The wave of wind and solar projecs transactions in Romania: Legal stages and specific procedures

Selling and buying a renewable energy project, step by step: How acquisitions are made and the role of lawyers in renewable energy

Trading projects in the renewable resources sector has become, in recent years, one of the most active segments of the capital market and of the energy market in Romania, both for wind energy and for solar energy projects. In practice, the transfer of a project takes place within a multilayered legal framework where corporate law rules and commercial contracts intersect with construction authorization regimes, environmental protection regulations and technical grid connection requirements. From the perspective of investors, the object of the transaction is not merely a company or an asset, but rather a complex set of rights, authorizations, permits, contracts and implementation conditions that must remain valid until commissioning and subsequently during operation. At the same time, the financing context and market stability directly influence the appetite for long-term investment and the structuring of the price, including references to country rating and cost of capital, aspects particularly relevant in large-scale projects with cross-border exposure and regulatory risks. This article analyses the legal mechanisms and stages commonly encountered in transactions involving wind energy and solar energy projects in Romania, with particular emphasis on regulatory compliance, the specific features of projects involving photovoltaic panels, the role of grid connection and the impact of public financing.

At the same time, the pace of these transactions has visibly increased in Romania due to the growing interest in renewable energy in Romania and the expansion of M&A operations in which buyers acquire not only assets but also land rights, permits, environmental approvals and grid connection documentation, elements that are decisive for the price and the completion of the transfer. This trend is illustrated by ENGIE’s strategy to expand into infrastructure and renewables, including the acquisition of UK Power Networks for £10.5 billion, as well as by the acquisition in Romania of a 253.1 MW wind farm in Ialomița, which brought the company’s renewable capacity to approximately 500 MW and is scheduled to become fully operational in 2027.

In this context, the Romanian law firm Pavel, Mărgărit and Associates, internationally recognized for its extensive expertise in energy law, corporate law, M&A transactions and administrative litigation in Romania, recommends engaging an investment lawyer in Romania and a renewable energy lawyer in Romania who can provide specialized legal advice regarding the legal structuring of investments in Romania in the renewable sector, including projects such as long-term investment in Romania in a solar panel project in Romania, a photovoltaic panel project in Romania, or a large-scale photovoltaic park in Romania, as well as the implementation of a complex due diligence processin Romania. A specialized team composed of a public law practitioner and a commercial law lawyer in Romania within our law firm, a firm specialized in renewable energy projects, FDI direct investment in Romania and foreign development investment in Romania can provide legal assistance throughout the procedure for obtaining all required permits and ensuring full regulatory compliance.

Investment lawyerin Romania. Record transactions in green energy (2025–2026): Who acquires wind and photovoltaic projects and why Romania attracts investments

The increase in the volume of M&A transactions in Romania’s green energy sector has been driven by the entry or consolidation of strategic groups and investment funds, particularly in large-scale wind energy and solar energy projects, including developments that involve a solar panel project, a photovoltaic panel project or a large photovoltaic park. From a legal perspective, transactions are influenced by the way the project company is organized, the history of land rights, the stage of the permitting process and the documentation related to grid connection.

In practice, when an investor in Romania acquires a project company, it usually assumes the entire legal history of that entity, including risks related to corporate acts, potential litigation, tax compliance and contractual obligations towards third parties. When the transaction concerns an asset transfer, the legal risk is concentrated on the validity of the transferred rights and on the conditions under which permits and authorizations may be maintained or transferred, depending on their legal nature. In both situations, the economic rationale of the price is closely linked to the stage of the project, expected cash flows and the ability of the project to move from development to execution, especially in projects involving solar energy in Romania facilities or wind energy in Romania developments located in environmentally sensitive areas.

Recent developments confirm this trend through concrete examples. At international level, ENGIE is expanding its presence in the United Kingdom through the acquisition of UK Power Networks for £10.5 billion while pursuing a strategy of balancing its historical exposure to gas networks through investments in wind, solar and storage. In Romania, the same group doubled its renewable production capacity to approximately 500 MW following the acquisition of the 253.1 MW wind farm in Ialomița, a transaction illustrating the market’s preference for large projects with clearly defined commissioning prospects and revenue stabilization mechanisms.

The project in Ialomița, scheduled to become fully operational in 2027, benefits from a Contract for Difference mechanism. This contractual component is particularly relevant in financial evaluation and in determining the negotiation of price, warranties and conditions precedent in a transaction. At the same time, ENGIE Romania’s existing portfolio of renewable assets demonstrates that strategic business investors in Romania rarely acquire projects in isolation, but rather develop aggregated capacities where each acquisition complements a broader regional strategy and consolidates the company’s presence in the local market.

These examples illustrate why transactions involving wind and solar projects are treated as complex legal operations, where the goal is not merely the formal transfer of a project but also the continuity of rights, authorizations and economic parameters of the investment until the construction stage and during the operational phase.

Romania’s attractiveness for investments in Romania is supported by natural resources, evolving infrastructure and the potential to develop large-scale projects. Furthermore, the structuring of projects into portfolios that can be more easily traded has become common practice, particularly when multiple sites are available for a solar panel project or when several grid connection points are involved. In addition, the presence of foreign direct investment in Romania (FDI) and FDI direct investment in Romania initiatives with industrial and digital components has increased consumption and interest in long-term power purchase agreements, offering predictability for solar energy and wind energy developments.

Against this background, M&A transactions in Romania have become a standard tool for restructuring and consolidation, often including price adjustment mechanisms and conditions precedent linked to permitting and grid connection stages. Risk assessment also takes into account market perceptions regarding country rating in Romania, as this factor directly affects financing costs, particularly in transactions involving foreign development investment in Romania and syndicated financing structures.

A business lawyer in Romania and an investment lawyer in Romania can coordinate the legal analysis of an M&A transaction, structure the documentation required for the entry of an investor into a company and prepare contractual mechanisms that minimize legal risk in complex transactions. They can also manage reporting obligations and specific conditions related to FDI direct investment and foreign direct investment (FDI) transactions in Romania, including interaction with competent authorities when the nature and scale of the investment require it. At the same time, a business lawyer in Romania and a commercial law lawyer in Romania can ensure coherence between commercial timelines and statutory requirements, allowing investments in Romania to be implemented without legal obstacles.

Due diligence lawyer. Legal risk verification and regulatory compliance: Land, permits, environmental approvals and the Technical Grid Connection Approval (ATR)

The legal verification of a wind energy or solar energy project in Romania aims to confirm that all required rights and authorizations are obtained, valid and capable of supporting the execution and operation of the project, including a solar panel project in Romania, a photovoltaic panel in Romania project or a large photovoltaic park in Romania. With respect to land rights, the analysis focuses on title deeds and encumbrances registered in the land registry, the duration and enforceability of superficies, concession or lease agreements, as well as the compatibility of the project with zoning and land use regulations.

The construction permitting regime typically requires verification of compliance with legal requirements governing the authorization of construction works so that a project involving solar installations or photovoltaic facilities is supported by urban planning certificates, permits and building authorizations. At the same time, environmental verification focuses on the existence of regulatory acts, the conditions and obligations imposed by authorities and the risk of suspension or litigation, particularly in projects that may interact with protected habitats, migration corridors or natural areas. These verifications are critical because a transaction may be signed while the final transfer is conditional upon clarifying land rights or obtaining essential administrative acts.

Grid connection is frequently the factor that determines the bankability of a project and the implementation timeline, both in wind energy projects and in solar energy developments in Romania. The Technical Grid Connection Approval together with the technical solution documentation and related obligations are analysed to verify whether the approved capacity, timeline, connection point and investment obligations are compatible with the project plan. In practice, when a project involves large-scale solar energy infrastructure or a photovoltaic panel project, it is necessary to verify that the design of substations and connection lines complies with the requirements of the grid operator and that delays caused by capacity limitations or technical changes are avoided.

Within the due diligence process, investors also analyse whether the location and technical configuration of a project allow the maintenance of parameters included in technical studies and whether the project remains eligible for financing schemes or public support mechanisms when applicable. The link between permitting, environmental compliance and grid connection is direct because many projects cannot move forward to the construction phase without coherence between these elements.

A due diligence lawyer in Romania and a commercial law lawyer in Romania can verify the chain of land titles and contractual arrangements, identify legal risks affecting the execution of a project and analyse grid connection documentation and related obligations so that the conclusions of the due diligence process in Romania are accurately reflected in the transaction terms. At the same time, a renewable energy lawyer in Romania and a business lawyer in Romania can align environmental permits and construction authorizations with the requirements of the technical project and transform legal findings into contractual safeguards that protect investors and business investors in M&A transactions in Romania.

Renewable energy lawyer in Romania. The sale and purchase agreement for the renewable energy project: Price, warranties, liability and conditions precedent ensuring completion

The sale and purchase agreement, whether concerning shares or assets, is the legal document that translates the risks identified during due diligence into contractual obligations, warranties and pricing mechanisms so that the transaction becomes enforceable and balanced. In solar energy and wind energy projects in Romania, the price is often structured according to the stage of the project and the probability of achieving objective milestones such as obtaining a building permit, fulfilling grid connection conditions or securing revenue-supporting contracts.

In such agreements, the seller’s representations and warranties typically cover land rights, the validity of permits and approvals, the absence of significant litigation, environmental compliance and the status of contracts concluded with suppliers, designers or operators. In projects involving a solar panel project in Romania or a photovoltaic panel project in Romania, particular attention is also given to intellectual property rights related to technical solutions, equipment compatibility and the allocation of risks related to design modifications.

At the same time, the contract must regulate how regulatory risks are allocated, particularly where the project relies on a specific support scheme or tariff structure, as these elements can substantially influence the financial model. Conditions precedent are used to ensure that the final transfer takes place only after essential requirements are fulfilled, particularly where renewable projects remain in the development stage.

In practice, conditions precedent may include the clarification of land rights, the issuance of final environmental approvals or confirmation of grid connection milestones so that the project becomes ready for execution. The agreement also establishes liability caps, materiality thresholds, notification periods and indemnification mechanisms to ensure that risks remain manageable for both parties. In transactions involving international investors, foreign direct investment (FDI) and foreign development investment in Romania, contracts frequently include dispute resolution provisions and reporting standards aligned with financing requirements.

By engaging a renewable energy lawyer in Romania, a due diligence lawyer in Romania and a business lawyer in Romania, parties can draft and negotiate contractual clauses ensuring that the price structure and conditions precedent accurately reflect the realities of solar energy and wind energy projects in Romania. At the same time, a commercial law lawyer in Romania can integrate financing obligations and lender requirements into the contractual framework so that M&A transactions remain bankable and legally enforceable after completion.

Business lawyer in Romania. Completion of the transaction and financing in 2026: Large-capacity investments and financing programs (PNRR and the Modernization Fund)

Completing a transaction involving wind energy or solar energy projects in Romania requires the fulfilment of contractual conditions and the completion of corporate and administrative formalities that make the change of control or asset transfer effective. In practice, this means updating corporate registers, executing payments according to agreed mechanisms, transferring original documentation and, where necessary, notifying contractual partners or financing institutions.

Financing plays a decisive role, as credit institutions usually require proof of the validity of rights and authorizations as well as confirmation that the project can be constructed and operated without major legal risks. In projects involving a solar panel project, a photovoltaic panel project or a large photovoltaic park in Romania, lenders analyse in particular the grid connection capacity, cost structure and security mechanisms, while in wind energy projects in Romania they also examine environmental obligations and land use conditions.

In addition, access to financing programs may impose additional requirements, such as eligibility conditions, implementation deadlines and investment maintenance obligations, which must be aligned with the transaction structure, particularly where the project is acquired during the implementation stage. In 2026, the trend toward large-capacity renewable projects and storage integration increases the importance of a clear legal structure, as projects become more complex from the perspective of permitting, technical requirements and associated contracts.

Public financing programs supporting renewable energy in Romania, including those funded through the PNRR and the Modernization Fund, are increasingly used to accelerate project implementation. However, financing guidelines and eligibility rules require strict procedural discipline, from submitting documentation to justifying expenses and monitoring investments.

Within this framework, a renewable project may include obligations to maintain the investment and restrictions on asset transfers for a specific period, directly affecting the ability to conduct subsequent M&A transactions or restructure financing. The growing interest in investments in Romania, particularly from business investors in Romania, combined with expectations regarding market stability, means that transaction planning must also consider scenarios involving regulatory changes, grid connection delays or changes in capital costs influenced by country rating in Romania.

“The decision to acquire or sell a renewable resources project must be treated with caution in order to avoid the transfer of risks that may later translate into obstacles in permitting, grid connection or financing, particularly in large-capacity energy projects,” stated Dr. Radu Pavel, Managing Partner of the Romanian law firm Pavel, Mărgărit and Associates.

In conclusion, transactions involving wind energy and solar energy projects in Romania require a sequence of coordinated legal steps, from confidentiality agreements and due diligence to contract negotiation, fulfilment of conditions precedent, financing and final transfer. In this process, the validity of land rights, the solidity of environmental approvals, the coherence of construction permitting and the certainty of grid connection are essential elements, particularly in projects such as a photovoltaic park in Romania, a photovoltaic panel project in Romania or a solar panel project in Romania, where timelines and budgets depend directly on regulatory compliance. Thus, renewable energy transactions represent complex legal operations with significant implications for investments in Romania, and the Romanian law firm Pavel, Mărgărit and Associates recommends specialized legal assistance to manage risks, protect the investment and ensure the efficient implementation of the project within the applicable legal framework.

Pavel, Margarit and Associates Law Firm is one of the top law firms in Romania, providing high-quality legal services. The firm’s clients include multinational and domestic companies of great magnitude. In 2026, the law firm’s success stories brought it international recognition from the most prestigious international guides and publications in the field. As a result, Pavel, Margarit and Associates Law Firm ranked 3rd in Romania in the Legal 500’s ranking of business law firms with the most relevant expertise. The law firm is internationally recognized by the IFLR 1000 Financial and Corporate 2026 guide. Additionally, Pavel, Margarit and Associates Law Firm is the only law firm in Romania recommended by the international director of Global Law Experts in London in the Dispute Resolution practice area. All relevant information about Pavel, Margarit and Associates Law Firm can be found on the website www.avocatpavel.com.