Preliminary assessment of the first payment request of Romania

milestone 78 requires the adoption of a regulatory package for the purpose of ensuring solid corporate governance and performance of the two state-owned enterprises C.N.A.I.R and C.N.I.R. Evidence provided:

In line with the verification mechanism set out in the Operational Arrangements, the following evidence was provided:

1. Copy of the publication in the Official Journal no. 315 of 29 March 2021 of law no. 50/2021 for the approval of the Emergency Ordinance no. 55/2016 on the reorganisation of the National Company of Highways and National Roads in Romania - S.A. (C.N.A.I.R) and the establishment of the National Road Investment Company - S.A. (C.N.I.R). 2. Summary document duly justifying how the milestone was satisfactorily fulfilled (Cover Note).

The authorities also provided:

3. Government Emergency Ordinance no. 55/2016 on the reorganization of the National Company of Highways and National Roads in Romania - S.A. (C.N.A.I.R) and the establishment of the National Road Investment Company - S.A. (C.N.I.R). 4. Government Decision no. 864/2021 published in the Official Journal no. 815 of 25 August 2021 approving the statutes of the National Road Investment Company (C.N.I.R). 5. Government Emergency Ordinance no. 109/2011 on the corporate governance of public companies. 6. Government Decision no. 722/2016 on methodological norms of corporate governance. 7. Temporary mandate contract for C.N.I.R Board members until the corporate governance procedure is completed. 8. Government Emergency Ordinance no. 83/2016 on measures to streamline the implementation of transport infrastructure projects.

9. Performance contract of Board members with performance indicators. 10. Annexes approving the model of performance contracts set out in Government Emergency Ordinance no. 83/2016. 11. Tender specifications for the selection and recruitment of board members. 12. Details of the tendering procedure for selecting the companies which will handle the recruitment process of board members. 13. Law no. 111/2016 for the approval of the Government Emergency Ordinance no. 109/2011 on corporate governance of public enterprises. 14. Letter of expectations for C.N.I.R approved by Ministerial Order no. 1272/8 July 2022 guaranteeing that performance indicators/KPIs are included in the management contracts that will be signed with the board members. 15. Letter of expectations for C.N.A.I.R approved by Ministerial Order no. 1273/8 July 2022

guaranteeing that performance indicators/KPIs are included in the management contracts that will be signed with the board members. 16. Ministerial Order no. 1159/2021 for the appointment of state representatives in the General Meeting Shareholders for C.N.I.R. 17. Ministerial Order no. 1175/2021 for the appointment of the General Director of C.N.I.R.. 18. Temporary mandate contract for C.N.I.R General Director. 19. Regulation of the company approved by CA decision on 23/27.11.2022. 20. Ministerial Order no. 1172/2021 for the appointment of the interim members of the C.N.I.R board of directors. 21. Memorandum for the appointment of Secretary of State, Mr. Foghis, as interim manager of the board of directors of C.N.I.R..

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