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The law on the registration of financial instruments (value paper registry law) date law-2002-07-05-64 Ministry Ministry of finance Recently changed law-2015-06-19-65 from 01.10.2015 published in 2002 booklet 7 entry into force 05.07.2002, 01.01.2003 Change Announced short title Value paper registry law-vprl.
Chapter overview: Chapter 1. Introductory provisions (§ § 1-1-1-3) Chapter 2. The right and duty to registration in a register (§ § 2-1-2-4) Chapter 3. Requirements for permission etc. (§ § 3-1-3-4)
Chapter 4. Corporate law (§ § 4-1-4-6) Chapter 5. Enterprise and ownership boundary rules etc. (§ § 5-1-5-5)
Chapter 6. Registration of rights to financial instruments (section section 6-1-6-9), Chapter 7. Legal effects of registration and infringement (§ § 7-1-7-5), Chapter 8. Confidentiality and the right of access, etc. (§ § 8-1-8-6)
Chapter 9. Liability, collateral, complaint (§ § 9-1-9-5) Chapter 10. Supervision and punishment (sections 10-1-10-4) Chapter 11. Winding up, etc. (§ § 11-1-11-3)
Chapter 12. The effective-and transition rules (§ § 12-1-12-2) Chapter 13. Changes in other laws (section 13-1) cf. the previous law on Mutual Central of 14 June 1985 No.. 2. Chapter 1. Preliminary provisions section 1-1. The purpose of the Act's purpose is to facilitate the safe, organized and efficient registration of financial instruments and rights in such instruments with the legal effects that are determined in this law.
§ 1-2. Safety paper the registry's complementary rules A safety paper registry to fix rules for business in accordance with the provisions of this law. The rules shall be approved by the financial audit.
§ 1-3. Definitions with value paper registry is meant in this law firms with permission under this Act to operate the registration of financial instruments.
Chapter 2. The right and duty to registration in a paper registry section 2-1. Financial instruments that will be introduced in the following registry value paper financial instruments to be introduced in a paper registry as mentioned in section 3-1:1.
stocks and drawing rights in the Norwegian public limited companies, and 2.
Norwegian bearer bonds.
The Ministry may by regulation provide further rules on the obligation to introduce financial instruments in a paper registry, including rules that clarifies, extends and restrict the duty after the first paragraph.
section 2-2. Financial instruments that can be introduced in the safety paper registry other financial instruments as mentioned in the securities trading Act section 2-2 can be introduced in a paper registry, with the legal effects arising from this law. The Ministry may decide that the registration of rights in certain financial instruments should not be given the legal effects arising from this law. The Ministry may by regulation provide that other assets can be introduced in a paper registry.
Introduction after the first paragraph can not happen if it has already been issued a document that represents the financial instrument in a way that can be in violation of it arising from this law. Introduction after the first paragraph can still happen if such a document is added, in safe custody or otherwise secured against to get revenue. When the financial instrument is introduced in a paper registry, no longer have the document that mentioned in the first sentence legal effects that may come in conflict with this law. The Ministry may give further rules on the notice of documents by transition to the introduction in a paper registry.
Introduction after the first paragraph may not happen if the financial instrument is already introduced in another Norwegian safety paper registry, or in a foreign registry with the legal effects that may come in conflict with the arising from this law. Introduction in violation of the provision in the first sentence is without legal effects after chapter 7.
§ 2-3. Decision on the introduction of the safety paper registry unless determined in or in pursuance of the law, deciding the issuer of the financial instruments for these to be introduced in a paper registry. Safety paper registers to determine the modalities of who are to be considered as the issuer.
A registry value can not deny the paper introduction unless the registry's business location according to the Statute is limited or the registry, incidentally, has just cause for the refusal.
§ 2-4. Further rules on the introduction Safety paper registry sets out rules on the introduction in the registry and on the steps where a financial instrument is no longer going to be introduced in the safety paper registry.
Chapter 3. Requirements for permission etc.
§ 3-1. Terms and conditions for doing business as paper business that value consists in the registry the registration of financial instruments with those effects as provided in this law, can only run by enterprises with the permission of the Ministry. Permission can only be granted if the owners of significant holdings are suitable. The rules on egnethetsvurdering by the acquisition of stake in § 5-2 applies accordingly.
A value paper should be organized as registry public limited company, and to meet the requirements arising from this Act.
The second paragraph does not apply to foreign registers that meet safety requirements paper in the rules given by the Ministry.
section 3-2. Application for a permit application for a permit shall contain the information which is of importance for the management of the application and that shows that the statutory requirements have been met. The Ministry may request additional information.
Decision on the permission should be notified to the applicant as soon as possible and no later than six months after the application was received. If the application does not contain the information necessary to determine if permission is to be given, the time limit is considered to be from the time when such information was received.
section 3-3. Change and revocation of permission Department can partially or completely change, including setting new criteria for, or revoke permission to operate safety paper registry if: 1. safety paper the registry do not make use of the permit within 12 months, expressly waive on the permit, or has ceased to operate the registry for more than six months, 2. safety paper the registry has obtained the permission by using the incorrect information or other irregularities ,
safety paper the registry no longer meets the criteria required for the permit, 4.
safety paper the registry make serious or systematic violations of the provisions given in or pursuant to the law, 5.
mislige conditions with safety paper the registry gives reason to fear that a continuation of the business could hurt public interests, or 6.
safety paper registry not descendant order given by the financial audit.
section 3-4. Business abroad A value paper registry that should exercise business in foreign countries by the establishment of the subsidiary or affiliate, going to report this to the Financial Audit.
Chapter 4. Corporate legal provisions § 4-1. Board of Directors and management A value to have a paper registry Board of Directors with at least five members. The General Manager may not be a member of the Board.
Members of the Board, General Manager, and others who actually participates in the management of the registry value to have paper relevant qualifications and professional experience, have a reputable record and by the way do not have expelled undue behaviour that gives reason to assume that the position or the task will not be able to be safeguarded in the proper way.
The registry value to give Ledger paper audit message by changing the composition of the Board, the replacement of a General Manager or other people who actually participate in the management of the business. The message should as far as possible be given in advance, and must contain the necessary information about qualifications, professional experience, record, as well as tasks or position in other business. The financial authority can issue an order that the change should not be taken if the change can be assumed to lead to that the requirements of the second paragraph are not met.
Persons referred to in the first paragraph shall disclose the ordinary police certificate after police registry law § 40.
§ 4-2. The Control Committee shall have the Value register Control Committee of at least three members who are elected by the general Assembly. Control to oversee that the entity follows laws, regulations and licensing conditions, as well as by-laws and resolutions hit by the company's bodies, and to consider the security aspects of the business. The General Assembly shall fix the instructions for the control. The instruction shall be approved by the financial audit. Control to give the message to the general Assembly and the financial authority about his work. Financial audit can provide further regulations on the composition of and the business-to-value paper registres Control Committee.
section 4-3. Articles of Association statutes, and the registry's paper Value changes to these shall be approved by the Ministry. The Ministry may give the regulation on article content.
§ 4-4. Internal control etc. The Board shall establish guidelines for the internal control and ensure that the internal control be established, implemented and documented in a proper manner in accordance with the Board's guidelines and toppings. Financial audit can provide regulations with provisions on internal control in more detail.
The General Manager shall ensure that the internal control be established and implemented in accordance with the law and regulations. The same goes for the Board's adopted policies and cuts.
The Board shall establish guidelines for employees ' and trade with confidence-tested options financial instruments and for employee and trust choice tes impartiality. The Board shall also establish guidelines for the employee and the Trust access to choice test possessing tasks in companies that have introduced financial instruments in value paper registry.
The Ministry may by regulation provide further rules on the conditions as mentioned in the second and third paragraph.
§ 4-5. Capital ratio A value paper registry at any time shall have a responsible capital as is proper from the scope and risks of the company's business. The Ministry may by regulation provide closer to the rules about what should be considered the entity responsible capital, as well as about the minimum requirements for responsible capital.
section 4-6. Decision on merging, sharing and disposal of business decision on a disposal of a substantial portion of the company's konsesjonspliktige business meeting of the general Assembly with majority as for Bylaw change. The Ministry will decide in case of doubt whether a disposal includes a substantial portion of the konsesjonspliktige business.
Decision as mentioned in the first paragraph and the decision on the merger and demerger of the enterprise after the public limited companies act shall be notified to the Ministry. The Ministry may within three months from the day message is received deny merging, sharing or disposal, as well as set the conditions for the implementation of the transaction or change the concession that exist. Decision as mentioned in the first sentence could not be carried out before the expiry of the period referred to in the second sentence.
Chapter 5. Enterprise and ownership boundary rules etc.
section 5-1. Enterprise limitations in addition to value paper registers ring can a value paper registry only drive other business that has natural context of the safety paper registration and does not jeopardize the trust to value paper the registry's integrity and independence. The Ministry may by regulation provide further rules and meet individual decisions about the type of business a value paper registry can drive.
The financial authority may order the company to drive associated with the business as stated in the first paragraph in the own enterprise. Konsesjonspliktig other business to be always operated in their own enterprises.
A value cannot be register participant in other companies with unlimited liability for the company's obligations, have assets in different business activities or have such influence as mentioned in the public limited companies Act § 1-3 the second paragraph, if this weakens the safety paper the registry's integrity and independent position.
section 5-2. Control by the acquisition of significant holdings Acquisition that leads to that the transferee is the owner of a substantial stake in a paper registry requires permission from the Ministry. With significant ownership interest will mean the direct or indirect ownership interest that represents at least 10 percent of the share capital or votes, or that in some other way makes it possible to exercise a significant influence over the management of the company. Same with the transferee's own shares is considered stocks that acquired or owned by the transferee's close associates. The securities trading Act section 2-5 applies to who are considered close associates. Equated with the owning of shares for the first to the third period is considered the acquisition of the right to become the owner of shares when this must be considered real aksjeeie.
Any acquisition that increases its stake so that this directly or indirectly exceed 20, 30 or 50 percent of the share capital or votes in a paper registry, requires permission from the Ministry. The first paragraph third to fifth period applies.
Permit application after the first and the second paragraph is sent separately for each stock owner who by acquired directly or indirectly getting a stake in the safety paper that make up the registry or exceeds 10, 20, 30 or 50 percent. The who acquire significant stake according to the rules in the first and second paragraph, shall disclose the ordinary police certificate after police registry law § 40 if the Financial authority asks for it after the first permission and second paragraph can only be given when the transferee is deemed suitable to ensure a good and sensible management of the enterprise. By this review should in particular emphasis is on: a) the transferee's earlier dealings, b) transferee's available financial resources and the consideration of proper business, c) about the ownership will be able to lead to adverse effects of the financial markets ' behavior, or for value paper the registry's function as the rights registry, d) the opportunity to exercise an effective supervision, including whether it is established cooperation with supervisory authorities in the transferee's home country, e) if ownership will be able to affect the rights and obligations for the players in the value paper registry , f) about the underlying structure of the transferee owns is in accordance with the considerations that are maintained in this provision, g) about there is reason to assume that in connection with the acquired takes place or attempt made money laundering or funding of terrorist activities, or that acquired will increase the risk of this.
Permit application after the first and the second paragraph shall be sent Financial Audit with a copy to the Ministry.
Disposal of shares so that its ownership interest comes under limits after the first and the second paragraph, it should be given the message to the financial audit.
The Ministry will decide in case of doubt about the close stand ' stocks should be equated with the transferee's own shares under subsection third and fourth periods, jf. second paragraph, second sentence.
The Ministry may by regulation provide further rules on the content of the application as mentioned in the fifth paragraph, the rules for the treatment of the application, as well as rules on the duty for safety to give paper registry message about the owners of significant interest in the entity, and whether the duty of legal persons that have significant interests in a paper registry, to give the message of who are included in the Board of Directors and the management.
section 5-3. The acquisition without permission If a shareholder has acquired shares without necessary permission under section 5-2, the Ministry can fix a deadline to reduce its stake or seek appropriate permission. If this deadline is exceeded, the Ministry can sell the shares. The rules on compulsory sale of negotiable securities applies so far they fit. Enforcement Act § 10-6, cf. section 8-16 will not apply. The stock owner should be notified that foreclosure will be made no later than two weeks before the sale is conducted.
Until the sale or forced sale has taken place can share the owner for that part of the shares that exceeds the allowed level, not exercise the other rights of the company than the right to raise dividends and to exercise preferential right by the capital increase.
§ 5-4. (Repealed by law June 20, 2014 No. 29 (ikr. 1 July 2014 according decision June 26, 2014 No. 866).)
section 5-5. (Repealed by law June 20, 2014 No. 29 (ikr. 1 July 2014 according decision June 26, 2014 No. 866).)
Chapter 6. Registration of rights to financial instruments section 6-1. Registreringsberettigede eligible to enroll registration is the which, according to the registry appears to be justified, or the one that will make that the right is passed over to him.
Eligible to enroll slettelse of lien or other encumbrance is the eligible for heftelsen. So slettelse can also happen if it will be made that the right is fell away.
The issuer of a financial instrument is entitled to report slettelse of the instrument from the registry, if it will be made that the financial instrument is ceased to exist because of the fulfillment or other conditions.
Eligible to enroll registration is on anyone who after other legislation has the right or authority to raise or transfer rights in or to the financial instruments without the consent of the one that is mentioned in the first paragraph.
§ 6-2. Single accounts and manages accounts unless otherwise determined in or in pursuance of the law, the financial instruments are recorded on the individual accounts that belong to the individual investors, or manages accounts for two or more investors. The registry is obliged to create investor or fund manager accounts to the registration of financial instruments that are introduced in the registry.
Safety paper registry may in its rules provide that certain types of financial instruments to be recorded on individual accounts, and that it must be created separately for specific purposes.
section 6-3. Manages accounts should be disclosed in the registry that an account is a fund manager account, and who manages the account. The Manager must be approved by the Financial Audit. The Ministry may provide regulations on the approval and revocation of the approval of the Manager.
The Manager has the authority to rule over the cash in the account with binding effect for the investor, and by the way with such legal effects as provided in Chapter 7.
Financial instruments that belong to the Manager, could not be registered on the Manage account that is managed by that person. In relation to the rules of section 6-8 and section 8-2 is considered to be the manager that the holder of the financial instruments on the Fund Manager account.
Manages the duties to provide information about the real owners in the same extent and in the same way as safety paper to provide information registry duties under section 8-2 or any other Act. The Ministry may by regulation provide further rules on Fund Manager's disclosure and the duty of the storage of the information.
If a Norwegian safety paper registry is the Manager of a fund manager account in another paper, the Norwegian registry value applies the rules in Chapter 7 by transfers between different holdings of the Fund Manager account. The Ministry may give further rules on this.
The manager shall determine the rules for when the manager shall be deemed to have received notice of a legal foundation under section 7-5. The rules shall be approved by the financial audit.
section 6-4. Sanctions for breach of the rules in section 6-3 If someone manages a fund manager account without the approval under section 6-3 the first paragraph, or the approval be withdrawn, the financial audit require account blocked. By blocking the Manager the right to lose to dispose of the financial instruments that are registered on your account, including to receive payments related to the financial instruments with the liberating effect of the payer. The hold is not an obstacle for the implementation of transactions approved by the Financial Audit.
The first paragraph also applies if a Fund Manager does not meet its obligation to provide information under section 6-3 fourth paragraph.
The Ministry may by regulation provide further rules on forced sales of financial instruments registered in the Fund Manager accounts in those cases where the account is managed by someone without the approval under section 6-3 the first paragraph, or where the Manager does not meet its duty under section 6-3 fourth paragraph.
section 6-5. The Organization of the registration business value paper registry sets out rules on the Organization of the registration business, the use of remote registry operators, access to make registrations directly in the registry, the requirements for documentation of identity and authorisation conditions.
section 6-6. Correction and deletion of information from the registry to correct the rights Registry error in a registration if it finds that the registration is incorrect.
Safety paper registry may delete information from rights registry if they obviously are of no importance.
Information that has been deleted from the rights registry to be kept for at least ten years.
section 6-7. Change messages and inventory lists the registry Value to send paper message to licensees by any change in the registry that may have a bearing on their rights, unless otherwise agreed. Similar applies to others who have signed a registration.
Safety paper the registry shall once a year send copyright holders an overview of their holding of or rights in the registered financial instruments. It should be apparent by the overview also the other information that may have a bearing on their rights.
Safety paper sets out the rules on the registry change notification closer and inventory lists.
section 6-8. Information that should be disclosed in the registry the registry will contain information about the financial instruments and of the holders of the rights to these.
The Ministry provides regulations on the information after the first paragraph that should be disclosed in the registry, and about how the information will be assembled.
section 6-9. Consideration for the registration Services Department can in regulations give rules on safety paper consideration for the registry's registration services.
Chapter 7. Legal effects of registration and infringement § 7-1. Conflicting rights of a registered right goes in front of a right which is not registered or who are registered at a later date.
An older right go without regard to the first paragraph in front of a younger right, if the younger right is acquired by agreement and the transferee of the younger right at the registration known or should be known to the older right.
An older right go without regard to the first paragraph in front of a younger right, if the younger right is acquired by inheritance.
Rights registry to fix the rules for when a right is registered. Policies to be approved by the Ministry.
section 7-2. Missing by avhenderens right when a right that is acquired by agreement is registered under section 7-1, it may not be applied against the transferee that the avhenderens was not right in accordance with the registry's content. This does not apply if the transferee was or should have been familiar with the avhenderens missing right when the right was registered. The first sentence does not apply to conflicts between the conflicting rights as mentioned in section 7-1.
section 7-3. The issuer's objection When a right that is acquired by agreement is registered under section 7-1, not the issuer of the other financial instruments than shares and equity make the current evidence against the transferee objections as stated in the promissory note section 15. Rebuttal can still be applied if the transferee was or should have been familiar with the issuer's objection when the privilege was registered. Promissory notes Act section 18 applies.
The issuer can in any case make the current objections as stated in the promissory notes law § § 16 and 17.
section 7-4. Liberating payment Payment from a debtor to the who after the registry is entitled to receive the payment on the due time according to the registry's content is liberating for the debtor, even if the recipient did not have the right to receive the payment. This does not apply if the debtor was or should have been familiar with the payment recipient's missing right then the payout took place.
§ 7-5. Financial instruments introduced in a paper registry Outlines of financial instruments registered on the Manage account in a paper registry with permission under section 3-1 get legal effects under section section 7-1 and 7-2 when the Manager get the message outline. Legal effects under section section 7-1 and 7-2 occurs only when the steward is approved under section 6-3 the first paragraph.
Chapter 8. Confidentiality and the right of access, etc.
section 8-1. Confidentiality elected officials, employees and the Auditor in a paper registry is obliged to prevent any access or knowledge of it as they in their work gets to know about anyone's business or personal relationship, if nothing else follows from this or any other Act. The same applies to others who perform work or assignments on behalf of a value paper registry.
Confidentiality also applies after he or she has terminated service, mission or task.
section 8-2. Viewing right without the obstacle of confidentiality pursuant to section 8-1, the following about the right to obtain information from a paper registry value: 1. a principal has the right to get all the information that is registered in the account.
2. a mortgagee or licensee to another limited right registered on an account, have the right to get all the information that is registered in the account that may have a bearing on the right.
3. The District Court and the enforcement officer has the right to get enlightened which registered financial instruments belonging to a defendant, a debtor or a person who is deprived of legal capacity, and whether there are other restricted rights in these. The Court, trustee and Chairman of the Board is appointed debt as of the Court, has the right to get all the information that is recorded about a bankruptcy debtor or a debtor that is under debt negotiation, or whether a deceased at the change of the insolvent estate, including all the information on financial instruments that are introduced in the paper the registry value. The same applies for the Chairman of the Management Board of the financial institution appointed by the Ministry of finance or the financial audit.
4. everyone has the right to obtain information that is recorded about a financial instrument, unless otherwise provided by law or regulation.
5. If someone with legal authority in law are entitled to information, and the information can be found in a paper registry, he or she has the right to obtain this information from safety paper registry.
section 8-3. Information for the use of research Financial Audit can determine that a value paper registry can provide information used for research without the obstacle of confidentiality pursuant to section 8-1, when there is reasonable and does not cause disproportionate disadvantage to other interests.
To the decisions as mentioned in the first paragraph may be set conditions regarding among other things, who will have responsibility for the information, and who should have access to them, about the storage and return of loaned materials, about deleting transcriptions, about whether the researchers will have access to apply to or obtain further details about them it is given information about the , and on the use of information by the way.
Petition for exemption from confidentiality pursuant to the first paragraph shall be sent safety paper registry, that will provide a tilrådning in the case of the financial audit.
The King can give the regulation to the completion and implementation of the provisions of paragraph here.
section 8-4. Researcher's confidentiality Any that perform service, or work in connection with research as a value paper pursuant to registry section 8-3 the first paragraph has given information subject to confidentiality to, is obliged to prevent others from access or knowledge of this information.
The information can only be used for research and in accordance with the terms stated purpose and that had to be determined under section 8-3 the second paragraph.
Confidentiality is not an obstacle for 1) that the information be made known to them that the information directly relates to, or for the other to the extent that those who are entitled to silence, 2) agree that information is used when the need for protection must be taken care of in that they provided in statistical form, or by the individualiserende characteristics are excluded in another way.
Safety paper the registry shall make the disclosure of the information before the recipients of the information known by the confidentiality and the criminal provision in section 10-4, second sentence. Safety paper the registry may require a written statement that the recipients of the information know and will comply with the rules.
The King can give the regulation to the completion and implementation of the provisions of paragraph here.
section 8-5. Remuneration Value paper the registry may require consideration for the provision of information to the account holders, licensees and others, including by the provision of notices of change and inventory lists. This does not apply for information public authorities are entitled to pursuant to law or regulation.
section 8-6. Access to information in the registry to have the police electronic access to the information in the Norwegian paper registry value. Search in the registry value shall only occur the paper out from the police needs for information in connection with the prevention and combating of crime.
Financial audit to have online access to the information in the Norwegian paper registry value. Search in the registry value shall only occur the paper out from the Finance Authority's need for information in connection with the supervisory tasks.
Norwegian regulated market shall have online access to the information in the Norwegian paper registry value. Search in the registry value shall only occur paper out from Norwegian regulated market need to monitor the market according to the Stock Exchange Act § 27.
Chapter 9. Liability, collateral, complaint section 9-1. The registry's liability Value paper the registry is responsible for the financial loss suffered as a result of any error that is occurring in relation to the registration business. This does not apply if the registry will make that error is caused by circumstances beyond the registry's control that the registry could not reasonably expected to avoid or overcome the consequences of.
For other financial loss is liable if the registry value paper loss due to negligence from the registry's page or in the registry for some answers.
Liability as mentioned in the first paragraph includes only the direct loss, and such liability is in any case limited to 500 million kroner for the same error.
section 9-2. Collateral Value paper the registry's liability pursuant to section 9-1 shall at all times be covered by insurance or other guarantee completion for the benefit of third parties. Security of completion shall be approved by the Financial Audit.
section 9-3. The claimant's complicity Has injured party even intentionally or negligently caused or contributed to the injury, the compensation can be nedsettes or withdrawn.
section 9-4. The treatment of damages claim for compensation is to be treated according to the rules in section 9-5. Damages to be brought to value paper registry. Be achieved there agreement between the parties about the requirement, brought the case in appeal.
section 9-5. Complaint Registry Value to create a paper independent appeals that deal with complaints over decisions that are hit by safety paper the registry or a representative of the registry. The complaint should be brought to value paper registry. Safety paper registry can even take the complaint to follow or make suggestions as to the solution to the complainant.
Rules on the complaint Committee's appointment and composition shall be determined by the safety paper registry.
Complaint to report me to reject the complaint if the matter complaint concerns are brought before the courts.
Anyone with legal appeal can appeal. Complaint Examiners may decide that a complaint should not be taken during treatment, if it finds that the complaint question travel should be promoted to the decision in the courts.
The complaint must be made within three weeks from the day the petitioner has or should have had knowledge of the fact the appeal applies.
Complaint examiners can after the petition from the complainant decide that the complaint should be recorded in the same way as a limited privilege.
If someone has performed as a counterpart or can be considered as the counterpart in the complaint, he or she shall so far as possible be provided the opportunity to within a reasonable time to respond before the examiners complaint hit the decision in the complaint.
Message that a decision is appealed against shall be sent to all of the rights in the registered financial instruments the complaint applies if the appeal can affect the person's rights. The corresponding message should be sent registered licensees and those who have performed as a party to the complaint when this is settled.
Brought the complaint Committee's decision in the courts to estate in conciliation does not take place.
Chapter 10. Supervision and penalties § 10-1. Audit Companies that drive the value paper registry is subject to the supervision of Financial authority by law 7. December 1956 No. 1 about the supervision of financial institutions, etc. (financial supervision).
section 10-2. Information duty to Finance the audit Value paper registry and company in the same group have the obligation to provide the information that the financial audit requires about matters that affect the company's business, as well as to provide and disclose to the financial audit documentation pertaining to the business. The same applies to the acting on behalf of the safety paper registry.
§ 10-3. Orders from the Financial Audit Financial Audit can provide value paper registry order correction if the entity acting in violation of the law, provisions subject to a legal authority in the law or its own rules and business terms. The same applies to the acting on behalf of the safety paper registry. The same applies also if the entity's management or Board members do not meet the requirements of the Honorable record and experience as provided in § 4-1.
If a shareholder with significant ownership interest is not considered suitable to ensure a good and sensible management of the enterprise, or have shares without necessary permission under section 5-2, the financial audit issue an order that there may be exercised the right to vote for the shares.
§ 10-4. Penalty elected officials, employees and accountant in the company that operates the safety paper registry and who intentionally or negligently contravenes the provisions of this Act or in the regulations given under the legal authority of the law, punishable with fines and under especially aggravating circumstances with imprisonment up to three months, if the action does not go under any harsher penalty provision. In the same way be punished it as intentionally or negligently contravenes section 8-4 about confidentiality or terms under section 8-3 the second paragraph, or regulations provided with authorization in § § 8-3 or 8-4.
Chapter 11. Winding up, etc.
section 11-1. Winding-up resolution to dissolve or wind up the business in a paper registry get together by the general Assembly with majority as for Bylaw change, unless otherwise provided by law. The decision shall be approved by the Ministry, which can set the terms of the approval.
Decision on the resolution or liquidation of a value paper will be published in the Norwegian registry Gazette and at least two national newspapers.
section 11-2. Report the Board of Directors and the General Manager in a paper registry have separately the duty to notify the Financial supervision if there is reason to fear that: 1. it will be able to experience failure in safety paper the registry's ability to meet its obligations as they fall due, 2. it's occurred relative that could lead to serious failure or loss of confidence that significantly will weaken or threaten the financial strength ,
the registry value will not be paper able to perform konsesjonspliktige the registration functions.
If the auditor is the registry's paper value to know the conditions mentioned in the first paragraph, that give such a message to the Financial audit as mentioned in the first paragraph, unless he or she has received confirmation from the financial supervision that such a message has already been given.
The message will contain information on the institution's liquidity and capital situation, and account for the reason for the difficulties.
section 11-3. Public Administration Policies of the Act 6. December 1996 No. 75 about security arrangements for banks and public administration, etc. of financial institutions Chapter 4 apply as far as they are appropriate.
Chapter 12. The effective-and transition rules section 12-1. Entry into force the law comes from the time Kongen1 in charge. At the same time repealed law 14. June 1985 No.. 62 of the securities Central. Norwegian central securities depository must within one year from the entry into force of the law apply for permission under this Law Chapter 3. The Ministry may give the closer the transition rules.
section 12-2. The conversion of the Norwegian central securities depository VPS shall, within two years from the entry into force of the law here is converted into public limited company, jf. law 13. June 1997 No. 45 of public limited companies.
The conversion shall be made by the securities Center assets and liabilities be transferred to a newly formed public limited company against the Norwegian central securities depository will get shares in the company as consideration. Creditors after the transferred obligations may not require coverage because of the transformation or oppose the transformation.
The shares of the company in the Jane Fonda or enterprises as mentioned in section 5-2, third paragraph, to be sold. That part of the consideration by the sale, corresponding to the book equity in the Norwegian central securities depository will be transferred to a financial market funds. The excess part of the consideration transferred to the State. Norwegian central securities depository will then wound up.
Book equity as mentioned in the third paragraph should be disclosed in a closing balance sheet prepared by the Norwegian central securities depository no earlier than four weeks prior to the transfer as mentioned in the second paragraph. The closing balance will be worked out according to the same principles as the last annual accounts to the Norwegian central securities depository, and be approved by an auditor. In addition to the closing balance sheet approved by the Ministry.
Norwegian central securities depository shall prepare a plan for the transformation to be approved by the Ministry. The Ministry may by regulation provide further provisions on the transformation and sale of the shares.
Chapter 13. Changes in other laws § 13-1. Changes in other laws from the time the law take effect the following changes in other laws:-
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