Credit Institution” and “Bank”— Credit institution and the general procedure for the authorization of banks in Romania, in Thomson Reuters’ April 2020 edition of International Banking Law and Regulation, Romanian law chapter. You can read more HERE Reprinted from International Banking Law and Regulation (April 2020 update) with permission. Copyright…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Ordonanța de urgență nr. 69/2020 prin care Guvernul acordă bonificații pentru plata unor obligații fiscale, prorogă unele termene, precum și alte măsuri…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Autori: Mihai Popa, Deputy Managing Partener și Cristi Tudor, Managing Consultant Nu este o noutate faptul că pandemia COVID-19 își face resimțit…
Starting with 15th of May 2020, the state of emergency was replaced with the state of alert in Romania. Therefore, while the legislative context in continuous change is still imposing protective measures, the Romanian Government is looking to gradually relax the lockdown measures. 1. Measures impacting employment relationships (i) Employees must consent for telework.…
In the Official Gazette no. 319 dated 16 April 2020, the Emergency Government Ordinance no. 48/2020 on certain fiscal and financial measures was published, which provides new clarifications and tax facilities. In the following, we will present a short summary of the most important measures implemented through the legislative act: I. Extension of the deadline…
Sorry, this entry is only available in Romanian. For the sake of viewer convenience, the content is shown below in the alternative language. You may click the link to switch the active language. Autori: Mihai Popa, Deputy Managing Partner și Diana Dobromir, Senior Associate Epidemia cauzată de coronavirus a provocat tulburări majore pentru economia…
On 21 April, within its Plenary Session, the European Data Protection Board (EDPB) adopted two essential guidelines on the major data processing activities performed in the context of the Covid-19 pandemic: Guidelines 04/2020 on the use of location data and contact tracing tools in the context of the COVID-19 outbreak (Guidelines 04/2020) and Guidelines 03/2020…
On 14 April, the European Data Protection Board (EDPB) published a letter providing advice on the draft Guidance on apps supporting the fight against COVID-19 pandemic, released by the European Commission. Contact tracing apps aim to keep track of the spread of the virus and inform users when they came in contact with a person…
Covid-19: Economic measures covering the banking and financial sector. Facilities in relation to loans granted by credit institutions and non-banking financial institutions to certain categories of borrowers The National Bank of Romania (the “NBR”) issued a press release on 24 March 2020, pursuant to which the current regulations allow the borrowers, banking and non-banking institutions,…
According to Law no. 129/2019 for the prevention and combating of money laundering and terrorism financing, as well as for the amendment and completion of some normative acts (“Law 129/2019“), companies have the obligation to submit, at the moment of registration, annually or whenever a change occurs, a statement regarding the actual beneficial owner of…
Through the Military Ordinance no. 8/2020 published in the Official Gazette no. 301 on 10th of April, 2020, there were instituted a new series of measures to prevent the spread of COVID-19, which directly envisage certain categories of workers and/or professionals, as presented below. (i) Exceptions from the circulation restriction during the emergency state…
In the context of the COVID-19 epidemic, the Government of Romania has come to support its citizens and public institutions, through the Authority for Digitalization of Romania, in partnership with Aurachain, the Association for Advanced Technologies – ATA, BitHat Solutions and Telekom Romania by launching a digital platform, namely “https://aici.gov.ro/”. The objective of the newly…