Law No. 485 Of 18 November 2003 Amending And Supplementing The Banking Law No. 58/1998

Original Language Title:  LEGE nr. 485 din 18 noiembrie 2003 pentru modificarea şi completarea Legii bancare nr. 58/1998

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LAW no.
485 of 18 November 2003 amending and supplementing the Banking Law no. 58/1998
Issued



PARLIAMENT Published


Official Gazette no. 876 of 10 December 2003

Romanian Parliament adopts this law.

Article I


Banking Law no. 58/1998, published in the Official Gazette of Romania, Part I, no. 121 of 23 March 1998, with subsequent amendments, hereinafter Law no. 58/1998, is amended and supplemented as follows:
1. The title of the law reads as follows:
"The Banking Law"
2. Article 1 reads as follows:
"Art. 1 - The banking activity in Romania is performed through credit institutions authorized under the law.
Credit institution is:

a) entity performing professionally activity of taking deposits or other repayable funds from the public and to grant credits for their own account


b) electronic money entity other than that referred to at the ), hereinafter referred to as an electronic money institution.


the public, under this law, means any natural person, legal person or unincorporated entity that has the capacity and experience to assessing the default risk of the amounts deposited. Do not fall into the category of public: the state, local and central public administration authorities, government agencies, central banks, credit institutions, financial institutions and other related institutions.
credit institutions in Romania constitute and operate as banks, credit co-operatives, electronic money institutions and savings for housing.
The special law may regulate the establishment and conduct of the business of credit institutions other than those referred to in para. 4 with the principles of this law. "
March. Article 2 reads as follows:
" Art. 2. - This law applies to banks and electronic money institutions, Romanian legal persons and branches in Romania of foreign credit institutions.
Provisions of Chapter. X applicable payment systems in Romania, including participants in these systems and their managers, as laid down by regulations National Bank of Romania.
Organization and functioning of credit institutions is that credit co-operatives and savings for housing are regulated by special laws. "
4. Article 3 reads as follows:
" Art. 3. - For the purposes of this law, terms and expressions have the following meanings:
1. banking - deposits or other repayable funds from the public and to grant credits for its own account;
2. financial institution - an entity other than a credit institution whose main business is to acquire holdings or to carry out one or more of the financial activities referred to in Art. 8 paragraph. 1 letter b) -l);
March. parent - the entity is in one of the following:

A) has direct and / or indirect majority of voting rights in another entity, hereinafter subsidiary;


B) is entitled to appoint or dismiss the majority members of management or control of another entity or the majority of leaders, hereinafter subsidiary, and is also a shareholder or member of that undertaking;


C) has the right to exercise a dominant influence over an entity, 'the subsidiary, which is a shareholder or member, based on the clauses contained in the contracts concluded with the entity or several provisions contained in the articles of association of this entities where the subsidiary legislation governing statute allows the existence of such clauses or provisions;


D) a shareholder or member of an entity, hereinafter subsidiary, and in the last 2 years has appointed alone, as a result of exercising its voting rights, most members of management and control or majority managers of subsidiaries;


E) a shareholder or member of an entity, hereinafter subsidiary, and controls alone, pursuant to an agreement with other shareholders or members, majority of voting rights in the subsidiary;


4. branch - unincorporated business unit of a credit institution which carries out directly all or some of the activities of credit institutions, within the mandate given to it;
May. competent authority - the national authority responsible for the prudential supervision of credit institutions;

June. deposit - the amount of money entrusted to the following conditions:

A) be repaid in full, with or without interest or any other facilities on demand or at an agreed time by the depositor to the depositary;


B) does not concern the transfer of ownership, the provision of services or to provide guarantees;


July. Credit - any commitment to making available or an award of money or lengthen the maturities of debt in exchange for debtor's obligation to refund that amount, and the payment of interest or other expenses related to the amount or any commitment to acquire a title incorporating a debt or other right to collect an amount of money;
August. leaders - people who, according to the articles of incorporation and / or decisions of corporate bodies of the credit institution are empowered to lead and coordinate its daily activities and vested with the power to bind the credit institution; do not fall into this category people who ensure the direct management of the departments within bank branches and other secondary offices. In the case of branches of foreign credit institutions that operate in Romania, leaders are persons authorized credit institution from managing the branch and hire legal foreign credit institution in Romania;
September. significant shareholder - natural person, legal person or group of persons and / or legal persons acting together and that directly or indirectly hold a stake of 10% or more of the share capital of a company or of the voting rights or hold allows exercise a significant influence over the management and its business policy;
10. group of persons acting together - two or more natural or legal persons that undertake a common policy towards society;
11. permit - the document issued by the competent authority, which gives the right to carry out the activities specified therein;
12. electronic money institution - legal person issuing means of payment in the form of electronic money;
13. electronic money - monetary value representing a claim on the issuer that meets the following conditions:

A) stored on an electronic device;


B) is issued on receipt of funds of an amount can not be less than the monetary value issued;


C) it is accepted as means of payment by undertakings other than the issuer;


14. initial capital - the equity, comprising share capital or endowment capital and other balance sheet items calculated and updated the methodology set by the National Bank of Romania regulations;
15. own funds - funds available to credit institutions, whose calculation methodology established by the National Bank of Romania through regulations;
16. Member States - Member States of the European Union and other countries EES;
17. Member State of origin - the Member State in which the credit institution has been authorized;
18. one debtor - any person or group of persons and / or legal entities with which the bank has an exposure and economic relate to each other in that:

A) one person exercises control over the other, directly or indirectly;


B) the cumulative exposure represents one credit risk for the bank because people are linked in such a way that if some of them will face repayment difficulties, the other or others will encounter similar difficulties; if these people will consider, but not limited to, the following situations:


- Are subsidiaries of the same entity;
- Had the same management;
- Between them there is a direct commercial interdependency which can not be substituted in the short term;
19. exposure - any risk of a bank, actually or potentially, to be revealed in the balance sheet and / or off-balance and flows of the following, but not limited to:

A) loans;


B) investments in shares and other securities;


C) other equity nature of financial assets;


D) expected or endorsed bills;


E) guarantees issued;


F) letters of credit opened or confirmed;



20. society ancillary services or related company whose main activity consists principally in the ownership and management of movable and immovable property, the services data processing and management of databases or other activities, having a character associated relative the principal activity of one or more credit institutions;
21. the host Member State - the Member State in which the credit institution has a branch or provides services directly;
22. financial holding company - parent company, financial institution whose subsidiaries are exclusively or credit institutions are mainly credit institutions or financial institutions, but at least one is a credit institution;
23. holding company - a parent, other than a financial holding company or a credit institution, the subsidiaries of which include at least one credit institution;
24. ties - the relationship between two or more individuals and / or legal persons in one of the following:

A) one person has a direct or through a relationship of control at least 20% of capital or voting rights of the other person;


B) one person exercises control over the other person;


C) persons are permanently linked to one and the same person by a control relationship;


25. payment system - arrangement collectively formalized, including rules and procedures common standardized on the execution of transfer orders between the participants and the appropriate infrastructure that realize all or part of the activities of processing, handling, clearing and settlement of any means payment and / or payment of any monies by means of payment arrangement made between at least 3 participants, which can be: credit institutions, service companies, financial investment, the state treasury or other foreign entities performing specific institutions credit or financial investment companies. In order to achieve prudential supervision
:

A) all secondary offices in Romania of a foreign credit institution shall be considered a single branch;


B) all subsidiaries of a parent company, which in turn is a subsidiary of another parent will be considered subsidiaries of the latter. "


5. Article 3 ^ 1 reads as follows:
"Art. 3 ^ 1. - One person is controlled by the natural or legal persons in cases where there exists a relationship such as that between a parent company and its subsidiaries, as provided for in this Article. 3 pt. 3, or a similar relationship, like the relationship between:

A) spouses, relatives and in-laws up to the second degree;


B) persons referred to in subparagraph a) and companies under their control;


C) a company, administrators and legal or natural persons who exercise control over it;


D) companies under control of the same or the same persons and entities.


People in cases provided in par. 1 is presumed to form a group of persons acting together. "
6. After Article 3 ^ 2 ^ 3 is inserted Article 3 as follows:
" Art. 3 ^ 3. - In determining the voting rights of a person are taken into account the following:

A) the voting rights held by other persons or entities in their own name but on behalf of that person;


B) voting rights held by an entity that is controlled by that person;


C) voting rights held by a third party with whom the person has entered into a written agreement whereby they undertake to act in concert, by concerted exercise of voting rights they hold, a lasting common policy a continuing basis to the entity holding these voting rights;


D) voting rights held by a third party under a written agreement with a person or entity under common control with such person, which provides temporary transfer of voting rights to third party;


E) the voting rights attached to shares held by that person, even if these shares were pledged, unless the person in whose favor the shares were pledged controls the voting rights and declares its intention of exercising them, case the voting rights will be considered as belonging to the person in whose favor the shares have been pledged;


F) voting rights attaching to shares of which that person has a right of usufruct;



G) voting rights which that person or entity that is under its control is entitled to acquire, on his own initiative under a formal agreement;


H) the voting rights attached to the shares deposited with that person, that it can exercise its discretion in the absence of specific instructions from the third party holding these shares. "


7 . Article 4 reads as follows:
"Art. 4 - It is prohibited for any individuals acting on their own, on behalf of another / other persons or as manager or representative of an entity that is not licensed as a credit institution to carry out the business of raising deposits or other repayable funds the public or the business of raising and / or management of money resulting from the association to savings and granting loans in a collective scheme. "
8. in Article 5 the following paragraphs 2 and 3 as follows :
"in any advertising, official documents, contracts or other such documents, initials, logo, emblem or other identification of banks operating in Romania or suggestive thereof may be used only by and in relation to a subsidiary of the bank, including its name.
For the purpose of exercising their activities, foreign credit institutions in Romania may use the name that it uses in the home, without prejudice to the provisions relating to the use of names "savings for housing", "bank" or other terms used in Romania, naming the credit institution. Where there is danger of confusion, in order to ensure adequate clarification, National Bank of Romania may ask for the name of the credit institution to be accompanied by an explanatory note. "
9. Article 6 reads as follows:
"Art. 6. - It prohibits any foreign banks to conduct business in Romania, unless the activity is conducted through a branch for which a permit has been issued by the National Bank of Romania. "
10. Article 7 reads as follows:
"Art. 7. - It prohibits any entity that is not licensed as a credit institution to engage in its own account or the account of another / others in the business of raising deposits and / or other repayable funds from the public, into activity of issuing electronic money times in the business of raising and / or management of money resulting from the association to saving and lending in a collective scheme.
Prohibition in par. 1 shall not apply to the taking of deposits and other repayable funds:

A) by the Romanian state or by a Member State or by regional or local government of the Romanian state or of a Member State;


B) by public international bodies to which the Romanian state or one or more Member States participate as a member;


C) where expressly provided in Romanian legislation or the national law of a Member State or Community legislation, provided that these activities be subject to appropriate regulation and supervision in order to protect depositors and investors.


Prohibition in par. 1 on the issuance of electronic money does not apply to electronic money institutions exempted fully or partially from the provisions of this law. The exemption may be made in compliance with the regulations of the National Bank of Romania issued in accordance with Community legislation, because of the volume of activity or range of entities that accept as payment electronic money issued by them. "
11. Article 8 reads as follows:
"Art. 8. - Banks may conduct the authorization the following activities:

A) acceptance of deposits and other repayable funds;


B) borrow including: consumer loans, mortgages, financing of commercial transactions, factoring, discounting, forfeiting;


C) financial leasing;


D) money transfer services;


E) issuing and administering means of payment, such as credit cards, travelers' checks and the like, including issuing electronic money;


F) guarantees and commitments;


G) trading for own account or on behalf of clients under the law with:


- Money market instruments, such as checks, promissory notes, certificates of deposit;
- Currency;
- Futures and options;

- Instruments based on exchange rates and interest rates;
- Securities and other financial instruments;

H) intermediary, under the law, the offer of securities and other financial instruments by underwriting and selling them or by placement and provision of related services;


I) providing advice on capital structure, business strategy and other related issues, consultancy and provision of services relating to mergers and acquisitions of companies;


J) intermediation on the interbank market;


K) customer portfolio management and consultancy related thereto;


L) safekeeping and administration of securities and other financial instruments;


M) services related to the provision of data and references in lending;


N) safe custody services.


Providing data and references provided in par. 1 letter m) is lawfully on the obligation of professional secrecy.
Banks may perform, according to their authorization, and other activities permitted by law, such as storage assets of investment funds and investment companies, distribution of units of investment funds and shares of investment companies , acting as operator of the electronic archive collateral securities, transactions with precious metals and stones and objects thereof, operations office services, data processing, management databases or other such services for third parties, participation in capital other entities.
Banks can provide services related ancillary or related activities, such as ownership and management of movable and immovable property necessary for carrying or use of the employees, and perform any other activities or operations necessary to achieve the business activity authorized without being necessary to include them in the permit.
Financial leasing operations can be carried out directly from Romania's accession to the European Union. By that date, the financial leasing operations may be performed by separate companies, incorporated as subsidiaries for the purpose. "
12. After Article 8 is introduced in Articles 8 -8 ^ 1 ^ 3 follows:
" Art. 8 ^ 1. - Banks can not engage in activities other than those referred to in art. 8. Banks also can not perform the following activities:

A) transactions in movable and immovable property, except as provided in Art. 8 ^ 2;


B) pledging own shares in bank debts;


C) loans or providing other services to clients, subject to the sale or purchase of shares of the bank;


D) loans secured by shares issued by the bank;


E) receipt of deposits, securities or other valuables, when the bank is in suspension of payments;


F) loans conditional on acceptance by the customer other services unrelated to the lending operation in question.


Art. 8 ^ 2. - Banks may perform the following transactions in movable and immovable property:

A) operations to conduct business under this law;


B) movable and immovable property transactions designed to enhance employee proficiency, organizing recreational and leisure facilities or ensure housing for employees and their families;


C) rental of movable and immovable property to third parties, provided that the value of movable and immovable property leased does not exceed 5% of the bank's own funds and that the total revenue from these operations do not exceed 5% of total revenues bank, less proceeds from these transactions; these levels may be exceeded in duly justified cases only with the approval of the National Bank of Romania;


D) transactions with movable and immovable assets acquired following the foreclosure of the bank's claims.


Movable and immovable property acquired in foreclosure of the bank's claims will be sold by the bank within one year from the date of acquisition, if these goods are not used as provided in par. 1. For justified reasons, the period may be extended with the approval of the National Bank of Romania.
Art. 8 ^ 3. - The provisions of art. 8-8 ^ 2 applies to branches in Romania of foreign credit institutions. "
13. The title of Chapter III shall read as follows:
" CHAPTER III Authorisation
"
14. after insert title of Chapter III, section 1 of the following:
"Authorisation of banks section 1
"

15. Paragraph 2 of Article 9 reads as follows:
"Banks, Romanian legal persons, will have its registered office and, where appropriate, the head office, representing the location of the main center management and business management statutory territory Romania. "
16. Article 10 reads as follows:
"Art. 10. - The authorization of a bank, Romanian legal entity, incorporated as a subsidiary of a credit institution authorized in another Member State or a branch of an entity holding an authorized subsidiary as a credit institution in another state or who will be under the control of the same natural or legal person controlling a credit institution licensed in another state, the NBR will consult with the competent authority of that State. "
17. The letters b), c), f) and g) of paragraph 2 of Article 11 shall read as follows:
"b) the minimum initial capital;

c) feasibility study, which will include at least the type of transactions set to take place the organizational structure of the bank;




f) bank premises;


g) the auditor. "


18. Paragraph 3 of Article 13 shall read as follows:
"National Bank of Romania decided on the authorization to operate a bank within 4 months from receipt of the documents in para. 2. The provisions of para. 1 shall apply suitably."
19. In Article 13, paragraph 3 is inserted after paragraph 4 as follows:
"If the National Bank of Romania does not rule on an application for authorization within the periods prescribed in this article, the applicant may request the Management Board of National Bank of Romania within 15 days of the expiry of these deadlines, issuing a decision. the procedure laid down in art. 83 applies accordingly. "
20. The letters c), f), g), h) and j) of Article 14 shall read as follows:
"c) the initial capital is below the minimum level set by the National Bank of Romania;

| || f) the National Bank of Romania notes that persons appointed as leaders or managers need not meet the objectives and conduct of business of the bank in accordance with the requirements of law and the rules of sound and prudent banking practices;

|| | g) the National Bank of Romania notes that the bank's shareholders, both in terms of their quality and the structure of the group to which they belong, or other persons who have close links with the bank does not meet the requirements to ensure a sound and prudent bank and perform effective supervision under this law;


h) before approval of constitution, founders have made public on the operation of the bank;



..
j) the National Bank of Romania notes that the laws, regulations or administrative provisions existing in the home that govern the status of persons having close links with the bank, or difficulties in implementing these provisions hindering effective supervisory oversight or supervision of the country the origin of a foreign credit institution that applied for authorization of a branch is insufficient. "


21. In Article 14, after paragraph j) the following point k) as follows:
"k) the auditor does not meet requirements of experience, independence and other requirements prescribed by law."
22. After Article 14, Section 2 introduces the following title:
"Section 2
regime of foreign credit institutions'
23. Article 15 reads as follows:
"Art. 15. - Foreign credit institutions may carry out activities in Romania through branches, whose establishment and operation are subject to authorization by the NBR. In this respect, art. 11 14 shall apply accordingly. "
24. After Article 15 insert Article 15 ^ 1 as follows:
"Art. 15 ^ 1. - Foreign credit institutions are required to notify the National Bank of Romania of representative offices in Romania in accordance with the regulations issued by it. | || Representative shall limit their activity to acts of information, representation, market research, contacting customers and will not perform any transactions subject to this law. "
25. After ^ 1 insert Article 15 Section 3 of respectively Articles 15 ^ ^ 3 2:15, as follows:
"Section 3
authorization of electronic money institutions, others
than banks

Art. 15 ^ 2. - Electronic money institutions may be established in Romania as a limited liability company upon approval from the National Bank of Romania, in compliance with company law, and can operate based on the authorization issued by it. In this respect, art. 9 paragraph. 2, art. 10 and art. 11 to 14 is applied accordingly.
Art. 15 ^ 3. - The activity of electronic money institutions will be limited to the activity of issuing electronic money and the provision of the following service categories:

A) financial and non-financial services closely related to the issuance of electronic money, such as the administering of electronic money by the performance of operational and other ancillary functions related to electronic money issuance, issuance and administration of other means pay without thereby to lend any form;


B) storing information on an electronic, on behalf of a public institution or other entity.


Electronic money institutions will not attract other repayable funds than are immediately converted into electronic money. "
26. The introductory part of Article 16 reads as follows:
" The National Bank of Romania may withdraw authorization of a bank, Romanian legal entity or a branch in Romania of a credit institution with headquarters abroad, or at the request of the bank, when shareholders decided the dissolution and liquidation or to request foreign credit institution, or as a sanction under art. 69 para. 2 letter e) or for the following reasons: "
27. The three dashes and letters c) and f) of Article 16 is repealed.
28. After Article 16 is inserted in Articles 16 and 16 ^ 2 ^ 1 following content:
"Art. 16 ^ 1. - The application to withdraw authorization, made according to Art. 16 by the bank, Romanian legal person or by the foreign credit institution, shall be accompanied at least by the liquidation plan assets and pay off debts, to ensure full payment of the claims of depositors and other creditors.
Liquidation by shareholders is allowed only if the bank is not in any of the cases provided by law for the opening of bankruptcy proceedings.
Art. 16 ^ 2. - Where the authorization of a bank, Romanian legal entity or a branch in Romania of a foreign credit institution which has its registered office in a Member State, the National Bank of Romania will inform accordingly the competent authorities of the host Member States in which bank or foreign credit institution, carries. "
29. Paragraph 1 of Article 17 shall read as follows:
" Judgment National Bank of Romania to withdraw authorization shall be notified in writing to the bank or branch concerned, together with the reasons behind the decision, and published in the Official Gazette of Romania, Part I, and at least two national daily newspapers. "
30. Article 18 reads as follows:
" Art . 18. - Following the withdrawal of authorization, the bank will enter into liquidation, the provisions in the head. XIII ^ 1 on the winding banks being therefore applicable.
Since the entry into force of the decision to withdraw authorization, bank, Romanian legal person or branch in Romania of foreign credit institution, shall not engage in activities other than those related to liquidation. "
31. The title of Chapter V shall read as follows:
"CHAPTER V
merger and division"
32. Article 20 reads as follows:
"Art. 20. - The merger can be achieved:

A) between two or more banks;


B) between banks and electronic money institutions;


C) between banks and financial institutions;


D) between banks and entities or related ancillary services.


Mergers and divisions under par. 1 are subject to prior approval of the National Bank of Romania.
If in the process of merger or division of a bank credit institution follows us, they are required to obtain an operation license from the National Bank of Romania. "
33. Article 22 reads as follows: | || "Art. 22. - In all its official documents the bank must identify clearly with a minimum of data: the firm as registered in the commercial register, the share capital, registered address, the unique registration number in the Trade Register number and date of registration in the register bank. "
34. Article 23 reads as follows:

"Art. 23. - The Bank is bound by the signatures of at least two leaders, having powers under the memorandum, or at least two employees of the bank, authorized by management.
It assimilate the signatures provided in paragraph . 1:

a) the extended electronic signature based on a qualified certificate issued by a qualified certification service provider in accordance with the law on electronic signature;


b) any other equivalent technique guarantees the authenticity of the signature, approved by the National Bank of Romania. "


35. Letter d) of Article 24 shall read as follows:
"d) the duties of the audit committee, risk management committee, whose establishment and operation will be established by regulations National Bank of Romania;"
36. In Article 24, after point d) the following point d ^ 1) as follows:
"d ^ 1) Asset management committee duties and liabilities of the credit committee and other specialized bodies of the bank, whose establishment and operation shall be established by a decision of the statutory bodies; "
37. The letters e) and f) of Article 24 shall read as follows:
"e) the powers of bank managers, the managers of departments within bank branches and other secondary offices and other employees performing tasks on behalf and bank account;

f) the internal control system and organization and functioning of the internal audit activity. "


38. In Article 25, paragraph 2 is inserted after paragraph 2 ^ 1 as follows:
"In appointing the bank managers must ensure that the requirement that each of the types of activities they carry to be coordinated by a leader with experience these activities."
39. In Article 25, paragraph 3 is inserted after paragraph 3 ^ 1 as follows:
'assessment will be made at individual and collective level, so as to ensure and fulfill the requirements under par. 3. "
40. Article 25 ^ 1 shall read as follows:
"Art. 25 ^ 1. - The bank's management must be decided by at least two people. Leaders must be employees of the bank and may be members of the board. || | Leaders bank should ensure effective management of the daily activity of the bank to perform solely the tasks they have been appointed and at least one of them attest knowledge of Romanian. they must be licensed in one of the economic, legal or in another field related to finance and banking and / or have completed graduate courses in one of these areas and have completed a minimum of seven years in finance and banking, which is relevant to the specifics and volume of work undertaken by the bank. Administrators can
bank only individuals. These individuals must have at least 3 years experience in the banking field or in an area that may be considered relevant to the bank. "
41. Article 26 reads as follows:
"Art. 26 - If bank managers on the board of directors, members of the Committee should be established so that administrators do not have the quality to be majority leader. "
42. Paragraph 1 of Article 27 is repealed.
43. Letters b) to d) of paragraph 2 of Article 27 shall read as follows:
"b) is an employee, manager or financial auditors of another credit institution, Romanian legal person, unless the bank is a subsidiary the credit institution;

c) in the last five years was withdrawn approval by the competent authority to conduct a credit institution or has been replaced as a result of remedial actions taken by a credit institution ;


d) is prohibited by a legal provision, a court decision or a decision of another authority, to conduct a credit institution, financial institution or an insurance / reinsurance or to conduct business in one of the specific areas of those institutions. "


44. In Article 27, paragraph 2 is inserted after paragraph 3 as follows:
"provisions of legislation concerning the incompatibilities for board members, including those of para. 2 and the provisions of Chapter. VII applies and bank managers who are not members of the board. "
45. Article 28 reads as follows:
"Art. 28. - The provisions of art. 21-25 ^ 2 applies to branches of foreign credit institutions licensed to operate in Romania. Leaders of these subsidiaries apply the provisions art. 27 par. 3 "

46. The title of Chapter VIII reads as follows:
"CHAPTER VIII
Professional secrecy in banking"
47. Article 35 reads as follows:
"Art. 35. - The Bank shall maintain the confidentiality of all facts, data and information related to the work, and any fact, data or information available to it, regarding the person property, work, business, personal or business relations or customer information on customer accounts - balances, flows, operations - services rendered or contracts with customers.
Anyone using the services of a bank it is considered its client. "
48. Article 36 reads as follows:
"Art. 36 - Any member of the board of a bank, its employees and any person who, in one way or another, participate in the administration or activity of the bank is obliged to professional secrecy regarding any facts, data or information referred to in art. 35, which was informed in the course of his business.
persons referred to in para. 1 does not have the right to use or disclose either during or after their facts or data which, if made public, would harm the interests or prestige of the bank or any of its clients.
provisions of par. 1 and 2 applies to persons who obtain information such as those shown in reports or other documents of the bank. "
49. Article 37 reads as follows:
"Art. 37 - The obligation of professional secrecy can not be opposed to the competent authority under the provisions of law.
Professional secrecy Information may be provided, insofar they are justified by the purpose for which it is requested or provided in the following circumstances:

a) upon owners or their heirs, including their legal representatives and / or statutory, or with their express consent ;


b) where the bank has a legitimate interest;


c) upon written request of other authorities or institutions or office, whether by a special law are provided authorities or institutions that are entitled to seek and / or receive such information and shall be clearly identified information that can be provided by the bank in order to fulfill specific tasks of these authorities or institutions;


D) at the written request of the spouse account when evidence to the court that an application for partition of goods, or ordered by the court.


The request to the bank, according to par. 2 letter c) must specify the legal basis for the request for information, referred client's identity confidential information is requested, the category data requested and the purpose for which they are requested.
Persons entitled to request and / or to receive information from professional secrecy in banking are obliged to keep such information confidential and use it only for the purpose for which they were required or provided by law.
Bank staff can not use personal benefit or the benefit of another, directly or indirectly, information from those provided in art. 35, which it holds or has become aware in any way. "
50. After Article 37 is inserted Articles 37 -37 ^ 1 ^ 3 follows:
" Art. 37 ^ 1. - In criminal cases, the written request of the prosecutor or the court or, where appropriate, criminal investigation bodies, the prosecutor's authorization, banks will provide information professional secrecy.
Provisions of art. 37 para. 4 shall apply accordingly.
Art. 37 ^ 2. - Not considered a violation of professional secrecy:

A) providing aggregate data so that information on the identity and activity of each client can not be identified;


B) provision of data structures established as banking risks Incidents payment or deposit guarantee fund organized under the law;


C) providing financial auditor of the data bank;


D) providing information at the request of correspondent banks;


E) provision of data and information needed to exercise supervision on a consolidated basis.


Art. 37 ^ 3. - The provisions of this Chapter shall apply to branches of foreign credit institutions authorized to operate in Romania, and legal persons referred to in Art. 2 para. 2. "
51. Paragraph 2 of Article 38 reads as follows:

"Banks need to organize their entire business in accordance with the rules of sound and prudent banking practices, the requirements of the law and the regulations of the National Bank of Romania. In this respect banks must have management procedures and accounting and adequate internal control systems. "
52. Article 40 reads as follows:
"Art. 40 - The share capital of a bank to be paid entirely in cash, upon subscription.
The minimum initial capital is set by the National Bank of Romania, by regulations.
at incorporation, capital contribution shall be paid into an account at a credit institution that will be blocked until the registration in the trade register bank.
When setting up a bank, initial capital equals share capital, unless the bank newly created is the result of a process of reorganization through merger or division. the opening of a branch, the initial capital will be ensured by making available its capital endowment by the credit institution foreign. "
53. Article 41 reads as follows:
"Art. 41. - Banks may only major capital using the following sources:

a) new contributions in cash;


b) premium or contribution and other capital-related premiums, fully paid, unredeemed after deducting the expenses of such operations and the reserves on account of such raw


c) dividends due to shareholders from net profit after tax on dividends, according to the law;


d) reserves from net profit, existing in the balance, according to the latest balance sheet.

|| | Branches of foreign credit institutions licensed to operate in Romania, can major endowment capital using the following sources:

a) new contributions in cash available to the branch by the foreign credit institution, with destination " up capital "


b) reserves from net profit, existing in the balance according to the latest annual financial statements."


54. Article 42 is repealed.
55. Article 43 reads as follows:
"Art. 43. - Banks distributed the accounting profit determined before the deduction of income tax amounts for constitution of the fund for general banking risks within 1% of outstanding specific risk-bearing assets banking, as established by regulations National Bank of Romania, to the extent that those amounts are included in net profit. "
56. Article 45 paragraph 2 shall be inserted as follows:
"Indicators of the requirements of a), c) to e) of para. 1 shall be calculated according to the level of own funds this level can not be less than the minimum initial capital set up under the National Bank of Romania. "
57. After Article 45 insert Article 45 ^ 1 as follows:
"Art. 45 ^ 1. - In determining the solvency ratio, National Bank of Romania may recognize credit risk mitigation in the event of the following types of netting agreements mutual claims and obligations arising from transactions with instruments based on exchange rate and interest rate and gold like operations:

a) bilateral contracts whereby the parties stipulate that in due time or upon the occurrence of a specific event - typically, failure of a party to honor its obligations - obligations mutual initial, even unmatured, off automatically, being replaced by a new requirement so that a single net amount resulting from compensation obligations original will be payable by the debtor;


b) other bilateral netting agreements.


operations and conditions in which the National Bank of Romania recognizes credit risk mitigation, par. 1 and the method of its calculation shall be determined by regulations issued by the National Bank of Romania. "
58. Article 46 reads as follows:
" Art. 46. ​​- Banks, Romanian legal persons, may open branches in Romania and other secondary offices - agents and the like - as provided by regulations National Bank of Romania.
Banks, Romanian legal entities may conduct banking and other financial activities abroad, according to their authorization by the National Bank of Romania, only through a branch.
Opening branches abroad is subject to prior approval of the National Bank of Romania, according to regulations issued by it.

Application for approval of opening a branch abroad will show the country is intended to open the branch and shall be accompanied, without limitation, the following:

A) a feasibility study, which will include at least the types of activities that will be performed by the branch and its organizational structure;


B) the identity of the persons appointed to manage the branch and information on qualifications, experience and respectability them;


C) branch office address.


National Bank of Romania may reject an application for approval of opening a branch abroad by a bank, Romanian legal entity, whether based on information held and documentation submitted by the bank, that:

A) the bank does not have the administrative capacity or finances are adequate in relation to the proposed activity to be conducted through the branch;


B) the existing legislative framework in the host country and / or prevent the application of its principles to supervise this law;


C) the bank posts an inappropriate development of indicators related to prudential requirements.

Any change in the
in para. 4 is subject to prior approval of the National Bank of Romania. "
59. Articles are inserted after Article 46 ^ 46 ^ 2 1:46 as follows:
" Art. 46 ^ 1. - Notwithstanding the provisions of art. 46 para. 3 banks, Romanian legal persons, Member States may carry out banking and other financial activities, according to Art. 8 paragraph. 1 that are approved through a branch or directly, if they meet the requirements of the law of that Member State, which seek to protect general interest.
Bank, Romanian legal entity, which plans to open an office in a Member State shall notify the National Bank of Romania, together with the information specified in art. 46 para.
4. Within three months of receiving the notification, the National Bank of Romania shall notify the competent authority of the host Member State information received or, where applicable, decline to send and inform the bank accordingly. If the National Bank of Romania does not inform the bank within the period prescribed it, within 15 days of the expiration, may address the Board of the National Bank of Romania requesting the issuance of a decision procedure provided for in art. 83 being applied properly.
National Bank of Romania may refuse forwarding it to the competent authority of the host Member State on the grounds provided for in Art. 46 para. 5 letter a) and c), in which case the bank will notify and reasons behind the decision.
Communication to the competent authority of the host Member State to include, in addition to information provided by the bank, according to Art. 46 para. 4 and information on:

A) the own funds of the bank and the debt ratio;


B) a description of the existing deposit guarantee system in Romania.


At the request of the host Member State, the NBR will communicate other information requested.
Any intention to amend the information provided under par. 2 will be communicated to the National Bank of Romania at least one month before the date on which such amendment to be carried out within the National Bank of Romania will proceed under par. 3.
Art. 46 ^ 2. - Banks, Romanian legal entities which intend to conduct for the first time banking and other financial activities directly in a Member State shall notify the National Bank of Romania. The notification will provide the Member State concerned and will include activities referred to in Art. 8 paragraph. 1 to be carried out.
Within one month of receipt of the notification under par. 1 National Bank of Romania shall notify the competent authority of the host Member State. "
60. Article 48 reads as follows:
" Art. 48. - Any interest which financial assets held - directly and / or indirectly - by a bank into shares, shares or other securities of a participating nature to entities other than credit institutions, financial institutions, insurance companies and providers or related ancillary services may not exceed:

A) 15% of its own funds;


B) 20% of the share capital of that entity or, where appropriate, of the total issued securities of a participating nature of such an entity.



The total value of financial assets in para. 1 may not exceed 60% of the bank's own funds. "
61. Article 49 reads as follows:
" Art. 49. - It is subject to prior approval of the National Bank of Romania, according to its regulations:

A) any stake that the bank intends to hold in credit institutions, financial institutions, insurance or other entities as a result of the acquisition of this stake would fall in the consolidation of accounts, the applicable regulations;


B) any holding whose value is at least 10% of the bank's own funds, which it intends to hold shares or other securities of a participating nature listed on a regulated market;


C) any holding whose value is between 10% and 15% of the bank's own funds, which it intends to hold shares or other securities of a participating nature, listed on a regulated market issued by entities other than credit institutions, financial institutions, insurance companies or ancillary services or related;


D) any participation of the bank, such as those referred to in art. 48 para. 1 that, in circumstances justified by exceptional circumstances beyond limits set out in this Article. "


62. After Article 49 insert Article 49 ^ 1 as follows:
" Art. 49 ^ 1. - The objectives pursued by the National Bank of Romania, the approval of holdings provided for in art. 49, it will be ensured that:

A) the acquisition of those holdings shall not expose the bank to undue risks or hinder effective supervision on a consolidated basis;


B) the bank has sufficient financial and organizational resources for the acquisition and management of such holdings.


If a participating approval, as provided in Art. 49 lit. d) The National Bank of Romania will ask the bank to increase its own funds properly and the period within which this increase will be achieved.
Nature holdings of financial assets other than those subject to prior approval of the National Bank of Romania, it will be notified within 5 days from the date of their acquisition by the bank. "
63. Article 51 shall read as follows content:
"Art. 51. - Any natural or legal person or group of persons intending to become a major shareholder of a bank must notify its intention National Bank of Romania, in accordance with its regulations, informing on the size of the holding which wishes to acquire.
Within 3 months of receipt of the notification, the National Bank of Romania may oppose intention to acquire a stake under par. 1 Having regard to the requirements of art. 52 ^ 1.
If the National Bank of Romania does not oppose the plan referred to in para. 2, it may set a maximum term intention to materialize. "
64. Article 52 reads as follows:
" Art. 52. - Any shareholder who intends to significantly increase its participation or proportion of voting so that they meet or exceed the levels of 20%, 33% or 50% of capital or voting rights or the bank become a subsidiary of its intention to notify the NBR, in which case the provisions of art. 51 shall apply accordingly.
Any significant shareholder intends to reduce his shareholding or voting rights proportion so that it represents more than 10%, 20%, 33% or 50% of capital or voting rights or the bank cease to be his subsidiary shall notify this intention National Bank of Romania.
Banks will immediately inform the National Bank of Romania regarding any acquisition or disposal of their shares which exceed levels that are below in para.
1 and 2. At least once a year banks will notify the NBR significant identity of their shareholders and, where appropriate, any other data and information on those persons required by regulations National Bank of Romania. "| || 65. Article 52 ^ 1, after paragraph 2, paragraph 3 shall be inserted as follows:

"If the person who intends to become a significant shareholder of a bank, Romanian legal entity, is a credit institution licensed in another state or is an entity that owns a subsidiary licensed as a credit institution in another state or is a natural or legal person controlling a credit institution licensed in another state and if, following the acquisition of the shareholding, the bank would become his subsidiary times will be controlled by it, evaluating significant shareholder will be subject to prior consultation with the competent authority of that State. "
66. Point c) of Article 52 shall read as follows ^ 2:
"c) legal entities operating less than 3 years, except those resulting from a merger or division, in which case the 3 year term includes the functioning person or legal persons from which they come. "
67. Article 52 paragraph 2 ^ 2 is inserted as follows:
"If the persons referred to in para. 1 are credit institutions or their subsidiaries or in other justified cases, the National Bank of Romania may exempt such persons of the condition in c) of para. 1. "
68. Chapter IX, Section 5 "Prohibited Transactions" and Article 53 is repealed.
69. The letters b) and d) of paragraph 1 of Article 54 shall read as follows:
"b) a register of its shareholders, unless the shareholders record is held by an independent registry company, according to the law; || |

d) the minutes of meetings and decisions of the board and committees required by law or regulations National Bank of Romania and, where appropriate, based on the decision of the committees established bank's statutory bodies; "


70. Paragraph 3 of Article 56 shall read as follows:
"The initiation of proceedings against the debtor, including where the bank's request investiture of enforceability of the credit agreement or, where appropriate, initiation of by that of another enforcement procedures prescribed by law, the interest rate determined under the contract or, where appropriate, legal interest will be calculated continue, unless the law provides that the opening of the procedure no longer owes interest; interest and those loans will be highlighted by the bank off-balance. "
71. In Article 56, paragraph 3 is inserted after paragraph 4 as follows:
"collateral provided to the bank to guarantee loans, which satisfy the conditions of publicity provided by law, banks gives priority to third parties, including the state, whose receivables and guarantees subsequently fulfilled the conditions of advertising. "
72. After Article 56 insert Article 56 ^ 1 as follows:
"Art. 56 ^ 1. - The provisions of art. 56 par. 1 shall apply to all bank operations and transactions.
Banks that issue electronic money are obliged to contract holders, by which to establish clearly the redemption conditions thereof. during the validity period for which it was issued electronic money, issuing banks are obliged to repurchase at the request of holders at an amount equal to its value in the balance. redemption will be achieved by changing its value in cash or by transfer to your account without deduction of fees and charges other than those strictly necessary to carry out the redemption.
contract may stipulate a minimum threshold for redemption, which can not be higher than the equivalent of 10 euros. "
73. Article 57 reads as follows:
"Art. 57 - Banks should keep accounting records in accordance with law and accounting specific regulations issued in its application, and to prepare financial statements that give a true and fair view financial position, financial performance, cash flows and other information related to the work. the accounting records and financial statements of a bank shall also reflect the operations and financial condition of subsidiaries, branches and other secondary offices on an individual basis and, where appropriate, on a consolidated basis. "
74. Paragraph 1 of Article 58 is repealed.
75. After Article 58 insert Article 58 ^ 1 as follows:
"Art. 58 ^ 1. - Banks' financial statements prepared on an individual basis and, where appropriate, on a consolidated basis must be audited under this law by auditors approved by the National Bank of Romania. "
76. Article 60 is repealed.
77. Article 61 reads as follows:

"Art. 61. - In order to certify the financial statements, each bank will conclude contracts with auditors, legal entities authorized by the Chamber of Financial Auditors of Romania under the law.
Financial auditor:
a
) prepare an annual report and opinion, showing whether the financial statements present fairly the financial position, financial performance, cash flows of the bank and other information related to the work, according to professional standards published by Chamber of Financial Auditors of Romania;


b) review practices and procedures and internal control and audit, if they are not deemed appropriate, make recommendations to remedy their bank;


c) provide, at the request of the National Bank of Romania, any details, clarifications, explanations of the data in the bank's financial statements.


auditor's report and opinion will be presented general meeting of shareholders and will be published together with the annual financial statements. "
78. After Article 61 insert Article 61 ^ 1 as follows:
"Art. 61 ^ 1. - The financial auditor of a bank must notify the National Bank of Romania as soon as in the exercise of its powers, has become aware of any act or fact related to the bank or by entities falling within the scope of consolidation, act or fact that:

a) constitute a serious violation of law and / or regulations or acts issued in its application, which are set conditions for authorization and conduct of business of the bank;


b) is likely to affect the financial situation of the bank or its proper functioning;


c) can lead to a refusal by the auditor to express an opinion on the financial statements of the bank or to the expression of this opinion.


fulfillment in good faith by the financial auditor of the obligation to inform the National Bank of Romania, according to para. 1 and art. 61 par. 2 letter c) not constitute a breach of the obligation of professional secrecy, which rests with the law or contractual arrangements, and can not entail material thereof. "
79. Article 62 reads as follows:
" Art. 62. - Each bank will publish its financial statements after their approval by the general meeting of shareholders in the form established by the National Bank of Romania and approved by the Finance Ministry, the deadlines established by law. "
80. After Article 62 ^ 1 insert Article 62 as follows:
"Art. 62 ^ 1. - The provisions of art. 38, 39, 44, 45 ^ 1, 46 para. 1, art. 54-59, 61 and 62 shall apply to branches of foreign credit institutions licensed to operate in Romania.
Where foreign credit institutions decide to set up their branches in Romania to the fund referred to in Art. 43, the provisions of this Article shall apply accordingly to these branches.
Branches of foreign credit institutions will be published in Romanian annual financial statements of the foreign credit institution, prepared and audited in accordance with the legislation of the country of origin.
Provisions of art. 45 and 50 shall apply to branches mentioned in para. 1 if so provided by the National Bank of Romania regulations. "
81. The title of Chapter X reads as follows:
" CHAPTER X
payment systems "
82. Article 63 will follows:
"Art. 63. - National Bank of Romania shall regulate, authorize and supervise the payment systems in Romania, including their managers, to ensure the functioning of systems in accordance with international standards in this area.
Payment systems referred to par. One can not work without authorization on the territory of Romania National Bank of Romania. "
83. Article 64 reads as follows:
" Art. 64 - The National Bank of Romania shall issue regulations on payment systems, which will refer to:

A) the conditions and how to organize payment systems;


B) the conditions and procedure for the authorization, where authorization may be revoked;


C) criteria and rules for oversight of payment systems, including participants in these systems and their administrators;


D) information and reports to be provided to the National Bank of Romania;


E) the minimum requirements for operation, operational audit and risk management of a payment system and the financial statement and internal audit of the participants and the administrator of a payment system;



F) any other specific requirements necessary for the proper functioning of a payment system. "


84. Article 65 reads as follows:
" Art. 65. - funds and financial instruments of the participants in payment systems, up to the settlement agent, the limits imposed by the rules of the system, to ensure fulfillment of the obligations deriving from such participant to the system, can not be subject to forced execution and others may not be encumbered by other collateral or encumbrances of the debtor participant.
Funds and financial instruments referred to in para. 1 are exempt from registration with the Electronic Archive of Pledges.
In the case of bankruptcy of a participant in the payment system, funds and financial instruments referred to in para. One will be used only to fulfill the obligations arising from the irrevocable transfer orders and net positions resulting from the clearing, returning participant until the date of delivery, including the decision to initiate bankruptcy proceedings.
In the event of termination of a participant in the payment system, funds and financial instruments referred to in para. One will be used only to fulfill the obligations arising from the irrevocable transfer orders and net positions resulting from the clearing, returning participant until the participant ceases. "
85. Article 66 reads as follows:
"Art. 66. - In order to protect the interests of depositors and ensuring the stability and viability of the banking sector, the National Bank of Romania ensures the prudential supervision of banks, Romanian legal entities and branches of foreign credit institutions authorized to conduct business in Romania by establishing rules and prudential indicators, monitoring compliance with these and other requirements prescribed by law and regulations, impose the necessary measures and sanctions in order to prevent or limit specific banking risks.
Tracking compliance requirements and other prudential requirements under the banking law is made by the National Bank of Romania on the basis of reports submitted under this law and regulations issued in its application and inspections performed in:

A) the registered banks, Romanian legal entities, branches and other secondary offices thereof in the country and abroad;


B) branch offices of foreign credit institutions operating in Romania. "


86. In Article 67, paragraph 1 shall be inserted after paragraph 1 1 as follows:
" verification of branches opened in Member States by banks, Romanian legal entities, the National Bank of Romania may perform inspections at the premises of these branches, having first informed the competent authorities of the host Member States or require these authorities to conduct the verification. "
87. in Article 68 the following paragraphs 2 and 3 as follows:
"Banks are obliged to submit NBR any information it requests, in writing or in the surveillance and control in order to discharge its responsibilities provided by law.
Provisions of par. 1 and 2 apply to branches in Romania of foreign credit institutions. "
88. Articles are inserted after Article 68 ^ 1 -68 68 -4 follows:
" Art. 68 ^ 1. - NBR supervises the activity of banks, Romanian legal entities, on an individual and on a consolidated basis, as provided by law.
Any bank, Romanian legal entity, which has the subsidiaries other credit institutions and / or financial institutions based in Romania or abroad, will be supervised by the National Bank of Romania on its consolidated financial statements.
Any bank, Romanian legal entity which is a subsidiary of a financial holding company based in Romania or abroad, will be supervised by the National Bank of Romania based on consolidated financial situation of the financial holding company. In this regard, the financial holding company shall submit bank information on financial statements on a consolidated basis thereof.
Provisions of par. 3 shall not be interpreted as meaning that the NBR has supervisory powers to individual financial holding company.

In applying par. 2 and 3, the National Bank of Romania shall establish by regulation the consolidation, exceptions to the principle of consolidation, consolidation methods, the information to be provided for the conduct consolidated supervision and prudential requirements to be met on a consolidated level which is shall include at least the following elements:

A) solvency;


B) capital adequacy for market risk;


C) control of large exposures;


D) limitation of holdings in entities not financial activities;


E) organization and internal control to ensure adequate mechanisms for the production and transmission of any data and information necessary for the purpose of consolidated supervision;


F) control exposures to persons in a special relationship with the bank.


Art. 68 ^ 2. - For the bank, Romanian legal entity, a credit institution authorized in a Member State are subsidiaries of the same financial holding company, National Bank of Romania has jurisdiction to ensure consolidated supervision where:

A) the financial holding company based in Romania;


B) financial holding company is established in another Member State no longer holds as bank branches and credit institutions, Romanian legal entity, relative to other credit institutions which are subsidiaries of financial holding company or has the highest value of balance sheet or in case of equality it was first authorized, whether through a collaborative agreement with the competent authority in that Member State provides otherwise.


Notwithstanding the provisions of paragraph. 1 by cooperation agreements concluded by the National Bank of Romania with the competent authorities in the Member States may provide that powers of consolidated supervision to be exercised by the competent authorities concerned.
The cooperation agreements referred to in para. 1 letter b) and paragraph. 2 will include arrangements for cooperation and information needed for the transmission of consolidated supervision.
Art. 68 ^ 3. - All credit institutions, financial institutions, insurance or other entities qualify to enter into the consolidation, companies holding companies and their subsidiaries and branches of a bank or a financial holding company, which are not included in the consolidation, They are obliged to exchange information necessary for carrying out surveillance in accordance with paragraph. 2, art. 68 ^ 68 ^ 1 and 4.
National Bank of Romania may ask the subsidiaries of a bank or a financial holding company, which are not included in the consolidation, submit any information necessary for supervision of the bank.
Art. 68 -4. - National Bank of Romania may require holding companies either directly or through subsidiaries - banks, Romanian legal entities - any data and information necessary for purposes of the bank supervision.
Provisions of par. 1 be interpreted as meaning that the NBR has a supervisory role in relation to activity holding company or its subsidiaries.
For inspections, according to par. 1 National Bank of Romania may perform inspections at the premises holding companies and their subsidiaries when it is located on Romanian territory, the provisions of art. 67 para. One being applied properly.
To check holding companies and their subsidiaries, based in the Member States, National Bank of Romania may carry out inspections at their premises with the consent of the competent authority of the home Member State, or require that competent authority perform this check. "
89. in Article 69, introductory part and point a) of paragraph 1 shall read as follows:
" If the National Bank of Romania finds that a bank and / or any of its administrators or managers of the bank or persons appointed to head departments, branches or other secondary offices are guilty of:

A) violation of a provision of this Act or the regulations or orders issued by the National Bank of Romania or the bank's own regulations; "


90. Letter b) of paragraph 2 of Article 69 is repealed.
91. letter c) of paragraph 2 of Article 69 reads as follows:
"c) fine applicable to the bank between 0.05% and 1% of the share capital, or administrators, managers or persons under para. 1 1-6 average net salaries / bank, according to the situation existing salary in the month before the fact was found. Fines collected are revenues to the state budget; "

92. Article 70 reads as follows:
"Art. 70. - Following the findings, the National Bank of Romania may take the following measures:

a) a written agreement with the Board of the bank, which include a plan of remedial measures;


b) order the bank in default to take measures to remedy the consequences of the facts established;


c) the imposition of the special supervision and special administration, in accordance with chap. XIII;


d) suspension of voting rights of shareholders, where such persons no longer meet the requirements of this law and regulations issued pursuant regarding the quality of a bank shareholder accomplishing a common policy which endangers individual or ensure sound and prudent management of the bank, to the detriment of interests of depositors and other creditors;


e) limit the bank's operations, including closure of branches abroad, the withdrawal of approval for them or limit their operations, in situations where the bank does not provide adequate supervision of the branch;


F) the withdrawal of the approval granted for bank equity capital of subsidiaries or limit such participation, including where consolidated supervision is hampered by the failure to transmit information required by these subsidiaries;


G) the withdrawal of the approval granted financial auditor, where it does not fulfill its functions adequately provided by law or do not meet the ethical and professional conduct.


To shareholders who have ordered the measures in para. 1 letter d) will not be able to acquire new shares of the bank, being subject to properly provisions of art. 73.
measures provided in par. 1 letter d) can be arranged including cases where the parent company, financial holding company or bank holding impede consolidated supervision under this law by not submitting the necessary information to complete it.
In case of withdrawal of approval for bank equity capital of subsidiaries or limit these holdings, the bank must sell the holdings over the level set by the National Bank of Romania. "
93. After Article 70 are introduced Articles 70 -70 ^ 1 ^ 4 as follows:
"Art. 70 ^ 1. - Remedial measures that may be taken by the bank according to art. 70 para. 1 letter a) and b) include, but are not limited to, the following:

A) establish a plan to increase its funds;


B) replacement of directors;


C) the replacement of the persons appointed to head departments, branches or other secondary offices of the bank;


D) improving the internal control system.


Art. 70 ^ 2. - Imposition of fines under Art. 69, preclude measures provided for in art. 70.
If imposition of special administration, the NBR will decide on the withdrawal of approvals granted to managers, administrators and financial auditor of the bank, respectively, to suspend the voting rights of shareholders.
Art. 70 ^ 3. - The notification received from competent authorities of the host Member States regarding violations by banks, Romanian legal persons, the requirements for the activity in the Member State concerned, the National Bank of Romania shall order the measures it deems necessary under this law and will inform the competent authorities of the host Member States thereof.
Art. 70 -4. - National Bank of Romania may require the participants and / or administrator of a system of payments for measures to remedy deficiencies in the system.
If the National Bank of Romania notes that persons specified in par. One guilty of non-compliance head. X, the regulations issued by the National Bank of Romania in application of these provisions or do not conform to those ordered by the National Bank of Romania may apply the following sanctions:

A) written warning;


B) a fine of between 100,000,000 and 1,000,000,000 lei;


C) exclude one or more participants;


D) the withdrawal of the authorization granted for the operation of a payment system.


Levels in para. 2 letter b) may be amended by the National Bank of Romania, according to the annual inflation rate developments. "
94. Article 71 reads as follows:

"Art. 71. - declare the facts of this chapter, breach of discipline in the banking or payment systems is done by the staff of the National Bank of Romania, were entrusted to the persons mentioned in paragraph . 2.
documents for the 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 penalties provided in art. 69 para. 2 letter d) and e) and measures referred to in art. 70 par. 1 letter c), whose application is for the board. "
95. Paragraph 1 of Article 72 shall read as follows:
"The imposition of penalties provided in Art. 69 and 70 ^ 4 is prescribed within one year from the date of knowledge, but not more than 3 years from the perpetration scene. "
96. After Article 72 insert Article 72 ^ 1 as follows:
"Art. 72 ^ 1. - The provisions of art. 69-72 applies to branches in Romania of foreign credit institutions, except for the administration special laid down in art. 70 par. 1 letter c). "
97. Article 73 reads as follows:
"Art. 73. - The exercise of voting rights of significant shareholders of the bank which have not notified the National Bank of Romania, according to art. 51 and 52, intends to become significant shareholders or to increase its stake in the bank or who have an interest in the capital or voting rights to purchase that National Bank of Romania has made opposition, according to art. 51 para. 2 shall be suspended.
National Bank of Romania has significant shareholders under par. 1 to sell within three months, shares representing the National Bank of Romania has made opposition. After this period, if the shares are sold, the NBR has bank annul those shares, issue new shares bearing the same number and sell them, the price of the sale being committed to the original, after deduction of expenses related to the sale.
Provisions of par. 2 applies to the other shareholders to the National Bank of Romania has ordered the suspension of voting rights according to Art. 70 para. 1 letter d).
Shareholders whose voting right is suspended will not be able to attend the general assembly and make any decision within its competence, with the majority of their votes or other association for the majority laid in this case.
Board of the bank responsible for carrying out the necessary measures for cancellation of shares under par. 2 and sale of newly issued shares.
If lack of buyers, the sale did not take place or if only a partial sale of the newly issued shares, the bank will proceed immediately to reduce the share capital by the difference between the registered capital and owned by shareholders with voting . "
98. in Article 74 the following paragraphs 2 and 3 as follows:
" legal persons guilty of violating the provisions of section 3 of the head. I will be penalized as provided by law illicit commercial activities. If a legal entity mainly engages in activities prohibited under the provisions of art. 4 and 7, or if, although penalized continue those activities, the court may decide the dissolution or placed in liquidation.
National Bank of Romania is empowered to determine whether an activity is often not taking deposits or other repayable funds from the public, banking, electronic money issuance activity or activity of and / or management of money results of association to savings and granting loans in a collective scheme. In this case the National Bank of Romania's decision is binding on the parties concerned. "
99. After Article 74 insert Article 74 ^ ​​1 as follows:
" Art. 74 ^ 1. - Opening of bank accounts under fictitious names is a crime punishable by imprisonment for 2-7 years. "
100. Article 76 shall read as follows:
" Art. 76. - The Board of the National Bank of Romania may take measures establishing special supervision of banks, Romanian legal entities for violations of law or regulations issued by the National Bank of Romania, found after conducting surveillance and / or analysis of the reports of banks, and in case of finding a poor financial standing.

Special supervision is ensured through a committee established for this purpose, consisting of a maximum of 7 experts of the National Bank of Romania, one of whom shall act as chairman of the committee and one, that of the deputy. "| || 101. the letters b) and c) of paragraph 1 of Article 77 shall read as follows:
"b) the suspension or termination of certain decisions of the bank's statutory bodies, contrary to prudential regulations or lead to deteriorating financial situation a bank;

C) formulate requests for modification / completion of the bank's own regulations; "


102. In Article 77 1 after e) the following point f) as follows: || | 'f) making proposals to the National Bank of Romania for the implementation of sanctions and / or remedial measures provided by law, if the bank management does not comply with the measures set by the commission. "
103. Paragraph 2 of Article 77 shall read as follows:
"special supervision Commission shall not substitute the bank's management in terms of coordinating daily activities and authority to commit bank. Responsibility for the legality, accuracy and timeliness of operations performed and the documents drawn up by the bank management is exclusively statutory bodies and / or persons who draw up and sign the documents in question, according to their tasks and powers. "
104. Paragraph 3 of Article 78 reads as follows:
"If the bank's activity are still found serious shortcomings, the National Bank of Romania may decide, on a case by case basis, the establishment of special administration of the bank or other measures provided by law, including withdrawal. "
105. the introductory part of Article 79 reads as follows:
" National Bank of Romania may decide to set up the special administration on a bank, Romanian legal entity, including its headquarters side in Romania and abroad. Special administration may be ordered where "106
. In Article 79 1, letter c) the following point d) as follows:
" d) the bank no longer has a ruler and any administrator. "
107. Paragraphs 2 and 3 of Article 79 shall read as follows:
" an announcement regarding the special administration will be published in the Official Gazette of Romania, Part IV.
Establishment of special administration measures ordering the National Bank of Romania and if its notification to the competent court for the opening of bankruptcy proceedings of a bank, until the appointment of a liquidator by the bankruptcy judge. "
108. After Article 79 ^ 1 insert Article 79 as follows:
"Art. 79 ^ 1. - Special administration will be in place for a period of one year from the date of the National Bank of Romania, except that the decision sets a shorter period or the National Bank of Romania decides to end the special administration, according to art. 82 ^ 1 par.
4. In exceptional circumstances may extend the National Bank of Romania, as provided for special administration, the period referred to in para. 1 up to 6 months. "
109. Article 80 shall read as follows:
" Art. 80. - Special administration shall be exercised by a special administrator appointed by the National Bank of Romania's decision to implement this measure. The special administrator may be a natural person or a legal person, including the Deposit Guarantee Fund in the Banking System.
For good reason, the National Bank of Romania may replace the special administrator.
All costs related to special administration shall be borne by the bank subject to this measure. "
110. After Article 80 insert Article 80 ^ 1 as follows:
" Art. 80 ^ 1. - If deemed necessary, the National Bank of Romania may set limits and / or conditions of work for which the bank decided the special administration. These will be communicated to the special administrator who will be responsible for their observance. "
111. Article 81 shall read as follows:
" Art. 81. - The trustee board all the tasks of bank managers and subject to special administration, as these duties arising under the law and articles of association. "
112. Article 81 shall be inserted after Article 81 ^ 1 ^ -81 6 as follows:

"Art. 81 ^ 1. - After taking over the management of the bank, the trustee shall immediately inform the departments within the bank, its secondary offices, correspondent banks, National Trade Register Office and, where applicable, the Guarantee Fund Deposit banking on this measure.
notification shall be in writing and include the signature specimen of the special administrator. the notification will include correspondent banks indicating that all future operations through bank account will only be authorized by administrator special or persons expressly empowered by it.
Art. 81 ^ 2. - the main task of the trustee is to establish optimal conditions for preserving asset value of the bank, eliminating shortcomings in the administration, collection of receivables and establish the possibility of recovery of the financial situation of the bank in this regard special administrator may take all steps it deems necessary, within its powers provided by law.
Measures that can be taken into account:

A) negotiating bank's claims and / or rescheduling thereof;


B) suspension of the deposit and / or credit granting;


C) the closure of unprofitable or secondary establishments whose activity is not justified;


D) rescaling the personnel through business reorganization in order to reduce costs;


E) other measures that the Board of Directors of a bank or its leaders can take by law during a normal administration.


The trustee will take at least necessary measures to:

A) reducing losses;


B) termination of fraudulent activities and abuse of any kind to persons in a special relationship with the bank;


C) to bring actions for annulment of fraudulent previously concluded by the bank, including the contracts the obligations assumed by the bank are disproportionate to the services performed by the other party of the contract;


D) safekeeping of assets and bank documents;


E) notify the competent authorities if there are indications of committing crimes.


Art. 81 ^ 3. - Notwithstanding the provisions of art. 81 ^ 2, the imposition of special administration, according to art. 79 para. 1 letter d) the main responsibility of the trustee is taking the necessary steps to appoint a new board of directors and the bank's new rulers. During this administration, the special administrator may take any other measures that the Board of Directors of a bank or its leaders can take by law during a normal administration, the provisions of art. 80, 80 ^ 1, 81, 81 ^ 1, 81 ^ 4, 82, art. 82 ^ 1 par. 1-3 art. 82 ^ 2 para. 1 and 2 and art. 82 ^ 3 par. 1 being applicable.
Art. 81 -4. - If the financial statements regarding the period before special administration have not been approved by law or special administrator considers that they do not reflect the actual bank will proceed with drawing up a new financial statement, will take measures to approval, publication and filing its competent organs according to law.
Art. 81 ^ 5. - In order to adopt decisions concerning the Bank in areas that go beyond its powers set by law for the Board, the special administrator may convene the general meeting of shareholders of the bank. The agenda of the meeting will be determined by the special administrator with prior consultation with the National Bank of Romania, and can not be changed by people convened.
After special administration, legal provisions regarding the obligation of convening the general meeting at the request of shareholders of the bank are not applicable duration. Shareholders representing 50% of the share capital may submit proposals trustee viable financial recovery of the bank, which is expected to decide on them.
Art. 81 ^ 6. - If the general meeting of shareholders decided to increase the share capital for exercising the right of first refusal will be given a period of at least 5 days with effect from the date of publication of the decision.
For good reasons, justified by the existence of a serious intentions from an investor shareholding in the bank, the special administrator may suspend the shareholders' right to subscribe for new shares, in whole or in part, with the approval of the National Bank of Romania .

The decision to increase the share capital must ensure at least a level of initial capital to allow classification of bank solvency indicators provided by the NBR regulations.
If capital reduction, it will be done only after 30 days from the date the decision in the Official Gazette of Romania, Part IV. "
113. Article 82 shall read as follows :
"Art. 82. - Within 60 days of the appointment, the special administrator will present the Board of the National Bank of Romania a written report on the measures taken by the special administration and their effects on the bank's financial condition and the possibility of recovery its situation in terms of financial security, presenting its recommendations in this regard. The report shall be attached: documents concerning the assessment of the bank's assets and liabilities, receivables recovery situation, the cost of maintaining the assets and the statement of liabilities.
Report should be sufficiently detailed to substantiate the administrator's recommendations.
For good reason, the Management Board of the National Bank of Romania may extend the period prescribed in para. 1, the proposal trustee, but not more than 30 days. "
114. Articles are inserted after Article 82 -82 82 ^ 1 ^ 3 follows:
" Art. 82 ^ 1. - Within 15 days of receiving special administrator's report, the Board of the National Bank of Romania will take a decision on the continued appropriateness of special administration and it will decide on the recommendations made by the special administrator.
If based on special administrator's report shows that there are no conditions for improving the bank's financial situation, so that it can reach the minimum solvency indicators, or, where appropriate, have not been appointed and approved new rulers and administrators bank, National Bank of Romania will withdraw the bank's license and competent court for the opening of bankruptcy proceedings or have bank's dissolution followed by liquidation, pursuant to the provisions of the head. XIII ^ 1, unless the conditions provided by law for the opening of bankruptcy proceedings.
With continuation of the special administration, the trustee shall submit to the National Bank of Romania, the dates set by the reports on the financial situation of the bank.
Based on the reports of the special administrator, the Board of the National Bank of Romania may decide at any time end the special administration, with the resumption of bank activity under the control of statutory bodies, or may withdraw the authorization of the bank with the appropriate application of the provisions of par. 2.
Art. 82 ^ 2. - If the National Bank of Romania, on the basis of reports trustee, the bank has been established special administration recovered from a financial standpoint and fall within prudential requirements established by this Law and the regulations issued in its application or, where appropriate were appointed and approved new rulers and administrators of the bank, the National Bank of Romania may decide to end the special administration and restart of the bank under the control of its statutory bodies.
A statement on ending the special administration shall be published in accordance with Art. 79 para. 2.
special administrator will take appropriate steps for the appointment of the new board of directors, including new bank leaders.
By appointment and approval of new managers and directors of the bank, the trustee shall provide leadership and administration.
Art. 82 ^ 3. - If the National Bank of Romania decides to withdraw the bank's license and inform the competent court to open bankruptcy proceedings until the appointment of a liquidator by the bankruptcy judge, bank management will be further ensured by the special administrator.
Provisions of par. 1 apply to other cases of dissolution followed by liquidation of the bank until the appointment of the liquidator, unless the dissolution and liquidation decided by the shareholders. "
115. After Article 82 of Chapter XIII is inserted ^ 3 ^ 1 as follows:
"Chapter XIII ^ 1

banks Liquidation Art. 82 -4. - With the withdrawal of the authorization in cases other than those in which the withdrawal was made at the request of shareholders, the NBR will order the dissolution followed by liquidation of the bank, except as provided in Art. 16 lit. d) and g).

Art. 82 ^ 5. - Liquidation bankruptcy is performed in compliance with the legislation governing the bankruptcy proceedings of credit institutions.
Art. 82 ^ 6. - Where the authorization of a branch of a foreign credit institution which operates in Romania, the credit institution will be forced to liquidate activity in Romania.
Art. 82 ^ 7. - If they are not made legal conditions for the opening of bankruptcy proceedings of credit institutions, liquidation of the bank, including branches in Romania and abroad, will be done with respect for Romanian law applicable to the dissolution and liquidation of limited liability companies and provisions below.
For banks, Romanian legal entities, the liquidator will be the Deposit Guarantee Fund in the Banking System, referred to as liquidator, so if the liquidation was ordered under art. 82 ^ 4 and where winding-up by shareholders.
Art. 82 ^ 8. - Where the authorization of a bank, Romanian legal entity that operates in one or more Member States, the National Bank of Romania shall without delay inform, by any available means, the competent authorities of the host Member States of the decision and its effects involved in it.
The liquidator shall take the necessary measures to publish an excerpt from the National Bank of Romania, under which the bank's liquidation was triggered in the Official Journal of the European Communities and in two national newspapers in each host Member State territory in its official language or, where appropriate, in one of its official languages.
Liquidator can act on the territory of the host Member States, based on a certified copy of the ruling National Bank of Romania or a certificate issued by it, without any formality.
The liquidator may exercise in the host Member States all the powers conferred under Romanian law. It may also appoint persons to assist or represent him in their territory, including in order to assist creditors during liquidation.
In exercising his powers liquidator will comply with the Member State in whose territory the act, particularly with regard to procedures for the realization of assets and the provision of information from the Member State concerned bank employees. Powers may not include the use of force or the right to litigations or disputes.
Art. 82 ^ 9. - In case of liquidation of a bank, Romanian legal entity that operates in one or more Member States, Romanian law applies, except as provided in Art. 82 20 ^ 12 ^ -82.
Judgment National Bank of Romania will take effect in all host Member States, without any formality, and will become effective upon its publication in the Official Gazette of Romania, Part I, according to art.
17. If deemed necessary, the liquidator may apply to register the judgment NBR register property, trade or any other public register kept in the host Member States. If a host Member State law requires such formalities, the liquidator will take all measures for its realization. The costs of registration shall be deemed expenses related to liquidation.
Art. 82? 10. - Any creditor of the bank in liquidation, having domicile / residence or, where appropriate, its registered office in a Member State other than Romania, including public authorities, have the right to lodge claims or to submit written observations in relation to its claims the bank, which will address the liquidator. Claims or, where appropriate, observations may be submitted in the official language or the official languages ​​of that Member State shall be labeled lt; lt; statement of claim gt; gt; or, where appropriate, lt; lt; Observations on Claims gt; gt ;, in Romanian.
Claims of creditors domicile / residence or, where appropriate, registered office outside Romania will be treated in the same way and accorded the same ranking as claims of creditors who have the same kind of domicile / residence or, where appropriate, registered office in Romania.
Creditors exercising the right provided in par. 1 shall send copies of documents confirming their claims, if any, and shall indicate the nature of the claim, the date on which it arose and the amount, if any privileges, collateral and other similar rights in relation to those claims which are thus secured debts.

At the request of the liquidator, creditors must provide a translation into Romanian of the lodgement of claims or, where appropriate, observations and documents submitted.
Art. 82 ^ 11. - Liquidator shall keep creditors regularly informed in an appropriate manner, in particular on progress in realizing the bank's assets.
The liquidator shall be bound by professional secrecy under the provisions of the head. VIII.
Art. 82 ^ 12. - Effects on certain contracts and bank liquidation rights shall be governed as follows:

A) employment contracts and relationships shall be governed by Member State legislation applicable to each employment contract;


B) contracts which acquires a right of use or right to acquire immovable property shall be governed by the law of the Member State in which the property is situated, and that will cause property is movable or immovable;


C) rights in immovable property, ships and aircraft that are subject to registration in a public register shall be governed by the law of the Member State under whose authority the register is held.


Art. 82 ^ 13. - Up proceedings against the bank will not affect the rights in rem of creditors or third parties over assets - tangible or intangible, movable or immovable, individually determined or determined generic - owned bank, which at the date of entry into force of the decision of liquidation They are located in other Member States than Romania.
Rights referred to in para. 1 refers in particular:

A) the right to dispose of or to have available right preferably when running good, or just collect the fruits, resulting mainly from a lien or mortgage;


B) the exclusive right ahead of other holders of rights to property;


C) the right to the property in the hands of anyone who might find it;


D) beneficial ownership of the property.


Art. 82 ^ 14. - Up proceedings, where the bank is in a contract of sale of property, as buyer will not affect the right of the seller arising from a clause by which it reserved the right property up to a certain time or until a condition, if the entry into force of the decision of liquidation, the property is located in another Member State than Romania.
Up proceedings, where the bank is in a contract of sale, as the seller will not be grounds for canceling or terminating the contract and will not affect the buyer, if it occurred after delivery of the goods and if the entry into force of the decision of liquidation, the property is located in another Member State than Romania.
Art. 82 ^ 15. - Up proceedings shall not affect the rights of creditors to invoke legal compensation when applicable law permits such a clearing bank's claims.
If contractual compensation law will apply to those contracts.
Art. 82 ^ 16. - The provisions of art. 82 ^ 13 -82 ^ 15 para. 1 does not preclude the action for a declaration of invalidity or unenforceability of legal acts or declaration, according to Romanian law.
Art. 82 ^ 17. - Exercise of ownership or other rights on securities whose existence or transfer is subject to registration in a register, an account or a centralized storage system, held or located in a Member State will be governed by the law of that Member State.
Repurchase agreements and contracts underlying the transactions carried out on an organized market will be governed by the law applicable to their contracts, unless prejudice to para.
1. Art. 82 ^ 18. - The Romanian legislation concerning the invalidity of fraudulent acts concluded the detriment of creditors does not apply if the recipient of such an act proves that the act as a whole is governed by the law of another Member State and that the law does not allow any means of challenging the act in this case.

Art. 82 ^ 19. - Validity of acts concluded after the opening of winding-up proceedings by the bank alienate immovable property, ships or aircraft subject to registration in a public register or securities or rights over such securities whose existence or transfer is subject to registration in a register, account or centralized deposit system held or located in a Member State shall be governed by the law of the Member State in which the property is situated; or, where applicable, under whose authority is held that register, account or centralized for storage.
Art. 82? 20. - The actions pending before the courts concerning the assets or rights that the bank was private, shall be governed by the law of the Member State in which the lawsuit is pending.
Art. 82 ^ 21. - The liquidation of the bank in accordance with art. 82 ^ 4 or at the initiative of shareholders does not prevent opening of bankruptcy proceedings if the bank during the winding reaches one of the cases provided by law that the conditions for declaring bankruptcy.
Art. 82 ^ 22. - The provisions of the law on bankruptcy of credit institutions, on the liquidator's powers to bear the costs related to liquidation, the order of debt extinction shall apply accordingly in case of bank liquidation, according to the provisions of this chapter. "
116. 83 ^ 2 are introduced Chapters XIV and XIV ^ 1 ^ 2 follows:
"Chapter XIV ^ 1
electronic money institutions other than banks
Art. 83 ^ 3. - Electronic money institutions are subject to regulation and supervision National Bank of Romania.
Initial capital, conditions permit, the minimum level of own funds and permitted investments of electronic money institutions will be established by the National Bank of Romania through regulations.
Electronic money institutions must have a sound and prudent management, administrative and accounting procedures and adequate internal control systems, which enables them to assess financial and non financial risks they are exposed, including technical and procedural risks and the results of cooperation with entities that provide related services.
Art. 83 -4. - Electronic money institutions may not hold interests in other entities, except for those whose business consists exclusively of the provision of operating and other ancillary services related to electronic money issuance or distribution of the institution concerned.
Art. 83 ^ 5. - During the validity period for which it was issued electronic money institutions, issuers of electronic money are obliged to redeem at the request of holders at an amount equal to its value in the balance, without deduction of other taxes and fees than those strictly necessary to carry the redemption. In this respect, the provisions of art. 56 ^ 1 par. 2 and 3 shall apply accordingly and these institutions.
Art. 83 ^ 6. - The provisions of art. 16, 16 ^ 1, 16 ^ 2, 17-19, 21-27, ch. VII, ch. VIII, art. 38-43, 45-47, 51-52 ^ 3, 54, 57-58 ^ 1, art. 59 para. 2, art. 61-62, 66-72, 73, ch. XIII, cap. XIII ^ 1, ch. And Article XIV. August 83 ^ -83 ^ 15 shall apply accordingly to electronic money institutions. In this case, the texts, instead of banks, Romanian legal entities, banks or read electronic money institutions.
Provisions of art. ^ 46 ^ 2 and 1:46, respectively, of art. 83 ^ 8-83 ^ 15 Conditions of work in other Member States by electronic money institutions shall apply only for the activity of issuing electronic money.
Art. 83 ^ 7. - Electronic money institutions may merge with banks, other institutions of electronic money or other entities providing services related auxiliary times under Art. 15 ^ 3. Chapter XIV ^ 2


Member States Section 1

credit institutions Art. 83 ^ 8. - Notwithstanding the provisions of art. 6:15, credit institutions authorized and supervised by the competent authority of a Member State may take place in Romania, within the limits of the authorization granted by the home Member State, banking or other financial activities referred to in Art. 8 paragraph. 1 through a branch or directly, without the need to obtain a permit from the National Bank of Romania.

Art. 83 ^ 9. - Within two months of receiving notification from the competent authority of the home Member State, containing the information specified in Art. 46 para. 4 and art. 46 ^ 1 par. 5 National Bank of Romania shall inform the credit institution concerned, if necessary, given that, in the interest of the general branch in Romania it is to operate.
Credit institution would be able to work through the branch, from receipt of the notification from the National Bank of Romania or, failing that, by the deadline provided in par.
1. Any intention to amend the information contained in the communication from the National Bank of Romania, according to par. 1 must be notified to it by the credit institution in question at least one month before the date on which such amendment is to be conducted; in this term National Bank of Romania will inform the credit institution concerned, if necessary, new conditions under which the work would be carried out in Romania.
Art. 83? 10. - Prudential supervision of credit institutions provided for in art. 83 ^ 8, including their branches in Romania is performed by the competent authorities of the Member State of origin.
National Bank of Romania achieved in cooperation with the competent authorities in these countries, overseeing branches of credit institutions provided for in art. 83 ^ 8 in terms of liquidity, and has the power to order the necessary measures in its monetary policy.
Branches in Romania of credit institutions provided for in art. 83 ^ 8 applies accordingly:

A) laws and regulations contained in the National Bank of Romania issued in law enforcement, reporting on indicators and the provision of other data and information necessary for the proper exercise of powers provided by the law of the National Bank of Romania Policy monetary and statistical supervision of liquidity risk;


B) of professional secrecy in banking;


C) other provisions of law in Romania for banks which seek to protect general interest, consumer protection, prevention of the use of the financial system for money laundering and the like;


D) the provisions of art. 62 ^ 1 par. 3 on the preparation and publication of the branches of foreign credit institutions and the publication of financial statements by these annual financial statements of the foreign credit institution.


Provisions of par. 3 letter b) and c) shall apply to credit institutions under Art. 83 ^ 8, which directly carry in Romania banking or other financial activities.
Art. 83 ^ 11. - Inspections at the premises of Romania branches of credit institutions authorized in one Member State can be made by the competent authorities of the home Member State by persons empowered by informing the National Bank of Romania.
If the competent authorities of the home Member State asks National Bank of Romania the verification of branches in Romania of credit institutions authorized in the Member State concerned, the National Bank of Romania will establish whether directly by staff it will allow his times by auditors or financial experts.
Art. 83 ^ 12. - If a credit institution of a Member State, carrying out banking or other financial activities under Art. 8 in Romania, through a branch or directly, do not meet the requirements of work in Romania, as provided for in art. 83 ^ 10 paragraph. 2 and 3, the National Bank of Romania shall order it to take action to remedy the established facts.
If the credit institution fails to comply with paragraph. 1 National Bank of Romania shall inform the competent authority of the home Member State.
Provisions of par. 2 does not preclude the application by National Bank of Romania sanctions or measures they deem necessary, according to Art. 72 ^ 1, or prohibiting conduct of business in Romania directly.
National Bank of Romania will inform the European Commission and the competent authorities of the home Member State of sanctions and / or measures ordered.

Art. 83 ^ 13. - If the National Bank of Romania is informed by the competent authorities of the home Member State of its decision to withdraw the authorization of a credit institution which operates in Romania, in order to protect the interests of depositors and other creditors, the National Bank of Romania will take measures to ensure that the credit institution concerned not to carry out activities in Romania.
Art. 83 ^ 14. - If the credit institution of a Member State which operates in Romania were ordered measures of reorganization, receivership, liquidation, bankruptcy or other such measures, they are applied without further ado in Romania and will take effect the conditions and the date provided for in the legislation of the Member State concerned.
Reorganization procedures, administration, liquidation and bankruptcy will apply the law of the home Member State, except as provided in Art. 82 ^ 12-82 ^ 20, which is applied properly, in which case, instead of Romania and law / legislation Romanian read the home Member State, respectively law / legislation of the Member State of origin.
Art. 83 ^ 15. - Persons empowered to implement measures ordered by the administrative or judicial, according to art. 83 ^ 14 para. 1 can operate in Romania under a certified copy of the instrument of appointment or a certificate issued by the authority, accompanied by a translation into Romanian, without any formality.
Persons provided in par. 1 Romania will exert all their respective powers under the law of the Member State of origin. These people will be able to appoint persons to represent them in Romania, including in order to assist lenders during the implementation measures. Section 2


financial institutions Art. 83 ^ 16. - Financial institutions based in one of the Member States will be held in Romania financial activities mentioned in their articles of incorporation, through a branch or directly, in compliance with art. 83 ^ 9 ^ 83 ^ 10 83 12 if these financial institutions are subsidiaries of one or more credit institutions and meet the following conditions:

A) the parent undertaking or undertakings are authorized as credit institutions in the Member State whose law governs the status of the financial institution;


B) the activities in question are actually carried in the same Member State;


C) the parent or the parent owns 90% or more of the voting rights attached to shares representing the capital of the financial institution;


D) the parent undertaking or undertakings must satisfy prudential authorities of the Member State of origin on the management of the subsidiary financial institution and must declare, with the consent of those authorities, that they jointly guarantee the obligations of subsidiary;


E) financial institution subsidiary is effectively included in the consolidated supervision of the parent company or, where appropriate, of each parent company, especially in terms of those financial activities, particularly for calculating indicator solvency, large exposures and the level of shareholdings of the nature of financial assets to entities other than financial activities.


Verification of conditions provided in par. 1 is carried out by the competent authority of the home Member State, which will certify this, together with the information referred to in art. 83 ^ 9 paragraph.
1. The competent authority of the home Member State shall ensure the supervision of subsidiaries in para.
1. If the National Bank of Romania is informed by the competent authority of the home Member State of the fact that the financial institution does not meet any of the conditions specified in para. 1 activities in Romania by that financial institution will fall under Romanian law applicable to such activities.
Provisions shall apply accordingly in the case of financial institutions based in Romania, which will carry out activities in Member States where these financial institutions are subsidiaries of banks, Romanian legal entities and satisfy the conditions of par. 1. Those conditions are performed by the National Bank of Romania that will provide these financial institutions and supervision in accordance with paragraph. 3.

Art. 83 ^ 17. - The provisions of art. 83 ^ 16 is applied accordingly and subsidiaries of financial institutions which fulfill the conditions of this article. Section 3
a
collaboration with competent authorities and notification requirements
Art. 83 ^ 18. - For prudential supervision of banks, Romanian legal entities that operate in other Member States and credit institutions authorized in other Member States, which operates in Romania, the Romanian National Bank will work closely with the competent authorities in the Member States concerned .
Notwithstanding the provisions of art. 67 last paragraph, the collaboration will be achieved through exchange of information or otherwise, likely to facilitate supervision of credit institutions concerned and verification of the conditions that were the basis of their authorization by the competent authority. The information will relate mainly to the administration, management and their shareholders, but also to other aspects of prudential, with particular liquidity, solvency, limiting large exposures, administrative and accounting procedures, internal control, deposit guarantee.
Art. 83 ^ 19. - At the request of the competent authorities of Member States responsible for the consolidated supervision of credit institutions subsidiary of a financial holding company based in Romania, the National Bank of Romania is empowered to require holding any information relevant to the exercise of supervision on a consolidated basis, we give the requesting authorities.
Art. 83? 20. - If the competent authorities of Member States require NBR achieve verification of information on a credit institution, a financial holding company, financial institution, a company providing ancillary banking services, a company holding company and its subsidiaries times subsidiaries provided for in art. 68 ^ 3 par. 2, with headquarters in Romania, National Bank of Romania will establish whether either directly through its staff or allows the requesting competent authority to carry out its verification or will be achieved by auditors or financial experts.
Art. 83 ^ 21. - National Bank of Romania shall notify the European Commission on the following items:

A) any authorization granted to a bank or another credit institution, Romanian legal entity;


B) any withdrawal of authorization granted to a bank or another credit institution, Romanian legal entity;


C) any refusal of information transmission, according to Art. 46 ^ 1 par. 4;


D) any authorization granted to a credit institution, Romanian legal entity, which was established as a subsidiary owned directly or indirectly by one or more parent that are not governed by Romanian law or another Member State and any purchase by a parent also has significant ownership in a credit institution, Romanian legal person, whether as a result of this acquisition, the credit institution, Romanian legal entity becomes a subsidiary of the parent undertaking; In this case notification will include the structure of the group of which it forms part;


E) difficulties encountered by banks or other credit institutions, Romanian legal entities, opening branches or carrying on business abroad in a State other than a Member State;


F) application for authorization of a subsidiary, which is established as a credit institution, Romanian legal entity owned directly or indirectly by one or more parent that are not governed by Romanian law of another Member State or any application for approval of significant ownership in a credit institution, Romanian legal person, formulated by such a parent company if the acquisition of this shareholding credit institution, Romanian legal entity, would become a subsidiary of the parent undertaking;


G) list of financial holding companies which are parent companies of banks, Romanian legal entities, supervised on a consolidated basis by the National Bank of Romania according to the law;


H) any authorization granted to branches of foreign credit institutions located outside the Community;


I) any other information to be reported to the European Commission, at its request or under the provisions of Community law.


The information referred to in subparagraph f) shall be sent at the express request of the European Commission.
List referred to in subparagraph g) shall be transmitted to the competent authorities of the Member States and the information referred to in subparagraph h) reported and the Banking Advisory Committee.

Art. 83 ^ 22. - If the European Commission decides that the competent authorities of the Member States must suspend or discontinue the procedure for adopting a decision on the applications referred to in art. 83 ^ 21 lit. f) The National Bank of Romania, by decision, suspend or discontinue the procedure for authorization / approval; term suspension or withdrawal, will not exceed 3 months.
If, before the end of the term provided in par. 1 The European Council will decide to continue the measure adopted by the European Commission, the National Bank of Romania, by decision, extend the period for which the authorization procedure / approval shall be suspended or terminated during the period referred to the European Council decision.
Provisions of par. 1 and 2 shall not apply to applications for authorization / approval provided for in art. 83 ^ 21 lit. f) if the parent is a credit institution authorized to conduct banking activities in the territory of a Member State or a branch of such credit institutions. "
117. Chapter XV" Transitional Provisions "is repealed .
118. Article 87 shall read as follows:
"Art. 87. - All permits issued under this law and the effect is highlighted by the National Bank of Romania in the bank register which is accessible to the persons concerned. "
119. Paragraph 2 of Article 88 reads as follows: || | "Separated or within the professional association, the banks will be able to organize their own body of executors, whose work will be strictly related to the execution of writs of execution belonging to banks."
120. Article 89 shall read as follows content:
"Art. 89. - Opening of reorganization, bankruptcy or other similar proceedings does not affect the bilateral agreements compensation claims and mutual obligations arising from transactions with instruments based on exchange rate and interest rate and gold similar operations concluded by the Contracting , on which were arranged such measures. "
121. Article 90 is repealed.
122. Article 91 shall read as follows:
" Art. 91. - Regulations issued by the National Bank of Romania may include:

A) regulations, rules, circulars and other general acts, applying the law, binding on one or more categories of credit institutions;


B) issued enforcement orders or regulations, mandatory for one or more credit institutions.


All regulations issued by the National Bank of Romania in application of this law shall be published in the Official Gazette of Romania, Part I. "




Article II Throughout the Law no. 58/1998, with subsequent amendments, including those made by this law, the following terms shall be replaced as follows:

a) the foreign bank or bank foreign entity will be replaced by foreign credit institution;


b) banking supervisory authority will be replaced by competent authority;


c) independent auditor will be replaced by financial auditor;

|| | d) headquarters will replace the head office.





Article III following provisions of Law no. 58/1998, as amended and supplemented, including those made by this Act shall apply from the date of Romania's accession to the European Union:

a) art. 7 para. 2;


b) art. 10; || |

c) art. 16 ^ 2;


d) art. 46 ^ 2 ^ 1:46;


E) art. 52 ^ 1 par. 3;


F) art. 62 ^ 1 par. 3;


G) art. 67 para. 1 1;


H) art. 68 ^ 2;


I) art. 68 par-4. 4;


J) art. 70 ^ 3;


K) art. 82 ^ 8 -82 ^ 10 and art. 82 20 ^ 12 ^ -82;


L) head. XIV ^ 2 "Member States".


By the date of accession of Romania to the branches of credit institutions based in the Member States, the requirement of approval provided for in art. 15 can be removed under conditions of reciprocity, under cooperation agreements concluded by the National Bank of Romania with the competent authorities in the Member State of origin. The supervision of these branches will be done in conditions of those agreements.

Article IV


Regulations issued by the National Bank of Romania, existing at the entry into force of this law will still apply.

Article V


Applications for authorization unsolved entry into force of this law and which do not comply with its provisions can be withdrawn and resubmitted by the applicants after correcting deficiencies.

Article VI



Banks, Romanian legal entities and branches of foreign credit institutions receiving operating license from the National Bank of Romania must comply with the provisions of Law no. 58/1998, with subsequent amendments, including those made by this law by the deadline set by the National Bank of Romania.
Holdings nature of financial investments that banks hold at the effective date of this law shall be considered as authorized under Art. 49 of Law no. 58/1998, with subsequent amendments, including those made by this law. In case the National Bank of Romania finds that the requirements of Art. 49 ^ 1 are not met, the bank may decide to limit or, where appropriate, liquidation of such holdings in a reasonable time.

Article VII


Electronic money institutions other than banks, including branches in Romania of such foreign institutions, which operates in Romania, it is considered that licensees under this law.
Institutions in para. One must present National Bank of Romania, within 6 months from the date of entry into force of this law, the necessary documentation to assess that they satisfy the conditions laid down by Law no. 58/1998, with subsequent amendments, including those made by this Act, and the National Bank of Romania regulations issued in its application and, where appropriate, adopt the necessary measures, including withdrawal.

Article VIII


Shareholders banks, the entry into force of this law, are entitled to vote should be suspended to sell shares in the bank within three months from this date. After the deadline will apply the provisions of art. 73 of Law no. 58/1998, with subsequent amendments, including those made by this law.

Article IX


Existing balance reserves, revaluation gains and assets, including foreign exchange differences relating to cash in the first half of 2002, according to Government Emergency Ordinance no. 217/1999 amending and supplementing Government Ordinance no. 70/1994 on corporation tax, approved with amendments by Law no. 189/2001, the banks' until the entry into force of this law and that, to date, could be the source of capital increase, according to the applicable law, will continue to be used for that purpose until their exhaustion .
Existing reserves in the balance at the end of the first semester of 2002, consisting of branches in Romania of foreign credit institutions in foreign currency cash valuation differences representing endowment capital will be used to increase its endowment to the depletion of these reservations.

Article X


After the entry into force of this law, committees formed by banks under the Law no. 58/1998, with subsequent amendments, including those made by this law, will continue to operate as determined by their statutory bodies, as specialized bodies, insofar as their duties will not be taken by other committees constituted according law and / or regulations of the National Bank of Romania.

Article XI


Companies that, after the entry into force of this law, carrying out of repayable funds from the public or other nature banking activities, including business attraction and / or management of money resulting from association to save and granting loans in a collective system, take measures immediately for the cessation of such activities. Otherwise, they become incidents provisions of art. 74 of Law no. 58/1998, with subsequent amendments, including those made by this law.

Article XII


Upon entry into force of this Law, art. 160 par. 3, art. 161, art. 162 par. 1 and art. 163 of Government Emergency Ordinance no. 97/2000 on credit co-published in the Official Gazette of Romania, Part I, no. 330 of 14 July 2000, approved with amendments by Law no. 200/2002.

Article XIII


Banking Law no. 58/1998, published in the Official Gazette of Romania, Part I, no. 121 of 23 March 1998, with subsequent amendments, including those made by this law, will be republished in the Official Gazette of Romania, Part I, giving a new numbering.

This law was passed by the Senate in its meeting of 9 October 2003, in compliance with art. 74 para. (1) of the Constitution. SENATE


Nicolae Vacaroiu This law was adopted by the Chamber of Deputies in the meeting of 4 November 2003, in compliance with art. 76 para. (1) of the Romanian Constitution. The Chamber of Deputies Valer


DORNEANU Bucharest, November 18, 2003.
No. 485. ----------