MOLDOVA Law and Practice Contributed by: Oleg Efrim, Ina Jimbei and Mihail Pitușcan, Efrim Rosca & Associates
In addition, Moldovan law prohibits foreign individuals and legal entities, as well as companies with foreign capital or foreign ultimate beneficial owners, from acquiring ownership rights in agricultural land and forest fund land. Beyond these sector-specific screening requirements and statutory restrictions on certain categories of land, there are no material limitations on foreign direct investment, provided that applicable international sanctions regimes are complied with. 2.4 Antitrust Regulations Business combinations that qualify as economic concentrations are governed by Competition Law No. 183/2012 and the Regulation on Economic Con - centrations, approved by Government Decision No. 2 of 6 March 2025. These instruments set out the substantive test for assessing compatibility with the competitive environment and the procedural frame - work for notification, review and clearance before the Competition Council. The law applies to mergers, acquisitions of con - trol (including joint control), and the creation of full- function joint ventures where the applicable turnover thresholds are met. Notifiable concentrations must be cleared before implementation, and the standstill obli - gation applies until authorisation is granted. Moldovan competition rules are interpreted in line with EU competition principles. In practice, the Competi - tion Council takes into account the relevant case law of the Court of Justice of the European Union and interpretative guidance issued by EU institutions when applying substantive merger control standards. 2.5 Labour Law Regulations Acquirers must primarily consider the statutory rules governing the transfer of undertakings and employee protection in the context of reorganisations or chang - es of ownership. In the event of a reorganisation, all rights and obligations arising from existing individual and collective employment agreements automatically transfer to the acquirer. This includes salary obliga - tions, accrued benefits, pending claims and employ - ment-related liabilities. A change of ownership does not, in itself, constitute valid grounds for termina -
tion, except for certain senior management positions expressly provided by law. Employees have mandatory information and consulta - tion rights. At least 30 days before the reorganisation or change of ownership, employees or their repre - sentatives must be informed in writing of the reasons for the transaction, its timing and its legal, economic and social consequences. Any measures affecting employment must be subject to prior consultation. Failure to comply may expose the employer to admin - istrative sanctions and employment litigation risks. Collective bargaining agreements remain binding fol - lowing mergers, demergers or transformations. In the case of a change of ownership, the existing collec - tive agreement continues to apply until its expiry or replacement. Where trade unions are present, they play a formal role in the consultation process. If post-acquisition restructuring involves collective redundancies, specific procedural requirements apply, including prior notification to employee representa - tives and the competent authorities. In the context of a public takeover bid, the target’s management must inform employees of the offer and issue a reasoned opinion addressing its potential impact on employment, working conditions and stra - tegic direction. Any opinion from employee represent - atives must be annexed to the company’s position. 2.6 National Security Review Moldova operates a national security screening mechanism under the Law on the Mechanism for the Examination of Investments of Importance for State Security. The regime is not limited to foreign direct investment. It applies to both foreign and domestic investors when a transaction involves sectors considered sensitive or strategic, such as critical infrastructure, energy, elec - tronic communications, media, defence-related activi - ties, and other areas designated as relevant to state security. Transactions within the scope of the law are subject to mandatory prior approval by the Council for the
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