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Law No. 93 Of 8 April 2009 Regarding The Non-Banking Financial Institutions

Original Language Title:  LEGE nr. 93 din 8 aprilie 2009 privind instituţiile financiare nebancare

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LEGE no. 93 93 of 8 April 2009 (* updated *) on non-banking financial institutions ((updated until 1 February 2014 *)
ISSUER PARLIAMENT




The Romanian Parliament adopts this law + Chapter I General provisions General provisions + Section 1 Scope of application Scope of application + Article 1 (1) The present law regulates the minimum conditions of access to credit activity and its conduct on the territory of Romania, through non-banking financial institutions, in order to ensure and maintain financial stability. (2) The provisions of this Law shall also apply accordingly to branches in Romania of financial institutions having their headquarters abroad. ---------- Alin. ((2) of art. 1 1 has been amended by section 1 1 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. ((3) Abrogat. ---------- Alin. ((3) of art. 1 1 has been repealed by section 6.6. 2 2 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. + Article 2 (1) The credit activity shall be carried out on a professional basis by credit institutions and by the financial institutions referred to in section 2 of the head. IV of Title I of Part I of Government Emergency Ordinance no. 99/2006 on credit institutions and capital adequacy, approved with amendments and additions by Law no. 227/2007 , with subsequent amendments and completions, in accordance with the provisions of the above-mentioned normative act, through payment service providers that grant credits related to payment services, in accordance with the provisions Government Emergency Ordinance no. 113/2009 on payment services, approved with amendments by Law no. 197/2010 , with subsequent amendments and completions, as well as through non-banking financial institutions, under the conditions established by this law, by the special laws governing their activity and by the regulations issued by the National Bank of Romania in application of this law ----------- Alin. ((1) of art. 2 2 has been amended by section 3 3 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. (2) It is forbidden to carry out with professional title the credit activity of persons other than those provided in par. ((1). ((3) Purchase of loan portfolios, except for the situation in which the loans are classified in the loss category, according to the regulations in the field of credit classification, or the case in which the purchased portfolios are affected the guarantee of the issuance of secure financial instruments is allowed only to the entities referred to in par. ((1). + Article 3 (1) The National Bank of Romania is the only authority able to decide whether the activity carried out by an entity is the nature of the lending activity as a professional title and falls under the present law. (2) In the classification of lending activities in the category of those held on a professional basis, the National Bank of Romania will consider such aspects as: their conduct as economic activities in their own right, oriented towards obtaining income of a regular nature; the existence of specialized internal structures in the field of lending that manage and analyse these activities distinctly, on the basis of predetermined rules and with the consideration of lending activities to design the company's budget or to make forecasts relating to the overall activity of the company. + Article 4 In the exercise of its powers provided by law, the National Bank of Romania may process any relevant data and information, including the nature of personal data, in accordance with the provisions of Law no. 677/2001 for the protection of individuals with regard to the processing of personal data and the free movement of such data, with subsequent amendments and completions. + Section 2 Definitions Definitions + Article 5 For the purposes of this law, the following terms and expressions have the following meanings: a) significant shareholder-natural person, legal person or group of natural and/or legal persons acting together, directly or indirectly holding a stake of 10% or more of the share capital of an entity or of the rights voting or a holding which allows the exercise of significant influence over its management and business policy; b) leaders-persons who, according to the constituent acts and/or the decision of the statutory bodies, are empowered to lead and coordinate the daily activity of non-banking financial institutions and are invested with the competence to engage liability of such institutions c) non-banking financial institutions-entities that carry out credit activity on a professional basis under the conditions established by this law; ---------- Letter c) of art. 5 5 has been amended by section 4.2 4 4 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. d) notification-the procedure within which an entity submits/transmits to the National Bank of Romania the documentation established by regulations, in order to register the respective entity in the corresponding register; e) The general register-the register opened and held by the National Bank of Romania, in which the non-bank financial institutions that meet the general requirements of section 1 of the head are registered. II; f) Special Register-the register opened and held by the National Bank of Romania, in which the non-bank financial institutions registered in the General Register are registered, which fall within the criteria provided by the regulations of the National Bank of Romania, according to the provisions of art. 30 30; g) Register of records-register opened and held by the National Bank of Romania, in which non-bank financial institutions carrying out credit activities referred to in art. 14 14 para. ((1) lit. a)-c) and lit. f), exclusively from public funds or made available on the basis of intergovernmental agreements, as well as non-banking financial institutions organized in the form of pawnshops or mutual aid houses. + Section 3 Organisation and operation Organisation and operation + Article 6 (1) Non-bank financial institutions are required to act as joint stock companies. (2) By exception to the provisions of par. (1), the legal persons referred to in the 6th section of the head. II do not have the obligation to constitute themselves in the form of joint stock companies. (3) The organization and functioning of non-banking financial institutions are governed by the provisions of this law, supplemented, as the case may be, Law no. 31/1990 on companies, republished, with subsequent amendments and completions, with those of Government Ordinance no. 26/2000 on associations and foundations, approved with amendments and additions by Law no. 246/2005 , as amended, or/and those of the special laws applicable in the matter. + Article 7 (1) The name of an entity carrying out credit activity, under the terms of this law, shall include the term non-bank financial institution or its abbreviation, I.F.N. In the case of non-bank financial institutions subject to registration in the Register, the inclusion in the name of the phrase non-bank financial institution or its abbreviation, I.F.N., is optional. ((2) Entities that do not comply with the provisions of this law may not use in the name, in connection with an activity, a product or a service, the phrase or abbreviation provided in par. ((1), derived or translations thereof. (3) Non-bank financial institutions are prohibited from using in the name, in the header or in other identification attributes words and expressions that may mislead the public about the status or the activities and operations carried out. + Article 8 Non-banking financial institutions may process personal data in accordance with the provisions Law no. 677/2001 , with subsequent amendments and completions. + Section 4 Professional secrecy in relation to the clientele Professional secrecy in relation to the clientele + Article 9 (1) The non-banking financial institution is obliged to maintain confidentiality on all information at its disposal, which concern the person, the patrimony, the activity, the personal or business relations of the clients, the contracts concluded with customers or services provided for them. (2) Within the meaning of this section, any person with whom, in carrying out the activities referred to in art. 14, the non-bank financial institution negotiated a transaction, even if that transaction was not completed, as well as any person who benefits or benefited from the services of the non-banking financial institution. + Article 10 (1) Persons who participate, in any form, at the administration, management or activity of the non-banking financial institution have the obligation to maintain confidentiality on any fact, of any data or information to which art. 9 9 para. ((1), of which they became aware in the course of the exercise of their duties within the non-banking financial institution, and do not have the right to use them personally or for the benefit of another, directly or indirectly. (2) The obligations provided in par. ((1) subsists and after cessation of activity within the non-banking financial institution. + Article 11 Obligation to preserve professional secrecy, imposed by the provisions of art. 9 9 and 10, shall not be opposed to an individual supervisory authority of the non-banking financial institution or, as the case may be, at the consolidated level of the group to which it belongs, in the exercise of those powers. + Article 12 Non-banking financial institutions are obliged to provide the prosecutor or the court with information of the nature of those provided in art. 9 9 para. ((1), the provisions on special methods of supervision or research in the Code of Criminal Procedure applying accordingly. -------------- Article 12 has been amended by art. 93 of LAW no. 255 255 of 19 July 2013 published in MONITORUL OFFICIAL no. 515 515 of 14 August 2013. + Article 13 Information of the nature of the art. 9 9 para. ((1) shall be provided, in so far as they are justified by the purpose for which they are requested or provided: a) the customer, heirs or legal/statutory representatives of them or with their express agreement; b) in cases where the non-bank financial institution justifies a legitimate interest; c) the structures formed in the form of the banking risk plant, organized under the law; d) the financial auditor of the non-banking financial institution; e) entities belonging to the group to which the non-banking financial institution belongs, for the organization of supervision on a consolidated basis and in order to prevent and combat money laundering and terrorist financing; f) at the written request of other authorities or institutions or ex officio, if, according to the legal regulations, these authorities or institutions are guided, in order to fulfill their specific duties, to request and/or receive such information and clearly identified the information that may be provided for this purpose. + Section 5-a Permitted activities Permitted activities + Article 14 (1) Non-bank financial institutions may carry out the following credit activities: a) credit granting, including, not limited to: consumer loans, mortgages, real estate loans, microloans, commercial transaction financing, factoring operations, discounting, lump sum; b) financial leasing; c) issuance of guarantees, assumption of guarantee commitments, assumption of financing commitments; d) granting of credits with receipt of goods in the pledge, respectively pawning through pawnshops; e) granting credits to members of associations without patrimonial purpose organized on the basis of the free consent of employees/pensioners, in order to support through financial loans their members by these entities, organized under the legal form of the mutual aid houses; f) other forms of credit financing. (2) In the course of the lending activity, non-banking financial institutions can issue and manage credit cards for clients and carry out activities related to the processing of transactions with them, in compliance with the regulations in Domain. ---------- Alin. ((2) of art. 14 14 has been amended by section 5 5 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. (3) Non-bank financial institutions may carry out related and ancillary activities related to the carrying out of credit activities or the functioning of the ((4) In so far as the activities envisaged are circumscribed to the lending activities registered in the activity of the non-banking financial institution, it may carry out operations in office and provide consultancy services. (5) Non-bank financial institutions registered in the General Register may also perform foreign exchange operations related to permitted activities, in compliance with all the conditions provided by the regulations in the matter. (6) Non-bank financial institutions may administer public funds granted as funds for micro-credits by governmental agencies, in compliance with the conditions laid down by Government Ordinance no. 40/2000 on the accreditation of credit agencies for the administration of funds for the granting of micro-credits, approved with amendments and completions by Law no. 376/2002 , with subsequent amendments and completions. (7) The non-bank financial institutions registered in the Register may also carry out the activities provided for by the special legislation governing their activity, as well as the ancillary activities related to their realization. (8) Non-bank financial institutions entered in the General Register may perform in relation to entities within the group non-financial operations in office or commission related to the activities necessary to support the functioning of those entities. (9) Non-bank financial institutions entered in the General Register may provide payment services and may grant credits related to payment activity, in accordance with the provisions of Government Emergency Ordinance no. 113/2009 , approved with modifications by Law no. 197/2010 , with subsequent amendments and completions. This type of credits does not fall under the present law. ----------- Alin. ((9) of art. 14 14 has been introduced by section 6 6 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. + Section 6 Prohibitions Prohibitions + Article 15 (. Non-banking financial institutions shall be prohibited: a) the inclusion in the main object of activity of an activity that is not provided for in art. 14 14 para. ((1); b) inclusion in the secondary object of activity of any other activity than, as the case may be, those provided in art. 14. (2) Non-banking financial institutions are prohibited from carrying out the following activities: a) attracting deposits or other repayable funds from the public; b) issuance of bonds, except for the public offer addressed to qualified investors, within the meaning of the law on the capital market; c) operations with movable and immovable property, except those related to the credit activity or those necessary for the proper functioning of the entity; d) granting of credits, conditional on the sale or purchase of shares of the non-banking financial institution e) the granting of credits, subject to the acceptance by the customer of services that are not related to the respective lending operation. + Article 16 I cannot hold the status of founder, shareholder, leader, administrator, member of the supervisory board, financial auditor of a non-banking financial institution: a) persons nominated in the lists provided for in art. 23 23 and 27 of Law no. 535/2004 on preventing and combating terrorism; b) persons who are in one of the situations referred to in art. 6 6 para. ((2) of Law no. 31/1990 , republished, with subsequent amendments and completions; c) persons who, according to the law, are incapable or who have been convicted of crimes against heritage by disregarding trust, corruption offences, embezzlement, crimes of forgery in documents, tax evasion, crimes provided by Law no. 656/2002 for the prevention and sanctioning of money laundering, as well as for the establishment of measures to prevent and combat the financing of acts of terrorism, republished, as well as for the crimes provided by this law. ------------ Lit. c) of art. 16 16 has been amended by section 4.2 1 1 of art. 217 of LAW no. 187 187 of 24 October 2012 published in MONITORUL OFFICIAL no. 757 757 of 12 November 2012. + Chapter II Requirements and registries Requirements and registries + Section 1 General requirements General requirements + Article 17 (1) This section is applicable to non-bank financial institutions subject to registration in the General Register. (2) Non-bank financial institutions shall meet the general requirements set out in this section and in the regulations issued by the National Bank of Romania in the application of this law. + Article 18 (1) The minimum social capital of non-banking financial institutions may not be less than the equivalent in lei of 200,000 euros and 3,000,000 euros in the case of non-bank financial institutions that grant mortgages. (2) The National Bank of Romania may establish by regulations levels of the minimum social capital higher than the one provided in par. ((1), differentiated according to the type of activity of the non-banking financial institution. (3) The social capital of non-banking financial institutions must be fully paid up at the time of subscription, including in the case of its increase. The share capital shall be constituted and shall be increased by means of cash contributions and no such contributions shall be allowed. (4) Shares issued by non-banking financial institutions may only be nominal shares. + Article 19 Non-banking financial institutions have the obligation to provide the National Bank of Romania with information on significant shareholders and the structure of their groups, in accordance with the regulations issued in application this law. + Article 20 The heads of non-banking financial institutions must have adequate reputation and experience for the exercise of responsibilities entrusted, according to the criteria established by the National Bank of Romania. + Article 21 (1) Non-bank financial institutions shall develop, in compliance with the applicable law, internal rules for carrying out credit activities, in accordance with the rules of prudent and sound practice. (2) Within the internal lending rules, non-banking financial institutions shall establish rules that relate at least to the creditworthiness of the beneficiary, the criteria and conditions of granting the credit. + Article 22 (1) Non-bank financial institutions shall organize and conduct the accounting, in accordance with the provisions of Accounting Law no. 82/1991 , republished, and with specific regulations developed by the National Bank of Romania, with the opinion of the Ministry of Public Finance (2) The annual financial statements of non-banking financial institutions shall be audited in accordance with the provisions of art. 55. + Article 23 (1) Non-banking financial institutions shall constitute, regularize and use specific credit risk provisions, according to the regulations issued by the National Bank of Romania. (2) Provisons thus constituted are deductible when calculating the corporate tax, in accordance with the provisions Law no. 571/2003 on the Fiscal Code, with subsequent amendments and completions. + Article 24 Non-banking financial institutions report to the National Bank of Romania the structure of the loan portfolio and any information requested by the central bank for statistical and analysis purposes, in accordance with its regulations. + Section 2 Notification Notification + Article 25 (1) The establishment of non-banking financial institutions subject to registration in the General Register shall be notified to the National Bank of Romania, within 30 days from the date of registration in the commercial register. (2) Non-bank financial institutions may carry out credit activity only after registration in the General Register. + Article 26 (1) The procedure and the conditions of notification are established by regulations of the National Bank of Romania. (2) Non-banking financial institutions are obliged to communicate the changes regarding the data and information contained in the original submitted documentation, according to the regulations issued by the National Bank of Romania. + Section 3 General Register General Register + Article 27 (1) Non-bank financial institutions are entered in the General Register if, following the notification made, they prove compliance with the applicable legal requirements. (2) The National Bank of Romania shall transmit to the non-banking financial institutions the document certifying the registration in the General Register, within 30 days from the date on which the submitted documentation is complete and appropriate. (3) Failure to meet the applicable legal requirements shall entail the rejection of the application for the registration of the entity in the General Register and, implicitly, failure to grant the permission to carry out + Article 28 (1) Radiation from the General Register may be carried out in the following situations: a) at the request of the non-banking b) following the application of the sanction provided in art. 59 59 para. ((2) lit. e); c) if the respective non-banking financial institution was permanently and irrevocably prohibited from carrying out the lending activity; d) if the non-banking financial institution ceases its existence as a result of a merger process, division or other causes provided by law. (2) The National Bank of Romania will publish the deletion from the General Register in the Official Gazette of Romania, Part I, and in two daily national circulation. + Section 4 Special requirements Special requirements + Article 29 ((. This section shall be applicable to non-bank financial institutions entered in the Special Register. ((2) In addition to the general requirements set out in Section 1, the non-banking financial institutions registered in the Special Register must also meet the requirements set out in this section and in the regulations issued by the National Bank of Romania in application of this section. + Article 30 (1) The National Bank of Romania establishes by regulations the criteria for the registration of non-banking financial institutions in the Special Register (2) The criteria provided in par. (1) may refer, without limitation, to: a) turnover; b) volume of credits; c) the indebtedness; d) total assets; e) equity. + Article 31 (1) The quality of the significant shareholders and the structure of the groups to which they belong must ensure the stability and development of the non-banking financial institution and allow the National Bank of Romania to carry out an oversight Effective. (2) The managers, administrators and members of the supervisory board must have a good reputation and experience appropriate to the nature, extent and complexity of the activity of the non-banking financial institution and entrusted responsibilities. (3) The management must be provided by at least two persons, in the case of opting for the unitary administration system regulated by Law no. 31/1990 , republished, with subsequent amendments and completions. (4) None of the heads of the non-banking financial institution will be able to be invested with management duties, within the meaning of art. 5 lit. b), within another non-banking financial institution or other company, with the exception of credit institutions and financial institutions located in the same group with that non-banking financial institution. (5) Non-bank financial institutions shall comply with the requirements established by the National Bank of Romania, which shall refer, without limitation, to: a) own funds; b) exposure to an aggregate debtor and exposure; c) exposure to persons in special relations with the non-banking financial institution; d) organization, internal control, internal audit and risk management. + Article 32 (1) Non-bank financial institutions shall develop internal rules on the requirements of art. 31 31 para. (5), in accordance with this Law and with the regulations issued by the National Bank of Romania. (2) The rules provided in par. (1), in the form approved by the statutory bodies of the non-banking financial institution, shall be transmitted to the National Bank of Romania, together with the other internal rules governing the activity of the non-banking financial institution, within 5 working days from the date of receipt of the document certifying the registration in the + Section 5-a Special Register Special Register + Article 33 ((1) The registration of non-banking financial institutions in the Special Register and their deletion from this register on the basis of the criteria provided in art. 30 is carried out in accordance with the regulations issued by the National Bank of Romania. (2) The National Bank of Romania shall transmit to the non-banking financial institution the document by which it informs it on the registration, respectively of the deletion, within 5 working days from the performance. + Article 34 Non-bank financial institutions entered in the Special Register shall also remain in the General Register. + Section 6 Requirements for registration in the Register of Records Requirements for registration in the Register of Records + Article 35 (1) This section is applicable to non-bank financial institutions subject to registration in the Register of Records. ((2) In addition to the requirements provided for in this section, the non-banking financial institutions referred to in par. (1) the provisions of the head are duly applicable to them. I, V, IX and X. + Article 36 ((1) The establishment of non-banking financial institutions shall be notified to the National Bank of Romania, within 30 days from the date of registration in the commercial register or, as the case may be, from the date of registration in the Register of associations and foundations the Registry of the Court of Justice in whose territorial constituency they are based. (2) The procedure and conditions of notification shall be established by regulations of the National Bank of Romania. (3) Non-banking financial institutions are obliged to communicate the changes regarding the data and information contained in the original submitted documentation, according to the regulations issued by the National Bank of Romania. + Article 37 The pawn shops carry out credit activity in compliance with the following conditions: a) registration in the Register; b) organization and operation according to provisions Law no. 31/1990 , republished, with subsequent amendments and completions; c) the lending activity carried out is limited to that provided in art. 14 14 para. ((1) lit. d). + Article 38 The mutual aid houses carry out credit activity in compliance with the following conditions: a) registration in the Register; b) preservation of the organization, operation and association, according to the provisions of the special legislation governing their activity; c) the lending activity carried out is limited to that provided in art. 14 14 para. ((1) lit. e); d) the sources of financing are limited to those provided by the special laws governing their activity. + Article 39 Entities carrying out credit activity exclusively from public funds or made available to them on the basis of intergovernmental agreements shall carry out their activity in compliance with the following conditions: a) registration in the Register; b) organization and operation, as appropriate, according to Law no. 31/1990 , republished, with subsequent amendments and completions, according to Government Ordinance no. 26/2000 , approved with amendments and additions by Law no. 246/2005 , with subsequent amendments and completions, or according to the special legislation applicable to the matter; c) the lending activity carried out is limited to those provided in art. 14 14 para. ((1) lit. a)-c) and lit. f); d) limiting sources of financing to public funds or made available to them on the basis of intergovernmental agreements. + Article 40 The National Bank of Romania can establish by regulations the regime regarding the reporting of data and information on lending activity. + Section 7 Register of records Register of records + Article 41 (1) Following the notification made by pawnshops, mutual aid houses or entities carrying out credit activities provided for in art. 14 14 para. ((1) lit. a)-c) and lit. f) exclusively from public funds or made available on the basis of intergovernmental agreements shall be entered in the Register of Records, if they prove compliance with the legal requirements. (2) The National Bank of Romania shall transmit to these entities the document certifying the registration in the Register, within 30 days from the date of submission to the National Bank of Romania of the complete documentation and duly drawn up. + Article 42 The deletion from the Register can be carried out in the following situations: a) at the request of the non-banking b) if the respective non-banking financial institution was permanently and irrevocably prohibited from carrying out the lending activity; c) if the non-banking financial institution ceases its existence as a result of a merger, division or other cause provided by law. + Chapter III Monitoring and surveillance Monitoring and surveillance + Article 43 The National Bank of Romania carries out the monitoring of non-bank financial institutions registered in the General Register, mainly based on the information provided by these entities through the reports submitted. The National Bank of Romania may carry out whenever it considers necessary and inspections at the headquarters of non-banking financial institutions and their territorial units, through the personnel empowered to do so. + Article 44 The National Bank of Romania carries out the prudential supervision of non-bank financial institutions registered in the Special Register, both on the basis of the information provided by these entities through the reports submitted, and by inspections at the non-bank financial institutions and their territorial units, through the staff empowered to do so. + Article 45 (1) Non-banking financial institutions shall allow the authorized personnel of the National Bank of Romania to examine their records, accounts and operations, providing for this purpose all documents and information regarding the administration, internal control and operations of non-banking financial institutions, as requested by him. (2) Non-bank financial institutions shall submit to the National Bank of Romania any information requested by the National Bank for the purpose of monitoring/supervision. + Article 46 (1) Non-bank financial institutions registered in the Special Register are legal entities declared at the Central Bank Risk Central Bank of Romania, in accordance with the relevant regulations issued by the National Bank of Romania. (2) It is not considered a breach of the obligation to keep professional secrecy the transmission by the Central bank risks of the information existing in its database to non-banking financial institutions. ----------- Alin. ((2) of art. 46 46 has been amended by section 7 7 of art. II of EMERGENCY ORDINANCE no. 42 42 of 27 April 2011 published in MONITORUL OFFICIAL no. 303 303 of 3 May 2011. + Chapter IV Merger and division Merger and division + Article 47 The provisions of this Chapter shall apply to non-bank financial institutions registered in the General + Article 48 (1) The merger may be achieved, in compliance with the applicable law: a) between two or more non-bank financial institutions; b) between non-banking financial institutions and credit institutions; c) between non-banking financial institutions and companies whose object of activity is the conduct of ancillary and related activities, within the meaning of the provisions of art. 14 14 para. ((3). (2) The merger and division shall be communicated to the National Bank of Romania, in accordance with the regulations that it issues in the application of this law. + Chapter V Contractual documents, registers and records Contractual documents, registers and records + Article 49 Non-banking financial institutions shall draw up and keep at the registered office or at their secondary offices the documents and records provided for by the applicable legislative framework, including: a) the articles of association, as well as all the additional acts of modification; b) the minutes of the meetings and deliberations of the committees provided by this law or by the regulations of the National Bank of Romania and, as the case may be, of the committees constituted on the basis of the statutory decisions; c) own regulations regarding the activity, as well as all amendments thereto; d) other records that are required under this law or regulations of the National Bank of Romania. + Article 50 (1) Non-bank financial institutions shall draw up and keep at the registered office or secondary offices a copy of the credit documentation and other documents in which the information on their relations is recorded. business with customers and other persons that the National Bank of Romania can provide through regulations, which are made available to the authorized personnel of the National Bank of Romania, at its request. (2) In compliance with the obligation to make available to the authorized personnel of the National Bank of Romania, at its request, the documents referred to in par. ((1), non-bank financial institutions may keep these documents in other appropriate sites. + Article 51 (1) All credit and guarantee operations of the non-banking financial institution must be carried out in compliance with the legal provisions on consumer protection and be recorded in contractual documents showing clearly all the terms and conditions of those transactions. These documents must be kept by the non-banking financial institution and made available to the authorized staff of the National Bank of Romania, at its request. (2) The contractual documents must be drafted in such a way as to allow customers to understand all contractual terms and conditions, in particular the benefits to which they bind according to the concluded contract. Non-bank financial institutions cannot claim to the customer interest, penalties, commissions or other costs and charges, if their payment is not stipulated in the contract. + Article 52 (1) The credit agreements concluded by a non-banking financial institution, as well as the real and personal guarantees affected by the credit guarantee, constitute enforceable securities. (2) The guarantees constituted in favour of the non-banking financial institution for the purpose of guaranteeing loans, which meet the advertising conditions provided by law, give the non-bank financial institution priority over third parties, including the state, the the claims and guarantees subsequently met the advertising conditions. + Chapter VI Annual financial statements and their auditing Annual financial statements and their auditing + Article 53 Non-bank financial institutions shall draw up annual financial statements giving a true and fair view of the financial position, financial performance, cash flows and other information relating to the activity. deployed. + Article 54 Non-banking financial institutions are obliged to submit to the National Bank of Romania their financial statements, as well as other data and information required by the National Bank of Romania, at the deadlines and in the form established by regulations issued by This. + Article 55 (1) The annual financial statements of non-bank financial institutions registered in the General Register shall be audited by financial auditors, in accordance with the legal regulations in force. (2) The annual financial statements of the non-banking financial institutions entered and in the Special Register shall be audited exclusively by financial auditors approved by the National Bank of Romania, based on the experience and capacity proven in the exercise financial audit activity. + Article 56 At the request of the National Bank of Romania, the financial auditor who audits the annual financial statements of the non-banking financial institution has the obligation to provide any details, clarifications and explanations related to the financial audit activity deployed. + Article 57 (1) The financial auditor who audits the annual financial statements of a non-banking financial institution registered in the Special Register must inform the National Bank of Romania as soon as, in the exercise of his duties, he became aware of any act or fact in connection with the work of the non-banking financial institution, act or fact which a) constitutes a serious violation of the law and/or regulations or of the acts issued in its application, by which the conditions for the activity of the non-banking financial institution are established; b) is likely to affect the ability of the non-banking financial institution to continue to operate; c) may lead to a refusal by the financial auditor to express his opinion on the annual financial statements of the non-banking financial institution or to his expression of an opinion with reservations. (2) In the case of non-bank financial institutions registered only in the General Register, the financial auditor has only the obligation provided in par. ((1) lit. a). (3) The performance in good faith by the financial auditor of the obligation to inform the National Bank of Romania does not constitute a violation of the obligation to preserve the professional secrecy, which lies with him according to the law, and cannot attract liability of any nature thereof. + Chapter VII Measures and sanctions Measures and sanctions + Article 58 The National Bank of Romania shall be empowered to dispose, to a non-banking financial institution or to administrators or, as the case may be, members of the supervisory board or to the leaders who violate the provisions of this Law, of the or of other acts issued in application of this law, the necessary measures, in order to remove deficiencies and their causes, and/or to apply sanctions. + Article 59 (1) In the exercise of its monitoring and supervision tasks, the National Bank of Romania may apply sanctions if it finds that a non-bank financial institution and/or any of the persons referred to in art. 58 are guilty of: a) violation of the provisions of this law, the regulations issued by the National Bank of Romania in its application or the own regulations of the non-banking financial institution, provided in art. 21 and to art. 32 32 para. ((1); b) carrying out operations without real coverage; c) non-reporting, late reporting or reporting of data and erroneous information to the National Bank of Romania; d) non-compliance with the measures established by the National Bank (2) In the cases provided in par. (1), the National Bank of Romania may apply the following sanctions: a) written warning to the non-banking financial institution; b) the fine imposed on the non-banking financial institution, between 0,01% and 0,5% of the applicable minimum regulated share capital c) the fine imposed on the administrators or, as the case may be, to the members of the supervisory board or to the leaders, between 1 and 6 net remuneration, according to the level of remuneration in the month preceding the date of the deed d) temporary suspension or limitation of the conduct of one or more activities; e) the deletion from the register in which the non-bank financial institution is registered and, implicitly, the prohibition of the lending activity. (3) Fines collected in application of the provisions of par. ((2) lit. b) and c) are made income to the state budget. (4) The application of sanctions provided in par. (2) shall be prescribed within one year from the date of the finding of the deed, but not more than 3 years after the date of the act. (5) The application of sanctions shall not remove material, civil, administrative or criminal liability, as appropriate. ((6) The acts of application of the measures and sanctions provided for in this chapter shall be issued by the Governor or Deputy Governors of the National Bank of Romania, except for the sanction provided in par. ((2) lit. e), whose application is within the competence of the Board of Directors of the National Bank of Romania. + Article 60 The appeals of the acts issued by the National Bank of Romania in application of the provisions of this law are those provided in the head. IX "Cai de contestare" of Title III of Part I of the Government Emergency Ordinance no. 99/2006 , approved with amendments and additions by Law no. 227/2007 , with subsequent amendments and completions. + Chapter VIII Offences Offences + Article 61 (1) The conduct, without right, by professional title, of the lending activities provided in art. 14 14 para. (1) constitutes the crime of usury and is punishable according to the Criminal Code. (2) Violation of art. 2 2 para. (3) constitutes a crime and is punishable by imprisonment from one month to one year or fine. ------------- Article 61 has been amended by section 6.6. 2 2 of art. 217 of LAW no. 187 187 of 24 October 2012 published in MONITORUL OFFICIAL no. 757 757 of 12 November 2012. + Article 62 Use of a name specific to a non-banking financial institution, in violation of art. 7 7 para. (2), constitutes a crime and is punishable by a fine. ------------- Article 62 has been amended by section 6.6. 3 3 of art. 217 of LAW no. 187 187 of 24 October 2012 published in MONITORUL OFFICIAL no. 757 757 of 12 November 2012. + Article 63 The non-right prevention of the exercise, according to the present law, of the monitoring and supervision powers of the National Bank of Romania constitutes a crime and is punishable by imprisonment from one month to one year or with a fine. ------------- Article 63 has been amended by section 6.6. 4 4 of art. 217 of LAW no. 187 187 of 24 October 2012 published in MONITORUL OFFICIAL no. 757 757 of 12 November 2012. + Chapter IX Transitional provisions Transitional provisions + Article 64 ((1) This chapter applies to entities that, on February 3, 2006, carry out credit activity within the meaning of art. 14 14 para. ((1). (2) In the case of non-patrimonial legal entities-entities established on the basis of provisions Government Ordinance no. 26/2000 , approved with amendments and additions by Law no. 246/2005 , with subsequent amendments and completions, or under special laws, which carried out credit activity from public funds or made available on the basis of intergovernmental agreements, the reference date provided in par. ((1) is 8 July 2006. + Article 65 (1) Contracts through which credit activities are carried out within the meaning of art. 14 14 para. ((1), concluded by February 3, 2006 by entities that have not followed the notification procedure according to the applicable legal provisions, retain their validity until maturity and can only be modified for the purpose of extending the term Repayment of credit. (2) If the entity referred to in par. (1) is the legal person without patrimonial purpose provided in art. 64, the term provided in par. ((1) relating to the conclusion of contracts shall be extended until 8 July 2006. (3) Contracts through which credit activities are carried out within the meaning of art. 14 14 para. (1), concluded before the date on which it was brought to their attention the rejection of the request by the entities that took the legal steps to register in the registers, but whose application was rejected, retains its validity until maturity and can only be modified for the purpose of extending the repayment term of the loan. + Article 66 Loans obtained until February 3, 2006 by the entities referred to in art. 64 64 para. (1) by issuing bonds may be carried out until their maturity. + Article 67 Contracts concluded by non-banking financial institutions until July 8, 2006, through which operations are carried out other than those allowed under this law, retain their validity until maturity, but can no longer be extended. + Article 68 (1) Non-bank financial institutions subject to registration in the General Register and which at the time of registration in this register meet the criteria for registration in the Special Register according to the regulations of the National Bank of Romania Simultaneously and in the Special Register. Proof of compliance with the special requirements of section 4 of the head. It shall be made within a maximum of 6 months from the date of entry into the registers. (2) The National Bank of Romania may decide on the extension of the term provided in par. (1) by no more than 6 months, in the case of valid applications. + Article 69 The National Bank of Romania establishes the way of settling applications for registration in the Register of mutual aid houses that, for good reasons, are not found in one of the lists drawn up by the National Bank of Romania, in basis art. 62 of Government Ordinance no. 28/2006 on the regulation of financial and fiscal measures, approved with amendments and completions by Law no. 266/2006 , and intends to continue carrying out the lending activity. + Chapter X Final provisions Final provisions + Article 70 Registration in the registers of non-banking financial institutions provided for in art. 1 1 para. ((3) is carried out after the procedure laid down in art. 48 of Government Emergency Ordinance no. 99/2006 , approved with amendments and additions by Law no. 227/2007 , with subsequent amendments and completions. + Article 71 (1) Non-bank financial institutions that are no longer allowed to carry out one or more lending activities within the meaning of art. 14 14 may continue to run until the maturity of the contracts related to these activities, without changing them other than in the sense of extending the repayment term. (2) Provisions of para. ((1) are also properly applicable to entities that have been removed from the Register of Records or the General Register. + Article 72 (1) Non-bank financial institutions may constitute professional associations representing their collective interests, including public authorities, to analyse issues of common interest, to promote cooperation and to inform members associations and audiences. Professional associations can collaborate with the National Bank of Romania. ((2) Abrogat. ---------- Alin. ((2) of art. 72 72 has been repealed by art. 8 of LAW no. 287 287 of 14 December 2011 published in MONITORUL OFFICIAL no. 894 894 of 16 December 2011. + Article 73 (1) The National Bank of Romania shall develop regulations in application of this law, within 90 days from the date of its entry into force, which shall be published in the Official Gazette of Romania, Part I. National of Romania on the basis Government Ordinance no. 28/2006 , approved with amendments and additions by Law no. 266/2006 ,, shall continue to apply until their express repeal. (2) For the purposes of a uniform application of the provisions of this Law and of the regulations issued on its basis, the National Bank of Romania may issue instructions and clarifications, which shall be published on the website of the National Bank of Romania. + Article 74 On the date of entry into force of this Law, the title of Chapter V of Government Ordinance no. 51/1997 on leasing operations and leasing companies, republished in the Official Gazette of Romania, Part I, no. 9 of January 12, 2000, with subsequent amendments and completions, shall be amended and shall read as follows: "Organization and operation of operational leasing companies". + Article 75 (1) The present law shall be supplemented by the provisions of the applicable legislation in so far as it does not contravene its provisions. (2) On the date of entry into force of this Law, it is repealed a) art. 28 of Government Ordinance no. 51/1997 on leasing operations and leasing companies, republished in the Official Gazette of Romania, Part I, no. 9 of 12 January 2000, with subsequent amendments and completions; b) Government Emergency Ordinance no. 200/2002 on mortgage companies, published in the Official Gazette of Romania, Part I, no. 956 of 27 December 2002, approved by Law no. 330/2003 ; c) Law no. 240/2005 on microfinance companies, published in the Official Gazette of Romania, Part I, no. 663 663 of 26 July 2005; d) Title I of Part I of Government Ordinance no. 28/2006 on the regulation of financial-fiscal measures, published in the Official Gazette of Romania, Part I, no. 89 of 31 January 2006, approved with amendments and additions by Law no. 266/2006 . This law was adopted by the Romanian Parliament, in compliance with the provisions of art. 75 75 and art. 76 76 para. (1) of the Romanian Constitution, republished. CHAMBER OF DEPUTIES PRESIDENT ROBERTA ALMA ANASTASE SENATE PRESIDENT MIRCEA-DAN GEOANA Bucharest, April 8, 2009. No. 93. ____________