The Nuclearelectrica Land Deal: Inside the Prime Minister’s Control Body Report on the Doicești SMR Project
An investigation by the Prime Minister’s Control Body into Societatea Națională „Nuclearelectrica” (SNN) has revealed that private partner Nova Power & Gas sold the Doicești land plot to the RoPower project company at a price 16 times higher than its initial acquisition cost, bypassing legal protections for state shareholders.
The Bottom Line
- The Price Gap: Nova Power & Gas acquired the 52-hectare Doicești site in December 2021 for roughly €2.8 million, later transferring it to the RoPower joint venture in June 2025 for a total package of €46.39 million including VAT.
- Financing Imbalance: While Nuclearelectrica provided shareholder loans toward total project expenditures by March 2026, Nova retains a 50% stake despite limited cash contributions.
- Bypassed Protections: The transaction was executed seven days after the two-year statutory window post-company formation expired, shielding the deal from mandatory independent registry valuations under Company Law 31/1990.
Unpacking the €46 Million Valuation Leap at Doicești
The timeline of the Doicești transaction sits at the center of the Prime Minister’s Control Body findings. In December 2021, Nova Power & Gas paid approximately €2.8 million for the roughly 52-hectare plot earmarked for Romania’s Small Modular Reactor (SMR) initiative. By June 2025, that exact land package moved into RoPower—a 50/50 joint venture between SNN and Nova—for €46.39 million including VAT. That total breaks down into a €24.34 million base sale price and a €22.05 million „refacturation agreement”.
Here is the kicker: the site chosen for the SMR project ranked second among nine final locations evaluated by the American consultant. Yet the financial engineering behind acquiring it shifted the capital weight almost entirely onto the state-backed partner. By March 2026, total expenditures for the Doicești undertaking were reached, with Nuclearelectrica funding via shareholder loans.
How Corporate Legal Protections Were Evaded
The Control Body report points to deliberate structural timing designed to sidestep strict shareholder oversight. Under Article 44¹ of Company Law 31/1990, if Nova had contributed the land directly as a „kind contribution” to RoPower’s share capital, independent evaluators appointed by the Trade Register would have been legally mandated to prevent overvaluation.
Instead, the partners executed a standard sale precisely seven days after the two-year anniversary of the company’s founding. That expiration removed tighter statutory protections safeguarding the Romanian state via SNN. Compounding this, the General Meeting of RoPower—with the vote of the Nuclearelectrica representative—raised the approval threshold for contracts from €5 million to €50 million just seven days prior to signing. Consequently, the €46 million transaction cleared via the Board of Directors without triggering broader executive scrutiny.
The Refacturation Mechanics and KPMG’s Exclusions
To justify the steep price tag, Nova utilized a refacturation mechanism that bundled costs previously rejected by independent auditors. An independent evaluation by a Big Four firm, KPMG, pegged the land’s market value at €24.45 million. That valuation deliberately stripped out roughly €19.1 million in expenses deemed non-additive to land value, such as internal holding costs and building renovations.
Despite those expert exclusions, Nova refacturated €19.49 million (excluding VAT) in excluded costs back to RoPower. This figure included €5.44 million labeled as „interest on Nova’s own capital” alongside execution work by Electrogrup, an entity within Nova’s corporate sphere. Consequently, state-backed loans financed the private partner’s internal holding costs and projected margins.
| Metric / Milestone | Initial Acquisition (Dec 2021) | RoPower Transfer (June 2025) | Project Status (March 2026) |
|---|---|---|---|
| Land Value / Cost | ~€2.8 Million | €46.39 Million (inc. VAT) | — |
| SNN Financial Exposure | — | — | In loans |
| Total Project Spend | — | — | — |
| Ownership Structure | Nova | 50/50 SNN & Nova | 50/50 SNN & Nova |
The Broader Energy Market Context
The implications of the control report stretch far beyond a single real estate transaction, touching broader anxieties over energy infrastructure funding. Nova Gas&Trade operates under the control of the Mureșan brothers, who maintain significant footprints in domestic energy operations. Meanwhile, parallel import streams—such as US liquefied natural gas delivered via the Vertical Corridor through Greece—have faced commercial headwinds from local private players due to uncompetitive spot pricing.
The Control Body concludes that Nova’s conduct generated the illusion of an arms-length market transaction while allocating risks and rewards with profound asymmetry. With Nuclearelectrica shouldering the heavy financial lifting while splitting equity evenly, industry observers are left questioning how future state-private energy partnerships will manage public capital accountability. Drop your thoughts in the comments below on how state enterprises should structure high-stakes joint ventures.
