The Financial Services Industry Monthly Bulletin is a banking and finance law publication by Reff & Associates (correspondent law firm of Deloitte Romania) and Deloitte Tax. Each month, our specialist team of finance lawyers and tax advisors will keep you updated with the latest legal, regulatory and tax developments in the financial services industry in Romania as well as with the recent changes and trends in the international financial regulations. The areas covered by our bulletin include: Banking and non-banking financial institutions Capital markets Insurance companies Private pension funds

1. Financial Services Industry
Monthly Bulletin
November 2009

2. Contents
Domestic regulatory updates 3
Legal 4
1. Banking 4
2. Insurance 6
3. Private pensions 7
4. Capital Markets 8
International regulatory updates 9
Domestic regulatory proposals 11
1. Insurance 12
2. Capital Markets 12
International regulatory proposals/measures 13

3. Domestic
regulatory updates
Financial Services Industry Monthly Bulletin 8

4. Legal
Banking Obligation to inform the consumers
Issuer: National Authority for Consumers As regards certain credit consumer facilities, the
Protection (“NACP”) consumers must be informed in relation to any
changes occurred with respect to the annual
NACP approved the new Norms for the interest or other costs further to the conclusion
application of Law no. 289/2004 regarding the of the respective credit facility agreements. Such
legal regime applicable to consumer credit information should be made available to the
facilities for individuals consumers no later than on the date when the
lender decides the entry into force of the internal
Further to the repealing of the previous norms decision implementing the resolution of the
for the application of Law no. 289/2004 council/collective leadership committee
regarding the legal regime applicable to establishing the new annual interests and the
consumer credit facilities for individuals (“Law associated costs.
289/2004”), NACP enacted Order no. 570/2009
for the approval of the new norms for the Early repayment
application of Law 289/2004 (“the Norms”). The
order was published in the Official Gazette no. The Norms provide that in case of early
750/04.11.2009. From the legislative repayment the equitable reduction of the
amendments regulated by the said order, we facility’s costs should be determined by the
refer to the following: lender through a fair and objective analysis of
the lender’s benefits arising from the availability
Definition of credit agreements of liquidities, in opposition to the disadvantages
arising from early repayments management and
Law 289/2004 defines the credit agreement as capital reinvestment.
being the legal act on the basis of which the
Issuer: National Bank of Romania (“NBR”)
lender grants or undertakes to grant a facility in
the form of a loan, a payment postponement or NBR’s Circular no. 40/2009 regarding the level of
any other similar financial facility, while the the reference interest rate applicable in
consumer accepts such grant or undertaking. November 2009, namely 8 % per year
From this perspective, the Norms stipulate that
The above mentioned Circular was published in
through “similar financial facilities”, as provided
the Official Gazette no. 742/02.11.2009 and
under Law 289/2004, it should be understood, may be accessed here.
without being considered exhaustively listed,
those operations involving terms like "payment NBR’s Circular no. 41/2009 regarding the
installment, periodical payment installment or interest rates paid on minimum mandatory
payment stage", in case such operations are reserves
envisaged for the purpose of granting consumer
The above mentioned Circular sets forth the
credit facilities to individuals under the form of
interest rates paid on minimum mandatory
payment postponements. reserves during October 24 - November 23,
2009 as follows:
Drafting the consumer credit facility agreements
 3.69% per year for minimum mandatory
As regards the type and size of the font used for reserves set up in RON;
drafting the credit facility agreements, the  1.37% per year for minimum mandatory
creditors have the obligation to use the same reserves set up in EUR;
size for letters and figures in the entire  0.89% per year for minimum mandatory
document for both the contractual terms and reserves set up in U.S.D.
the footer of the page or references to other
documents or specifications in the text, of any
nature.
4

5. The said Circular was published in the Official Issuer: The Romanian Parliament
Gazette no. 770/11.11.2009 and may be
accessed here. The Romanian Parliament approves the
Government’s ordinance for the amendment of
NBR’s Circular no. 43/2009 regarding the the legal framework regarding consumers’
amendment of the minimum mandatory reserve
protection in the execution and performance of
rate for foreign currencies
financial services distance agreements
The above mentioned Circular establishes that
during 24 November - 23 December 2009, the Romanian Parliament enacted Law no. 334/2009
minimum mandatory reserve rates for foreign for the approval of Government’s Emergency
currency with a maturity date shorter than 2 Ordinance no. 65/2009 for the amendment of
years computed from the end of the observation Government’s Emergency Ordinance no.
period and foreign currency with a maturity date 85/2004 regarding consumers’ protection in the
exceeding 2 years computed as well from the
end of the observation period, providing execution and performance of financial services
contractual clauses regarding reimbursements, distance agreements. The said law was published
withdrawals, early transfers, are set forth at a in the Official Gazette no. 778/13.11.2009 and
level of 25%. may be accessed here.
The said Circular was published in the Official
Gazette no. 784/17.11.2009 and may be
accessed here.
Financial Services Industry Monthly Bulletin 5

6. Insurance
Issuer: Insurance Supervision Commission
(“ISC”)
ISC amends the current regulatory framework
regarding mandatory civil liability insurance
agreements for damages caused by vehicle
accidents
ISC enacted Order no. 21/2009 for the
implementation of the Norms regarding the
mandatory civil liability insurance agreements for
damages caused by vehicle accidents.
The above mentioned Order was published in
the Official Gazette no. 812/27.11.2009 and
may be accessed here.
6

7. Private pensions Through the transfer account of the voluntary
pension funds the following operations may be
Issuer: Private Pension System Supervision performed:
Commission (“PPSSC”)
 transfers of the value of the transferred
PPSSC amends the current regulatory framework personal assets of the participants from and
regarding the operations consisting of monies’ in the operational account;
collection and payment orders, which are carried  collection of the technical provision amount
out through the bank accounts of the voluntary from the bank account of the manager of
pension funds the voluntary pension fund from which the
transfer is initiated.
PPSSC issued Norm no. 18/2009 regarding the
operations consisting of monies’ collection and Norm 18/2009 was published in the Official
payments orders, which are carried out through Gazette no. 760 on 09.11.2009 and may be
the bank accounts of the voluntary pension accessed here.
funds (“Norm 18/2009”). The main aspects set
forth by Norm 18/2009 refer to the following PPSSC amends the current regulatory framework
aspects: applicable to financial audit in case of privately
managed pension funds and their managers
Through the collection account of the voluntary
pension funds the following operations may be PPSSC enacted Norm no. 19/2009 for the
performed: amendment of Norm no. 11/2007 regarding the
financial auditor of privately managed pension
 collection of the individual contributions of funds and their managers. The said Norm was
the participants; published in the Official Gazette no.
780/16.11.2009 and may be accessed here.
 payments of the management fees.
PPSSC amends the current regulatory framework
Through the operational account of the
applicable to financial audit in case of voluntary
voluntary pension funds the following operations
pension funds
may be performed:
PPSSC enacted Norm no. 20/2009 for the
 collection of the amounts related to the net
amendment of Norm no. 8/2006 regarding the
assets of the participants from the collection
financial auditor of voluntary pension funds. The
account;
said Norm was published in the Official Gazette
 short and long term investments in financial no. 774/12.11.2009 and may be accessed here.
assets;
 transfer of the value of the transferred
personal assets of the participants;
 payments of the values of the personal asset
of the participants in case of invalidity and
death.
Financial Services Industry Monthly Bulletin 7

8. Capital Markets
Issuer: National Securities Commission (“NSC”)
NSC establishes certain interdictions applicable
to the board members of authorized entities
NSC decided through Decision no. 17 of
11.11.2009 to regulate certain interdictions to
the board members of entities authorized by
NSC, out of which we mention the interdiction
for an individual to be a board member in more
than two entities authorized by NSC. The full
text of the decision may be accessed here.
NSC extends the application of the obligations
regarding monthly assessment of the
implementation of the mechanism without pre-
validation of financial instruments and of global
accounts system for securities by the Central
Depository and the Bucharest Stock Exchange
NSC decided through Decision no. 19 of
24.11.2009 to amend the provisions of Decision
no. 1/2008 by extending the application of the
obligations regarding monthly assessment of the
implementation of the mechanism without pre-
validation of financial instruments and of global
accounts system for securities by the Central
Depository and the Bucharest Stock Exchange
until February 1, 2010. The full text of the
Decision may be accessed here.
Individual acts issued by NSC which might be of
interest for the capital markets participants
Ordinance no. 641/17.11.2009 regarding the
obligation to provide certain information to NSC.
The text may be accessed here.
8

9. International
regulatory updates
Financial Services Industry Monthly Bulletin 15

10. European Union establishes the regulatory European Union amends the regulatory
framework regarding credit rating agencies framework regarding banks affiliated to central
institutions, own funds, large exposures,
The European Parliament and the Council supervisory arrangements and crisis
adopted Regulation (EC) no. 1060/2009 of management
16.09. 2009 regarding credit rating agencies.
The European Parliament and the Council
The above mentioned Regulation shall enter into enacted Directive 2009/111/EC of 16 September
force on the 20th day following its publication in 2009 amending Directives 2006/48/EC,
the Official Journal of the European Union, 2006/49/EC and 2007/64/EC as regards banks
namely 17.11.2009 and may be accessed here. affiliated to central institutions, certain own
funds items, large exposures, supervisory
European Union amends the regulatory arrangements, and crisis management.
framework regarding the coordination of
legislation regarding the undertakings for The above mentioned Directive was published in
collective investment in transferable securities the Official Journal of the European Union no. L
302/17.11.2009 and must be implemented into
The European Parliament and the Council national law of the Member States until
adopted Directive 2009/65/EC of 13 July 2009 31.10.2010. The full text of this directive may be
on the coordination of laws, regulations and accessed here.
administrative provisions relating to undertakings
for collective investment in transferable securities
(“UCITS”).
The said directive must be implemented in the
national law of the Member States until
30.06.2011; furthermore, the current directive
regulating UCITS, namely Directive 85/611/EEC,
shall be repealed as of 01.07.2011.
The above mentioned Directive was published in
the Official Journal of the European Union no. L
302/17.11.2009 and may be accessed here.
10

11. Domestic
regulatory proposals
Financial Services Industry Monthly Bulletin 15

12. Insurance Capital Markets
Proposal for Norms regarding the information Proposal for Regulation regarding the use of the
that insurers and insurance intermediaries should global accounts system, implementation of
provide to customers and clauses which should mechanisms with and without pre-validation of
be regulated under an insurance agreement financial instruments, performance of lending
securities operations, the performance of related
The above mentioned proposal may be accessed guarantees and sale-purchase transactions
here. without presence
The text of the above mentioned proposal may
be accessed here.
12

13. International regulatory
proposals/measures
Financial Services Industry Monthly Bulletin 15

14. Opinion of the European Central Bank of Opinion of the European Central Bank of
26.10.2009 regarding a proposal for a 16.10.2009 regarding a proposal for a Directive
regulation of the European Parliament and of of the European Parliament and of the Council
the Council in relation to a Community macro- on Alternative Investment Fund Managers and
prudential oversight of the financial system and for the amendment of Directive 2004/39/EC. For
establishing a European Systemic Risk Board and further details please access here.
a proposal for a Council decision entrusting the
European Central Bank with specific tasks
concerning the functioning of the European
Systemic Risk Board. For further details please
access here.
Declaration of the European Parliament
regarding the microcredit. For further details
please access here.
14

15. Reff & Associates is the correspondent law firm of Deloitte Romania, fully
integrated with the Deloitte multi-disciplinary advisory practice and affiliated to a
network of law firms and legal departments working with Deloitte all over the
world. Deloitte’s correspondent legal practice provides assistance to clients in
Romania on various matters pertaining to mergers and acquisitions, corporate
and commercial law, finance, banking and capital markets, real estate, project
finance, employment, competition, fiscal and commercial litigation, and
intellectual property.
In the financial services sector, Reff & Associates provides the full range of services
to banks and financial institutions, including:
- Finance deals: transaction support in bilateral and syndicated loans, loan
workouts, securitisation, loan transfers and assists in drafting and
negotiating the transaction documentation (loan agreements, security and
other ancillary documentation).
- M&A transactions in the financial services sector: advice on the structure
of the transaction, the pre-contractual documentation, due diligence,
drafting/negotiating the purchase agreements and assisting the
implementation of the transaction.
- Regulatory assistance: ongoing assistance with respect to the specific
legal and regulatory requirements applicable to banks / non banking
financial institutions operating in Romania, development of new
financial products, representation in front of the regulators (National
Bank of Romania, Insurance Supervisory Commission, Securities
Commission etc.).
Contacts
Andrei Burz-Pinzaru
Partner
+ 40 21 207 52 05
aburzpinzaru@deloittece.com
Simina Mut
Manager
+ 40 21 207 52 69
smut@deloittece.com
Leontin Trifa
Manager
+ 40 21 207 53 13
ltrifa@deloittece.com
Financial Services Industry Monthly Bulletin 15

16. Financial Services Industry Contacts in
Deloitte Romania:
George Mucibabici
Chairman
tel: + 40 21 207 52 55
e-mail: gmucibabici@deloittece.com
Audit
Santiago Pardo
Partner
tel: + 40 21 207 54 92
e-mail: sapardo@deloittece.com
Enterprise Risk Services
Gary Bauer
Director
tel: + 40 21 207 52 19
e-mail: gbauer@deloittece.com
Financial Advisory
Antonis Ioannides
Partner
tel: + 40 21 207 56 26
e-mail: anioannides@deloittece.com
Tax
Rodica Segarceanu
Partner
tel: + 40 21 207 52 31
e-mail: rsegarceanu@deloittece.com
Legal
Andrei Burz-Pinzaru
Partner, Reff&Associates
correspondent law firm of Deloitte Romania
tel: + 40 21 207 52 05
e-mail: aburzpinzaru@deloittece.com
Consulting
Razvan Horobeanu
Manager
tel: + 40 21 207 53 57
e-mail: rhorobeanu@deloittece.com
Actuarial & Insurance
Solutions
Slawomir Latusek
Consultant
tel: + 48 (22) 511 04 54
e-mail: slatusek@deloittece.com

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