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On Establishing The Procedure For Purchase Of The Commercial Bank "fincombank" Sa Shares Issued By It

Original Language Title: cu privire la stabilirea procedurii de achiziționare de către Banca Comercială „FinComBank” S.A. a acțiunilor plasate de ea

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In order to ensure consistent enforcement of the provisions of Article 78 para. (1) of Law nr.1134-XIII from 02.04.1997 "On societies actions" (republished in the Official Gazette of the Republic of Moldova, 2008, no.1-4, art. 1) in order to maintain financial market stability and policing in the capital market, under Article 1. (1), Article 3, Article 8 b) and letter t), article 9. (1) d), art. 21 (1), Article 25 para. (2) of Law No. 192-XIV of 12.11.1998 "on the National Commission of Financial Market" (republished in the Official Gazette Moldova 2007 nr.117-126 BIS), article 1, article 5 of Law # 171 of 11.07.2012 "on the capital market" (Official Gazette of the Republic of Moldova, 2012 nr.193-197, art.665) art.41.4 d) of the rules of the Stock Exchange regulated market of Moldova, the Council approved the Stock Exchange of Moldova from 22/04/2015 and accepted by the National Commission of Financial market Decision No.23 / 3 08/05/2015 (Official Gazette of the Republic of Moldova, 2015 nr.115-123, art.758)

NATIONAL FINANCIAL MARKET COMMISSION DECIDES:
1. It notes the decision of the general meeting of shareholders of Commercial Bank "FinComBank" SA 22.04.2016 "On the purchase of the bank's own shares in circulation in treasury shares" and measures to inform shareholders regarding the approval decision referred .
2. It establishes the procedure for purchase of the Commercial Bank "FinComBank" SA shares issued by it under the general shareholders meeting decision of 22.04.2016 "On the purchase of the bank's own shares in circulation in treasury shares" after as follows:
2.1. On expiry of the validity of the proposal Commercial Bank "FinComBank" SA on acquisition of shares issued by it, the authorized body of the issuer shall adopt the decision on satisfaction of the proposed sale, which includes a list of proposals satisfied with mentioning the full name or surname, name of the dealer and number shares accepted for purchase.
2.2. Later than 15 working days after the decision according to paragraph 2.1, will be carried out sale and purchase transactions on the regulated market of the Stock Exchange of Moldova.
2.3. Sale and purchase transactions in Section 2.2 will be made in direct transactions with the regime department categorizing them by the National Commission of Financial Market as special transactions.
2.4. Within 5 working days of transactions in Section 2.2, the Commercial Bank "FinComBank" SA will be published in the Official Gazette of the Republic of Moldova, in the "Capital Market" and will present the National Commission of Financial Market an opinion on the results of acquisition of the shares placed containing the following information:
1) identification of the issuer;
2) the validity of the proposal issuer regarding acquisition of shares placed;
3) identification of the intermediary who served performing acquisition of the shares placed;
4) The number of shares that were the subject of purchase, and the percentage they represented of the total number of shares of the same class;
5) in the purchase price of the shares;
6) the number of shares offered for sale and actually purchased and the percentage they represented of the total number of shares of the same class;
7) the total amount paid for the shares acquired by the issuer;
8) ownership of shares of the issuer in absolute and relative after purchase.
March. If, after the acquisition of the Commercial Bank "FinComBank" SA shares issued by it, nominal (fixed) of treasury shares exceed 10% of the share capital, the bank will take necessary measures to comply with legal provisions limits holding of treasury shares, by informing the National Commission of Financial Market in this regard.
4. Control over the execution of this decision is the responsibility of the Directorate General Directorate supervision and monitoring securities issuers.
May. This decision shall enter into force upon adoption, will be published on the official website of the National Commission of Financial Market (www.cnpf.md) and in the Official Gazette of the Republic of Moldova.


COMMISSION VICE NATIONAL FINANCIAL MARKET Iurie FILIP