Press release on the draft Regulation amending and supplementing ASF Regulation no. 5/2018 on issuers of financial instruments and market operations

Bucharest, 4 September 2024 - The Council of the Financial Supervisory Authority (ASF) approved, in today’s meeting, the draft Regulation amending and supplementing the ASF Regulation no. 5/2018 on issuers of financial instruments and market operations in order to publish it for public consultation on the ASF website for a period of 20 days.

ASF Regulation no. 5/2018 on issuers of financial instruments and market operations, as amended and supplemented (ASF Regulation no. 5/2018) establishes the legal framework applicable to public offers to issuers whose securities are admitted to trading on a regulated market / in a multilateral trading facility or an organized trading system and market abuse, in line with the provisions of Law no. 24/2017 on issuers of financial instruments and market operations, republished, as amended and supplemented.

The draft Regulation amending and supplementing the ASF Regulation no. 5/2018 was drafted in order to update and improve the secondary legal framework applicable to issuers, mainly in order to solve some issues identified in the practical work carried out at ASF and to capitalise on some proposals received from the market. The amendments also aim at the adoption of some measures in order to fulfil specific objectives included in the National Strategy for the development of the Romanian capital market for the period 2023-2026, respectively in the application of some provisions of the Government Ordinance no. 71/2024.

            Thus, the proposed Regulation for amending and supplementing ASF Regulation no. 5/2018 mainly concerns:

• introduction of clarifications to ensure easier application of certain provisions of the Regulation, as well as new provisions on the transparency of issuers, i.e. streamlining the efficiency of the conduct of certain operations (e.g. - simplification of the documentation for the initial registration of securities with ASF, reduction of a deadline aimed at the deadline for submitting the application for registration of securities with ASF, etc.);
• introduction of provisions related to certain transparency requirements for covered bonds, as well as the insertion of express provisions clarifying certain aspects related to the conduct of resolution operations of entities that are also issuers;
• the introduction at the level of secondary regulations of some provisions following the amendments and additions made to Law no. 24/2017 by GEO no. 71/2024, which refer to the situation in which a local public administration authority intends to conduct a public offer/admit debt securities on a regulated market, based on a prospectus approved by ASF (provisions on the form and content of the prospectus, as well as provisions related to the applicable provisions) or refer to the application of some provisions of Regulation (EU) 2023/2361 (provisions related to the language in which certain documents are drafted).

ASF is carrying out an extensive process of modernization of the regulatory framework, leading to strengthening the role of the capital market in the national economy and putting particular emphasis on the implementation of the provisions included in the National Strategy for the development of the capital market in Romania for the period 2023-2026.

            The draft Regulation is available for public consultation here and the main changes can be found here (in Romanian).