Navigating Real Estate Transactions in a Shifting Economic Landscape

PeliPartners have been involved in average in two thirds of the top Romanian transactions year to year for several years now. This is aimed to be an update of the current transactional environment in Romania from a legal perspective.

In an era marked by economic realignment, geopolitical uncertainty and increasingly complex regulatory environments, real estate transactions have become both more demanding and more strategic. Romania is no exception. While the market continues to attract investors, developers and financiers, transactions are now shaped by heightened scrutiny, longer timelines and a need for greater legal and commercial foresight. Against this backdrop, transactional experience and the ability to anticipate risk have become decisive factors in successfully navigating the Romanian real estate market.

Over the past two decades, our team has been closely involved in the evolution of Romania’s real estate sector, advising on a substantial share of the market’s most significant transactions. This sustained level of involvement offers a comprehensive and practical perspective on how transactions are adapting to a changing economic and regulatory environment. Our role is not just to ensure compliance, but to help clients anticipate setbacks ​ and structure projects in a way that ensures completion in a swift and safely manner.

Real estate development in Romania requires legal support that extends well beyond transactional execution. Projects are rarely linear and are often affected by evolving urban planning rules, administrative practices and market conditions. Legal teams acting for developers are therefore expected to accompany projects throughout their entire lifecycle — from land acquisition and zoning, through permitting, construction contracting and financing, and ultimately to leasing, refinancing or exit. In this context, legal advice must be fully aligned with commercial decision-making, ensuring that projects remain bankable, transferable and resilient to regulatory or market shifts.

One of the defining features of the current environment is the growing complexity and unpredictability of permitting and urban planning. Although the legislative framework is well developed, it is frequently amended and applied inconsistently at local level. Developers must navigate overlapping administrative requirements, extended approval procedures and, at times, unclear interpretations of applicable rules. These factors can materially affect project timelines, financing structures and overall feasibility. As a result, transaction structuring increasingly focuses on identifying potential friction points early and allocating risk in a manner that reflects both legal realities and commercial objectives.

Construction and development contracts have also come under closer scrutiny, particularly in a context of cost volatility and supply chain pressures. Risk allocation under FIDIC-based frameworks, claims management and mechanisms for addressing delays or price adjustments are now central elements of transactional negotiations. Investors, developers and lenders alike are placing greater emphasis on contractual clarity and proactive risk management, seeking to mitigate disputes and preserve value over the life of a project.

From a transactional perspective, exit strategies have become more deliberate and preparation-driven. Sellers who invest time and resources in addressing legal issues well ahead of a divestment process — such as title matters, permitting gaps, construction documentation or lease standardisation — are better positioned to protect value and ensure a smoother transaction. In a more selective market environment, thorough preparation often makes the difference between a competitive sale process and protracted negotiations marked by price adjustments and post-closing claims. Experience across a wide range of transactions highlights that marketability today is closely linked to predictability and transparency.

On the buyside, due diligence processes have deepened significantly. Permitting compliance, zoning alignment and the robustness of administrative decisions are key areas of focus, particularly for assets or projects that have evolved over time. Title history and restitution risks continue to require careful assessment, while procedural formalism and administrative complexity remain Romania-specific considerations. Investors are increasingly attentive to whether regulatory approvals can withstand judicial scrutiny, especially where future development, refinancing or onward transfer is contemplated.

Transaction timelines have also evolved in response to broader economic conditions. Compared to previous market peaks, decision-making is more measured, due diligence more extensive and closing timetables longer. Permitting issues and administrative approvals remain the most common bottlenecks, often requiring close coordination between legal, technical and commercial advisers. Timing has become a strategic variable rather than an assumption, reinforcing the importance of experienced legal guidance in managing expectations and maintaining deal momentum.

In a world where economic balances are shifting and geopolitical dynamics continue to influence investment decisions, Romanian real estate transactions demand both local expertise and an international mindset. The ability to combine detailed legal knowledge with a practical understanding of how rules are applied in practice has become essential. As transactions grow in complexity, the role of legal advisers increasingly extends beyond compliance, supporting clients in navigating uncertainty and executing deals with confidence.

Change has become a constant, and those who engage with it on a daily basis are best positioned to advise stakeholders and other interested parties on how to protect their interests and ensure these are properly reflected as Romanian real estate projects continue to evolve.