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Guidance on FDI screening obligations in Austria
The Austrian ministry responsible for Foreign Direct Investment (FDI) matters, the Federal Ministry for Economy, Energy, and Tourism (“the Ministry”), recently released guidance on the assessment of the filing obligation for foreign direct investments in Austria. In particular, it provided clarification on the scope of critical infrastructure and offered information regarding the acquisition of key assets, controlling influence, as well as the micro-enterprise exemption. In general, Austrian FDI rules apply to foreign direct investments into Austria by non-EU, non-EEA, and non-Swiss persons or undertakings. The Austrian FDI regime applies when such persons or entities acquire an Austrian undertaking, obtain 10%
Corporate and M&A: Key Bulgarian legal developments
Over the past months, Bulgaria has adopted and implemented several important legislative changes affecting foreign investment screening, merger control, corporate reorganisations, and company transparency. In addition, the country is preparing for euro adoption on 1 January 2026, which will bring adjustments to corporate governance and registration procedures. Courts have also issued significant rulings clarifying directors’ duties in insolvency, the validity of detrimental transactions, and shareholder rights. Our overview provides detailed information about these updates and outlines their implications for businesses and transactions. Update on Bulgarian legislation 1. Foreign Direct Investment
Notification obligation under the Austrian Investment Control Act (Investitionskontrollgesetz) for data centre investments in Austria
Increasing digitalisation, the market growth of cryptocurrencies, and the growing importance and use of AI are among the reasons that have led to an increasing demand for data centres and a growing interest in investments in this asset class in recent years. In addition to numerous other challenges associated with the acquisition and/or development of data centres, such as, in particular – (i) the search for a suitable location, for which the most important criteria are power supply and network infrastructure, as well as zoning and building regulations; (ii) obtaining the necessary public law approvals, whereby in addition to building and operating permits, also nature and water law approvals, as well as the conclusion
EU FDI Screening: Insights from the Commission’s 5th Annual Report and what they mean for CEE
The European Commission published its fifth annual report on the screening of foreign direct investment (FDI) into the EU accompanied by a Staff Working Document. The report covers developments during 2024 and provides an overview of FDI screening across the EU, the evolution of national screening mechanisms, and emerging investment trends highlighting both the EU’s ongoing openness to foreign investors and its efforts to strengthen safeguards for security and public order. While the EU-27 continued to attract significant investment FDI inflows slowed in 2023 and 2024 due to a decline in greenfield investments, even as mergers and acquisitions began to recover unevenly across Member States and sectors. By the end of
Kinstellar announces leadership appointments across firmwide Sectors and Service Lines
Kinstellar is delighted to announce several leadership appointments across our Service Lines and Sectors: Horst Ebhardt (Office Managing Partner, Vienna) has been appointed Co-Head of the M&A, Corporate and Private Equity Service Line, alongside Jan Juroška (Prague Office Managing Partner), Cătălin Graure (Counsel, Bucharest) will serve as Head of the firm-wide Foreign Direct Investment (FDI) Screening Service Line, and Barbara Kusak (Partner, Prague) and Rusandra Sandu (Partner, Bucharest) will lead our firm-wide Consumer & Retail Sector. Horst brings 25 years of experience in private practice, specialising in complex cross-border M&A, privatisations, and restructuring
Croatia introduces Draft Foreign Direct Investment Screening Act
The Croatian Government has introduced the Draft Act on the Screening of Foreign Investments, which is currently undergoing public consultations. The Draft Act seeks to establish a foreign direct investment (FDI) screening mechanism in line with Regulation (EU) 2019/452 and OECD investment standards. Its aim is to create a national framework for reviewing FDIs that may pose risks to national security or public order. The Draft Act is open to public comments (via https://esavjetovanja.gov.hr/) until 3 October 2025. Scope of application The screening mechanism will apply to: Foreign investors – natural or legal persons from third countries, and EU entities that are under direct or
Ukraine takes steps towards FDI screening law
Ukraine's parliament has registered a draft law “On the Screening of Foreign Direct Investments” (the “FDI Draft”), which, in line with EU standards, seeks to establish mandatory screening mechanisms for foreign investments into sensitive sectors. At this stage, the FDI Draft has only been registered as draft legislation, and thus its prospects for adoption remain unclear. Its alignment with EU standards enhances the likelihood of eventual adoption; however, the wartime context may affect both the timing of the legislative process and the substance of the final law. The draft law provides for the following framework: Sectors Foreign investments will require screening if directed toward companies
Romania adopts first set of investment screening guidelines
On 30 July 2025, Romania enacted its first set of guidelines dealing with investment screening aspects (the “Guidelines”), generally codifying authorities’ practice so far and views on particular aspects. The Guidelines were adopted by the Romanian Competition Council (“RCC”), which hosts the secretariat of the Commission for the Screening of Foreign Direct Investment (the body entrusted with carrying out the screening of investments). The RCC is also entrusted with issuing the national security clearances for non-problematic cases. A draft of the Guidelines was initially launched into public consultation by the RCC in mid-February 2025 and interested parties had until 11 March 2025 to provide feedback. The publication
Bulgaria’s FDI screening regime in effect
An important regulatory development concerning foreign direct investments (“FDI”) in Bulgaria is now in place. As of 22 July 2025, the Bulgarian FDI regime became fully applicable. With the publication and entry into effect of the final implementing act - the amendments to the Regulations on the Application of the Investments Promotion Act - the transitional exemption for filings under the Investments Promotion Act (“IPA”) no longer applies. All transactions that fall within the scope of the FDI regime and that commenced after the entry into force of the IPA in February 2024 but were not completed before 22 July 2025 must now be notified and obtain authorisation before being implemented. While the current
Kinstellar, with Noerr as lead counsel, advises STRABAG on the Romanian, Croatian, Czech, and Montenegrin law aspects of its acquisition of WTE Wassertechnik
Kinstellar is pleased to announce that, together with Noerr acting as lead counsel, it has advised STRABAG, one of Europe’s leading technology groups for construction services, on the Romanian, Croatian, Czech, and Montenegrin law aspects of its acquisition of WTE Wassertechnik, a provider of municipal and industrial water management solutions. The purchase price for the shares in WTE Wassertechnik is EUR 100 million. STRABAG is also taking over existing shareholder loans. The transaction supports STRABAG’s Strategy 2030 and is expected to significantly expand its existing water technology capabilities into the field of integrated water management. Completion of the transaction is subject to regulatory and antitrust
Kinstellar advises Special Flanges on the acquisition of Romanian industrial manufacturer Vilmar
Kinstellar is pleased to announce that it has advised Special Flanges, a leading Italian manufacturer of high-performance forged components, on the acquisition of 100% of the shares in Vilmar, a Romanian industrial company with over 50 years of experience in the production of engineered equipment for critical applications. The transaction marks Special Flanges’ first direct investment in Romania and represents a key milestone in the group’s strategic expansion across Central and Eastern Europe. The acquisition was carried out by the Wise Equity V fund managed by Wise Equity SGR – through its subsidiary Special Flanges – and involved the transfer of Vilmar from the French group Genoyer. The integration will create
Dive into the latest competition law updates in Romania
In the first quarter of 2025, the Romanian Competition Council (“RCC”) published several significant decisions, launched new investigations, and imposed fines in cases involving abuse of dominant position, price coordination, and other anticompetitive practices. 1. New FDI Guidelines In February the RCC published the draft FDI guidelines (the “Guidelines”), which were up for public consultation until mid-March. The Guidelines aim to clarify the method for the calculation of the investment value in different types of transactions, such as share deals, share capital contributions, multi-jurisdictional transactions, or in case of a loan or financing by an investor. Furthermore, the Guidelines clarify