Ana Zaporojan Law Office

Second issue of Legalizette comes with important updates for any economic agent. It raises awareness of upcoming update of economic activities classification. Take a look and start 2025 legally compliant.

Oops, didn’t see that coming!
In this unstable worldwide political environment, with a view to the latest events in respect of Romanian elections, I would like to redirect your attention to the unforeseeability waiver clause (“clauza de renunțare la impreviziune” in Romanian) you may have or not in your long-term contracts.
The unforeseeability rules allow the judge to equilibrate a contract or even terminate it, when due to unforeseen events, beyond the reasonable expectations of the parties and independent of their will, the performance of a contract becomes excessively onerous for one of the parties.
This article is specifically relevant for cross-border contracts and contracts in foreign currency, but the theory of unforeseeability may be applicable to any change in circumstances which meets the conditions below.
Although unforeseeability is common to the law systems based on Napoleonian civil code, I will refer here to the specific regulations provided by Romanian law, thus to contracts governed by Romanian law.
The unforeseeability is provided by Romanian law and shall operate if the following conditions are met:
a) the change in circumstances occurred after the contract was concluded;
b) these changes have not been reasonably foreseeable at the conclusion of the contract;
c) the debtor did not waive his right to apply unforeseeability;
d) the debtor tried to renegotiate the contract.
Pay attention to item c) above: the debtor did not waive his rights to apply unforeseeability.
In other words, if you accept the unforeseeability waiver clause, you won’t be able to ask a judge to equilibrate your contract.
Thus, do not overlook this waiver which may be sneaked in your contracts, as you may overpay the price, if currency becomes too volatile or other change in circumstances occurs.

This evening at one of the CCIFER Working Group, we engaged in interesting discussions regarding a topic that I believe is underrepresented in Romania: private equity funds mechanism.
Mihai Precup, a distinguished professional dedicated to serving our State, shared with us his views on the subject.
💡During the session, he introduced the AMEPIP platform, which is a good resource for investors seeking comprehensive information on the performance of public enterprises. You can access the platform through the link provided in the first comment.
☝️He also addressed the critical need for public-private partnerships (PPPs) in our economic landscape and examined the rise of emerging private equity funds, emphasising the importance of redirecting investor attention toward these opportunities.