RESOLUTION OF NATIONAL BANK OF THE REPUBLIC OF MOLDOVA

of December 1, 2016 No. 330

About approval and recognition voided some regulations of National Bank of Moldova

Based on Item d) Articles 5, parts (1) Articles 11, Item c) parts (1) Article 27 and Item and) article 44 of the Law No. 548-XIII of July 21, 1995 on National Bank of Moldova (repeated publication: Monitorul Oficial al Republicii Moldova, 2015, Art. No. 297-300, 544), with subsequent changes and amendments, Item d) parts (2), parts (7) and (8) Article 28 and article 40 of the Law on financial institutions No. 550-XIII of July 21, 1995 (repeated publication: Monitorul Oficial al Republicii Moldova, 2011, No. 78-81, the Art. 199), with subsequent changes and amendments, DECIDES: Executive committee of National Bank of Moldova

1. Approve Regulations about ownership of banks of shares in the capital of legal entities, according to appendix No. 1.

2. Declare invalid some regulations of National Bank of Moldova according to appendix No. 2.

3. Statements and documents for receipt of permission in the context of part (7) article 28 of the Law on financial institutions, provided to National Bank of Moldova and not solved on the date of entry into force of this resolution, are considered and decide in the conditions of this resolution.

Appendix No. 1

to the Resolution of Executive committee of National Bank of the Republic of Moldova of December 1, 2016 No. 330

Regulations about ownership of banks of shares in the authorized capital of legal entities

I. General provisions

1. The regulations establish the mechanism and rules on ownership of banks, directly or indirectly, of equity interests of legal entities of residents or nonresidents, others, than resident banks.

2. The normative capital – is determined according to the Regulations about capital adequacy taking into account risk approved by the Resolution of Administrative board of National Bank of Moldova No. 269 of October 17, 2001 (Monitorul oficial al Republicii Moldova, 2001, No. 130, the Art. 310), and constitutes the aggregate normative capital.

3. Persons acting in coordination – are determined according to article 3 of the Law on financial institutions No. 550-XIII of July 21, 1995 (repeated publication: Monitorul Oficial al Republicii Moldova, 2011, No. 78-81, Art. 199).

II. Application

4. Any bank, independently or as a part of group of cooperative persons, without written permission of National Bank has no right:

1) to own in the capital of the legal entity, except for banks in which capital acquisition/ownership of shares is performed according to article 15 of the Law on financial institutions, share:

a) equal 20% and more from the capital of the legal entity;

b) which book value exceeds 5% of the size of the regulated capital of bank;

2) to own the shares specified in the subitem 1), total carrying amount more than 50% of the size of the regulated capital of bank.

5. After receipt of the occupancy permit equity interests of legal entities any increase exceeding the limits set in item 4 can be performed with the written permission of National Bank in the conditions of these Regulations.

6. Permission of National Bank for shares in the capital of legal entities is not required if they are given to ownership / are acquired on account of repayment of debts and/or temporary ownership of bank of shares on behalf of the owner, but at the expense of other persons.

7. The written permission of National Bank for ownership of equity interests of the legal entity of bank shall be got to the conclusion of the legal act on acquisition of equity interest of the legal entity.

8. Banks inform National Bank on any of share of bank in the capital of the legal entity, on equity interests of the legal entities transferred to ownership / the debts acquired instead of return and also on temporary ownership of bank of equity interests of the legal entity on its own behalf, but at the expense of other persons, with submission of the decision of authorized body in 10-day time from the date of implementation of investment/transfer to ownership / the debts acquired instead of return / temporary ownership of bank on its own behalf, but at the expense of other persons.

III. Idea and consideration of the application of ownership of equity interests of the legal entity of bank

9. Receipt of the written permission of National Bank on ownership of equity interests of the legal entity in the cases provided in Item 4, requires submission of the application signed by the chairman of executive body of bank with appendix, at least, of the following documents / information:

1) the decision on ownership of equity interests of the legal entity made by governing body, authorized to make these decisions;

2) name, address, IDNO and registration date of the legal entity;

3) size of the capital of the legal entity;

4) the share (in lei and in %) provided for acquisition;

5) in case of share acquisition:

a) total quantity of the shares issued by the legal entity;

b) the number of the voting shares issued by the legal entity;

c) the nominal (fixed) value of one share;

d) the number of the shares provided for acquisition;

e) share acquisition price;

f) signs of the acquired shares (simple or exclusive, with voting power or without).

6) ratio of share (on the nominal (fixed) value) to the authorized capital of the legal entity on the date of filing of application;

7) ratio of general share in the capital of the legal entity (at book value) to the regulated capital of bank;

8) ratio of total carrying amount of equity interests of legal entities which are owned by bank, to the regulated capital of bank;

9) investment implementation purpose;

10) the economic reasoning (including, at least, financial analysis of the legal entity, the performed transactions, profitability, profitability, solvency), performed by bank which formed the basis for adoption by authorized body of the decision on acquisition of share in the capital of the legal entity;

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