Bucharest Stock Exchange Presentation

2 www.bvb.ro

Operator of the leading Romanian cash, structured products & derivatives markets

Integrated Group: Trading, Clearing, Settlement and Registry Systems

Market cap of approx. EUR 36mn, cash equals 42% of the Market Cap

100% free-float, no major shareholder

Rich cash position, close to zero leverage

Stable dividend policy with 100% payout ratio, after legal reserves

Stock price close to the historical lows, but with good perspectives in privatization process

Investment positives

3 www.bvb.ro

According to the current provisions of the law, BVB

shareholders may not own more than 5% of the total

voting rights (directly or indirectly).

The intention to acquire more than 5% should be

disclosed to the Stock Exchange and the market

Regulator

BVB Shareholder Structure

as of December 31, 2012

Central

Depository Cash Market

Clearing

Settlement

Registration

Bucharest Stock

Exchange

Cash & Derivatives

Trading

Corporate

Governance

Institute

52.5% 62.3% 69% 100%

Bucharest

Clearing House Derivatives Market

Clearing

Investors

Compensation

Fund

BVB Group

Romanian institutional

shareholders 71.27% International

Institutional shareholders

12.25%

Romanian private

individuals 16.28%

International private

individuals 0.20%

4 www.bvb.ro

Installed as CEO on September 7, 2012

One of the most experienced professionals on the Romanian

financial services market, with a very solid expertise in

investment banking

Involved in multiple M&As and privatizations, both on the sell

side and on the buy side

Positions held

Personal data

Starting 2007 he founded and became Managing Director of AZ Capital Advisors,

specialized in mergers and acquisitions (M&A)

During 1998-2007 he occupied different top-executive positions in Raiffeisen

Capital and Investment and Raiffeisen Financial Advisors Romania

Completed the joint EMBA Program Washington University (Seattle, USA) and

the Academy of Economic Studies (Bucharest)

Holds the bachelor degree in physics, Faculty of Physics, University of

Bucharest

New Chief Executive Officer

Victor Cionga

5 www.bvb.ro

Board of Governors

Lucian Anghel (BCR) President

Adrian Lupsan (SSIF Intercapital Invest) Vice-President

Dan Paul (Brokers’ Association) Vice-President

Robert Pana (SSIF Swiss Capital) Secretary General

Valerian Ionescu (BCR) Member

Matjaz Schroll (Franklin Templeton) Member

Narcisa Oprea (Schoenherr & Associates) Member

Stere Farmache (Alpha Bank) Member

Octavian Molnar (SSIF IFB Finwest) Member

6 www.bvb.ro

Strategic priorities

Support the successful closing of the state companies public offers 1.

List new companies on the Bucharest Stock Exchange and increase number of active investors 2.

Develop capabilities, products and services offered by the Bucharest Stock Exchange Group 3.

Improve the corporate governance and functioning of the Bucharest Stock Exchange as a Group 4.

Simplify and improve the regulations, reduce bureaucracy and apply international best practices 5.

Increase the visibility of the Bucharest Stock Exchange and of the issuers, along with increasing the

awareness of the important role that the Romanian capital market is playing 6.

Develop dialog between the Bucharest Stock Exchange and relevant institutions/authorities 7.

Increase the educational role of the Bucharest Stock Exchange 8.

7 www.bvb.ro

Main current projects

Facilitate market access:

For issuers

Review of the admission/maintenance set of criteria in the light of the macroeconomic and

investment realities

For investors

Review of the current Pricing Policy of the BVB, along with the other institutions (e.g.

Securities Commission, Central Depository) with the aim of creating a more competitive

environment in terms of costs

Improve overall volumes and specific liquidity indicators:

New IPO/SPOs and listings (Government privatizations, private IPOs, enhance selected

RASDAQ issuers on the regulated market)

Range of securities – encourage straight/convertible bonds

Facilitate short-selling and buying on margin

Analysis of current market architecture and of potential opportunities, such as the Central

Counterparty

Originate the modernization of capital market institutions and legislation at all relevant levels.

8 www.bvb.ro

Source: BVB, FESE

Exchange 2011 2012

Athens Exchange -48.4% 30.8%

Warsaw Stock

Exchange -24.5% 25.4%

CEESEG - Vienna -30.1% 22.4%

BVB 10.7% 11.7%

CEESEG -

Budapest -29.1% 7.6%

CEESEG -

Ljubljana -30.7% 0.8%

CEESEG - Prague -8.5% -3.5%

Bulgarian Stock

Exchange 15.6% -21.1%

*Calculations in EUR terms

Market Cap change (yoy)

4.9 5.0 12.1 15.7 34.0 28.2

80.4

134.8

CEESEG -Ljubljana

BulgarianStock

Exchange

BucharestStock

Exchange

CEESEG -Budapest

AthensExchange

CEESEG -Prague

CEESEG -Vienna

WarsawStock

Exchange

Domestic Market Cap (EURbn) - Main market (end-2012)

29 52 61 79 90 99

265

371

CEESEG -Prague

CEESEG -Budapest

CEESEG -Ljubljana

BucharestStock

Exchange

BulgarianStock

Exchange

CEESEG -Vienna

AthensExchange

WarsawStock

Exchange

Number of listed companies - Main market (end-2012)

1.1 1.2 6.1 30.8 34.2 48.4

72.6

199.8

BulgarianStock

Exchange

CEESEG -Ljubljana

BucharestStock

Exchange

CEESEG -Prague

CEESEG -Budapest

AthensExchange

CEESEG -Vienna

WarsawStock

Exchange

Main stock market turnover in 2012 (EURmn/day)

BVB in the region

7.6

4.8 5.3

9.2

6.7

0.3

1.2

2.5

0.5

1.3

0.1

0.4

0.6

2008 2009 2010 2011 2012

Average daily turnover (EURmn)

Shares/Fund Units Bonds Structured products

9 www.bvb.ro

Symbol Company % of turnover

FP Fondul Proprietatea 45.8%

BRD BRD Groupe Societe Generale 7.8%

SIF3 SIF Transilvania 7.4%

SNP OMV Petrom 7.3%

SIF5 SIF Oltenia 6.2%

SIF2 SIF Moldova 4.8%

EBS Erste Group Bank 3.7%

SIF1 SIF Banat Crisana 3.4%

SIF4 SIF Muntenia 3.1%

TLV Banca Transilvania 2.9%

With the listing of Fondul Proprietatea, BVB achieved in

2011 one of the highest ADT growth rates in Europe. In 2012,

ADT declined on macro and political uncertainties.

The structured products segment was the most dynamic at

BVB: ADT tripled in 2011 yoy (from a small base) and

increased by 50% yoy in 2012.

Trading activity statistics

Most traded companies in 2012

10 www.bvb.ro

Company Sector

Market Cap/

Fair value

(EURmn)

Gov.

stake

Stake of

the public

offering

Offering

value

(EURmn)

What is for sale Status

Transgaz1 Gas

transmission 572 73.5% 15% 80 Capital increase

Expected until

end-April 2013

Nuclearelectrica2 Power

generation - 90.3% 10% >80 Capital increase

Expected until

end-May 2013

Romgaz3 Gas

production - 85.0% 15% >250 Existing shares

Expected until

end-October 2013

Electrica Electricity

distribution - 100% 105%5 >100

Capital increase

by 105%

Expected in Q4

2013

CE Oltenia Power

generation - 77.2% 12%5 >70

Capital increase

by 15.29%

Expected in Q4 2013 –

Q1 2014

CE Hunedoara Power

generation - 100% 105%5 TBD

Capital increase

by 105% Expected in H1 2014

Hidroelectrica4 Power

generation - 80.1% 10%5 >250

Capital increase

by 12.49%

Postponed after the

company exits

insolvency (expected by

mid-2013)

Source: Government, BVB

1. Consortium intermediating the offering: Raiffeisen Capital & Investment, Wood & Company Financial Services and BT Securities

2. Consortium intermediating the offering: Swiss Capital and BT Securities

3. Consortium intermediating the offering: Goldman Sachs, Erste Group Bank, BCR, Raiffeisen Capital & Investment and Intercapital Invest

4. Consortium intermediating the offering: Citigroup, Societe Generale, BRD-GSG and Intercapital Invest

5. Percent of the share capital before the share capital increase

Estimated Romanian privatization agenda 2013

11 www.bvb.ro

Source: Investors Compensation Fund

The current compensation limit is EUR 20,000, in line with EU directives

More than 90% of investor accounts have portfolios below EUR 20,000 and are fully compensated

The number of investor accounts includes the total number of accounts on the Romanian capital market, regardless if

an investor has accounts with several brokers

Investor accounts on the Romanian capital market

65,304

87,664 92,865 94,545

86,453 88,143 81,559

31.12.2006 31.12.2007 31.12.2008 31.12.2009 31.12.2010 31.12.2011 31.12.2012

Number of investor accounts on the local market

Fully compensated investors Ceiling compensated investors Excluded investors Total investors

12 www.bvb.ro

Cash Equity Market Sell Buy*

Jan 2006 - May 2007 15 bps 7bps

June 2007 - Sep 2008 14bps 6bps

Oct 2008 - February

2009 13bps 5bps

After March 2009 11.7bps 4.5bps

*plus 8 bps CNVM fee on the value of a buy trade;

**plus RON 0.1 CNVM fee on each traded futures contract.

Note: Fees in basis points (bps) are charged on the value, to both counterparties (buy & sell);

BVB and CNVM fees do not refer to Market Makers.

Current pricing policy

Historical trading fees Participants

annual maintaining fee RON 1,500,

including VAT

Issuers

annual maintaining fee

btw. RON 3,600 and

RON 21,000,

without VAT

Trading fees Sell Buy

Shares, Fund Units

Main Market + Deal 11.7bps 4.5bps*

Structured products 12 bps 5bps*

Bonds 2.16 bps

T-bills 0.08 bps,

btw RON 1 and 81

Futures An average of RON 0.1 per

contract **

BVB’s pricing policy

13 www.bvb.ro

RONmn 2008 2009 2010 2011 Preliminary 2012

Sales revenues 20.9 12.4 13.1 21.7 17.5

Operating revenues 20.9 12.4 13.2 21.7 17.6

Operating expenses 15.5 13.9 12.9 15.3 13.5

EBITDA 7.2 -0.1 1.0 7.1 4.6

Operating result 5.4 -1.5 0.3 6.4 4.1

Financial result 6.8 11.1 6.2 12.4 6.0

Net Income 10.6 8.5 5.7 17.0 9.0

EPS 1.4 1.1 0.7 2.2 1.2

*RAS figures, acc. to EU Directive No 4

The Bucharest Stock Exchange registered a full-year preliminary profit of RON 8.98mn in 2012, during a year

that featured lower activity on international exchanges (noticed also at the BVB) and also local developments, both

macroeconomic and political, which impacted investor sentiment.

Sales revenues reached RON 17.5mn in 2012, down by 19.5% y-o-y, mainly because of lower revenues from

trading. The listing of Fondul Proprietatea generated an exceptional trading activity in 2011 which was reflected

positively on operating revenues, but in 2012 the postponement of listings of state-owned companies kept investors

away from the market, ultimately affecting the year’s revenues.

Operating expenses were RON 13.5mn last year, 12.1% lower y-o-y, mainly due to measures taken in order to

improve efficiency by reducing personnel costs, marketing expenses, provisions and depreciation.

The result from financing activities amounted to RON 6.05mn, down by 51.3% y-o-y, as dividends cashed in from

the Central Depository were significantly lower compared to the previous year.

Financial performance

14 www.bvb.ro

Breakdown of quarterly results

BVB ended Q4.2012 with preliminary sales revenues of RON 3.53mn, on the back of seasonal declines of the

trading activity and the lower number of trading days in December 2012 compared to 2011.

Operating expenses amounted to RON 4.32mn, down by 17.2% compared to Q4.2011, but the reduction was not

enough to compensate the downfall of the sales, thus BVB registered an operating loss of RON 0.74mn.

BVB ended Q4 with preliminary net losses of RON 0.46mn, as the financial result was affected by unrealized

foreign exchange losses and was only RON 0.16mn.

4.9 6.0

4.8 5.0 4.9 4.0 3.5

1.3 2.5

-0.4

1.9 1.7

1.1 -0.7

9.5

1.5 1.7 1.2

3.7

1.0 0.2

Q2.2011 Q3.2011 Q4.2011 Q1.2012 Q2.2012 Q3.2012 Q4.2012

Quarterly sales revenue and operating result (RON mn)

Sales revenue Operating result Financial result

1.30

1.02

0.70

2.14

2009 2010 2011 2012

Ordinary dividend (RON/share)

15 www.bvb.ro

RONmn 2008 2009 2010 2011 Preliminary

2012

Fixed assets 20.1 25.4 25.4 28.7 28.6

Current assets 73.4 67.2 64.6 77.5 69.3

o/w: cash, cash

equivalents and

securities 70.2 64.6 63.3 73.8 64.8

Prepaid expenses 0.1 0.3 0.1 0.1 0.1

Total assets 93.5 92.5 90.1 106.2 97.9

Shareholders’ equity 91.9 90.2 88.0 102.0 94.6

Short-term debt 1.5 2.2 1.5 2.6 2.4

Long-term debt 0.01 0.01 0 0 0

Prepaid revenues 0.4 0.5 0.6 0.7 0.7

Provisions 0 0 0 0.9 0.3

Total equity and

liabilities 93.5 92.5 90.1 106.2 97.9

*RAS figures acc. to EU Directive No 4

Debt-free capital structure

The decrease in cash position in 2012 reflects the highest dividends

ever paid to BVB shareholders

Starting 2009 BVB had a stable dividend

policy, with a payout ratio of 100%, after legal

reserves.

For the following 4 years, BVB intends to

maintain the policy of distributing cash

dividends.

* Gross amounts, year paid

Individual balance sheet overview

15

20

25

30

35

40

16 www.bvb.ro

BVB share data and statistics

Included in several indices:

FTSE Mondo Visione Exchanges Index (Nov 9, 2010)

BET Index (Mar 21, 2011)

Dow Jones Global Exchanges Index (Jun 17, 2011)

ROTX Index (Sep 19, 2011)

Symbol BVB

ISIN ROBVBAACNOR0

Reuters ROBVB.BX

Bloomberg BVB.RO

Bloomberg BBGID BBG000BBWMN3

Share price (25 February) RON 20.27

Market Cap (25 February) EUR 35.5mn

Outstanding shares 7,674,198

Free float 100% BVB share evolution since Jan 2012

35.95

28.9

19.66 20.27

32.9

23.2

22.58 21.9

31.5 2011 dividends: RON 2.14/share

Registration date: 21 May

Ex-divi date: 17 May

26.2

Analyst

(Company)

12M TP

(Recommendation) Last report

Andrei Radulescu

(SSIF Broker) 24.96 (Buy) Feb 13, 2013

Roxana Dascalu

(SSIF IEBA Trust) 22.64 (Hold) Jan 31, 2013

Raluca Negoescu

(Alpha Bank) 25.2 (Hold) Sep 5, 2012

Vlad Pintilie

(NBG Securities) 29.24 (Neutral) Aug 13, 2012

Turnover velocity (value traded ÷ average market cap)

2010 154%

2011 42%

2012 40%

Liquidity (shares traded ÷ shares outstanding)

2010 104%

2011 32%

2012 37%

Analyst coverage

17 www.bvb.ro

Bursa de Valori Bucuresti S.A. 34 - 36 Carol I Boulevard, 14th Floor,

Bucharest, sector 2, ROMANIA

Tel: (+40)(21) 307 95 00

Fax: (+40)(21) 307 95 19

www.bvb.ro

ir@bvb.ro

Contact person:

Anca Olteanu

THIS PRESENTATION WAS PREPARED BY BURSA DE VALORI BUCURESTI. THE INFORMATION CONTAINED IN THIS

DOCUMENT HAS NOT BEEN INDEPENDENTLY VERIFIED AND NO REPRESENTATION OR WARRANTY EXPRESSED OR

IMPLIED IS MADE AS TO, AND NO RELIANCE SHOULD BE PLACED ON THE FAIRNESS, ACCURACY, COMPLETENESS OR

CORRECTNESS OF THIS INFORMATION. PAST PERFORMANCE IS NO GUARANTEE OF FUTURES RESULTS. THIS

DOCUMENT DOES NOT CONSTITUTE AN OFFER OR INVITATION TO PURCHASE ANY SHARES. CERTAIN STATEMENTS

CONTAINED IN THIS DOCUMENT MAY BE STATEMENTS OF FUTURE EXPECTATIONS AND OTHER FORWARD-LOOKING

STATEMENTS THAT ARE BASED ON MANAGEMENT’S CURRENT VIEWS AND ASSUMPTIONS AND INVOLVE KNOWN AND

UNKNOWN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS, PERFORMANCE OR EVENTS TO

DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED IN SUCH STATEMENTS. EXCHANGE RATE USED FOR ADT IS THE DAILY EXCHANGE RATE AS ANNOUNCED BY THE NBR.

Financial Calendar

2/11/2013 – 2012 Preliminary results &

Earnings Conference Call

4/25/2013 – GSM

5/10/2013 – Q1.2012 Results & Earnings

Conference Call

8/12/2013 – Q2.2012 Results & Earnings

Conference Call

11/12/2013 – Q3.2012 Results & Earnings

Conference Call

Disclaimer

Financial calendar and Contact info