Law No. 303 Since 27 August 1947 Relating To Joint Stock Companies Patrimony Recalculation

Original Language Title:  LEGE nr. 303 din 27 august 1947 privind recalcularea patrimoniului societăţilor pe acţiuni

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Law No. 303 since 27 august 1947 relating to joint stock companies to recalculate the ISSUER's assets and liabilities, the PARLIAMENT Published in MONITORUL OFICIAL nr. 196 of 27 august 1947, Michael I, by the grace of God and the will of the King of Romania, the national, to all present and future health: the Assembly of Deputies voted and adopted and we sanction non-below: Article 1 Joint-Stock Companies, limited-liability limited partnership or the need to recalculate their assets in accordance with dispoziţiunilor below. Foreign stock companies headquartered or operating secondary main in Romania, are subject to the same obligations.


Article 2 within ten days of the present law, which from the emergence of societies will recalculate the Monetary accounts expressing values, claims and liabilities libelate in lei, according to the report by the Exchange as set out in art. 6 of law No. 287 for monetary reform.
By expressing values, monetary accounts receivables and liabilities libelate in lei, means: a) means of payment referred to in article 1. 1 of the law for monetary reform, points a, b and c;
  

b) account availability referred to in art. 14, al. 2, art. 15, 16 and 17 of the law on the reform of the monetary situation;
  

c) securities specified in article. 27 of the law for monetary reform;
  

d) debts in any form and with any title, referred to in art. 24 of the law for monetary reform.
  

What differences will result in recalculating the Monetary accounts, they will record to a separate account, titled "the difference resulting from the recalculation of heritage".


Article 3 of the publication of this law, all records will be carried out exclusively in Lions stabilizaţi.
Companies are allowed to separate entries in the accounts nerecalculate ROL until recalculation of all assets.


Article 4 Undertakings shall be required to draw up the balance sheet on 31 Decemvrie (1947), at the latest on 31 March 1948, as follows: a) Monetary accounts referred to in article 1. 2, paragraph 1. a and b above shall be grouped in the balance sheet in separate posts, both in the active and passive, called: "blocked by law amounts to monetary reform of 1947", mentioning the ROL amounts and processed.
  

The blocked accounts, statements delivered to holders will be in separate columns, and the amount converted into lei stabilizaţi;

b) Monetary accounts referred to in paragraphs c and d of the same article, shall comprise the amounts derived from recalculation, as well as transactions made in lei stabilizaţi, until 1947, including 31 Decemvrie;
  

c) Monetary accounts and receivables values expressing libelate in Ko or gold, will recalculate based on the rates charged by National Bank of Romania.
  

Through monetary accounts, for the purposes of this paragraph, shall mean:-actual foreign currencies;
-traveller's cheques and foreign drafts in moneta;
-letters of credit, notes, bills of Exchange, and any effects of foreign trade libelate in moneta;
-Gold in any form;
-availability in foreign accounts of moneta;
-debtors and creditors in a foreign form moneta and any basis;
-transferable securities issued overseas, with excepţiunea shares and participations, as well as interest coupons or dividend.
Monetary accounts denominated in moneta, will recalculate only the amounts recognized by National Bank of Romania. For other amounts, companies are obliged to introduce without delay to requests for obtaining authorizations as provided by law for the trading of currencies. Unapproved positions of Banca Naţională a României shall be subject, in respect of claims and commitments regime recalculation in lei;

d) accounts investiţiuni, registered capital, reserve funds and the funds will recalculate depreciation by multiplying the amounts registered in the accounts, with coefficients in the annexed table, corresponding to the period to which the records were made.
  

By investiţiuni means:-buildings and land;
-instalaţiunile, machines and tools;
-patents and concessions;
-furniture;
-vehicles;
-materials for investiţiuni, etc.
Amortismentele operated directly from investiţiuni accounts will recalculate by multiplying them with coefficients in annex, corresponding to the period when he operated the depreciation.
Part of the investiţiuni which was destroyed totally or partially due to war or other causes, will pull out of the undertaking's assets record value proportional to the damage suffered;

It's participaţiunile and libelate actions) in lei or moneta, will recalculate as follows:-those emanating from industrial and commercial firms listed on the stock market shall be calculated at the average rate for the month Decemvrie (1947);
-those emanating from industrial and commercial companies unlisted on the stock exchange, will be recalculated by applying over their cost, the coefficients in the annex corresponding to the period for which they have been subscribed or purchased;
issued by companies-the non-profit-making, shall be recalculated in accordance with art. 2 of the law.
The recalculation of participations and shares will not take into account the depreciation made only for participaţiunile and shares issued by companies with no profit;

f) manufactured goods accounts, or developing, manufacturing of raw materials for production supplies will recalculate the official prices in effect at the balance sheet date.
  


Article 5 will reduce assets and liabilities amounts coming from firms with recalculation of assets made up 1 January 1933 dela 31 Decemvrie (1947).


Article 6 pension funds and aid in the event of death, disability, etc., given in liabilities, companies will recalculate according to art. 2 of this law.
In the case where a part of the company's assets of these funds is affected, it will be recalculated after the arrangements provided for in this law, for each category of fortune. If the recalculation will give these afectaţiuni plus-currencies, they will be allocated to the Fund concerned.


Article 7 Differences what will appear from the heritage society, recalculation will cover the same account separately, entitled: "the difference resulting from the recalculation of heritage", shown at art. 2, paragraph 1. 3 of this law.


Article 8 if the account "difference resulting from the recalculation of heritage" will show the debit balance (loss of wealth), the Board of Directors is obliged to convene the General Assembly, no later than 15 April 1948, the who will be able to decide: a Cover losses recorded by) making some payments to shareholders, in a period not exceeding one year, or (b)) share capital reduction with the approval of the Commission. 12 of this law.
  

As regards banking companies subject to the provisions of the law on the Organization and regulation of trade, reduction of capital shall be made only with the authorisation of the Banking Council.
In the event that the companies will not be covered for losses under paragraph a, and will not be obtained approval to reduce the share capital by no later than 15 May 1949, they nullify the law and going into liquidation.


Article 9 where the recalculation difference account heritage presents the credit balance (growth of) companies are obliged to allocate to a particular fund, hereinafter referred to as: "reserve resulting from the recalculation of heritage".
This book is considered as forming part of the own funds of the company.


Article 10 in the case of application of article where it 8 of this law shall be decided, reduction of capital, the general meeting has the discretion to decide on the replacement or stamping actions to new nominal value of not less than 100 lei for each action, as you find necessary.


Article 11 Board members who will not be consistent dispoziţiunilor of the present law, shall be punished with a jail term of 3 months to 1 end from the year.


Article 12 the Ministry of industry and trade, is a special Comisiune institue called: "Comisiunea for law enforcement for the recalculation of stock companies patrimony", consisting of:-two delegates appointed by the Ministry of industry and trade;
-two delegates appointed by the Ministry of finance;
two delegates of the National Bank of Romania;
a member of the High Council of State, appointed by the Ministry of Justice.
Each of these institutions will designate an equal number of alternates.
Members of the Commission will be appointed through a decision of the Ministry ' of industry and commerce.
Comisiunea will elect a Chairman and will take deciziuni valid votes majority and with the presence of at least 5 members; in the event of parity, the vote of the Chairman decides.
Comisiunea has the following civil:-will be able to verify that the balance sheets of the companies have been drawn up in compliance with the provisions, of this law;
-to decide on întâmpinărilor made by companies about the recalculation according to dispoziţiunilor law heritage, for special cases ' would arise in its application;
-will decide on requests for the deduction of capital. Comisiunea, examining the financial situation and the possibility of achieving social stock, will give a reasoned decision in first and last instance, with right of appeal to the High Court of Cassation.
The time limit for appeal and the procedure of the Court shall be those laid down in the law on the organisation of the High Court of Cassation.
Comisiunea will be able to nominate experts for both checking balances as well as cases in which Comisiunea is sezisată.

The appointment of experts and effectuation will be made after the general law. Managerial decision of appointing experts will fix and the fee due, which will be supported in all societies.
Companies are obliged to make available to the Commission and experts appointed by it, legal records, documents, inventories and any other data or informaţiuni.
Comisiunea, where you will find that the boards have not complied with this Act, the dispoziţiunilor will sezisa the public Ministry.


Article 13 Reserve resulting from the recalculation of heritage is exempt from any taxes and duties the present and future. It is considered a dispoziţiune inserted between the exemptions provided for by the law and the law of contribuţiunilor stamps.


Article 14 Dispoziţiunile of the present law does not apply to Banca Naţională a României.


Article 15 this act contrary to All dispoziţiunile, are hereby repealed.
This law, together with its annex, table was voted by the Assembly of Deputies, sitting in on August 22, which from 1947 and was approved by a majority of one hundred sixty seven votes against three.
President Secretary, Dany, Emanoil E Vella (L.S.A.D.).
Promulgăm this law and categorise them as it is vested with the seal of State and published in the Official Gazette Date in Bucharest on 22 August 1947.
Michael I the Minister of industry and commerce, Gh. Gheorghiu-Dej Minister of Justice l. Patrascanu, Nr. 1,763.


Annex table of coefficients for recalculation i. annual Indexes (from 1 January 1933 to 31 Decemvrie 1939): 1933, 1 leu = 1.28.
    1934, 1 inch = 1.35.
    1935, 1 inch = 1.26.
    1936, 1 inch = 1.18.
    1937, 1 inch = 1.08.
    1938, 1 inch = 1.00.
    1939, 1 inch = 0.92.

II. semestriali Indices (from January 1 to June 30, 1940-1944): 1940, app. I, 84.69 = 100 lei.
          ' ', ' 100 ' = 69.40.
    1941, "I", 100 = 51.93.
          ' 100 ', ' ' = 37.14.
    1942, "" I, "100 = 28.58.
          ' 100 ', ' ' = 25.54.
    1943, ' ' I, ' 100 = 21.36.
          ' ', ' 100 ' = 18.74.
    1944, ' 100 ', ' = 16.32.

III. quarterly Indices (1 July 1944-31 Decemvrie 1945): 1944, trim. III = 1,000 lei 124.07.
           "IV" = 1,000 83.88.
    1945 ', ' = 1,000 36.06.
           ' ', ' 22.92 ' = 1,000.
           "III" = 1,000 18.72.
           "IV" = 1,000 11.31.

IV. monthly Indices (from 1 January 1946-15 August 1947): January 1946, 1,000 lei = 6.83.
         February, 1,000 5.64 "=.
         March, 1,000 inch = 4.34.
         April, 1,000 inch = 3.85.
         More, 1,000 inch = 3.60.
         June, 1,000 inch = 3.53.
         July, 1,000 inch = 3.67.
         August 1,000 inch = 3.79.
         Septemvrie, 1,000 inch = 3.35.
         Octomvrie, 1,000 inch = 2.61.
         ' Noemvrie ' = 1,000, 2.24.
         Decemvrie, 1,000 inch = 1.74.
    1947 January 10,000 lei = 12.07.
         February, 10,000 "= 8.54.
         March, 10,000 "= 7.10.
         April, 10,000 "= 2.63.
         More, 10,000 "= 2.10.
         June, 10,000 "= 1.70.
         ' July 10,000 = 1.44.
         August, 10,000 "= 0.50.

This annex, with the law was voted by the Assembly of Deputies, sitting in on August 22, which from 1947, and was approved by a majority of one hundred sixty seven votes against three.
President, Emanoil Dany.
Secretary, Edward Vella — — — — — — — —