Emerging Markets Profile: ROMANIA

By State Street Bank and Trust

Copyright Ó 1998, State Street Bank and Trust. All rights reserved. Distributed by permission of the copyright owner.


The following article was recently prepared at the occasion of our opening subcustody facilities in the young Romania market.

Background and History

Romania is located in southeast Central Europe, bordering the Black Sea, Hungary, Serbia, Bulgaria, Ukraine and Moldova, a former Romanian province that is now independent. Its land area is about 237,500 square kilometers (91,699 square miles) and consists of coastline, rich farmland, and the Carpathian mountain range. It is the second most populous country in Central Europe with 22.8 million people, 89.4% of whom are ethnic Romanians.

The violent 1989 revolution toppled dictator Nicolae Ceausescu and his regime, and led to free parliamentary and presidential elections in May 1990. The new constitution, ratified on December 8, 1991, paved the way for a multi-party democracy. The most recent elections on November 17, 1996, voted in Emil Constantinescu as President. In December 1996, President Constantinescu named Victor Ciorbea as Prime Minister.

Securities Markets

Bucuresti (the Bucharest Stock Exchange - BSE) and the Romanian Association of Securities Dealers Automated Quotation system (RASDAQ). The BSE was re-established in June 1995 after a 50 year hiatus during communism and began operations on November 20, 1995. It is colloquially known as the "big board" although it has a market capitalization of only $700 million, compared to RASDAQ’s market capitalization of $2.8 billion. The BSE system consists of the Exchange, the Clearing and Settlement division, and the BSE Registry division. Only brokers can participate in the BSE, where they maintain accounts holding investors’ securities. In the near future, the BSE will allow banks acting as custodians to participate directly as account-holders.

Issuers, including those currently listed on RASDAQ and wishing to be listed on the BSE, must meet strict financial criteria. Some of the listing requirements are:

• three years of operation

• disclosure of net profit exclusive of financial revenues, for the last 2 years of operation

• management performance and integrity

• adequate working capital

• 15% of the capital to be publicly offered

• at least 600 shareholders, with the exception of management and employees, each of them with a minimum holding value of 300,000 ROL (USD $41)

RASDAQ, established on October 25, 1996, is the over-the-counter equities market patterned after NASDAQ in the U.S. It was established using funding from the United States Agency for International Development (USAID) and utilizes NASDAQ’s PORTAL system. PORTAL, an acronym for the Private Offerings and Restricted Transactions through Automated Linkages market, is the same system used by NASDAQ to trade in securities falling under Rule 144A. These restricted securities, representing private placements of foreign companies, mandated a special system.

RASDAQ has approximately 3,000 listed issues, all of which resulted from the ongoing mass privatization program. All privatized issues are automatically listed when they satisfy basic disclosure requirements and have transferred their registers to the Romanian Registry of Shareholders. Unlisted privatized companies have either not yet confirmed their registry records or have recently undergone a restructuring.

The RASDAQ system consists of the trading system itself, Societatea Nationalã de Compensare, Decontare si Depozitare (the National Securities Clearing, Settlement, and Depository Corporation - SNCDD) and the Romanian Registry of Shareholders (RRS). SNCDD is responsible for clearing and settling all RASDAQ trades. It maintains accounts for its participants, which include brokers and custodian banks. All shares must be lodged in the participant account before a trade can be executed. RRS maintains the official ownership records of all listed securities on RASDAQ and issues International Securities Identification Numbers (ISINs) for them. Other commercial registrars similar in structure to, and competing with, RRS are expected to start up soon.


The complete article by State Street Bank and Trust  describes the current reforms in the banking sector, securities markets and privatizations.    An exclusive EM outlook available to Yearbook subscribers at ROMANIA.



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