Financing Scheme for the Acquisition of Giurgiulești Port Challenged in Romania

The Romanian investment fund Fondul Proprietatea, which holds a 20% stake in the National Company Maritime Ports Administration Constanța (CNAPM), is continuing its legal challenge against the decision concerning the financing of the acquisition of the operator of the Giurgiulești International Free Port in Moldova.

The dispute concerns an increase in CNAPM’s share capital by RON 281.6 million, equivalent to approximately USD 62 million. The decision was approved by the company’s shareholders in March 2026. The Romanian state is CNAPM’s majority shareholder, controlling 80% of its shares.

Fondul Proprietatea argues that raising additional funds through shareholder contributions lacked sufficient economic justification. According to the fund, CNAPM held more than RON 880 million in its accounts at the end of 2025. Therefore, the company could have considered alternative methods of financing the transaction, including the use of its own resources or credit instruments.

The fund also points to potential legal risks related to European Union state aid rules, as well as the risk of diluting the stake of the minority shareholder.

On 15 May, a court in Constanța dismissed Fondul Proprietatea’s claim as unfounded. However, on 27 May, the fund filed an appeal.

At the same time, the acquisition has already been completed. At the end of April, the European Bank for Reconstruction and Development announced the completion of the sale of ICS Danube Logistics, the operator of Giurgiulești Port, to the Romanian state-owned company CNAPM. The Romanian company became the sole owner of the port operator.

Giurgiulești Port is of strategic importance to the region. It accounts for more than 70% of Moldova’s waterborne foreign trade and is located close to the borders of Ukraine and Romania. Its integration into the logistics system of Constanța Port could strengthen the Danube–Black Sea transport corridor and create additional opportunities for regional trade.

Comment by the Institute for Danube Research

As IDR experts have previously noted, Giurgiulești is gradually becoming an important element of an integrated Danube–Black Sea logistics system. Its development in cooperation with Constanța Port could strengthen the transport resilience of Moldova, Romania and the entire Lower Danube region.

Vitaliy Barvinenko, Director of the Institute for Danube Research, noted:

“Legal discussions in Romania primarily concern transparency of financing and the protection of shareholders’ rights. This is a normal element of corporate governance, especially when strategic infrastructure assets are involved.

Ukraine should take these processes into account when shaping its own policy for the development of the Danube ports. The issue is not limited to competition for cargo flows. It also concerns the possibility of creating an interconnected network of ports, railway routes and road corridors. Such a model will be particularly important for Ukraine’s post-war recovery and its further integration into the European transport area.”