The Republic of Moldova is a civil law country. Its legal framework is based mainly on statutory law. The leading legal acts are the Constitution, organic and ordinary laws approved by the Parliament, as well as other normative acts issued by the Government and other public authorities. Under the Constitution, the Republic of Moldova undertakes to respect the treaties and conventions to which it is a party. In the event of any discrepancies between the national and international legislation applicable for the Republic of Moldova, the latter prevails.
Foreign and domestic investors are treated equally under the Moldovan legislation and the legal framework is the same for foreign investments. One of the primary tasks of the Government is to attract investments and create a favourable business climate for all investors, both foreign and local. Moldovan law generally allows investments in any field of entrepreneurial activity on the entire territory of the Republic of Moldova, provided that national security interests, anti-trust legislation, norms of environmental protection, people’s health and public order are respected. Free economic zones, whose residents are provided with a range of tax and customs incentives and state guarantees, are attractive for industry investment projects.
Foreign investors’ guarantees and rights
According to the Moldovan Constitution, the state must ensure the inviolability of foreign investments. The Government is keen to establish coordinated policies and well-balanced legislation in order to stimulate both domestic and foreign investments. The legal framework for the protection of foreign investments consists of the Law on investments in entrepreneurial activity and international bilateral treaties for the facilitation and mutual protection of investments. The law prohibits discrimination against investments based on citizenship, domicile, residence, place of registration, place of activity, state of origin or any other grounds. The law provides for equitable and level-field conditions for all investors. It rules out discriminatory measures hindering the management, operation, maintenance, utilisation, acquisition, extension or disposal of investments. At the same time, certain restrictions are provided for residents of off-shore zones (e.g. limited amount of shares in banks and prior approval from Moldovan National Bank before acquisition) and for the acquisition of agricultural and forested land.
Public authorities intending to develop a new investment policy are required to organise public consultations before implementing such policies. Investments cannot be subject to expropriation or to any other similar measures which can directly or indirectly deprive investors of their property right or the right to control investments, unless the following conditions are met:
§ The measure is undertaken for the general public good;
§ The measure is not discriminatory;
§ Preliminary and equivalent compensation of damages is given.
Investors have the right to sue public authorities for damages caused due to illegal actions and decisions. Compensation is paid in the currency of the investment.
By ratifying the Convention on the Settlement of Investment Disputes between States and Nationals of Other States (ICSID Convention) in 2011, Moldova undertook to recognise any decision (award) issued by ICSID as being mandatory and committed to ensuring the enforcement of the pecuniary sanctions imposed by the award on its territory.
The privatisation process began in 1991 with mass privatisation of residential housing, most small-scale traders and over half of small-scale enterprises. After 1996 privatisation moved to cash privatisation with the goal of selling most of the remaining state assets, in particular large-scale enterprises in the energy and telecommunication sector. Several larger Moldovan firms have been sold for cash and debt assumption to strategic investors. The sale of a cement mill to a leading producer, leather processing firm, several textile producers, several wineries and a hotel in the capital topped the list of transactions.
New provisions concerning privatisation were approved in 2007 by the Law on public property management and its privatisation. Under the law, the Agency for Public Property is the authority which carries out the state policy in the field of management and privatisation of public property, post-privatisation activity and exercises the functions of the owner of state property. The implementation of this law has marked the beginning of a new stage in the privatisation process, characterised by widening the types of enterprises subject to privatisation, also including those in infrastructure; diversification of the privatisation methods, as well as shifting the privatisation deals to the capital market and restructuring privatised enterprises.
One of the growing-interest programmes lead by the Government is the Public-Private Partnership (PPP). The new legal framework for PPP has been recently approved, of which the most important are the Law on public-private partnerships and the Law on concessions.
Since the adoption of the necessary framework, the Government has turned to the private sector and promoted the PPP concept to provide a wide range of public services previously delivered solely by the public sector. Public services and infrastructure in the Republic of Moldova are underdeveloped, while public financial resources for their rehabilitation and modernisation are insufficient. Thus the Government is eager to join forces with the ideas, projects and resources of the private sector to increase the quality and efficiency of public services.