The process of adding interest to the principal amount of the loan rather than paying it periodically during the life of the loan.

Where a borrower draws another revolving loan that is equal to or more than the current revolving loan to be repaid and is therefore not obliged to make an actual cash repayment of the current loan.

Where one company (A) disposes of a business asset (X) and a different company (B) in the same group acquires another business asset (Y), any chargeable gain arising on A's disposal of X can be 'rolled over' such that the cost of B's acquisition of Y is deemed to be reduced by the amount of chargeable gains rolled over.

1. What is the applicable legislation? The legislative framework covering foreign direct investments includes the following: • Competition Law no. 21 dated 10 April 1996, as subsequently amended and restated (most recently by Government Emergency Ordinance (GEO) no. 17/2026 of 13 March 2026) (Competition Law 1996) • Regulation on economic concentrations approved by Order no. 432/2017 of the President of the Romanian Competition Council (RCC) • Supreme Council for State Defence (CSAT) Decision no. 73/2012 on the application of article 46 paragraph (9) of the Competition Law 1996 • GEO no. 46/2022 implementing the Regulation (EU) 2019/452 of the European Parliament and of the Council of 19 March 2019 establishing a framework for the screening of foreign direct investments into the Union (FDI GEO 2022) published on 18 April 2022 and approved by Law no. 164 of 31 May 2023, as further amended by GEO no. 108 of 29 November 2023, Law no. 231/2024 of 17 July 2024, GEO no. 152/2024 of 18 December 2024 and GEO no. 17/2026 of 13 March 2026, and • Guidelines issued by the Competition

This table summarises all completed investigations by Romania’s competition authority (the Romanian Competition Council—RCC) into alleged cartels, anti-competitive agreements and abuses of dominant positions (Articles 101/102 TFEU and national equivalents) since 2018. Note—only investigations that have been made public are included in this table. 2026 Investigations under Article 101 TFEU/Article 4 of the Competition Law Case name, companies under investigation and industry Issues Developments Crop seeds and plant protection• 21 undertakings (listed here) Restrictive agreements—price fixing • Infringement decision announced—13/08/2026; fines totalling LEI 83.2m Sugar• Agrana Sales & Marketing• Lucsor impex Restrictive agreements—price fixing • Infringement decision announced—03/08/2026; fines totalling LEI 52.09m Financial services• 10 undertakings (listed here) Restrictive agreements—information sharing • Infringement decision announced—07/06/2026; fines totalling LEI 3.73bn Medical imaging equipment• Esaote SpA• Esaote Europe BV• DTL Medical SRL• Camed Medical Systems• BMS Ultraschall Restrictive agreements—restricting parallel sales • Infringement decision announced—22/05/2026; fines totalling LEI 6.42m Luxury eyewear• Thelios Restricting agreements—restricting online sales • Infringement decision announced—23/01/2026; fines totalling LEI 4.5m imposed Vehicle maintenance and repair services • 25 undertakings of the authorised service network of Auto Italia Impex SRL• Gothaer Asigurări-Reasigurări SA (currently

NOTE—to see whether notification thresholds in Romania and throughout the world are met, see further: Where to Notify. 1. Have there been any recent developments regarding the Romanian merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Romania? The most recent amendments to the merger control rules were introduced through the enactment of the Romanian Competition Council Merger Regulation of 20 July 2017 (2017 Merger Regulation). However, there are new developments on the Foreign Direct Investment (FDI) screening regime that, although not directly referring to the standard merger control regime, is highly relevant in transactions occurring in Romania having an impact on pre-closing requirements. As of April 2022, a new piece of legislation regulating the FDI screening regime entered into force. Such new law is represented by Government Emergency Ordinance No. 46/2022 on foreign direct investments (GEO 46/2022) implementing Regulation (EU) 2019/452 of the European Parliament and of the Council of 19 March 2019 establishing a framework for screening foreign direct investments into

The Energy Charter Secretariat has announced that Romania has submitted written notification of its decision to withdraw from the Energy Charter Treaty (ECT). Under Article 47(2) of the ECT, the withdrawal will take effect one year after receipt of the notification by the Secretariat. In line with Article 47(4) of the ECT, the Energy Charter Protocol on Energy Efficiency and Related Environmental Aspects will also cease to apply to Romania on that date. Romania’s withdrawal from both the ECT and the Protocol will therefore take effect on 23 May 2027.

CASE HUB ARCHIVED—this archived case hub reflects the position at the date of the Commission’s modification of the commitments on 5 May 2026; it is no longer maintained. See further, timeline, commentary and related/relevant cases. Case facts Outline European Commission Article 102 TFEU investigation into Transgaz concerning restrictions on exports of natural gas from Romania (Case AT.40335). Latest development On 5 June 2026, the Commission approved a modification of the commitments accepted from Transgaz in March 2020. Under the modified commitments, Transgaz will also offer the possibility of export capacities to Ukraine, contributing to the development of a regional gas market and diversified gas supply to Ukraine.The Commission concluded that Transgaz had demonstrated good cause for modifying the commitments pursuant to the review clause contained in the March 2020 commitments.The commitments remain in force until 31 December 2026. Parties Societatea Națională de Transport Gaze Naturale Transgaz S.A. (Transgaz) is the sole manager and operator of the natural gas transmission network in Romania, which includes all interconnectors with neighbouring countries. Market(s) Cross-border

Arbitration analysis: On 17 February 2026, the Paris Court of Appeal dismissed Romania’s application to set aside the ICC award rendered in favour of OMV for breach of environmental indemnities granted in a respect of Petrom’s privatisation in 2004. The court confirmed that EU State aid rules form part of French international public policy and constitute a ground for setting aside an award. Drawing a distinction between investment treaty and ‘conventional’ arbitration, the court held that a commercial arbitral award enforcing a pre-existing contractual bargain does not per se constitute State aid. Emphasising that the burden of proof was on Romania as the applicant to prove that all criteria of unlawful State aid are met, the court found that Romania failed to produce any ‘economic analysis whatsoever defining the relevant market, which it [did not] even attempt to specify’ and thus failed to show how the Privatisation Agreement, and in particular the environmental indemnities granted thereunder, conferred a selective advantage capable of distorting competition and affecting intra-EU trade. The court took this view noting that (i) the Romanian Competition Council had reviewed the indemnification mechanism at the time of the conclusion of the agreement and concluded that it did not constitute State aid, (ii) the privatisation process was conducted in an open, non-discriminatory and transparent manner and (iii) the European Commission (EC) ‘had not identified any reason capable of calling into question the conclusions of the Romanian Competition Council’, the court dismissed the application. Written by Ana Stanič, founder and director, E&A LAW.

ARCHIVED: This Practice Note has been archived and is not maintained. The UK is no longer bound by the Rome Convention, as a matter of international law, having left the EU. However, the substantive rules continue to apply in some cases, ie if the contract was entered into between 1 April 1991 and 16 December 2009 and meets the criteria required under the act. Consequently, the substantive rules have been retained in the C(AL)A 1990 but they are subject to amendments set out in The Law Applicable to Contractual Obligations and Non–Contractual Obligations (Amendment etc) (EU Exit) Regulations 2019, SI 2019/834. For guidance on the current position, see Practice Note: Contracts (Applicable Law) Act 1990—application and interpretation. This Practice Note identifies when the Rome Convention applies and when it does not. The exclusion of renvoi is explained as is the impact of public policy consideration and what happened when a state has more than one legal system. To determine whether the applicable law regime under the convention applies, or whether some other regime applies, see Practice Note:

ARCHIVED: This Practice Note has been archived and is not maintained. The UK is no longer bound by the Rome Convention, as a matter of international law, having left the EU. However, the substantive rules continue to apply in some cases, ie if the contract was entered into between 1 April 1991 and 16 December 2009 and meets the criteria required under the act. Consequently, the substantive rules have been retained in the C(AL)A 1990 but they are subject to amendments set out in The Law Applicable to Contractual Obligations and Non–Contractual Obligations (Amendment etc) (EU Exit) Regulations 2019, SI 2019/834. For guidance on the current position, see Practice Note: Contracts (Applicable Law) Act 1990—application and interpretation. This Practice Note introduces the Rome (EC) Convention on the Law Applicable to Contractual Obligations 1980 (the Rome Convention). It sets out the signatories, its implementation in the UK and the reservations applied. Guidance on interpretation is provided; including consumer and employment contracts. To determine whether the applicable law regime under the convention applies, or whether some other

ARCHIVED: This Practice Note has been archived and is not maintained. The UK is no longer bound by the Rome Convention, as a matter of international law, having left the EU. However, the substantive rules continue to apply in some cases, ie if the contract was entered into between 1 April 1991 and 16 December 2009 and meets the criteria required under the act. Consequently, the substantive rules have been retained in the C(AL)A 1990 but they are subject to amendments set out in The Law Applicable to Contractual Obligations and Non–Contractual Obligations (Amendment etc) (EU Exit) Regulations 2019, SI 2019/834. For guidance on the current position, see Practice Note: Contracts (Applicable Law) Act 1990—application and interpretation. This Practice Note looks at Article 8 of the Rome Convention which deals with material validity. The general rule is that the validity of a contract is determined by applying the convention. However there is an exception in Article 8(2) enabling a party to rely on the law of the country in which they are habitually resident.