Best Debt Capital Markets Lawyers in Romania

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Founded in 2024
8 people in their team
English
Romanian
Banking & Finance Debt Capital Markets Tax Increment Financing +9 more
BMA Legal - Bogoiu, Matei & Associates is a full-service mid-sized law firm based in Bucharest, dedicated to providing comprehensive legal services across a wide array of practice areas. With a team of highly skilled attorneys and legal experts, we pride ourselves on delivering tailored...
Iorgulescu-Legal
Bucharest, Romania

Founded in 2010
20 people in their team
English
Romanian
Spanish
French
Banking & Finance Debt Capital Markets Tax Increment Financing +9 more
About UsIorgulescu-Legal, situated in the heart of Bucharest, Romania, epitomizes excellence in legal service. Our firm is unwavering in its commitment to deliver superior legal counsel, specializing in Dispute Resolution, Immigration & Citizenship, and Corporate Law. Our distinguished team...

Founded in 2000
10 people in their team
Romanian
English
COMMERCIAL LAWOur lawyers are with potential clients by offering a wide set of services that take into account the smooth running of a company.FIND OUT MORECIVIL LAWOur team of lawyers offers consulting services or assistance and representation in court for the resolution of all disputes in civil...
VASS Lawyers
Bucharest, Romania

Founded in 2008
10 people in their team
Romanian
English
VASS Lawyers is an award-winning boutique law firm based in Bucharest, Romania. We are highly specialised in public procurement & PPP, but we also handle certain issues and challenges that arise in the life of a business. We manage multi billion projects and day-to-day business matters with the...

Founded in 2000
50 people in their team
Romanian
English
Sibiu Law OfficeWith 8 years of experience in the legal field, the Adriana Solomon Law Office offers complete legal services to clients who need help in various situations related to administrative, civil and criminal law. The perspective of an experienced attorney is an invaluable asset,...

Founded in 1990
10 people in their team
Romanian
English
About meGraduated from the Faculty of Law - Specialization in Law (Legal Sciences), from the University of Bucharest, in 1990. Member of the Brasov Bar Association since December 1990. Expertise in the field and results.Professionalism - Professionalism is given by the good results obtained for the...
Chiriţă şi asociaţii
Cluj-Napoca, Romania

Founded in 2011
50 people in their team
Romanian
English
About usThe Chiriță and associates law firm from Cluj-Napoca has over nine years of experience on the Romanian legal market. More than 20 lawyers work in the law firm, as well as external collaborators and experts. Since 2011, we have provided legal advice for dozens of Romanian and foreign...
Cabinet Avocat Veriotti Maria
Constanța, Romania

Founded in 2000
10 people in their team
Romanian
English
VERIOTTI MARIALaw Firm | ConstantMARIA VERIOTTI law firm offers its clients legal assistance and representation in the following areas:Maritime lawPrivate international lawCommercial lawTax law VERIOTTI MARIALaw Firm | ConstantMARIA VERIOTTI law firm offers its clients legal assistance and...

Founded in 2014
4 people in their team
English
French
Spanish
About UsWe are dedicated to providing comprehensive legal support tailored to the needs of entrepreneurs and businesses. Specializing in Business Law, we offer expert guidance in areas ranging from Civil Law to Immigration, startup legal advice, and employment matters. We pride ourselves on...

Founded in 2020
10 people in their team
Romanian
English
Andreea RainerDigital Boutique Law Office- founded out of passion for law & for innovation -As the online space becomes the new reality, and technology animates the way we live and run businesses, legal questions multiply exponentially. Sailing digital waters requires agility, flexibility,...
AS SEEN ON

About Debt Capital Markets Law in Romania

Debt Capital Markets (DCM) refer to the financial markets where companies, financial institutions, and government entities issue debt instruments, such as bonds, to raise funds from investors. In Romania, the development of the debt capital markets has played an essential role in providing alternative financing sources beyond traditional bank loans. The framework for DCM in Romania aligns with both national regulation and European Union directives, facilitating a transparent and efficient environment for issuers and investors alike.

Romania’s participation in regional and international capital markets has grown in recent years, with both corporate and sovereign issuances increasingly common. Local and international investors find the Romanian debt market attractive due to evolving legal structures, regulatory harmonization, and increasing market sophistication.

Why You May Need a Lawyer

Debt Capital Markets are complex and highly regulated. Whether you are an issuer, investor, or arranger, legal advice is crucial in many situations, such as:

  • Structuring and preparing for a bond issuance or private placement
  • Ensuring compliance with national and European regulations
  • Drafting or reviewing the prospectus and other offering documents
  • Negotiating with intermediaries, underwriters, or investors
  • Debt restructuring, refinancing, or liability management transactions
  • Dealing with regulatory authorities, such as the Romanian Financial Supervisory Authority (ASF)
  • Handling disputes related to the distribution, trading, or enforcement of debt instruments

Legal experts help manage risk, streamline transactions, and ensure that the interests of all parties are protected.

Local Laws Overview

Romania's legal regime for Debt Capital Markets is governed by a mix of national laws and EU regulations. Key aspects include:

  • Primary Legislation: The Capital Market Law (Law no. 297/2004 as amended) and supplementary regulations lay down the foundation for debt securities offerings and trading.
  • Prospectus Regulation: The EU Prospectus Regulation (2017/1129) applies, setting requirements for public offerings and admission to trading on regulated markets.
  • Secondary Legislation: Regulations from the Romanian Financial Supervisory Authority (ASF) provide further operational details regarding disclosures, market conduct, and reporting obligations.
  • Listing and Trading: Debt securities can be listed on the Bucharest Stock Exchange (BVB) or traded on multilateral trading facilities, with compliance requirements for each platform.
  • Taxation: Tax treatment for bonds and other debt instruments involves specific rules for interest payments and capital gains for both residents and non-residents.
  • Cross-border Transactions: EU directives facilitate cross-listings, passporting rights, and harmonize protection for investors.
  • Disclosure: Transparency and periodic disclosure are strictly regulated to protect investors and support market integrity.
  • Enforcement and Sanctions: Regulatory oversight and mechanisms for dispute resolution are in place for non-compliance or malpractice in the DCM sector.

Frequently Asked Questions

What types of debt instruments can be issued in Romania?

Typical debt instruments include corporate bonds, municipal bonds, government securities (T-bills and T-bonds), and structured notes. These can be issued through public offerings or private placements.

Who regulates the Debt Capital Markets in Romania?

The Romanian Financial Supervisory Authority (ASF) is the primary regulator overseeing issuances, trading, and market conduct in Romania’s capital markets.

Is it necessary to publish a prospectus for a bond issuance?

Generally, yes. A prospectus is mandatory for public offerings and for securities admitted to trading on regulated markets. Private placements and certain exemptions may apply under EU and national laws.

Can foreign companies issue debt securities in Romania?

Yes, foreign entities may issue debt securities in Romania, subject to Romanian and EU regulations governing cross-border offers and admissions to trading.

What are the requirements for listing bonds on the Bucharest Stock Exchange?

Requirements include submitting an approved prospectus, meeting minimum issue size and duration conditions, and fulfilling ongoing reporting and disclosure obligations.

Are there specific investor protection rules for DCM in Romania?

Yes, regulations require adequate disclosure, fair marketing practices, and clear investor classification, with additional safeguards for retail investors.

How are interest and principal payments taxed?

Taxation depends on the issuer and investor’s jurisdiction. Romanian law prescribes withholding tax on interest paid to non-residents, while residents are subject to personal or corporate income tax on such income.

What are the main steps in a debt issuance process?

Steps typically include structuring the deal, drafting documentation, obtaining regulatory approvals, marketing to investors, pricing the offering, listing/trading, and ongoing compliance.

What legal risks should issuers and investors consider?

Risks include regulatory changes, market volatility, disclosure obligations, contractual terms, and enforcement rights in case of default or dispute.

How can legal counsel assist with debt capital markets transactions?

Lawyers can help with structuring, regulatory compliance, documentation, negotiations, due diligence, risk assessment, and liaising with authorities and counterparties, ensuring a smooth and compliant process.

Additional Resources

If you are seeking more information or guidance regarding Debt Capital Markets in Romania, consider these resources and organizations:

  • Romanian Financial Supervisory Authority (ASF): Supervises all capital market activities, including debt issuances and trading.
  • Bucharest Stock Exchange (BVB): Provides detailed rules and guidance on listing and trading debt securities in Romania.
  • Romanian Ministry of Public Finance: Offers information about government securities and sovereign borrowing programs.
  • European Securities and Markets Authority (ESMA): Issues guidelines and best practices relevant across EU jurisdictions, including Romania.
  • Local and international law firms: Experienced legal advisors offer specialized DCM services and insights tailored to the Romanian market.

Next Steps

If you require legal assistance with a Debt Capital Markets matter in Romania, consider taking these steps:

  • Identify your goals and specific needs, such as issuing bonds, investing, or navigating a cross-border transaction.
  • Gather relevant information and documentation related to your planned activity or investment.
  • Research and shortlist law firms or legal professionals with proven DCM expertise in the Romanian market.
  • Schedule an initial consultation to discuss your objectives, potential challenges, and the legal process involved.
  • Work with your legal advisor to develop a clear action plan, address compliance requirements, and anticipate key deadlines or regulatory submissions.

Engaging specialized legal guidance early in the process can help you manage risks, ensure regulatory compliance, and achieve a successful outcome in Romania’s Debt Capital Markets.

Lawzana helps you find the best lawyers and law firms in Romania through a curated and pre-screened list of qualified legal professionals. Our platform offers rankings and detailed profiles of attorneys and law firms, allowing you to compare based on practice areas, including Debt Capital Markets, experience, and client feedback. Each profile includes a description of the firm's areas of practice, client reviews, team members and partners, year of establishment, spoken languages, office locations, contact information, social media presence, and any published articles or resources. Most firms on our platform speak English and are experienced in both local and international legal matters. Get a quote from top-rated law firms in Romania - quickly, securely, and without unnecessary hassle.

Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.