(Polish title: Rozwoj ladu korporacyjnego w krajach emerging markets jako przyczyna naplywu kapitalu zagranicznego na rynki kapitalowe. Przypadek Rumunii). Well constructed system of the principles of corporate governance can reduce the risk and stimulate the development of economy and the capital markets of developing countries. Following the path of developed countries emerging markets have to develop the principles of corporate governance, all the more they lack proper legal adjustments in the range of functioning of firms as a result of historical events. Corporate governance has a great significance for the enlargement of economy and the inflow of foreign capitals, the development of democracy and the attraction of multinational corporations, present on many capital markets of the world. The system of corporate governance in Romania is the example of the use of solutions, predominant in the countries of continental Europe. To raise the competitiveness of this country it is necessary to introduce reforms, regulating functioning of capital market and enterprises after the process of privatization.