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Law No. 316 Of 22 May 2002

Original Language Title:  LEGE nr. 316 din 22 mai 2002

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LEGE no. 316 316 of 22 May 2002 on approval Government Ordinance no. 98/2000 for amendment Government Ordinance no. 45/1997 on the establishment of the Commercial Company "National Romanian Air Transport Company-TAROM"-S.A.
ISSUER PARLIAMENT
Published in OFFICIAL MONITOR no. 422 422 of 18 June 2002



The Romanian Parliament adopts this law + Article 1 Approval Government Ordinance no. 98 98 of 29 August 2000 for amendment Government Ordinance no. 45/1997 on the establishment of the Commercial Company "National Romanian Air Transport Company-TAROM"-S.A., published in the Official Gazette of Romania, Part I, no. 423 of 1 September 2000, with the following amendments and additions: 1. The title of the ordinance shall read as follows: " ORDINANCE to amend and supplement Government Ordinance no. 45/1997 on the establishment of the Commercial Society "National Romanian Air Transport Company-TAROM"-S.A. " 2. The introductory part of Article I shall read as follows: " Art. I.-Government Ordinance no. 45/1997 on the establishment of the Commercial Company "National Romanian Air Transport Company-TAROM"-S.A., published in the Official Gazette of Romania, Part I, no. 223 of 29 August 1997, approved with amendments and additions by Law no. 136/1998 ,, amend and supplement as follows: " 3. In Article I, point 1, paragraph 2 of Article 2 shall read as follows: " (2) The social capital is held as follows: -1.857.802.025.000 lei by the Romanian state, represented by the Ministry of Public Works, Transport and Housing, divided into 74,312,081 shares in nominal value of 25,000 lei; -18,845,950,000 lei by the Muntenia Financial Investment Company, divided into 753,838 shares in nominal value of 25,000 lei; -66.750.850.000 lei by the Autonomous Regia "Romanian Administration of Air Traffic Services"-ROMATSA, divided into 2,670,034 shares in nominal value of 25,000 lei; -5.649.875.000 lei by the Autonomous Regia "Romanian Civil Aviation Authority", divided into 225,995 shares in nominal value of 25,000 lei. " 4. In Article I, point 2, Article 3 shall read as follows: "" Art. 3. -(1) The privatization of the Commercial Company "Romanian National Air Transport Company-TAROM"-S.A., as well as transactions having as its object actions can be carried out in compliance with the following rules: a) the participation of the Romanian state in the share capital will not be reduced below the limit of holding the control package, respectively of 33.4% of the total voting rights in the general meeting of shareholders; b) the participation of Romanian individuals who have the status of employee of the Commercial Society "Romanian National Air Transport Company-TAROM"-S.A. in the share capital, 5% of the total voting rights in the general meeting of shareholders; c) individuals and/or legal persons of other nationality, respectively nationality, than the Romanian one will not be able to hold, independently or cumulatively, a number of actions representing more than 49% of the share capital and of the total voting rights in the general meeting of shareholders; d) individuals and/or legal persons of other nationality, respectively nationality, than the Romanian one will not be able to hold, directly or indirectly, more than 49% of the share capital and of the total voting rights in the Romanian companies that have the quality of shareholders of the Commercial Company "Romanian National Air Transport Company-TAROM"-S.A. ((2) In the case of changes in the share capital of the Commercial Company "Romanian National Air Transport Company-TAROM"-S.A., the shareholder structure, resulting in effect of these changes, will have to respect the percentage shares provided in par. ((1) lit. a), c) and d). (3) Any legal acts concluded in violation of the provisions of para. (2) are void of law for the number of shares whose acquisition leads to exceeding the limits provided in par. ((1). (4) If the agreements or conventions to which Romania is a party have otherwise than the provisions registered in par. ((1) lit. c) and d), they will be modified by Government decision, in accordance with the provisions of these agreements or conventions. " 5. In Article I, point 3, Article 6 shall read as follows: "" Art. 6. -The Ministry of Public Works, Transport and Housing exercises all rights arising from the status of shareholder of the state at the Commercial Company "National Romanian Air Transport Company-TAROM"-S.A. " 6. In Article I, point 5, paragraph 3 of Article 7 shall read as follows: "(3) The General Meeting of Shareholders shall elect the Board of Directors of the Commercial Company" Romanian National Air Transport Company-TAROM "-S.A. to him, who is also the general manager of the company, are appointed by order of the Minister of Public Works, Transport and Housing. " + Article 2 Government Ordinance no. 45/1997 , with subsequent amendments and completions and with those brought by this law, will be republished in the Official Gazette of Romania, Part I, giving the texts a new numbering. This law was adopted by the Chamber of Deputies at its meeting on April 25, 2002, in compliance with the provisions of 74 74 para. (2) of the Romanian Constitution. CHAMBER OF DEPUTIES PRESIDENT VALER DORNEANU This law was adopted by the Senate at its meeting on April 25, 2002, in compliance with the provisions of art 74 74 para. (2) of the Romanian Constitution. p. SENATE PRESIDENT, DORU IOAN TARACILA --------