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Law No. 133 Of 28 October 1996 For The Transformation Of Private Property Funds In Financial Investment Companies

Original Language Title:  LEGE nr. 133 din 28 octombrie 1996 pentru transformarea Fondurilor Proprietăţii Private în societăţi de investiţii financiare

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LEGE No. 133 of 28 October 1996 for the conversion of Private Property Funds into financial investment companies
ISSUER PARLIAMENT
Published in OFFICIAL GAZETTE NO. 273 of 1 November 1996



The Romanian Parliament adopts this law + Chapter 1 General provisions + Article 1 Since 1 November 1996, the five Private Property Funds, established on the basis of Law no. 58/1991 ,, is reorganized and transformed into financial investment companies. + Article 2 ((1) Financial investment firms referred to in art. 1 operates as commercial companies on shares according to Law no. 31/1990 , having the following object of activity: a) administration and management of shares in companies for which own shares have been issued, corresponding to property certificates and nominative coupons of privatization subscribed by citizens in accordance with the provisions art. 4 4 para. ((6) of Law no. 55/1995 ; b) managing the portfolio of shares and making financial investments in order to maximize the value of their own shares in accordance with the legal regulations in force. (2) Financial investment companies issue nominative shares, within the limit of initial share capital, determined according to art. 3 and distributes them to the citizens who opted for the exchange of privatization titles at the Private Property Funds. (3) The shares issued and distributed to citizens by the financial investment company may not be redeemed by them; they are freely transmissible through assignment and negotiable on the securities market, under the law. (4) Financial investment companies shall entrust, for safekeeping, on a contractual basis, the securities corresponding to its holdings, to a storage company that is authorized by the National Securities Commission, in the purpose of carrying out operations art. 42 of Government Ordinance no. 24/1993 , approved by Law no. 83/1994 . + Article 3 (1) The initial share capital of each financial investment company will be determined, after the completion of the process of allocating the shares of the companies following the subscriptions made directly for them by the Romanian citizens entitled, by summing up the nominal values of the shares acquired by the Private Property Funds in exchange for full or incomplete books with property certificates and nominative coupons of privatization subscribed by citizens to these, according Law no. 55/1995 . (2) The initial social capital may be increased by the value of the shares due to the holders of property certificates according to art. 4 4 para. ((4) of this Law. (3) Within 30 days from the date of determining the share capital, the financial investment companies shall proceed with the registration of the corresponding entries to the Trade Register, according to the law, and within 60 days from this date will issue shareholder certificates in favour of citizens who have subscribed the privatisation titles to the Private Property Funds. + Chapter 2 Establishment and payment of dividends due to citizens entitled from the income of Private Property Funds + Article 4 ((1) Citizens who have received personal property certificates, pursuant to Law no. 58/1991 , and who participated with one or more such property certificates at the privatization processes initiated and embodied under the Law no. 55/1995 are entitled to receive, with the title of dividends, in the form of shares, share of the income due to Private Property Funds until March 31, 1996, resulting from dividends received or receivable from companies arondate, including those resulting from the use of these dividends, as well as those resulting from share sales in the share of the funds. (2) Until December 31, 1996, the companies have the obligation to pay the outstanding dividends to the Private Property Funds to which they were arondate. (3) The share that will be distributed to Romanian citizens entitled, in the form of shares as dividends, represents the difference between the income of the Private Property Funds, according to par. (1), and the total operating expenses of the Private Property Funds from the establishment until December 31, 1996, the quota determined according to the legislation in force. (4) Corresponding to the amounts determined according to the provisions ((3), financial investment companies will issue and distribute on their own expense shares in favour of legal beneficiaries. + Chapter 3 Final provisions + Article 5 (1) The financial investment companies resulting from the transformation of the Private Property Funds will have the following names: -"Banat-Crisana-S.A. Financial Investment Company", based in Arad, Arad County; -"Financial Investment Company Moldova-S.A.", based in Bacau, Bacau County; -"Transilvania-S.A. Financial Investment Company", based in Brasov, Brasov County; -"Financial Investment Company Muntenia-S.A.", based in Bucharest; -"Oltenia-S.A. Financial Investment Company", based in Craiova, Dolj County. (2) The value of shares of financial investment companies distributed in the account of dividends due to holders of property certificates will be included in the registered capital on December 31, 1996. (3) Financial investment companies will pay dividends to their shareholders after the first financial year. + Article 6 (1) The Boards of Directors of Private Property Funds will continue their work until the governing bodies of financial investment companies are established, according to Law no. 31/1990 . ((2) Within 10 days from the date of the first general meeting of the shareholders of the financial investment company, which will meet no later than 6 months from the date provided for in art. 1 of this law, the boards of the Private Property Funds, appointed by the Romanian Parliament in 1994, will submit their mandate and present the management report to the two Houses of Parliament, which will meet in joint session. ((3) Where, as a result of the regularisation operation provided for in art. 3 3 para. ((5) of Law no. 55/1995 , the number of shareholders in some companies is reduced below the minimum provided by law, they will operate, until the sale of shares, with shareholders or with the sole shareholder provided for in the act of regularization, following that the provisions provided by law on general meetings of shareholders and administrators to apply accordingly. + Article 7 The National Securities Commission will determine, within 60 days from the date of registration provided for in art. 3 3 para. ((3) of this Law, the rules of classification Government Ordinance no. 24/1993 , approved by Law no. 83/1994 ,, and ale Law no. 52/1994 . + Article 8 Within 30 days from the date of publication of the present law in the Official Gazette of Romania, the Private Property Funds will develop the statutes of the financial investment companies that will be approved by the National Securities Commission. + Article 9 On the date of entry into force of this Law, provisions art. 14 14 of Law no. 58/1991 ,, as amended by Law no. 88/1996 ,, is repealed. This law was adopted by the Chamber of Deputies at the meeting of October 15, 1996, in compliance with the provisions of 74 74 para. (1) of the Romanian Constitution. p. CHAMBER OF DEPUTIES PRESIDENT MARTIAN DAN This law was adopted by the Senate at the meeting of October 15, 1996, in compliance with the provisions of art 74 74 para. (1) of the Romanian Constitution. SENATE PRESIDENT prof. univ. dr. OLIVIU GHERMAN -------------