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The Financial-Industrial Groups

Original Language Title: О финансово-промышленных группах

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Spagle Force-Federal Law of 22.06.2007 N 115-FZ RUSSIAN FEDERATION FEDERAL LAW O financial-industrial groups adopted by the State Duma on 27 October 1995 November 1995 CHAPTER I. GENERAL PROVISIONS Article 1. The legislation of the Russian Federation on financial and industrial groups 1. This Federal Act sets out the legal framework for the establishment, operation and liquidation of financial and industrial groups in the Russian Federation. 2. The relations arising out of the participation of financial and industrial groups in the implementation of federal targeted programmes are regulated by the legislation of the Russian Federation on federal target programmes. The relations arising out of the participation of financial and industrial groups in the implementation of regional targeted programmes are regulated by the legislative acts of the constituent entities of the Russian Federation. 3. According to certain issues of creation, operation and liquidation of financial and industrial groups in the cases established by this Federal Law, regulation shall be implemented by normative legal acts of the Government of the Russian Federation and normative acts. Legal acts of other authorized bodies of the executive branch. The State regulation of the establishment, operation and liquidation of financial and industrial groups is carried out by the authorized State organ (hereinafter referred to as the competent state authority) whose functions are to be established by the State. exclusive. 4. The relations which are not regulated by this Federal Law, other normative legal acts of the Russian Federation and the constituent entities of the Russian Federation are governed by a treaty establishing a financial and industrial group, other treaties concluded by between participants in the financial and industrial group. Article 2. The concept of financial and industrial group Finance and industry group is a collection of legal entities acting as principal and subsidiary entities, or in whole or in part, Intangible assets (system of participation) on the basis of a contract for the establishment of a financial and industrial group for technological or economic integration to implement investment and other projects and programmes aimed at enhancing competitiveness and market expansion of goods and services, production, creation of new jobs. Article 3. Members of the financial and industrial group 1. The participants in the financial and industrial group are the signatories to the contract for the establishment of the financial and industrial group, and the central company of the financial and industrial group (article 11 of this Federal Law), or The main and subsidiary societies forming the financial and industrial group. 2. The financial and industrial group may include commercial and non-commercial organizations, including foreign non-profit organizations, with the exception of public and religious organizations (associations). Participation in more than one financial and industrial group is not permitted. 3. Among the participants of the financial and industrial group is the existence of organizations active in the sphere of production of goods and services, as well as banks or other credit organizations. 4. State and municipal unitary enterprises may be members of the financial and industrial group in the manner and under conditions determined by the owner of their property. 5. Subsidised economic societies and enterprises may only be part of the financial and industrial group together with their main society (the unitary enterprise-founder). 6. The members of the financial and industrial group may include investment institutes, non-State pension and other funds, insurance organizations, whose participation is due to their role in the investment process in the country. Financial and industrial group. Article 4. Transnational financial and industrial groups 1. Financial and industrial groups, to which there are legal entities under the jurisdiction of the States members of the Commonwealth of Independent States, having separate units in the territory of the said States, or The capital investments on their territory are registered as transnational financial and industrial groups under this Federal Act. 2. If a transnational financial and industrial group was established on the basis of an intergovernmental agreement, it was given the status of an inter-State (international) financial and industrial group. The characteristics of the establishment, operation and liquidation of an inter-State financial and industrial group shall be established by such agreements. 3. For the participants in an inter-State financial and industrial group, the national regime shall be established by intergovernmental agreements on the basis of reciprocity. 4. The participants of the interstate financial and industrial group, in the order and under the conditions established by the Government of the Russian Federation, may be granted customs tariff privileges provided by the Law of the Russian Federation "About the customs tariff", on goods transported across the border within this financial and industrial group. Chapter II. GOVERNMENT REGISTRATION FINANCIAL AND INDUSTRIAL GROUPS Article 5. The procedure for state registration of financial-industrial groups 1. The body of legal persons forming the financial and industrial group shall acquire the status of a financial and industrial group by the decision of the authorized State authority on its state registration. 2. For State registration, the central company of the financial and industrial group submits the following documents to the competent public authority: Application for the establishment of a financial and industrial group (according to the form prescribed by The Government of the Russian Federation); Agreement for the establishment of a financial and industrial group (excluding financial and industrial groups formed by the main and subsidiary companies); notarized copies of the certificate of registration, constituent documents, copies of the register of shareholders (for joint-stock companies) of each of the participants, including the central company of the financial and industrial group; organizational project; notarized and legalized constituent documents of foreign participants; The conclusion of the Federal Antimonopoly Authority. Additional requirements for the composition of submissions may be established by the Government of the Russian Federation, if necessary. 3. The decision on the State registration of the financial and industrial group is made on the basis of expert examination of the documents submitted by the competent state authority. 4. The competent state body is entitled to request expert opinions of other organizations, specialists and executive authorities of the relevant entities of the Russian Federation on documents of the financial and industrial group. 5. Based on the review of the documents of the financial and industrial group, subject to expert opinions, the competent public authority takes one of the following decisions within two months from the date of submission of the documents: Registration of the financial and industrial group; on the return of the financial and industrial group documents; on the registration of the financial and industrial group. 6. Refusal to register or return the documents of the financial and industrial group is accompanied by a written explanation of the reasons for the plenipotentiary public authority. 7. If the competent public authority has adopted an unreasonable decision, and in the event of a violation of the time limits for the consideration of documents of the financial and industrial group, its actions may be appealed to the courts. 8. State registration is confirmed by the issuance of a certificate of the established sample containing the full name of the financial and industrial group with the mandatory inclusion of the words "financial-industrial group", " transnational Financial-industrial group "or" interstate financial-industrial group " and inclusion in the state register of financial and industrial groups. Use of the word "financeIndustry" in the name of any legal entity other than the central company of the financial and industrial group is not permitted. The phrase "finance-industrial" and "industry-financial" are equal. 9. The State registration of financial and industrial groups not regulated by this Federal Law shall be established by the Government of the Russian Federation. Article 6. State Registration of Changes to Conditions of the Financial and Industrial Group Treaty 1. The modification of the terms of the agreement establishing the financial and industrial group or members of the financial and industrial group shall be subject to state registration by the competent state authority. 2. State registration of changes in the membership of the financial and industrial group is carried out by the authorized state authority on the basis of the opinion of the Federal Antimonopoly Authority. 3. In the event of changes in the substantive terms of the contract for the establishment of a financial and industrial group, the financial and industrial group is subject to re-registration. Article 7. The contract for the creation of a financial and industrial group The creation of a financial and industrial group should determine: the name of the financial and industrial group; the procedure and conditions for the establishment of a central company Financial and industrial group as a legal entity in a certain organizational and legal form authorized to conduct the business of the financial and industrial group; Education, powers and other conditions of the board of the financial and industrial group; how to make changes to the members of a financial and industrial group; scope, order, and conditions for grouping assets; purpose of union of participants; duration of the contract. The other terms of the agreement on the establishment of the financial and industrial group are set by the participants on the basis of the goals and objectives of the financial and industrial group and the conformity of the legislation of the Russian Federation. Article 8. Organizational Project of the Financial and Industrial Group 1. The organizational project of the financial and industrial group-the package of documents presented by the central company of the financial and industrial group to the competent state body and containing the necessary information about the goals and objectives, investment and other Projects and programmes, expected economic, social and other results of the activities of the financial and industrial group, as well as other information necessary for the decision on the registration of the financial and industrial group. 2. The Government of the Russian Federation sets out the full scope of the requirements for the organizational project of the financial and industrial group. Article 9. State Register of Financial and Industrial Groups 1. The State Register of Financial and Industrial Groups is a single data bank established by the competent state authority and contains the necessary information on the state registration of financial and industrial groups. 2. The composition of the information and structure of the State Register of Financial and Industrial Groups shall be determined by the Government of the Russian Federation. Chapter III. FINANCIAL ADMINISTRATION IN THE FINANCIAL-INDUSTRIAL GROUP, NOTIFICATION OF THE FINANCIAL AND INDUSTRIAL GROUP Article 10. The Governing Council of the Financial and Industrial Group 1. The governing body of the financial and industrial group is the governing board of the financial and industrial group, which includes representatives of all its participants. 2. A member of the financial and industrial group of a representative to the board of the financial and industrial group shall be responsible for the decision of the competent authority of the participant in the financial and industrial group. 3. The competence of the governing board of the financial and industrial group is established by the agreement establishing the financial and industrial group. Article 11. { \cs6\f1\cf6\lang1024 } Central Company for Financial and Industrial 1 } The Central Company of the Financial and Industrial Group is a legal entity established by all the parties to the contract establishing the financial and industrial group or which is the principal society and empowered by law The contract for the conduct of the business of the financial and industrial group. The registration of the newly established central company of the financial and industrial group is carried out in accordance with the procedure established by the civil legislation of the Russian Federation for the registration of legal entities. 2. The central company of the financial and industrial group is usually an investment institute. The establishment of a central company of the financial and industrial group in the form of an economic society, as well as an association, is permitted. 3. The name of the central company of the financial and industrial group after the state registration of the financial and industrial group includes the words "central company of the financial and industrial group", which is the central company of the financial and industrial group The group shall notify the authority which has carried out its registration. 4. The Charter of the central company of the financial and industrial group should determine the object and purpose of its activities and be consistent with the terms of the contract for the establishment of the financial and industrial group. The authority which has registered the central company of the financial and industrial group shall inform the competent public authority of any changes made to its Statute. 5. The Central Company of the Financial and Industrial Group in the cases established by this Federal Law, other legislative acts of the Russian Federation, the treaty establishing the financial and industrial group: speaks on behalf of members of the financial and industrial group in relation to the creation and operation of the financial and industrial group; is the consolidated (consolidated) accounting, reporting and balance of the financial and industrial group; prepares Annual report on the activities of the financial and industrial group; acts in the interests of the participants of the financial and industrial group in accordance with the legislation of the Russian Federation on banks and banking activities. Other activities of the central company of the financial and industrial group are established by its charter, the agreement establishing the financial and industrial group. CHAPTER IV. Activities FINANCIAL-INDUSTRIAL GROUP Article 12. The concept of activities of a financial and industrial group The activities of a financial and industrial group shall be understood as the activities of the participants under the contract for the establishment of a financial and industrial group and/or its activities. an organizational project when using separate assets. Article 13. Summary records in Finance and Industrial Group 1. In cases and in accordance with the procedure established by the legislation of the Russian Federation on taxes, a contract for the establishment of a financial and industrial group, participants in the financial and industrial group engaged in the sphere of production of goods, services, may be recognized The consolidated group of taxpayers, as well as can maintain consolidated (consolidated) accounting, reporting and balance of the financial and industrial group. 2. The procedure for the maintenance of the consolidated (consolidated) accounting, reporting and balance sheets of the financial and industrial group shall be determined by the Government of the Russian Federation. Article 14. Liability of the participants in the financial and industrial group of the group As part of the obligations of the central company of the financial and industrial group as a result of participation in the activities of the financial and industrial group, participants The financial and industrial group shall be jointly and severally liable. The peculiarity of the joint duty is established by the agreement on the establishment of the financial and industrial group. Article 15. State support for the activities of the Financial and Industrial Groups 1. Measures of state support for the activities of financial and industrial groups established by the decision of the Government of the Russian Federation are: Investment tenders (tenders), in the amount of investment tender (s) for investment for the buyer, the central company of the same financial and industrial group; Groups of the right to determine the amortization period Equipment and accumulation of depreciation with funds received for the activities of the financial and industrial group; transfer to trust management of the central company of the financial and industrial group is temporary State packages of shares in this financial and industrial group; provide government guarantees to attract various kinds of investment; providing investment loans and other financial support for the implementation of groups. The State authorities of the constituent entities of the Russian Federation may, within the limits of their competence, provide additional benefits and guarantees to financial and industrial groups. 2. The Central Bank of the Russian Federation can be provided to the banks-members of the financial and industrial group, which carry out investment activities in it, privileges that provide for the reduction of the norms of compulsory reservation, modification of others. Standards to increase their investment activity. 3. The Government of the Russian Federation is developing a procedure for the provision of support measures for financial and industrial groups, in accordance with the priorities of industrial and social policy, which it declares annually at the same time as the submission of the project The federal budget for the corresponding year and reports on the results of their application in the performance report on the federal budget. CHAPTER V. VERIFICATION AND ACCOUNTABILITY IN THE FINANCIAL-INDUSTRIAL GROUP Article 16. Annual report of the financial and industrial group 1. Not later than 90 days after the end of the financial year, the central company of the financial and industrial group shall submit to all members of the financial and industrial group a report on the activities of the financial and industrial group on the activities of the financial and industrial group. OF THE PRESIDENT OF THE RUSSIAN FEDERATION 2. The report is based on an audit of the activities of the financial and industrial group by an independent auditor. 3. The audit is carried out at the expense of the central company of the financial and industrial group. Article 17. Control over the activities of the { \cs6\f1\cf6\lang1024 } Financial and Industrial } 1 . The Plenipotentiary of the State body is entitled not more than once a year to report on the activities of the financial and industrial group and to appoint an audit. 2. The inspection carried out on the initiative of the competent public authority shall be conducted at the expense of the State. 3. The participants of the financial and industrial group are obliged to provide to the authorized public authority, upon request, any information on certain issues of the current activity of the financial and industrial group. 4. According to the results of the annual or current report of the financial and industrial group, the authorized state authority is obliged to take measures in cases of untrustable information in the documents submitted, evasion of necessary documents, detection of non-conformity in the activities of the financial and industrial group of the treaty on its establishment and organization, non-conformity of the activities of the central company of the financial and industrial group with its charter, abuse of the rights granted, and OF THE PRESIDENT OF THE RUSSIAN OF THE PRESIDENT OF THE RUSSIAN FEDERATION Depending on the nature and extent of the violation, the public authority may: invite the participants of the financial and industrial group to address the identified deficiencies and set a time frame for their elimination; OF THE PRESIDENT OF THE RUSSIAN FEDERATION OF THE PRESIDENT OF THE RUSSIAN FEDERATION (c) To request the Government of the Russian Federation to discontinue the registration of the financial and industrial group. The Plenipotentiary of the State shall inform the Government of the Russian Federation about each of these actions. 5. According to the request of the plenipotentiary public body by the Government of the Russian Federation, the State authorities of the constituent entity of the Russian Federation shall decide accordingly. Chapter VI: ERADICATION OF THE FINANCIAL-INDUSTRIAL GROUP Article 18. The concept of liquidation of a financial and industrial group A financial and industrial group shall be deemed to have been liquidated from the date of termination of the certificate of registration of the financial and industrial group and to remove it from the State registry financial and industrial groups. Article 19. Reasons for liquidation The Financial and Industrial Group shall be eliminated in the following cases: acceptance by all members of the financial and industrial group of the decision to terminate its activities; The annulment of the contract for the establishment of a financial and industrial group; established by a court ruling that entered into force, to violate the laws of the Russian Federation when establishing a financial and industrial group; expiration of the creation contract The financial and industrial group, if not extended by the members of the financial and industrial group; , by the Government of the Russian Federation, to terminate the certificate of registration of the financial and industrial group in connection with Its activities are not in conformity with the terms of the treaty establishing it and the organization of the project, as well as in the case of a repeat offender, as provided for in article 17 of this Federal Act, where measures have already been taken, provided for by the specified article. Article 20. Consequences of liquidation 1. The Plenipotentiary of the State in any of the cases specified in article 19 of this Federal Act shall terminate the certificate of registration of the financial and industrial group and shall exclude the corresponding entry from the State registry. financial and industrial groups. 2. Obligations of the participants in the financial and industrial group pursuant to the contract for the establishment of a financial and industrial group in the event of its liquidation are effective, since this is not contrary to this Federal Law and Civil Code of the Russian Federation. CHAPTER VII. FINAL PROVISIONS Article 21. To clarify the normative legal acts , the Government of the Russian Federation, to bring into conformity with this Federal Law the normative legal acts of the federal executive authorities. Article 22. Entry into force of this Federal Law 1. This law shall enter into force on the date of its official publication. 2. Activities and related documents registered at the time of the entry into force of this Federal Act for financial and industrial groups must be brought into conformity with this Federal Law and must be re-registered. for a period of six months from the date of its entry into force. 3. The competent State authority, established by the Government of the Russian Federation, provides a priority order for re-registration of existing financial and industrial groups. President of the Russian Federation Yeltsin Moscow, Kremlin 30 November 1995 N 190-FZ