In Albania, proposed rules would set new approval requirements for electricity-asset transfers, company acquisitions and the use of shares and infrastructure as loan security. The framework could change how banks and investors structure transactions involving licensed energy businesses. The Energy Regulatory Authority (ERE) published two draft regulations on October 29, following changes introduced by Electricity Sector Law No. 59/2026.
The proposals cover electricity generation, transmission, distribution and storage, as well as EV charging infrastructure and changes in the ownership or control of licensed companies. They address the conditions under which lenders may take security over electricity assets, enforce collateral and gain control of financially distressed projects. Project-finance banks, infrastructure funds and acquisition investors could face more explicit requirements in financing agreements, shareholder transactions and debt-enforcement procedures.
The measures are still drafts under consultation, and their final provisions have not been adopted. One draft sets out procedures for obtaining ERE approval before transferring assets used in licensed electricity activities. It covers sales, leases, mortgages, charges and other arrangements affecting ownership, possession, use or economic control of relevant infrastructure.
Proposed thresholds for asset transfers
The draft distinguishes transactions requiring prior authorisation from lower-value transfers that may qualify for exemptions. Transfers involving assets worth up to 150 million Albanian lek, approximately €1.65 million, would not need prior ERE approval if specified conditions are met. These include continued compliance with the electricity licence and no risk to service continuity or security of supply.
A separate threshold applies to hydropower installations with installed capacity below 5 MW. Prior approval would be required for transactions involving these facilities above 50 million lek, approximately €550,000. ERE could assess linked transactions together, preventing investors from dividing transfers into smaller deals to avoid regulatory review.
The exemption mechanism could ease routine commercial transactions while retaining oversight of transfers that may affect electricity infrastructure operations. It would not remove other contractual or legal obligations. Permits, concession approvals and other regulatory requirements may still apply.
Share pledges and lender enforcement
The second draft addresses changes in legal status and shareholder control, as well as the use of equity interests as collateral. It is especially relevant to project-finance arrangements in which lenders take security over shares in the company holding an electricity licence. Such arrangements allow banks to enforce contractual rights if a borrower defaults, but enforcement may also transfer control of the licensed company to a creditor or another investor.
ERE would review whether the creation or enforcement of security could result in a change of control requiring regulatory approval. Banks and borrowers would have to disclose the secured obligation, relevant contractual terms, enforcement conditions and possible consequences for the company’s ownership and operations. Applicants might also need to show how the licensed activity would continue if the security were enforced.
The draft does not generally prohibit share pledges, project financing or other security arrangements. Instead, it distinguishes financing structures that do not require approval from those that could lead to legally relevant changes in control. That distinction matters to lenders assessing whether security can be enforced within the time and under the conditions set out in loan documents.
Collateral that is legally valid but cannot be enforced without regulatory authorisation may have different commercial characteristics from security that can be realised immediately. The proposed rules therefore bring regulatory approval into assessments of collateral and enforcement arrangements.
Ownership changes and acquisition timelines
The draft regulation on ownership and control provides for a 30-working-day review period once complete documentation has been submitted, subject to applicable legal provisions on suspensions or extensions. Applicants would need to identify current and proposed ownership structures, including direct and indirect shareholders and ultimate controlling persons. ERE could also assess the financial and organisational capacity of a proposed new controlling shareholder.
Share transfers, corporate restructurings and changes involving controlling investors would consequently require greater attention to regulatory documentation. For acquisition investors, the process could affect transaction timetables, and purchase agreements may need to make completion conditional on ERE approval. Financing agreements could also include provisions on regulatory cooperation, permitted ownership changes and the consequences of delayed approval.
These considerations are particularly relevant to deals involving multiple holding companies, international financing vehicles or several classes of investors. Such structures are common in infrastructure investment but can make it more difficult to identify ultimate control.
Financing and distressed electricity assets
Security arrangements become especially important when an electricity project faces financial difficulties. Following a borrower default, lenders may seek control of the project company, transfer its assets or arrange a sale to another investor. The financial value of the security depends in part on how quickly and effectively it can be enforced.
Regulatory approval can protect system security and the continuity of licensed activities, while also affecting the timing of a restructuring. Under the proposed Albanian rules, relevant transactions would have to show that electricity-service obligations and licensing requirements would continue to be met. Banks would therefore need to assess collateral enforceability alongside operational continuity.
Technical advisers may need to determine whether a proposed new owner or operator has the resources to maintain electricity infrastructure safely. Legal advisers would need to establish which changes trigger approval and how to structure a transaction in line with the applicable rules. This could increase demand for integrated legal, financial and engineering due diligence.
Relevance to other Southeast European markets
Albania’s proposals are relevant to Serbia, Montenegro, Bosnia and Herzegovina and North Macedonia, where energy infrastructure financing often uses special-purpose project companies, bank loans and security over project shares or assets. Licensing, concession and collateral rules differ across these countries, so Albania’s framework should not be treated as directly applicable elsewhere. The underlying financing questions are nevertheless similar.
Banks need to establish whether electricity assets can be sold, refinanced or transferred after a default, while investors need to understand how ownership changes affect operating licences and project approvals. In Montenegro, these issues can be particularly important for infrastructure transactions involving concessions or internationally financed project companies. In Serbia, they are relevant to renewable-project acquisitions, refinancing and security packages provided to lenders.
The wider regional opportunity is to establish clearer procedures for ownership changes while preserving lenders’ rights and licensees’ operational responsibilities. Albania’s proposals reflect the fact that electricity infrastructure cannot always be treated like ordinary commercial property. An asset may be technically valuable and commercially viable, but its use as security depends on the legal rights attached to its licence, concession arrangements and operating obligations.
Ownership and collateral as investment risks
Investors would need to consider not only generation capacity, expected revenues and construction risks, but also the conditions governing ownership transfers and collateral enforcement. For lenders, the central issue is whether an enforceable security interest can be converted into operational control or sale proceeds through a predictable regulatory process. ERE’s proposals seek to clarify procedures and establish defined exemptions and review requirements.
The final commercial implications will depend on the regulations adopted after consultation. Albania’s emerging approach puts regulatory approval, continuity of ownership and collateral enforceability at the centre of electricity infrastructure financing, issues that banks and investors across Southeast Europe will need to address before committing capital.
