In the Official Gazette no.164 of 27 February 2023 was published Order no.348/2023 of the Minister of European Investment and Projects for the approval of the de minimis aid scheme “Listing of enterprises on the stock exchange”.
According to the document, the objective is to help enterprises to increase their access to finance through specific instruments, namely the issuance of new shares. The scheme will provide financial support in the form of a grant to companies wishing to issue shares, pre-qualified for admission to trading, in accordance with the conditions of the Bucharest Stock Exchange (BVB), on a “first come, first served” basis. By 30 June 2025, a minimum of 280 companies will benefit from this investment.
This scheme will be published on the MIPE website, www.mfe.gov.ro, as a provider of de minimis aid.
The de minimis aid scheme applies to all enterprises that cumulatively meet the following conditions:
- are joint stock companies or limited liability companies for which the Declaration of Commitment on the transformation of the enterprise into a joint stock company is completed;
- are companies with majority private capital;
- have their registered office in Romania.
Scheme does not apply:
a) aid granted to enterprises operating in the fisheries and aquaculture sectors covered by Council Regulation (EC) No 104/2000 of 17 December 1999 on the common organisation of the markets in fishery and aquaculture products;
b) aid granted to enterprises active in the primary production of agricultural products;
c) aid granted to undertakings active in the processing and marketing of agricultural products in the following cases:
▪ where the amount of aid is established on the basis of the price or quantity of the products in question purchased from primary producers or placed on the market by the undertakings concerned;
▪ where the aid is conditional on its partial or total transfer to primary producers;
d) aid to export-related activities to third countries or to Member States, namely aid directly linked to the quantities exported, aid to the establishment and operation of a distribution network or to other current expenditure linked to the export activity;
e) aid contingent upon the use of domestic over imported products;
f) aid granted for the purchase of goods road transport vehicles. An applicant operating in both eligible and ineligible sectors/areas is not eligible for funding under this scheme.
The support granted under this scheme consists of non-reimbursable financing from European funds related to the National Recovery and Resilience Plan (PNRR), in the form of a de minimis aid.
According to Order 348/2023, grants will be awarded on a first come, first served basis.
The amount of the de minimis aid is a maximum of 8% of the value of the subscriptions to the initial public offering, up to the amount of 200,000 euro/enterprise for admission to trading on the regulated market administered by the BVB, respectively up to the amount of 25,000 euro/enterprise for admission to trading through the multilateral trading facility administered by the BVB (AeRO market), subject to the provisions of Article 12.
In the case of companies that carry out road transport of goods on behalf of third parties or against cost, the amount of de minimis aid is a maximum of 100,000 euro/ company.
The de minimis aid intensity is a maximum of 70% of the total eligible expenditure, as defined in the specific guidelines, subject to compliance with the maximum thresholds mentioned above.
For the calculation of the non-reimbursable financial aid granted to an enterprise, the non-reimbursable financial aid granted will result as follows:
for listing through the multilateral trading system administered by the Bucharest Stock Exchange (AeRO segment) the formula will be used, taking into account the limits:
Vafn < = min (Vche * 0,7; 0,08 * Vopi; 25.000 euro)
for listing on the regulated market administered by the Bucharest Stock Exchange, the formula will be used, taking into account the limits:
Vafn < = min (Vche * 0,7; 0,08 * Vopi; 200.000 euro),
where:
Vafn represents the amount of non-reimbursable financial aid granted under this de minimis aid scheme;
Vche is the amount of eligible expenditure as defined by this de minimis aid scheme;
Vopi represents the value of the underwritings to the initial public offering.
The de minimis aid shall be granted in lei, and the InforEuro exchange rate of January 2023 shall be used to calculate its equivalent in euro 1 euro = 4,9493 lei.
Beneficiaries and eligibility conditions:
We mention that under the present scheme are eligible for de minimis aid the expenses related to the activities aimed at the admission to trading of companies, in accordance with the conditions of the Bucharest Stock Exchange, on any of the available market segments and comply with the eligibility conditions of the present de minimis aid scheme.
Enterprises that cumulatively meet the following conditions may benefit from the facilities provided in this scheme:
a) are joint stock companies or limited liability companies that undertake to become joint stock companies, by completing the Declaration of Commitment on the transformation of the enterprise into a joint stock company, attached to the Specific Guide;
b) are companies with registered office in Romania;
c) are companies with private majority capital;
d) the general meeting of the associates/shareholders of the enterprise has decided (i) the transformation of the enterprise into a joint stock company, as the case may be, (ii) the admission to trading on the Bucharest Stock Exchange through the issuance of shares and (iii) the submission, implementation of the project and the mandate of the legal representative to undertake all the necessary steps in this respect;
e) does not carry out activities with erotic or obscene products, as well as those that contravene public order and/or legal provisions in force;
f) they do not have web pages containing obscene acts or material, defined according to the Law no.196/2003 on the prevention and fight against pornography, republished, with subsequent amendments and additions;
g) they do not have net budgetary obligations (the difference between the outstanding payment obligations to the budget and the amounts to be recovered from the budget):
(i)greater than 1/12 of the obligations due in the last 12 months – in the case of the tax certificate issued by the National Tax Administration Agency;
(ii) more than 1/6 of the total amount due in the last six months – in the case of the tax certificate issued by the local public authorities;
h) do not fall into the category of “enterprises in difficulty” in the last completed financial year, as defined in the present de minimis aid scheme;
i) are not in a state of insolvency, bankruptcy, judicial reorganisation, dissolution, liquidation or temporary suspension of activity or are not in a similar situation arising from a similar procedure provided for in national legislation or regulations;
j) they are not subject to a recovery order following a decision declaring State aid and/or de minimis aid illegal and/or incompatible with the common market or, where the applicant has been subject to such a decision, the decision must have already been enforced and the aid, including recovery interest, fully recovered;
k) it does not carry out production, distribution, processing or trading activities in the tobacco industry;
l) it does not carry out cloning activities for reproductive purposes; it does not carry out activities intended to modify the genetic heritage of human beings who could make such hereditary changes, activities for the creation of human embryos exclusively for research purposes or for the purpose of obtaining stem cells, including by means of somatic cell nuclear transfer;
m) does not engage in gambling activities (production, construction, distribution, processing, trade or related software);
n) does not involve live animals for experimental and scientific purposes to the extent that compliance with the “Council of Europe Convention for the protection of vertebrate animals used for experimental and other scientific purposes” cannot be guaranteed.
Legal basis:
MIPE Order no.348/2023 for the approval of the de minimis aid scheme ”Listing of enterprises on the stock exchange”.