On 20 April 2021, Prime Minister Edi Rama removed his pandemic mask and stepped onto the podium to greet the signing of the concession contract for the construction of Vlora airport — an early electoral bet of his that was finally taking shape on the eve of the 25 April parliamentary elections.
Rama did not hide his triumph and declared that he had earlier thought the project was haunted by a curse.
“…Belinda knows it very well; at one point I started telling her, ‘It’s not possible, there’s a curse.’ Someone has cursed this project, because as soon as we solved one problem, another arose,” he said at the ceremony.
After a long ordeal of promises and delays, the concession contract was signed by Infrastructure Minister Belinda Balluku and a representative of the winning consortium, while Rama and businessman Behgjet Pacolli stood behind them.
But while the airport has not yet been completed five years on, its future has been seriously called into question by a fierce legal dispute between shareholders and a series of criminal lawsuits filed against one another for manipulation and fraud.
The implications of the conflict, however, go beyond the shareholders.
Dozens of documents analysed by BIRN suggest that, in addition to the guaranteed revenue of 138 million euros, the state budget risks being saddled with tens of millions of euros in further obligations in the event of an early termination of the contract.
This financial risk was placed on the state during the contract negotiation procedures, after the Ministry of Infrastructure and Energy took on responsibility for paying the loans taken out by the concession company at banking institutions, contrary to the recommendation of the Ministry of Finance.
The documents reviewed by BIRN contain an intensive exchange of letters between the Ministry of Infrastructure and the Ministry of Finance in the three days that preceded the signing ceremony of the concession contract, between 16 and 19 April 2021.
In addition to the bank-loan risk, the concessionaire was given a free hand to set airport fees without prior approval from the contracting authority — something assessed as potentially affecting the project’s effectiveness.
According to economics experts, these details make Vlora airport another example of the problematic public-private partnership contracts of the Rama government, where risks are placed on the state and the rewards on the private side.
“This is not a PPP,” says Azmi Stringa, lecturer in finance at the University of New York in Tirana.
“If the state guarantees the private side 130% of the value it has invested, that means the concessionaire bears zero risks, and that completely breaks the concept of a PPP,” he added.
The Council of Ministers, the Ministry of Infrastructure and the Ministry of Finance did not respond to BIRN’s questions by the time this article was published.
Conflicts and lawsuits
The Vlora airport project arose as an early electoral promise of Prime Minister Edi Rama, even though the government’s own studies considered it economically unattractive, with high risks and a low return on investment.
Nevertheless, the government insisted on building it, putting at the project’s disposal a 138 million-euro taxpayer guarantee over the first 10 years of operation.
After a failed attempt in 2019, the Ministry of Infrastructure and Energy announced in March 2021 the winners of the concession contract: a consortium made up of Mabco Construction SA, owned by Kosovo businessman Behgjet Pacolli, the Turkish company YDA Group and 2A Group, owned by Valon Ademi, another businessman from Kosovo.
The winning consortium offered an investment value of 104 million euros and in May 2021 set up the concession company, Vlora International Airport (VIA), with shares split as 58% for Pacolli, 40% for the Turkish company and 2% for Valon Ademi.
YDA Group was included in the consortium for its technical capacity in operating airports, but in September 2022 it left the project with the approval of the Ministry of Infrastructure, selling its share package to Pacolli for 4,450 euros.
Under the law on Concessions and Public Private Partnerships and the published draft contract, a winning partner could leave the project only if replaced by a second company that met the same conditions, but in the final version of the contract this clause was changed, granting the Minister of Infrastructure the right to give prior approval to a change of partners even without those conditions being met.
According to lecturer Stringa, this change raises suspicions that the contracting authority knew in advance that the Turkish company would withdraw.
“The trick was done during the contract negotiation,” Stringa says, emphasising that this brought a restriction of competition.
“It means they knew that the operator meeting the main criteria, the Turkish company, would withdraw. The path of unlawfulness was opened by changing the article of the contract,” he added.
Lawyer Redi Ramaj also considers the modification of the draft contract that opened the way for shareholders to exit problematic, even though it cannot be classified as a criminal offence.
“Responsibility for the share sale lies with the Ministry of Infrastructure and Energy, because it is responsible for drafting, signing and implementing the concession contract,” Ramaj said.
The withdrawal of the Turkish company pushed Mabco Construction up to 98% of the shares, while its partner, Valon Ademi’s 2A Group, remained at 2%.
But in October 2025 a court dispute erupted between the partners over the share split.
2A Group filed a lawsuit at the Tirana Court, claiming the registration of a notarised contract signed between itself and Behgjet Pacolli for the purchase of 47% of VIA’s shares, an act it says was refused by the Mabco Construction shareholders’ meeting. Mabco Construction contests the contract as forged and legally invalid, but on 17 October 2025 the Tirana Court decided to suspend Mabco Construction’s vote until the case is decided on the merits.
The ruling was appealed and on 22 December the Court of Appeal softened the security measure to apply only to the 47% of disputed shares, while recognising Mabco’s right to vote with the 51% of VIA shares.
Following the Appeal Court ruling, 2A Group claims to have once again secured the right to block Mabco Construction’s vote through a new ruling by the Tirana Court on 24 December 2025, examined by a different judge. The court has not yet released the written reasoning of that decision.
At the same time, the parties have lodged criminal complaints against each other on charges of manipulation and fraud.
The owner of 2A Group, Valon Ademi, told BIRN by telephone that he had been forced to turn to court because Pacolli was trying to remove him from the company by changing VIA’s statute.
“…The moment we signed a contract, he was supposed to act and answer jointly for 51% and I for 49%. He raised this narrative that this was not done at night, not during the day, not in the swimming pool… in order to push forward the scenario of changing the statute,” Ademi said.
“But changing the statute would have finished me off, and that is why the court measure was issued,” he added.
For its part, Mabco Construction accuses Ademi of orchestrating a plan to neutralise the owner of 98% of the shares through manipulated acts and actions. The company also called the Tirana Court ruling “legally unjustified, disproportionate and deeply problematic”.
“This decision has not only entirely suspended our right to vote with all the shares we hold in Vlora International Airport, neutralising the shareholder holding 98% of the shares, but it has also stripped us of every right that flows from owning them,” Mabco Construction said in a written response.
“This is a disproportionate, extreme and unjustifiable act that is equivalent to expropriation,” the company added, stressing that this conflict places the project seriously at risk.
Additional risks for the state
While the Prime Minister’s Office was preparing the staging for the signing of the concession contract ahead of the 25 April 2021 elections, the staffs of the Ministry of Infrastructure and the Ministry of Finance were urgently engaged in an exchange of letters on the assessment and final approval of the draft contract.
According to the correspondence available to BIRN, the Ministry of Finance was given only 3 days to review the voluminous documentation, while 21 annexes were not made available in full by the Ministry of Infrastructure.
BIRN analysed dozens of documents that include memos drafted by the Debt Directorate, the Macroeconomic and Fiscal Directorate, the Concessions Treatment Agency, the Legal Directorate and the Budget Directorate within the Ministry of Finance, and the correspondence exchanged with the Ministry of Infrastructure and Energy between 16 and 19 April 2021.
The documents suggest that the Ministry of Infrastructure and Energy appears to have favoured the concession company during the negotiation phase, taking on responsibility for repaying the bank loan in case of early termination of the contract in all three scenarios, and giving the concessionaire the right to a free hand in setting airport fees.
According to a 19 April 2021 memo from the Directorate of Strategy and Debt Monitoring, the Contracting Authority’s assumption of financial obligations toward banking institutions “did not enjoy legal backing and is not authorised by law”.
The memo recommended removing articles 15.9, 15.10 and 15.11 from the draft contract so that the concessionaire’s obligations toward banking institutions would remain with the private company.
“Under the legal framework in force, the only authority that can issue state debt or issue state loan guarantees is the minister responsible for finance,” reads the letter from the Debt Directorate to the Minister of Finance.
On the same day, the then Minister of Finance, Anila Denaj, in a softer tone, suggested to the Ministry of Infrastructure that these clauses be amended so that the Contracting Authority would not directly take on additional financial obligations to repay the loan.
The Minister of Finance asked the Ministry of Infrastructure to reformulate these provisions, which according to her “should consist of termination payments payable by the Contracting Authority as compensation for early termination of the contract — compensation which, among other things, would also include the obligations of the concessionaire toward the lenders under the Financing Agreement up to the moment of contract termination”.
The Ministry of Infrastructure confirmed on the same day that it had reflected the Ministry of Finance’s suggestions, and sent the revised draft contract again for assessment. On 20 April, the Ministry of Finance confirmed that the recommendations had been incorporated and approved the draft contract for the Ministry of Infrastructure.
Despite the procedure, in the final contract the Ministry of Infrastructure once again takes on responsibility for paying the concession company’s loan in all three cases: when the contract is terminated by the concessionaire, by the Contracting Authority, or because of force majeure.
In the event of an early termination of the contract, this clause may expose the state budget to at least a 56 million-euro loan that the concession company Vlora International Airport has taken out at the National Commercial Bank.
“The loans of the concession company in a contract cannot be guaranteed to be paid by the state, because in an agreement between two parties both must benefit, not just one of them — in this case the private side,” lawyer Ramaj says.
According to lecturer Stringa, the urgent review of the contract and the assumption of responsibility for the bank loans has exposed the state to high financial risks.
“When there is pressure, problematic studies are pushed through, contracts are rushed without the necessary analysis. You cannot analyse a contract that has 35-year obligations and is worth hundreds of millions of euros within a single day,” Stringa told BIRN.
“In the situation we are in amid the conflict between the two shareholders of Vlora Airport, the state side is exposed to the risk of paying the loans taken out at the moment when it terminates the contract early with the concessionaire,” he added.
Unlike other concession contracts and contrary to the suggestions of the Ministry of Finance, the setting of airport fees has also been left entirely to the concessionaire without any approval being required from the contracting authority. According to the Ministry of Infrastructure’s letter, the fees should remain the right of the concessionaire because, according to the legislation in force, “any kind of fee is set freely”.
Question marks over the value of the investment
Three days before the parliamentary elections of 11 May 2025, Prime Minister Edi Rama and Minister Balluku returned to Vlora to inaugurate the airport runway. Alongside the two shareholders Pacolli and Ademi, they declared that works were nearing completion and promised that the airport would be in operation within the year.
Under the feasibility study, the concession company committed to investing 104 million euros, against the 86.6 million euros estimated as the cost of works in the Feasibility Study.
But the financial tables submitted by VIA to the National Business Centre (QKB), analysed by BIRN, show that the value of the works does not exceed 40% of the promised investment value by the end of 2024.
According to the audited financial statements for 2021, 2022, 2023 and 2024, VIA declares works worth 42.6 million euros, of which the company’s investment is 32.8 million euros and the rest are obligations toward subcontractors.
Of these investments, the partner “Mabco Constructions” has invested 10 million euros of its own money, 22 million euros have been spent through the bank loan, while 9.7 million euros are obligations to the parties that carried out the works and that have not been paid by the end of 2024.
The partners of the concession company VIA, Mabco Construction and 2A Group, also operate as subcontractors of the works, while they have given the value of the investment as a loan to the concession company on “commercial terms and conditions”.
According to Stringa, this gives them an opportunity to profit twice from the concession.
“If you look at the balance sheets you see that the works carried out have invoiced the concession company also for profit, and the invested capital is a loan given with interest. This shows that the owners are trying to profit twice: by carrying out the works at the airport and then by operating the airport,” Stringa stressed.
The partners of the concession company, VIA, claimed to BIRN that their investments in building the airport had exceeded the 104 million-euro figure, while emphasising that the balance sheets submitted to the QKB were not up to date.
According to Mabco Construction, the balance sheets filed at the QKB only contain data on invoices submitted and accepted by the technical director, the independent engineer and the administrator of VIA at the time the balance sheet was filed. Mabco Construction claimed that its own payments alone amounted to 81 million euros.
“It must be emphasised that Mabco has not considered itself merely a contractor to be paid by VIA, but has invested its own funds, transferred through banks transparently. All these values for works and expenditures are documented through contracts, bank payments, transport, customs duties, VAT and invoices declared with the tax authorities,” Mabco Construction told BIRN.
Valon Ademi also claimed large investment values, which according to him would be reflected in the 2025 balance sheet.
“In 2025, another 50 million euros must have been invested,” Ademi said, claiming that they had built a runway where “planes do shows and a hangar terminal”.
Despite the claims of high investment values, Mabco Construction does not give any guarantee that the airport will be ready for operation in line with the contract’s expected March deadline, while concerns have grown over the quality of the works after the runway flooded last November.
“In conditions where we are effectively excluded from information and decision-making, but not from responsibility, it is impossible for us to provide overall information for the entire project and the probability of its on-time completion…,” Mabco Construction concluded.
