Main Developments in Competition Law and Policy 2025 - Romania

Romania's competition landscape in 2025 was shaped by two parallel dynamics, an assertive enforcement agenda and a deliberate push to modernise the legal framework ahead of OECD accession.

As such, the Romanian Competition Council (RCC) had its busiest year in recent memory: a record 119 mergers cleared, 18 investigations finalised, 21 dawn raids across 52 premises, and a first-ever labour market cartel decision - while simultaneously advancing a significant legislative reform package. The authority also ended the year ranked first in the EU by number of TFEU cases concluded. Below is a summary of the key developments.

Antitrust investigations

Labour market cartel - a first

The standout enforcement action of the year was the RCC's first-ever decision concerning a no-poach agreement. Eight companies were fined a combined EUR 32 million for allocating the labour market between them. In practice, this meant the companies agreed not to solicit or recruit each other's skilled workforce in automotive manufacturing and related engineering services, including through a requirement of prior consent before approaching another party's employees.

The investigation ran from 2021 to December 2025. The infringement itself spanned well over a decade, which amplifies the gravity of the conduct but also raises a legitimate question about predictability - for much of that period, this type of arrangement was not on most compliance radars. One company applied for leniency post-investigation opening, providing evidence that contributed significantly to establishing the infringement, while five others settled. Both shaped how the authority approached the decision on substance, duration and gravity.

The RCC treated the conduct as a restriction by object across the board. Compare this with the Autorité de la concurrence's approach: the French authority distinguished between general no-poach agreements - anticompetitive by object regardless of context - and non-solicitation clauses in partnership contracts, which it assessed separately and found, on the specific facts, not to restrict competition. The logic being that where companies are collaborating on a project, a mutual restriction on recruiting each other's key people may be genuinely ancillary to making that collaboration work. The RCC drew no such distinctions, which means its decision, as it stands, offers no safe harbour for non-solicitation clauses even where a legitimate ancillary restraint argument could be made. What would need to be different for the authority to engage with that nuance remains to be seen.

Resale price maintenance - tobacco and luxury eyewear

The RCC continued its focus on vertical pricing restraints. Philip Morris Trading SRL, Interbrands Orbico SRL, and Mediaposte Hit Mail SA were fined EUR 26.6 million for fixing resale prices and coordinating promotional strategies for IQOS heated tobacco products - covering pricing levels, discount caps, and prior approval requirements for campaigns.

Separately, Thelios SpA, the Romanian distributor of LVMH eyewear brands, was fined for prohibiting its retail partner Shades Originators SRL from selling online. The retailer received full leniency immunity.

Automotive importers

The RCC opened multiple investigations and conducted dawn raids at six major automotive importers - BMW Romania SRL, Mercedes-Benz România SRL, Porsche Romania SRL, Hyundai Auto România SRL, Renault Commercial Roumanie SRL / Automobile-Dacia SA, and Euro Inter Trade Corporation SRL. Together, the inspected importers cover multiple brands, representing around 70% of the Romanian car fleet.

The concern is that certain contractual provisions effectively tie warranty validity to maintenance and repairs being carried out exclusively within authorised networks, using only original spare parts.

Unfair trading practices

The RCC's enforcement under the national framework governing unfair trading practices in agricultural and food supply chains shifted from exploratory to systematic in 2025. The authority conducted dawn raids at six major retail chains: Auchan, Metro, Carrefour, Kaufland, Mega Image, and Selgros, in connection with their dealings with dairy and dairy product suppliers. The investigations concern delayed payments on perishable goods, rebate structures potentially exceeding statutory caps, delisting pressures, and listing fees.

Merger Control

The RCC authorized 119 concentrations in 2025 - the highest number in 22 years. Two were cleared subject to remedies: the acquisition of Telekom Romania Mobile by Digi and Vodafone, and the acquisition of private healthcare group Regina Maria by Finnish group Mehiläinen.

The most notable merger development was the RCC opening an in-depth compatibility investigation into the acquisition of La Cocoș stores by the Schwarz Group, the first such Phase II investigation in eight years. The authority also conducted a dawn raid in the context of that merger review, which is unusual and signals a more assertive approach to evidence-gathering in complex transactions.

Judicial review

The RCC maintained a strong record before the courts in 2025. The High Court of Cassation and Justice ruled in the authority's favour in 90% of cases, and upheld 95% of contested fine values.

A notable judicial development was the referral by the High Court to the CJEU in Case C-793/25 (the Immunoglobulins case). The preliminary questions concern whether joint lobbying in response to regulatory measures can constitute a concerted practice under Article 101 TFEU, and how competition authorities should handle credible alternative economic explanations put forward by defendants. The CJEU's ruling will be relevant well beyond Romania.

The RCC's strong court record should also be read against the backdrop of cases that took significantly longer to resolve. One notable example closed in 2025 - a major food retail supplier obtained a final ruling in its favour at the High Court, annulling the RCC's 2014 decision against it. The case had its roots in 2009, when the RCC launched ex officio investigations into vertical agreements in the food retail sector. This means it took more than fifteen years to reach a definitive outcome. A reminder that competition litigation in Romania can be a very long game, for both sides.

Domestic case law also confirmed that employees can face personal civil liability for anti-competitive conduct carried out in the course of their employment, even where criminal liability has not been established. Courts have rejected the usual defences - that the employee acted on management instructions, that the conduct was ratified by head office, that a dominant counterparty left no choice, and that the employer ultimately profited from the arrangement. For individuals in senior roles at companies in competition-sensitive markets, the exposure is real.

Legislative reform

In November 2025, the RCC launched a public consultation on a draft Government Emergency Ordinance proposing significant amendments to the Competition Law, driven by Romania's OECD accession commitments. Four proposals are worth noting.

Currently, Romanian merger control relies solely on turnover thresholds - no transaction-value trigger exists. The draft acknowledges that in certain sectors, turnover is not always the best indicator of market power, meaning competitively significant acquisitions can go unreviewed simply because the target has not yet been scaled. The proposed transaction-value threshold would require notification where (a) combined turnover exceeds EUR 10 million (with at least one party other than the target generating over EUR 4 million in Romania) and (b) transaction value exceeds EUR 5 million. This follows the model introduced by Austria and Germany in 2017 to address the killer acquisition problem.

A separate trigger targets acquisitions by large incumbents: where a party (other than the target) has Romanian turnover above EUR 500 million and operates in the same or a related sector, notification would be required regardless of the target's local revenues - the rationale being that competitive harm from such acquisitions may not show up in turnover figures, particularly where the target is a nascent competitor.

This would be completed by a call-in power - the RCC could require notification of sub-threshold transactions within six months of signing, public bid announcement, or acquisition of a controlling stake, with implementation suspended pending clearance.

The draft also proposes an independent Hearing Officer within the RCC, modelled on the European Commission's equivalent function, to issue advisory opinions on legal professional privilege, access to file, trade secret protection, and other right-of-defence matters. The draft envisages this role being filled by a former judge at Court of Appeal or High Court level, appointed for a renewable three-year term.

Finally, the draft would allow the RCC to assign liability - and the fine - to a single party in a vertical infringement, based on an assessment of bargaining power and each party's role, consistent with the CJEU's reasoning in Visma Enterprise (C-306/20). This measure would be limited to SMEs (under 250 employees or EUR 50 million turnover). The paradigm case is the producer-distributor relationship, where a smaller distributor may have participated in a restrictive arrangement effectively because the producer's commercial position left it little practical choice. The reform allows the RCC to reflect that asymmetry in how it allocates liability, rather than sanctioning both parties equally regardless of who drove the infringement.

Conclusion

2025 confirms a pattern that has been building for several years. The RCC is an active enforcer, willing to pursue novel theories of harm and act in markets where many of its EU counterparts have been more cautious. The enforcement actions as well as the proposed legislative reforms all point in the same direction an authority that is, at this point, clearly comfortable operating within its broad mandate. For companies with Romanian market exposure, that is worth taking seriously.