LAW OF THE REPUBLIC OF MOLDOVA

of November 24, 2022 No. 321

About introduction of amendments to the Law on the capital market No. 171/2012

The Parliament adopts this organic law.

Art. I. - In the Law on the capital market No. 171/2012 (Official monitor of the Republic of Moldova, 2012, Art. No. 193-197, 665), with subsequent changes, to make the following changes:

1. In all text of the law of the word "commercial bank" to replace with the word "bank" in the corresponding number and case, words "Commercial banks" to replace with the word "Banks", and words "No. 1134-XIII of April 2, 1997" - words "No. 1134/1997".

2. Part (5) Article 2 to recognize invalid.

3. In Items a) and b) parts (3) Article 4 of the word", including" to exclude depositary receipts concerning these securities.

4. In part (1) Article 6:

exclude the concept "auditor";

in the concept "depositary of assets of the organization of collective investment into securities" "financial" shall be replaced with words the word "permited banks";

after the concept "depositary of assets of the organization of collective investment into securities" to add Article with concept of the following content:

"the issuer - the legal entity issuing or intending to issue securities;";

state the concepts "subject of public value" and "offerer" of the following edition:

"the subject of public value - the subject corresponding to at least one of the following criteria:

a) is bank, insurance (reinsurance) company or the organization of collective investment into securities with the status of the legal entity;

b) is issuer whose securities are admitted to trading in the controlled market;

c) is large subject as it is determined by part (4) article 4 of the Law on financial accounting and the financial reporting No. 287/2017, and which is or joint-stock company in which the share of the state exceeds 50 percent of the authorized capital, or joint-stock company in which the share of the state exceeds 30 percent of the authorized capital and which performs activities in one or several areas, significant for state security, specified in article 4 of the Law on the mechanism of consideration of investments No. 174/2021, significant for state security;";

"the offerer - physical person or legal entity which offers securities for sale or which are offered to purchase securities by means of public offer;";

in the concept "takeover offer" shall be replaced with words the word "pursuing" "initiated as a result of control establishment";

state the concept "qualified participation" of the following edition:

"qualified participation - the immediate or indirect possession in at least than 10 percent of the authorized capital of investment society, the operator of the market or share in the authorized capital of investment society, the operator of the market allowing to exert the dominating impact on them. Immediate and indirect possession is established according to regulations of the National commission;";

in concept "persons acting in coordination":

in the prolog of the word "consent which interact with the offerer or society for the purpose of receipt of control over this society." shall be replaced with words "consent with the purpose of carrying out general policy for the issuer.";

in the subitem a) Item 1) the word of "auditor" shall be replaced with words "the subject of audit,";

add concept with the Items 5)-14) of the following content:

"5) persons who acquired shares of society under the circumstances specifying the approved purchase or who have joint intention to acquire shares of society;

6) the legal entity together with members of its governing bodies and/or with the affiliates specified in Item 1) and also the corresponding persons on the relation to each other;

7) persons who when implementing certain types of economic activity use the financial resources arriving from the same source or provided by the different subjects which are persons acting in coordination;

8) persons who when implementing certain types of economic activity send the benefits received thus to the same receiver or receivers who are persons acting in coordination;

9) legal entities, structure of shareholders/unitholders or the structure of governing bodies of which has mainly the same structure;

10) persons who perform or performed the similar investment policy which is expressed in acquisition and/or alienation of the financial instruments issued by the same issuer or issued by persons acting in coordination with the same issuer;

11) persons who when implementing of the rights granted by securities which they own within society pursue general policy in relation to society;

12) persons who for implementation of certain types of economic activity, for representation of the interests or for implementation of the voting powers granted by financial instruments which they own appointed as attorneys/attorneys the same person / the same persons acting in coordination;

13) persons which united in any legal form recognized by the law, and the purpose or subject of consolidation implementation of the certain actions connected with society is;

14) the persons owning or owning at the same time shares in one or several legal entities, exercising control over them and pursuing general policy;";

Disclaimer! This text was translated by AI translator and is not a valid juridical document. No warranty. No claim. More info