The Romanian Financial Supervisory Authority (“FSA”) recently enacted Regulation 2/2016 addressing corporate governance practices of entities which are authorised, regulated and supervised by the FSA (“Regulation 2/2016”). 

Regulation 2/2016 establishes a uniform framework for the implementation, application and development of international corporate governance best practices and seeks to increase transparency and consumer trust in regulated markets.  This new regulation applies to entities in the fields of insurance, capital markets and private pensions. It will enter into force on 1 January 2017.

Each entity subject to Regulation 2/2016 must file, with the FSA, a statement regarding compliance with the new corporate governance requirements. The compliance statement requires that the entity demonstrate that it has: (i) a transparent and adequate internal structure; (ii) adequate allocation and separation of responsibilities; (iii) efficient risk management; (iv) adequate internal policies and strategies for internal control mechanisms; (v) an efficient communication and transfer of information system; and (vi) internal operational procedures protecting confidential information.  Additionally, Regulation 2/2016 requires covered entities to develop and implement ethical and professional standards designed to prevent conflicts of interest.