LDD of Transactions in Moldova.
Key Issues for Investors in 2025
Moldova in 2025 — Due Diligence Context
In 2025, Moldova positions itself as an emerging investment destination with a strategic geographic location, competitive tax incentives, and an increasingly investor-friendly regulatory environment. The state actively supports key sectors such as IT, renewable energy, and digital services.
As a result of accelerated EU integration, investors entering the Moldovan market in 2025 increasingly conduct Legal Due Diligence (LDD) in Moldova to assess regulatory, corporate, tax, and compliance risks.
Legal Due Diligence has evolved from a formal legal check into a strategic tool for assessing EU compliance readiness.
Scope of Legal Due Diligence: Corporate and Registration Review
Business registration in Moldova is highly digitalized. The most common legal form is the Limited Liability Company (SRL), with a minimum share capital of 1 MDL.
Registration may be completed within one business day, or within 4 hours under an expedited procedure.
Within LDD for SRL in Moldova, investors focus on:
- corporate structure and shareholder transparency;
- timely registration of corporate changes;
- absence of encumbrances, pledges, or arrests over shares.
Labor Due Diligence (Labor DD Moldova)
Labor Due Diligence must consider recent amendments to the Labor Code effective from July 2025, regulating temporary employment via Temporary Work Agencies.
Key Labor DD risks include:
- Equal treatment principle — temporary employees must receive equal pay and working conditions;
- Contract duration limits — contracts up to 12 months, extendable to 24 months, with no more than three consecutive renewals for the same role.
I. LDD for Startups and IT Companies: Tax Regime & IP Review
The Moldovan IT sector continues rapid growth, accounting for 44.8% of gross value added generated by FDI enterprises.
Due Diligence for IT companies in Moldova focuses primarily on tax incentives and intellectual property protection.
Tax Due Diligence for Moldova IT Park Residents
Investors verify eligibility for the Moldova IT Park single tax regime:
- Single tax rate: 7% of sales revenue, replacing corporate income tax, payroll taxes, social and health contributions, local taxes, real estate tax, and road tax.
- The regime is guaranteed until 2035.
- Strict verification that company activities fall within permitted IT Park activities (software development, IT consulting, R&D, call centers for export).
Intellectual Property Due Diligence (IP DD)
Moldova provides IP protection aligned with EU directives:
- patents — valid for 20 years;
- trademarks — 10 years, renewable indefinitely;
- GDPR alignment expected by 2026.
LDD also verifies compliance with IT Visa rules for foreign specialists and executives.
II. LDD for Renewable Energy Transactions in Moldova
Renewable Energy Due Diligence in Moldova is critical due to rapid sector expansion. Installed RES capacity reached ~580 MW by end-2024, targeting 30% energy consumption by 2030.
Regulatory & Investment Approval Review
- verification of eligibility for Net Billing, fixed tariffs, or auction-based fixed prices;
- confirmation of Investment Council approval for projects in critical infrastructure sectors (energy, AI).
Real Estate Due Diligence
Foreign investors may not acquire agricultural or forest land.
LDD confirms the legal category of land plots used for renewable projects.
III. Key Legal Risks Identified During LDD in Moldovan Companies
- Corporate risks — unregistered changes, encumbrances, missed statutory deadlines;
- Tax risks — transfer pricing compliance, CIT (12%), VAT (20%), dividend tax (6%);
- Dispute & arbitration risks — enforceability of arbitral awards under Moldovan law.
Summary
In 2025, Legal Due Diligence in Moldova is not merely backward-looking verification but a forward-looking assessment of EU regulatory readiness.
Successful transactions require careful review of IT Park benefits, energy permits, corporate cleanliness, and tax exposure.
Preliminary LDD Audit
We recommend starting with a preliminary Legal Due Diligence (pre-LDD).
Based on your initial data (sector, corporate structure, IT Park or RES status, foreign participation), we prepare a risk map, define the scope of full LDD, and identify red flags before the transaction phase.
📩 Contact us to conduct a preliminary LDD audit and full transaction support in Moldova.
