Key Amendments on Foreign Investments in Romania

Government Emergency Ordinance no. 17/2026 introduces a set of significant changes to Romania’s legal framework on foreign direct investment (FDI) screening. The amendments are designed to clarify the scope of investments subject to review, improve procedural transparency, and ensure a more predictable environment for investors, while continuing to safeguard sectors of strategic importance to national security and public order.

One of the most important updates concerns the expanded definitions of foreign direct investment and EU investment. Under the revised provisions, both concepts now expressly include not only traditional share acquisitions that enable control or influence over an undertaking, but also transactions involving the acquisition of tangible or intangible assets in sensitive sectors, where such acquisitions are made for the purpose of carrying out economic activities in Romania. This clarification broadens the scope of investments that may fall under the screening mechanism.

The ordinance also provides further detail on sensitive sectors, which include areas such as critical and advanced technologies (including artificial intelligence, cybersecurity, semiconductors, and quantum technologies), critical infrastructure (energy, transport, healthcare, communications, and data storage), the pharmaceutical sector, the defence industry, and the agri-food sector. These sectors are considered particularly relevant due to their potential impact on national security and economic resilience.

Another notable amendment is the increase of the screening threshold. Investments are now subject to prior authorization only if their value exceeds EUR 5 million, calculated based on the exchange rate communicated by the National Bank of Romania. This change aims to reduce the administrative burden for smaller transactions while maintaining oversight over significant investments.

From a procedural perspective, the ordinance introduces more flexible and practical rules for submitting authorization requests. Investors may now file a single application for multiple related transactions carried out within a one-year period, provided they involve the same parties and target and have a similar or interconnected purpose. In parallel, the rules on aggregation of interdependent operations ensure that multiple smaller transactions cannot be artificially structured to fall below the threshold; such operations will be treated as a single investment once their cumulative value reaches EUR 5 million.

The ordinance also clarifies that certain intra-group restructuring or reorganization operations are exempt from the notification requirement. This exemption applies where there is no change in effective control or ultimate beneficial ownership and where financing originates exclusively from within the group or from EU or OECD-compliant jurisdictions.

In addition, procedural timelines have been adjusted to provide greater flexibility. Where the competent authority requests additional information during the review process, investors now benefit from the possibility of a 15-day extension beyond the initial 30-day deadline for responding. Failure to comply with these deadlines results in the closure of the review procedure, without prejudice to the investor’s right to submit a new application.

Looking ahead, the ordinance requires the authorities to adopt, within 90 days, a list of relevant sub-domains derived from existing strategic sectors. This measure is intended to ensure a more uniform and predictable application of the screening mechanism, without altering the sectors already established at national level.

Finally, the ordinance introduces a fixed examination fee of EUR 5,000, applicable to investment screening procedures.

In conclusion, GEO no. 17/2026 strengthens Romania’s FDI screening regime by expanding the scope of reviewable investments, addressing potential circumvention practices, and refining procedural rules. At the same time, it introduces practical improvements aimed at enhancing efficiency and predictability, thereby maintaining a balanced approach between investor accessibility and the protection of national interests.