1. Background

The EU MoldAlign project supports the Republic of Moldova in its approximation to the EU Single Market. Its Component 2, implemented by Expertise France, supports the reform of State-owned enterprises and the management of State assets, as technical assistance to the MEDD and the APP. Its third axis concerns a transparent, predictable and efficient management of public assets: valuation, privatisation, restructuring, public-private partnerships.

The 2023-2030 State property management strategy and the triage of the State portfolio carried out in 2023 (Government Decision No 819/2023) sorted public entities into five categories, including a category of enterprises intended for privatisation. The Reform Agenda of the EU-Moldova Growth Plan provided for the preparation of five investment profiles and the launch of privatisations in 2026 (step 65).

The APP prepared the five profiles and launched the sale of five State enterprises, sold as single property complexes under Law No 121/2007: an investment competition for an industrial enterprise, closed at the end of September 2026 without applications, and auctions for four other enterprises, held on 20 October 2026 without bids. The starting prices had been set on the basis of valuations carried out by certified valuers under Law No 989/2002 and the national valuation standards aligned with international standards. The APP plans to relaunch these sales in the first half of 2027 and to sell several minority shareholdings.

These results confirm a finding of the Component 2 roadmap: the value used must be economically justified from the investor's point of view, taking into account expected cash flows, upgrade and restructuring costs, the constraints attached to the sale and the real prospects of the business. The aim is not to sell below the assessed value, but to base that value on a credible methodology and then to conduct an open, transparent and non-discriminatory procedure.

Policy choices, sale decisions and the setting of prices rest with the Moldovan authorities. The project provides them with technical support.

2. Purpose of the assignment and expected results

•      Lot A, 2027 relaunches and first two profiles (15 January 2027): the APP has a diagnostic of the 2026 sales that received no bids, with recommendations for the relaunches (starting price, sale method and conditions, marketing), and two revised investment profiles ready for publication.

•      Lot B, valuation methodology (30 June 2027): the APP and the MEDD have a methodology for valuing the enterprises and assets to be sold, tested on two entities and validated, with the tools needed for its application by valuers and by the APP.

•      Lot C, next three profiles (30 September 2027): the APP has three additional investment profiles prepared according to the validated methodology, for the first wave of sales in 2027.

•      Lot D, sales programme and support to transactions (2027-2028, optional tranche): the APP has a published and updated multi-year sales programme, and support in preparing transactions (data room, answers to investors' questions, files submitted to the commissions).

The assignment does not include statutory valuations within the meaning of Law No 989/2002, which remain entrusted to certified valuers, nor participation in the decisions of the sale commissions, nor the canvassing of investors on behalf of the APP.

3. Texts and documents to be reviewed

The expert works on the documents provided by the APP and the MEDD and on the consolidated versions of the texts published in the State Register of Legal Acts (legis.md). The project provides working translations into English of the main documents in Romanian.

The list may be completed at the request of the APP, the MEDD or the Head of Component.

4. Activities

Lot A · 2027 relaunches and first two investment profiles (2.3.2) · 20 days

•      Scoping, within five working days of notification: review of the documents, meeting with the APP privatisation and post-privatisation directorate and the PPP and investment projects directorate, confirmation with the APP of the two entities whose profiles are revised first, work plan.

•      Diagnostic of the 2026 sales: for each enterprise offered for sale, comparison of the valuation, the starting price and the financial indicators; review of the valuation approach used (income, adjusted net assets, market) and its assumptions, in particular the gap between the value in current use and the value of an alternative use, and how legal, technical and urban-planning constraints were taken into account; review of the conditions attached to the sale and of the marketing (channels, languages, timing, information available); short interviews with a few potential investors, intermediaries or chambers of commerce, organised with the APP, to understand the absence of bids.

•      Recommendations for the relaunches: for each enterprise, options for the starting price within the applicable legal framework, the sale method (auction, competition, separate sale of certain assets) and the conditions, with their advantages and risks; list of the information to be gathered before the relaunch.

•      Two revised investment profiles: presentation of the enterprise and its assets, three-year financial data and key ratios, market and positioning, investment case, known risks and constraints, sale conditions, timetable and contact; short format for investors, in English, with the list of data room documents.

Lot B · Valuation methodology (2.3.1) · 30 days

•      Draft methodology: valuation based on the value an investor would project (expected cash flows, upgrade and restructuring costs, social costs, value of non-operating assets); rules for choosing and weighting the approaches; treatment of highest and best use and of conversion constraints; transition from the valuation to the starting price and rules applicable after an unsuccessful sale; validity period and updating of valuations.

•      Tools: model terms of reference for valuers, grid for the APP's quality review of valuation reports, model summary table submitted to the commissions.

•      Testing and validation: application of the methodology to two entities chosen with the APP, workshop with the APP and the MEDD, final version incorporating their comments and submitted for their validation.

Lot C · Next three investment profiles (2.3.2) · 25 days

•      Three profiles prepared according to the validated methodology, for entities chosen with the APP in the 2027 sales programme, each with the list of data room documents and the issues to be settled before the sale.

Lot D · Multi-year sales programme and support to transactions (2.3.3) · 45 days · optional tranche

•      Multi-year programme: list of at least ten enterprises or shareholdings to be sold, with the intended sale method, indicative timetable, prerequisites (legal transformation, settlement of debts, regularisation of land titles) and order of priority; version 1 at the end of 2027, update at the end of 2028.

•      Support to the transactions of the first and second waves: organisation of the data room, preparation of answers to investors' questions, summary files submitted to the commissions, lessons learned after each sale.

Expertise France confirms lot D in writing, in light of the progress of lots A to C and of the APP's sales programme. If lot D is not confirmed by 31 December 2027, it is not carried out and gives rise to no payment.

5. Deliverables, timetable and days

Pace. The assignment is intermittent: about 20 days between notification and 15 January 2027, then on average five to six days a month in 2027 and, if lot D is confirmed, in 2028. The expert organises his or her time freely; no full-time presence is required.

Technical requirements. Deliverables are written in English and delivered in editable Word format; calculation tables are delivered in Excel format, with their formulas. Investment profiles are delivered in English; their Romanian version is prepared by the project. Each finding refers to its source (valuation report, financial statement, text).

Validation. The Head of Component 2 sends comments within five working days of the delivery of each deliverable; to meet the 15 January 2027 deadline, this period is reduced to two working days for deliverable A2. An oral progress meeting on the diagnostic of the 2026 sales is held with the APP before 18 December 2026; it is not a deliverable. Transmission to the APP and the MEDD is made by the project. The methodology (deliverable B2) is validated by the APP and the MEDD in accordance with their procedures.

6. Organisation of the assignment

•      The expert carries out the assignment autonomously. The Head of Component 2 provides technical guidance and validates the deliverables; there is no relationship of subordination.

•      The expert does not represent Expertise France or the APP, makes no commitment and signs no document on their behalf, does not take part in the decisions of the sale commissions and does not manage any team.

•      He or she works with the legal experts mobilised by the project on the legal framework of privatisations, in particular the company-law legal expert supporting the mission of the French Inspectorate General of Finance, and takes into account the conclusions of that mission. If lot D is confirmed, the project specifies at that time the legal support available to the expert for the 2028 operations.

•      Meetings with the Moldovan authorities and interviews with potential investors are organised by the project, in agreement with the APP, and held in the presence of the Head of Component or a member of the project team. Interviews with potential investors follow a standard set of questions, the same for all; each is recorded in written minutes, filed and shared with the APP. The expert has no subsequent bilateral contact with these interlocutors about the sales concerned, so as to ensure equal treatment of potential buyers.

•      Place of performance: Chișinău for the scoping, if possible, for the interviews and for the lot B workshop; the rest of the work can be done remotely. Practical arrangements for any travel are specified at the contracting stage.

•      Communication: the expert makes no public statement on the assignment; all communication is the responsibility of the project and follows its validation chain.