THE PROBLEM OF THE SHARES OF SOBOLEWSKI Chump, stage one

MAKE (Translated by Cosmin Ghidoveanu)
Ziarul BURSA #English Section / 7 aprilie 2014

The BSE: "The CEO of the BSE, Ludwik Sobolewski, is not part of the staff of the BSE".

The BSE: "The CEO of the BSE, Ludwik Sobolewski, is not part of the staff of the BSE".

I swear, I don't know who is making fun of who on the trivial issue of the shares bought by Sobolewski, but I don't think it's all right at all that the official website of the Bucharest Stock Exchange is used to start a polemic with me and to make fun of me.

First of all, the journalist of BURSA asked in all seriousness, using the official channels, on what legal basis did the CEO of the BSE, Ludwik Sobolewski, buy shares in the company.

The BSE didn't answer.

OK.

Left to its own devices, BURSA publishes an article in which it alleged that Sobolewski had broken the Regulations of the BSE, according to our interpretation of article 99 of the regulations of the BSE, which prohibits the employees of the BSE to make that kind of acquisitions.

It's only after the article was published that the BSE sent us a "Right of Reply", in which it claimed that in the case of CEO of Sobolewski, it is article 100 of the regulation that applies, which allegedly does not stipulate the same restrictions which are stipulated for the BSE in article 99.

Furthermore, the BSE threatened to sue us.

At this stage in the development of this insignificant incident, I am starting to wonder: why did we not get an answer when we asked the question, but we get one after the article has been published?

There could be several answers to that question, ranging from negligence (which we have become accustomed to), to hostility towards the paper (which no longer causes any emotions over here, we have become used to it a long time ago).

But one explanation is truly a cause for concern: what if the BSE didn't answer us simply because it never occurred to them this might be a problem and it has no idea on what basis Sobolewski bought the shares?

Maybe, given the surprising finding that the Regulation of the BSE prohibits him from buying shares in the company, they have searched for an entire day for some legal trick, so they can tell us some lie about how the purchase is somehow OK?

It wasn't long after all this, and a new announcement was posted on the official website of the BSE, with a contents similar to the "Right of Reply" they sent to the BURSA newspaper.

Which gets me thinking once again: what are these people doing?!, it's just a small observation, one phone call and one convincing explanation later, and it could have been resolved, why the fuss?!

If they feel I'm so thick, they can just have mercy on me and give me an explanation - after all, it doesn't matter that I am a chump, what matters is for the readers to understand and if I didn't understand, then how can I get them to understand?!

And I for one didn't understand.

Neither the Right of Reply, nor the Announcement on the website of the BSE provide any explanations, they just make statements.

And they say that the Article in the Regulation which applies to the CEO is article 100, not 99.

Why?

I have no idea, and they are not saying.

I read the two articles in the Regulation and by using a logic-based interpretation (one of the ways of interpretation for which I am qualified and which are admitted by the judicial science), I come to the conclusion that the statement of the BSE is false, because the range of the restrictions which the CEO of the BSE is subjected to is far greater than that of the restrictions which the rest of the staff of the BSE is subjected to, and the goal of article 100 is precisely that, to add to the restrictions stipulated in article 99.

Boring.

My interpretation is the one that lies with the common sense.

The entire discussion is focused on a trivial topic, and the research is not exciting at all, it's boring.

Some readers have protested, and rightly so (even though I do take care to make sure that the rest of the paper deals with the current major issues of the times we are living in).

Still, a number of comments on our website are paying attention to the topic, and some members of the market community are providing a justification for the acquisition of shares by Sobolewski, claiming that they were a reward offered by the Board of the Exchange, which makes me think that the Board doesn't know its own regulations either.

I struggled, once again, to write about something that is obvious to everybody, that the restrictions of article 99 apply to the entire staff of the BSE and therefore to the CEO as well, namely, Sobolewski.

I drew up a diagram with the inclusion relation between the ranges of the restrictions applicable to the two entities.

I also reported the information which we received from one of the representatives of the Exchange, that Sobolewski works for the BSE using an agency contract, as if that somehow exempts him from the stipulations of the Regulation.

In exasperation, I asked a rhetorical question: "Is the CEO of the BSE a part of the staff of the BSE or not?"

And then I felt exhausted - I am 62 years old and I just can't take a pathetic harassment like this like I used to.

But this was not the end.

In the morning, my article was published in the newspaper.

In the evening, another announcement was posted on the official website of the BSE, informing everybody that Sobolewski is not part of the staff of the BSE.

It's too much!

I am just a journalist.

Do you know what a journalist is?

A journalist is just a citizen like you, the readers, and (naturally) like me.

Nothing more.

If one has the privilege of writing for a newspaper, then they are a journalist.

I have created this privilege for myself.

But I am nothing more than an ordinary citizen.

Well, that being the case, go and tell an ordinary citizen that the CEO of a company is not part of that company's staff and they will stare at you incredulously.

I for one thought they were making fun of me.

And then I thought "Maybe I am simply a chump and I just don't know what I am talking about", even though I had reproduced within the article, the definition of the notion of "staff", taken from the Explicative Dictionary of the Romanian Language ("The total number of people working in an institution").

OK.

With one last ditch effort, I checked the new Civil Code of Law and the specialized studies in the field of HR; I have found that there they do not provide a definition for the notion of "staff", which means that the notion is used in theory, as defined in the Explicative Dictionary.

Still, on the website http://www.scribd.com/doc/57690021/Resursele-Umane-Ale-Intreprinderii, I managed to find a definition in the study written in Romanian called "Human Resources of the Company": "The entirety of human resources that work within a company represent the company's stuff".

Ah, that's shocking!

The type of contract used for employment is irrelevant, whether it is an individual labor contract, collective labor contract or an agency agreement, with or without representation, no, just the entirety of human resources.

I am a chump, these people are making fun of me, and I am taking them seriously, because I can't believe that the official website of the BSE has become one for entertainment which posts materials that make fun of people.

For met at least, this stage is enough - from now on it's up to the lawyers.

It's level two from now on.

Gheorghe Piperea: "The interpretation of the BSE is a speculation that is wrong all the way through"

The CEOs of the Bucharest Stock Exchange are not part of its staff, the representatives of the BSE are saying, in a notification posted on the website of the institution.

"The Bucharest Stock Exchange SA (BSE) informs all concerned parties that the individuals appointed as CEOs of the company are not part of the « staff of the BSE » category, within the meaning of the Regulations for the Organization and Operation (ROF) of the BSE", the press release of the BSE states.

Some lawyers are dumbfounded at the response of the BSE.

"It is a speculation that is wrong all the way through", lawyer Gheorghe Piperea told us. In his opinion, the intention of the regulation is not to merely stop the employees from trading in shares of the company, but to prevent the occurrence of a conflict of interest.

"What difference does it make if the CEO is an employee or not?", Gheorghe Piperea asked, who added: "He is not just a simple agent, he is the CEO of the company".

He told us that the interpretation of the BSE is a legal that may work for those who do not know the law of the stock market, and of companies.

Mr. Piperea went on to say: "The representatives of the BSE realized that they have committed a huge misstep and now they are trying to fix it. The ASF should refer the matter to itself. This is a situation where Mr. Sobolewski should be urgently suspended.

Yes, offering shares as part of the compensation package in listed companies is a practice that is commonly used, but the problem is that the BSE is the trading platform itself".

In the opinion of lawyer Cristian Duţescu, as a principle, the CEOs of the BSE should not have more rights than the employees of the BSE when it comes to the rights of investing in the company's stock. He also said that every company is entitled to draw up its own internal regulations, according to the law. (A.A.)

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