About Societies With Limited Liability

Original Language Title: Об обществах с ограниченной ответственностью

Read the untranslated law here: http://pravo.gov.ru/proxy/ips/?doc_itself=&infostr=x&backlink=1&fulltext=1&nd=102051516


 
 
 
                      RUSSIAN FEDERATION FEDERAL LAW on liability adopted by January 14, 1998 GosudarstvennojDumoj sograničennoj year SovetomFederacii Approved 28 January 1998 (ed.  Federal law dated July 11, 1998  N 96-FZ collection zakonodatel′stvaRossijskoj Federation, 1998, no. 28, art.
3261; Federal law dated December 31, 1998 N 193-FZ-collection of laws of the Russian Federation, 1999, N 1, art.  2;
Federal law dated March 21, 2002 N 31-FZ-collection of laws of the Russian Federation, 2002, N 12, art. 1093;
Federal law dated December 29, 2004  N 192-FZ-collection of laws of the Russian Federation, 2005, N 1, art.  18;
Federal law dated July 27, 2006 N 138-FZ-collection of laws of the Russian Federation, 2006, N 31, art.  3437;
Federal law dated December 18, 2006  N 231-FZ-collection of laws of the Russian Federation, 2006, no. 52, art.  5497;
Federal law dated April 29, 2008  N 58-FZ-collection of laws of the Russian Federation, 2008, no. 18, art. 1941;
Federal law dated December 22, 2008  N 272-FZ-collection of laws of the Russian Federation, 2008, no. 52, art. 6227;
Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20;
Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642;
Federal law dated August 2, 2009 N 217-FZ-collection of laws of the Russian Federation, 2009, N 31, art.  3923;
Federal law dated December 27, 2009  N 352-FZ-collection of laws of the Russian Federation, 2009, no. 52, art. 6428;
Federal law dated July 27, 2010 N 227-FZ-collection of laws of the Russian Federation, 2010, N 31, art. 4196;
Federal law dated December 28, 2010  N 401-FZ-collection of laws of the Russian Federation, 2011, N 1, art.  13;
Federal law dated December 28, 2010  N 409-FZ-collection of laws of the Russian Federation, 2011, N 1, art. 21;
Federal law dated July 11, 2011 N 200-FZ-collection of laws of the Russian Federation, 2011, N 29, art. 4291;
Federal law dated July 18, 2011 N 228-FZ-collection of laws of the Russian Federation, 2011, N 30, art. 4576;
Federal law dated December 6, 2011 N 405-FZ-collection of laws of the Russian Federation, 2011, N 50, art. 7347;
Federal law dated December 29, 2012  N 282-FZ-collection of laws of the Russian Federation, 2012, N 53, art. 7607;
Federal law dated July 23, 2013 N 210-FZ-collection of laws of the Russian Federation, 2013, N 30, art.  4043;
Federal law dated December 21, 2013  (N) 379-FZ-collection of laws of the Russian Federation, 2013, N 51, art. 6699;
Federal law dated May 5, 2014  N 129-FZ-collection of laws of the Russian Federation, 2014, N 19, art.  2334;
Federal law dated March 30, 2015 N 67-FZ-collection of laws of the Russian Federation, 2015, N 13, art.  1811;
Federal law dated April 6, 2015 N 82-FZ-collection of laws of the Russian Federation, 2015, N 14, art.  2022;
Federal law dated June 29, 2015 N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art.  4000;
Federal law dated June 29, 2015 N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001;
Federal law dated December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N 1, art. 11;
Federal law dated December 29, 2015  N 409-FZ-collection of laws of the Russian Federation, 2016, N 1, art. 29) Chapter i. General provisions article 1. Relations regulated by the present Federal Law 1. This federal law determines in accordance with the Civil Code of the Russian Federation on the legal status of the company with ograničennojotvetstvennost′û, law and obâzannostiego members, the procedure for the establishment, reorganization and liquidation of the company.
     2. the peculiarities of the legal status, procedure of establishment, reorganization and likvidaciiobŝestv limited liability company in the fields of banking, insurance, private security and investment activities, as well as in the field of proizvodstvasel′skohozâjstvennoj products, mortgage agents and specialized societies are defined by federal′nymizakonami (in red.  Federal law dated December 22, 2008  N 272-FZ-collection of laws of the Russian Federation, 2008, no. 52, p. 6227; Federal law dated December 21, 2013  (N) 379-FZ-Sobraniezakonodatel′stva Russian Federation, 2013, N 51, art. 6699). 3. Relations associated with the Commission of foreign investors or a group of persons that includes a foreign investor deals with shares, sostavlâûŝimiustavnyj capital of a limited liability company having strategic significance for ensuring the defence of the country and the security of the State, and ustanovleniemkontrolâ foreign investors or a group of persons to which the investor vhoditinostrannyj, over takimiobŝestvami, regulated in accordance with the provisions of the Federal law "on the procedure for foreign investments in business companies of strategic importance for national defense and security of the State" (para. 3 was introduced by the Federal zakonomot April 29, 2008 N  58-FZ-collection of laws of the Russian Federation, 2008, no. 18, art. 1941). Article 2. Basicprovisions on limited liability companies 1. Society with limited liability company (hereinafter-the company) is established by one or more persons to a commercial company, the authorized capital of which is divided into hopeли;
the shareholders shall not be liable for its obligations and bear the risk of losses associated sdeâtel′nost′û society, owned predelahstoimosti shares in the share capital of the company.
     Učastnikiobŝestva not fully paid shares are jointly and severally liable for the obligations of the company to the extent of the value of the unpaid portion of their shares in the share capital of the company.
     (Para 1 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2. The society owns separate property accounted for egosamostoâtel′nom can balance from svoegoimeni to acquire and exercise property and personal non-property rights, bear responsibilities, act as a plaintiff and defendant in court.
     Imet′graždanskie law and society could carry civil obligations necessary for the implementation of any activities not prohibited by federal laws, if it is not contrary to the object and purpose of the activity is definitely limited in the company Charter.
     Individual vidamideâtel′nosti, list of kotoryhopredelâetsâ federal law, the company may deal with only on the basis of special permits (licenses).  If usloviâmipredostavleniâ the special permits (licenses) to carry out a specific activity required to carry out such activities as exclusive, society during the period of validity of the special permission (license) is entitled to exercise only activities under special permission (license), and related activities.
     3. the company sčitaetsâsozdannym as a legal entity from the moment of its State registration in the order established by the Federal law on State registration of legal entities.
     Society is created without term limits, unless otherwise stipulated by its Charter.
     4. The company may in the prescribed manner open bank accounts within the territory of the Russian Federation and abroad.
     5. vpraveimet′ seal, stamps and forms with its name, emblem, as well as duly registered trademark and other means of individualization. The Federal law can be a duty to society to use print.
     Information about available print must be contained in the Charter of the company.
     (Item 5 in the red.  Federal law dated April 6, 2015  N 82-FZ-collection of laws of the Russian Federation, 2015, N14, art. 2022) article 3. Company liability 1. Nesetotvetstvennost′ society for its obligations with all property belonging to him.
     2. the company does not otvečaetpo obligations of its participants.
     3. In the case of insolvency (bankruptcy) of the company due to the fault of the participants or the fault of others who have the right to give instructions obligatory for the company or otherwise have the possibility to determine its activity on a specific partner or other persons in case of insufficiency of the property obŝestvamožet be assigned subsidiary liability for its obligations.
     4. the Russian Federation, constituent entities of the Russian Federation and municipal entities are not liable for the obligations of the company, as well as the society is not liable for the obligations of the Russian Federation, constituent entities of the Russian Federation and municipal entities.
 
     Article 4. Firmennoenaimenovanie society and its location 1. Society dolžnoimet′ full and may be abbreviated name in the Russian language.  The company may also have full and/or abbreviated name in the languages of the

the peoples of the Russian Federation and (or) foreign languages.
     Full firmennoenaimenovanie society in Russian should contain the full name of the company and the words "limited liability company". Abbreviated company name in Russian dolžnosoderžat′ full or abbreviated name of the company and the words "limited liability partnership" or the abbreviation Ltd.
     Brand naimenovanieobŝestva in the Russian language and in the languages of the peoples of the Russian Federation may contain foreign loanwords in Russian transcription or in transcriptions of languages of peoples of the Russian Federation, except for terms and acronyms, otražaûŝihorganizacionno-legal form (as restated.  The Federal Act of 18 December 2006 N 231-FZ-collection of laws of the Russian Federation, 2006, no. 52, art. 5497). Other requirements to the name of the society shall be established by the Civil Code of the Russian Federation (paragraph added by federal law from December 18, 2006  N 231-FZ-collection of laws of the Russian Federation, 2006, no. 52, art.
5497). 2. Location of the society is determined by the place of its State registration (as amended by the Federal law of March 21, 2002.  N 31-FZ collection zakonodatel′stvaRossijskoj Federation, 2002, N 12, art. 1093). 3. (Paragraph 3 deleted Federal′nymzakonom from March 21, 2002 N 31-FZ-collection of laws of the Russian Federation, 2002, N12, p. 1093) article 5. Affiliates ipredstavitel′stva society 1. The company may establish branches and open representative offices to address the company's General participants ' meeting passed by at least two-thirds oftotal votes held by the company participants, unless a greater majority vote for such decisions is required by the company Charter.
     Creating a society branches and opening of representative offices on the territory of the Russian Federation carried out in compliance with the requirements of this federal law and other federal laws, and for the predelamiterritorii of the Russian Federation in accordance with the legislation of the foreign State in the territory of which the branches or representative offices are opened, unless otherwise stipulated by international treaties of the Russian Federation.
     2. A branch of the society is its obosoblennoepodrazdelenie, located outside society and carrying out all or part of its functions, including the function of representation.
     3. the Mission of the society is its separate subdivision, located outside the society, represents the interests of the society and carrying out their defense.
     4. branch and Representative Office of the company are not legal entities and operate on the basis of utverždennyhobŝestvom provisions.   Branch and representation of vested property created by their society.
     Rukovoditelifilialov and obŝestvanaznačaûtsâ society offices and operate on the basis of his power of attorney.
     Branches and representative offices operate on behalf of the society that created them. Responsible for the activities of the branch and representation is created in their society.
     5. Branches and representative offices must byt′ukazany in the unified State Register of legal entities (as amended by the Federal law dated June 29, 2015  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). Article 6. Child izavisimye society 1. The company may have subsidiary and dependent business companies with the rights of a legal person established on the territory of the Russian Federation in accordance with the present Federal′nymzakonom and other federal laws, and outside the territory of the Russian Federation in accordance with the zakonodatel′stvominostrannogo States, territoriikotorogo created a subsidiary or dependent business company, unless otherwise nepredusmotreno international treaties of the Russian Federation.
     2. the company recognizes a child if another (major) commercial company or partnership by virtue of dominant participation in its Charter capital or in accordance with a contract concluded between them, or otherwise has the ability to determine the decisions made by this society.
     3. a subsidiary company is not responsible for debts of the parent company or partnership.
     The main hozâjstvennoeobŝestvo (partnership), which has the right to give obligatory for the subsidiary company negoukazaniâ, jointly and severally responsible with the subsidiary on transactions concluded by the latter, pursuant to such instructions.
     In slučaenesostoâtel′nosti (bankruptcy) of the subsidiary company due to the fault of the parent company or partnership most carries in case of insufficiency of the property of a child obŝestvasubsidiarnuû liability for its debts.
     Učastnikidočernego society has the right to demand reimbursement of the principal company (or partnership) losses incurred by the subsidiary company egovine.
     4. society for priznaetsâzavisimym, if (the dominant party) economic society has more than twenty per cent of the authorized capital of the first society.
     The society, which has acquired more than 20 percent of the voting shares of dvadcatiprocentov or more of the authorized capital of another society with limited liability obâzanonezamedlitel′no to publish this information in the Gazette, which publishes data on State registration of legal entities.
 
     Article 7. Učastnikiobŝestva 1. Company participants may be citizens and legal persons.
     Federal′nymzakonom may be prohibited or restricted to certain categories of citizens participation in societies.
     2. State bodies and local self-government bodies may not be participants societies unless otherwise stipulated in the Federal law.
     Society can byt′učreždeno one person kotoroestanovitsâ its sole participant. The company may subsequently become a society with one party.
     The company may not have as its sole participant another business entity consisting of one person.
     The provisions of this federal law apply to society with one party to the extent that this federal law provides otherwise and as it does not contradict the substance of the relationship.
     3. Number of učastnikovobŝestva must not be more than fifty.
     If the number of participants exceeds the prescribed limit under this paragraph, the society during the year should be transformed into an open joint-stock company or a production cooperative.  If within the specified period the society will not be converted and the number of shareholders is reduced to this paragraph limit, it shall be liquidated in the courts on the request of the authority responsible for the State registration of legal entities or other State bodies or local self-government bodies entitled to bring such claims under a federal law.
 
     Article 8. Učastnikovobŝestva rights 1. Obŝestvavprave participants: to participate in managing the Affairs of society in the manner prescribed by this federal law iustavom (as restated.  Federal law dated 30 December 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     to receive information odeâtel′nosti society and get acquainted with its books and other documentation in the ustanovlennomego Charter procedure (as amended by the Federal law of December 30, 2008 g. N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20);
     participate vraspredelenii profit;
     sell or osuŝestvit′otčuždenie otherwise its participation interest or a portion thereof in the Charter capital of the company to one or several company participants or to another person in accordance with the procedure stipulated by this federal law and the Charter of the company (in red.  Federal law dated 30 December 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     exit from the company putemotčuždeniâ its share of society, if such vozmožnost′predusmotrena by the company Charter, ilipotrebovat′ acquiring shares in cases stipulated by this federal law (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20);
     get in the event of liquidation of the company, part of the assets remaining after the settlement with creditors, or its value.
     Participants also obŝestvaimeût other rights stipulated by this federal law.
     2. in addition to the rights provided for in this federal law, the Charter of a company may provide for other rights (other rights) participant (s) of the company.  These rights can be included in the company Charter at its establishment ilipredostavleny party (parties) to address the company's General participants ' meeting passed by all company participants unanimously.
     Dopolnitel′nyeprava, opredelennomuučastniku society, provided in the case of the alienation of its participation interest or a portion thereof to the acquirer of the participation interest or the portion thereof is not moving (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     Termination or limitation of the additional rights granted to all participants of the society is carried out by decision the company's General participants ' meeting passed by all parties

the society unanimously.  Termination or limitation of the additional rights granted to a particular company participant is subject to a decision of the company's General participants ' meeting passed by at least two-thirds oftotal votes held by the company participants, provided that the učastnikobŝestva, which owns such additional rights, voted in favour of the adoption of such a decision, or gives its written consent.
     A company participant is granted additional rights, may decline to exercise additional rights belonging to him, by sending written notice to the company.  From the date of receipt of the notification specified additional rights society the company participant is terminated.
     3. the founders (participants) of the company may contract on the implementation of the rights of company participants, undertake to implement kotoromuoni in a certain manner their rights and (or) (refuse) from the refrain of the implementation of these rights, including to vote a certain way on the company's General participants ' meeting, soglasovyvat′variant vote with other participants, sell the participation interest or the portion thereof for a specific dogovoromcene data and (or) upon the occurrence of certain circumstances (refuse) either to refrain from the alienation of shares or častidoli before occurrence of certain circumstances and perform other actions consistently associated with managing society, creation, activity, reorganization and likvidaciejobŝestva.
Such a contract shall be in writing by compiling a single document signed by the parties (item 3 was introduced by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20; in red.
Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642;
Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001). Učastnikiobŝestva, concluding the Treaty, specified in the first subparagraph of this paragraph, to notify the public about the fact that his opinion no later than 15 days from the date of its conclusion.  By agreement of the parties to such a treaty, the notification can be sent to the society of one of its sides.  In the case of non-observance of the obligations of company participants that are not parties to the Treaty, has the right to demand compensation for damages suffered (paragraph added by federal law from June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001). 4. If nastoâŝimFederal′nym the law provides for judicial protection of rights of company participants, such protection could be exercised by the arbitral tribunal in the cases and pursuant to procedure established by federal law (item 4 was introduced by the Federal law of December 29, 2015  N 409-FZ-collection of laws of the Russian Federation, 2016, N 1, art.  29, comes into force on the 1sentâbrâ 2016).
 
     Article 9. Obâzannostiučastnikov society 1. Participants: obŝestvaobâzany pay vustavnom share capital of the company in the manner and within the time limits, which predusmotrenynastoâŝim the Federal law and the company's Foundation Agreement (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     not razglašat′informaciû on the activities of the society, for which you require the provision of eekonfidencial′nosti (in red.  Federal zakonaot N 200-FZ of July 11, 2011-collection of laws of the Russian Federation, 2011, N 29, art. 4291). participants obŝestvanesut and other duties stipulated by this federal law.
     2. Pomimoobâzannostej provided for nastoâŝimFederal′nym law, the Charter of a company may provide for other obligations (additional duty) participant (s) of the company.
These duties may be provided for by the Charter of obŝestvapri's establishment or entrusted to all company participants decision the company's General participants ' meeting passed by all company participants unanimously. Assigning additional duties to a particular company participant osuŝestvlâetsâpo the decision of the company's General participants ' meeting passed by at least two-thirds of votes from the total number of votes held by the company participants, provided that the učastnikobŝestva, which assigned such additional responsibilities, voted for the adoption of such a decision, or gives its written consent.
     Dopolnitel′nyeobâzannosti entrusted to a particular company participant, in the case of the alienation of its participation interest or a portion thereof to the acquirer of the participation interest or the portion thereof is not moving (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) Dopolnitel′nyeobâzannosti may be terminated by a decision of the company's General participants ' meeting passed by all company participants unanimously.
 
     Article 10. Isklûčenieučastnika of company Učastnikiobŝestva, which share in sovokupnostisostavlâût not less than ten per cent of the authorized kapitalaobŝestva, the justiciability of the right to demand the exclusion from society party, which grossly violates their obligations either through their actions (inaction) makes it impossible for the company or substantially impedes.
 
     CHAPTER II. COMPANY ESTABLISHMENT Article 11. Porâdokučreždeniâ society 1. The establishment of the society is carried out by decision of its founders or founder.  Decision on the establishment of the society was adopted by the Assembly of the founders of the society.  In the case of a company by one person, the decision on its establishment is adopted by that person alone.
     2. the decision on the establishment of a society should reflect the results of the vote founders and their decisions on establishing the society, on the definition of brand name society, the location of the society razmeraustavnogo obutverždenii capital, Charter of the company or that the company operates based on the model of the Charter, approved by the Government of the Russian Federation authorized federal body of executive power to elect, or about naznačeniiorganov control society as well as on the formation of its internal audit Commission or the election of the auditor of the company, if such bodies provided for in the company Charter or are required in accordance with this federal law (as amended.  Federal law dated June 29, 2015 N 209-FZ collection zakonodatel′stvaRossijskoj Federation, 2015, N 27, art. 4000). Establishing the company founders or founder can approve the auditor of the company and, in cases, if otnošeniiobŝestva legislation in force provides for a mandatory audit, founders or founder should take such a decision.
     In the case of one person učreždeniâobŝestva a decision on the establishment of a society should determine the size of the authorized capital stock of the company, the order and terms of payment, as well as the size and nominal value of shares of the founder.
     3. decisions of the obučreždenii society, approval of its Charter or that the company operates based on the model of the Charter approved by the authorized Government Russianfederation federal body of executive power, the approval of the monetary evaluation of securities, drugihveŝej or property rights or any other of monetary evaluation of the rights that are made by the founders of the society for payment for participation interests in the Charter capital of a company, prinimaûtsâučreditelâmi society unanimously (as amended by the Federal law dated June 29, 2015
N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). 4. The election of the managing bodies of the company, the formation of its internal audit Commission or the election of the auditor of the company and approval of the auditor of the society are carried out by the majority not less than three-fourths of votes from the total number of votes of the founders of the society.
     If at the time of the election of the managing bodies of the company, education of its internal audit Commission or the election of the auditor of the company and approval of Auditor size shares of each of the founders ' is not defined, each company founder during the vote shall have one vote.
     5. the founders of obŝestvazaklûčaût in writing Treaty establishing the society, governing their implementation of joint activities on the establishment of the company, the size of the authorized capital stock of the company, the size and nominal value of the share of founders ' každogoiz, as well as size, order and terms of payment of such shares in the Charter capital of a company.
     The Treaty on the establishment of the society was not a constitutive document of the company.
     6. Učrediteliobŝestva are jointly and severally liable for obligations associated with the establishment of the society and raised doego State registration.  The society is responsible for the obligations of učreditelejobŝestva connected with its establishment, only if their actions are subsequently approved by the company's General participants ' meeting.  The size of otvetstvennostiobŝestva in any case may not exceed one-fifth of the paid authorized capital of the company.
     7. Particular institutions of society with the participation of foreign investors are determined by federal law.
     8. Information about razmerei par value of the participation interest of each company participant entered into the unified State Register of legal entities in accordance with the Federal law on State registration of legal entities.  Information on the nominal values of the participants at its establishment shall be determined on the basis of the provisions of the Treaty on the establishment of the society or the decision of the sole founder of the society, including

If these shares are not paid in full and podležatoplate in the manner and within the period prescribed by this federal law.
     (Art. 11 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 12. Articles of Association of the company (name as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 1. Učreditel′nymdokumentom society is the Charter of the company.
     The company operates directly approved by its founders (participants) of the articles of association or the model of the Charter, approved by the Government of the Russian Federation authorized federal enforcement authority (hereinafter referred to as model statutes).  The specified federal body of executive power within three rabočihdnej from the day of official publication of normative legal act, which approved a model statute, is obliged to send a model statute to the authority responsible for the State registration of legal entities, to accommodate the model statute on the official site of such a body.
Regulation on approval of model ustavavstupaet into force within the period prescribed by the regulations, but not earlier than the expiration of fifteen days from the day of its official publication.
     That obŝestvodejstvuet based on the model of the Charter, the company reports to the authority responsible for the State registration of legal persons, in the manner prescribed by the Federal law on State registration of legal entities.
     Changes in the model statutes is amended as authorized by the Government of the Russian Federation Federal Executive authority in the manner prescribed by the second subparagraph of this paragraph, and shall enter into force within the period prescribed by the regulatory legal act providing for such changes, but not earlier than the expiration of fifteen days from the day of official publication of the specified normative legal act.
     (Item 1 in red.  Federal law dated June 29, 2015  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000) 2. The articles of Association approved by the founders of (or participants in) the society shall contain (in red.  Federal law dated June 29, 2015  N 209-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 27, art. 4000): full and sokraŝennoefirmennoe the name of the company;
     information about the location of the company;
     information on the composition of the ikompetencii organs of society, including on questions that make up the exclusive competence of the participants obŝegosobraniâ oporâdke adoption agencies society decisions, including on questions decisions on which are taken unanimously or by a qualified majority;
     information about razmereustavnogo the capital of the company;
     (Paragraph six utratilsilu on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) law and obâzannostiučastnikov society;
     for information about how to release iposledstviâh a company participant from the company if the right navyhod of the society envisaged in the Charter of the society (as amended by the Federal law of December 30, 2008 N312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20);
     information about porâdkeperehoda a participation interest or a portion thereof in the Charter capital of a company to another person (in red.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     information about porâdkehraneniâ documents of the company and on the procedure for providing information to participants in the society the society and other persons;
     other information provided for in this federal law.
     The Charter of a company may also contain other provisions that do not contradict this federal law and other federal laws.
     2-1. model ustavdolžen contain information referred to in paragraph 2 of this article, except for the information referred to paragraphs of the second, third and fifth of the said paragraph (paragraph 2-1 was introduced by the Federal law of June 29, 2015 N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000).
     3. at the request of the auditor of the company participant or any interested person, the company shall within a reasonable time to provide them with an opportunity to familiarize themselves with the Charter of the company, including changes or notify any interested person that the company operates based on the model of the Charter, which can be consulted free of charge in publicly available on the official website of the authority responsible for the State registration of legal persons.  The company shall on demand of the company participant to provide him with a copy of the current Charter.  The fee charged by the company for predostavleniekopij, may not exceed the costs of their production (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20; Federal law dated June 29, 2015 N 209-FZ collection zakonodatel′stvaRossijskoj Federation, 2015, N 27, art. 4000). 4. Changes to the articles of Association approved by the founders of (or participants in) the society shall be made by resolution of the general meeting of shareholders (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20;  Federal law dated 21st septembrie, 2015.  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art.
4000). Changes to the articles of Association approved by the founders (participants) of the company, are subject to state registration in accordance with article 13 hereof to log a society (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20; federal law dated June 29, 2015  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). Changes to the articles of Association approved by the founders of (or participants in) the society, become effective for third parties upon their State registration, and in cases stipulated by this federal law, the notification authority responsible for the State registration (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art.  20;
Federal law dated June 29, 2015  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). Shareholders, acting on the basis of the model of the Charter may at any time decide that society in future will not act based on the model of the Charter, and to approve the articles of Association of the company in the manner prescribed by this federal law, stating the information under paragraph 2 of this article (paragraph added by Federal zakonomot June 29, 2015  N 209-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 27, art. 4000). Shareholders, acting on the basis of statutes approved by the founders of (or participants) of the company, may at any time decide that society will continue to operate on the basis of the model of the Charter.  Information that the company operates based on the model of the Charter shall be submitted to the authority, osuŝestvlâûŝijgosudarstvennuû registration of legal persons, in the manner prescribed by the Federal law on State registration of legal entities (paragraph added by federal law of26 June, 2015.  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000).
     5. (para 5 lost effect on the grounds of the Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) article 13. State registration of the company is subject to state registration at the body exercising the State registration of legal persons, in the manner prescribed by the Federal law on State registration of legal entities.
 
     CHAPTER III. THE AUTHORIZED CAPITAL OF THE COMPANY.
                 IMUŜESTVOOBŜESTVA Article 14. Ustavnyjkapital society.
                Vustavnom share capital 1. The authorized capital of the company is composed of nominal value of the shares of its participants.
     Ustavnogokapitala size must be no less than ten thousand rubles (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     The size of the authorized capital stock of the company and the nominal value of the shares held by the company participants is determined in rubles.
     Authorized kapitalobŝestva specifies the minimum size of his property, guaranteeing the interests of its creditors.
     2. The size of the doliučastnika society in the Charter capital of a company is defined as a percentage or a fraction.  The size of the participation interest of a company participant must correspond to the nominal value of its shares and authorized capital of the company.
     Dejstvitel′naâstoimost′ the participation interest of a company participant corresponds to part of the cost of the čistyhaktivov society, proporcional′nojrazmeru shares.
     3. the Charter of a company may be limited to the maximum size of the participation interest of a company participant. The Charter of a company may be limited to the possibility of changing the ratio of shares held by the company participants.  Such restrictions may not be imposed on individual members of society.  These provisions may be included in the company Charter at its establishment and also incorporated in the Charter of the company, changed and excluded from the company Charter by rešeniûobŝego participants ' meeting of a company, passed by all company participants unanimously.

     If the articles of association contain limitations set forth in this paragraph, a person who has acquired a share in the Charter capital of a company in violation of the provisions of this paragraph and the relevant provisions of the Charter of the company, shall be entitled to vote at the general meeting of shareholders of part of the share, the amount of which does not exceed the prescribed by the company Charter, the maximum size of the participation interest of a company participant (paragraph added by federal law N 312-FZ dated December 30, 2008-collection of laws of the Russian Federation , 2009, N 1, art. 20.) Article 15. Payment dolejv the company's Charter capital 1. Payment for participation interests in the Charter capital of a company may be money, securities, other things or other property rights having monetary ocenkupravami.
     2. Valuation of property contributions for payment for participation interests in the Charter capital of a company shall be approved by the decision of the general meeting of shareholders adopted by all company participants unanimously.
     If the nominal value or an increase in the nominal value of the participation interest of a company participant in the authorized kapitaleobŝestva paid nonmonetary assets is more than twenty thousand rubles, celâhopredeleniâ value of this property must be an independent appraiser, provided that the other is not stipulated by the Federal law.  Nominal value or an increase in the nominal value of the participation interest of a company participant, paid such nonmonetary assets, may not exceed the amount of the assessment of the assets defined by an independent appraiser (as amended by the Federal law dated August 2, 2009 N217-FZ-collection of laws of the Russian Federation, 2009, N 31, art. 3923).
     In case of payment of shares vustavnom capital nonmonetary assets company participants and the independent appraiser solidarnonesut in case of insufficiency of the property of the company subsidiarnuûotvetstvennost′ on its obligations in the amount of overstatement introduced by stoimostiimuŝestva for payment for participation interests in company charter capital within three years from the moment of State registration of the company or the company's Charter provided for in article 19 of this federal law changes.
     The Charter of a company may be installed equipment that cannot byt′vneseno for payment for participation interests in the Charter capital of a company.
     3. in the event of termination of the use of property rights of the company before the expiration of the term for which such property was transferred to the company in payment for usage share, učastnikobŝestva, sent the property shall provide to the society at its request monetary compensation, equal pay for the same usage of property in such circumstances for the remainder of the use of property.   Monetary compensation shall be given in a lump sum within a reasonable time from the date of presentation of the society demands of its granting, unless a different procedure for granting monetary compensation is not set by the decision of the general meeting of shareholders. This decision is made by the company's General participants ' meeting excluding votes učastnikaobŝestva, submitted to the company in payment for their share of the right to use the assets, which ended prematurely.
     The company's Foundation Agreement or, in the case of a company by one person, the decision on the establishment of a society may provide for other methods of and otherwise predostavleniâučastnikom society compensation early termination of the right to use the assets allocated to them vpol′zovanie to the company in payment for the share in the authorized capital of the company.
     In the event of a failure within the prescribed time limit for compensation or a portion thereof in the Charter capital of a company, in proportion to the unpaid amount (value) compensation, moving kobŝestvu.
Such participation interest or the portion thereof must be implemented society in the manner and within the period prescribed in article 24 of this federal law.
     4. Property transferred to a company participant for use to the company in payment for their shares, in the event of withdrawal or expulsion of such member of society will remain at the disposal of society during the period for which the property was transferred, esliinoe not provided for by the Treaty on the establishment of the society.
     (Article 15 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 16. Porâdokoplaty shares in the Charter capital of a company PRIEGO (name as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 1. Each company founder must pay fully their share in the authorized capital of the company during the period, which is defined by the Treaty of obučreždenii society or in a company by one person, the decision on the establishment of the society. Such payment period may not exceed four months from the registration of the company momentagosudarstvennoj.  Replication share each founder of the company may be paid at a price not lower than its nominal′nojstoimosti (in red.  Federal law may 5, 2014.  N 129-FZ-collection of laws of the Russian Federation, 2014, N 19, art. 2334). it is not allowed to osvoboždenieučreditelâ from the obligation to pay the society share in company charter capital (as restated by federal law from December 27, 2009 N 352-FZ-collection of laws of the Russian Federation, 2009, no. 52, p. 6428).
     (Item 1 in red.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2. (Utratilsilu, paragraph 2 on the basis of the Federal law of May 5, 2014 N 129-FZ-collection of laws of the Russian Federation, 2014, N 19, art. 2334)
     3. In the case of incomplete payment of shares in ustavnomkapitale society within a period to be determined in accordance with paragraph 1nastoâŝej of article, unpaid čast′doli goes to the society.  Such portion thereof must be implemented society in the manner and within the period prescribed in article 24 of this federal law.
     The company's Foundation Agreement may provide for the exaction of forfeit (fine, penalty) for neispolnenieobâzannosti on payment for participation interests in company charter capital.
     The proportion of the founder of the society, unless provided otherwise by the company Charter, predostavlâetpravo voice only within the paid part owned by him.
     (VvedenFederal′nym, paragraph 3 of the Act of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 17. Uveličenieustavnogo capital 1. An increase of the Charter capital of a company is allowed only after its full payment.
     2. increase the ustavnogokapitala of the company may be at the expense of the property of the company, and (or) through additional contributions of company participants, and (or) unless prohibited by the company Charter, due to the contributions of third parties newly admitted to company.
     3. The adoption of the rešeniâobŝego participants ' meeting on the increase of the Charter capital and the composition of shareholders present when making the decision, should be confirmed by notarization (item 3 was introduced by the Federal law of March 30, 2015  N 67-FZ-collection of laws of the Russian Federation, 2015, N 13, art. 1811). Article 18. Uveličenieustavnogo capital of the company at the expense of egoimuŝestva 1. Increase of company charter capital using company's assets is subject to a decision of the company's General participants ' meeting passed by at least two-thirds of votes from the total number of votes held by all company participants, unless a greater majority vote for such decisions nepredusmotrena the Charter of the company.
     The decision to increase the authorized capital of the company at the expense of the company's property can be taken only on the basis of the accounting data for the year otčetnostiobŝestva predšestvuûŝijgodu, during which accepted such decision.
     2. the amount by which to increment the authorized capital of the company at the expense of the property of the company, shall not exceed the difference between the company's net assets value and the amount of authorized capital and reserve fund of the company.
     3. in uveličeniiustavnogo the capital of the company in accordance with this article shall be increased in proportion to the nominal value of the shares of vsehučastnikov society without changing the dimensions of their shares.
     4. statement by the ogosudarstvennoj registration of changes in the articles of Association approved by the founders (participants) of the company, in connection with the increase of the Charter capital of the company shall be signed by the person serving as the company's sole executive body.  The statement reaffirmed the adherence to the requirements of society 1 and 2 of this article (in red.  Federal law of June 29, 2015.  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). This statement and other documents for the State registration of changes in the articles of Association approved by the founders (participants) of the company, in connection with the increase of the Charter capital of a company, as well as changes in the nominal value of the shares held by the company participants should be represented in the body, osuŝestvlâûŝijgosudarstvennuû registration of legal entities within one month from the date of adoption of the decision on the increase of the Charter capital of a company's assets (ed. Federal′nogozakona from June 29, 2015  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). such izmeneniâpriobretaût effective for third parties upon their State registration.
     If the company operates on the basis of the model

of the Charter, within one month from the date of adoption of the decision on the increase of the Charter capital of a company's assets obŝestvosoobŝaet in the authority responsible for the State registration of legal persons, in the manner laid down by federal law ogosudarstvennoj registration corporate customers service, an increase ustavnogokapitala, as well as on the change of the nominal value of the shares held by the company participants (paragraph added by federal law from June 29, 2015  N209-FZ-collection of laws of the Russian Federation, 2015, N 27, art.
4000). (para. 4 of the Act of December 30, 2008 vvedenFederal′nym  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 19. Uveličenieustavnogo capital for sčetdopolnitel′nyh contributions and vkladovtret′ih parties newly admitted to company 1. Total sobranieučastnikov society by at least two-thirds of votes from the total number of votes held by all company participants, unless a greater majority vote for such decisions is required by the company Charter, can take a rešenieob increase in the Charter capital of the company at the expense of making additional contributions of company participants.  This decision must be determined the total cost of the additional contributions, and also established a single society for all participants of the sootnošeniemeždu value of a participant's additional contribution and the amount by which to increment the nominal value of its shares.  The specified ratio is determined based on the fact that the nominal value of the participation interest of a company participant may increase nasummu equal to or less than the value of its additional contribution.
     Each company participant is entitled to make an additional contribution not exceeding the portion of the total cost of the additional contributions proportional to size of the party's share of the vustavnom capital.  Dopolnitel′nyevklady company participants may be made within two months from the date of prinâtiâobŝim Assembly of shareholders solutions, the first subparagraph of this paragraph, unless the Charter of the company or by the decision of the general meeting of shareholders is not set a deadline.
     Not later than one month from the date of the expiration of the term of making additional contributions of a company's General participants ' meeting must take a decision approving the outcome of making additional contributions of company participants and to amend the articles of Association approved by the founders (participants) of society, changes related to the increase in the Charter capital of the company.  The nominal value of the participation interest of each company participant who made an additional contribution increases in accordance with the first subparagraph of this paragraph ratio (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20;
Federal law dated June 29, 2015 N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000) (Paragraph repealed pursuant to the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) (Paragraph repealed directly via the Federal law dated December 30, 2008 N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20) 2. Total sobranieučastnikov society may decide to increase its ustavnogokapitala based on participant statements (statements of company participants) on the vneseniidopolnitel′nogo contribution and (or) if it is nezapreŝeno by the company Charter, third person statements (statements of third persons) on the adoption of it in society and contributing to.  Such a decision is taken by all company participants unanimously.
     In a statement the company participant and the statement of a third person shall be specified the size and composition of the contribution procedure and period for its submission, as well as the size of the share that the company participant ilitret′e person would have in the Charter capital of a company. The statement can be used for other conditions contributing to society ivstupleniâ.
     Simultaneously with the decision to increase the authorized capital of the company on the basis of the application of the company participant or participants ' statements about making them or their additional contribution shall be decided to amend the articles of Association approved by the founders (participants) of society, changes due to the increase in the Charter capital of a company, as well as the decision on increase of the participation interest of a company participant or nominal′nojstoimosti shares held by the company participants, applicants making an additional contribution and, if necessary, a decision on changing the size of the shares held by the company participants. Such decisions are made by all company participants unanimously. The nominal value of the participation interest of each company participant, the complainant about making an additional contribution shall be increased by the amount equal to or less than the value of the participant's additional contribution (as amended by the Federal zakonaot December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20; Federal law of 29 iûnâ2015 N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). Simultaneously with the decision to increase the authorized capital of the company on the basis of the application of a third party or zaâvlenijtret′ih persons on the adoption of his or their vobŝestvo and contributing to decisions must be taken on the adoption of it or them into society, to amend the articles of Association approved by the founders (participants) of society, changes in connection with the increase of the Charter capital of a company, on the definition of par value and the share size or dolejtret′ego persons or third parties as well as about resizing the shares held by the company participants.  Such decisions are made by all company participants unanimously. The nominal value of the shares acquired by every third person in society should not purchase the value of his contributions (as amended by the Federal law of December 30 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art.  20; Federal law dated June 29, 2015 N 209-FZ collection zakonodatel′stvaRossijskoj Federation, 2015, N 27, art.
4000). dopolnitel′nyhvkladov company participants and contributions by third parties must be made not later than six months from the date of adoption at the general meeting provided for in this paragraph učastnikovobŝestva (as restated.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20. Paragraph six utratilsilu on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 2-1. Ogosudarstvennoj registration statement under this article changes in the Charter of the society approved by the founders of (or participants in) the society shall be signed by the person serving as the company's sole executive body.  The Declaration reaffirms the full incorporation into the company participants additional deposits or deposits to third parties.  Within three lets the moment of State registration of the relevant changes in the Charter of the company participants in the company jointly and severally bear in case of insufficiency of assets obŝestvasubsidiarnuû liability for its obligations in the amount of the value of unpaid additional contributions (in red.  Federal law dated June 29, 2015  N 209-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 27, art. 4000). Ukazannoezaâvlenie and other documents for State registration under this stat′ejizmenenij in connection with the increase of the Charter capital of the company, the increase in the nominal value of the shares held by the company participants, made dopolnitel′nyevklady, the adoption of third persons in the society, the face value and the size of the ihdolej and, if necessary, with the changes in the size of the shares held by the company participants, as well as documents confirming the full company participants additional deposits or deposits to third parties must be submitted to the authority responsible for the State registration of legal entities within a month from the date of adoption of the decision approving the outcome of making additional contributions of company participants, in accordance with paragraph 1 of this article or making additional vkladovučastnikami society or third parties on the basis of their statements.
     To third parties such amendments become effective and personal levels. their State registration.
     If the company operates based on the model of the Charter, within one month of the decision sodnâ approving the outcome of making additional contributions of company participants, in accordance with paragraph 1 of this article or making additional vkladovučastnikami society or third parties on the basis of their statements society informs the agency conducting State registration of legal persons, in the manner prescribed by the Federal law on State registration of legal entities to increase the authorized capital stock of the company, as well as to increase the nominal value of the shares held by the company participants, have made additional contributions, on the acceptance of third party vobŝestvo, the definition of the nominal value and the size of their share and, if necessary, about resizing the shares held by the company participants (paragraph added by federal law from June 29, 2015 N 209-FZ collection zakonodatel′stvaRossijskoj Federation, 2015, N 27, art. 4000).
     (Item 2-1 vvedenFederal′nym Act of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2-2. In the event of failure to comply with time limits provided for by paragraph

the third subparagraph of paragraph 1, clause 2 and clause 2-1 of the present article, the increase of the Charter capital of a company is declared void (paragraph 2-2 was introduced by the Federal law of December 30, 2008  N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20). 3. If the increase of the Charter capital of the company nesostoâlos′, the company shall within a reasonable period of time to return the company participants and third parties who have contributed money, their contributions and, failing to do so within such term, must also pay interest in the manner and within the period provided for in Article 395 of the Civil Code of the Russian Federation.
     Company participants itret′im to individuals who have made non-monetary contributions, the company shall return the term vrazumnyj their contributions and, failing to do so within such term, must also compensate for the loss of profits resulting from your inability to use the proposal as a contribution to the property.
     4. By decision of the general meeting of učastnikovobŝestva, passed by all company participants unanimously, members of society at the expense of additional deposits and/or third parties on account of their contributions is entitled to set off claims to money to the society (item 4 was introduced by the Federal law of December 27, 2009  N 352-FZ-collection of laws of the Russian Federation, 2009, no. 52, art.
6428). Article 20. Umen′šenieustavnogo capital 1. The company has the right to, and in cases stipulated by this federal law, must decrease its Charter capital.
     Umen′šenieustavnogo capital of the company may be managed by reducing the nominal value of the participation interests of all participants in the company's Charter capital and (or) cancelation, belonging to the society.
     The company may not reduce its share capital, if as a result of this reduction in its size will be less than the minimum amount of the authorized capital, determined in accordance with this federal law as of the date of submission of documents for State registration of the corresponding changes in the Charter of the society, utverždennomučreditelâmi (participants), or on the date of submission of the society, which operates on the basis of the model of the Charter documents dlâvneseniâ the appropriate changes in the uniform State Register of legal entities and, in cases, if in accordance with this federal law the company must reduce its authorized capital, on the date of State registration of the company (as amended by the Federal law dated June 29, 2015
N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4000). Umen′šenieustavnogo capital by reducing the nominal value of the participation interests of all actors of society should be the preservation of the sizes of the participation interests of all company participants.
     2. (para 2 utratilsilu on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 3. Within three working days after acceptance of the decision to reduce its Charter capital, the company is obliged to announce such a decision to the authority responsible for the State registration of corporate customers service and twice at intervals of one month publish the times Gazette, which publishes data on State registration of legal persons notice concerning reduction of its Charter capital (as restated by federal law of 18 July 2011 N 228-FZ collection zakonodatel′stvaRossijskoj Federation , 2011, N 30, art. 4576). 4. In the notification of the reduction of the Charter capital of the company shall contain the following: 1) full and abbreviated name of the company, information about the location of the company;
     2) size of the authorized capital stock of the company and the amount by which it decreases;
     3) method, the procedure and conditions for the reduction of the Charter capital of a company;
     4) describes the terms and conditions under which lenders society statement requirements under paragraph 5 of this article, specifying the address (location) of the Permanent Executive Body of the company, additional addresses forhow can be claimed such requirements as well as methods of communication with the public (telephones, faxes, email addresses and other information).
     (Item 4 in red.  Federal law dated July 18, 2011  N 228-FZ-collection of laws of the Russian Federation, 2011, N 30, art. 4576) 5. A creditor of the company if his right trebovaniâvoznikli up to publication of the notice on reduction of the Charter capital of the company, no later than within thirty days from the date of the last publication of such notice shall have the right to demand from the society early performance of the obligation, and in case of impossibility of early performance of such obligation of its termination and compensation for related losses.  Limitation period for appeal to the Court with this requirement is six months from the date of the last publication of the notice to obumen′šenii the company's Charter capital (as restated.  Federal law dated July 18, 2011  N 228-FZ-Sobraniezakonodatel′stva Russian Federation, 2011, N 30, art. 4576). 6. Otkazat′v the Court may meet the requirements specified in paragraph 5 of this article, in case if the company proves that: 1) as a result of the reduction of its Charter capital creditors ' rights are not violated;
     2) provided the provision is sufficient for the proper performance of the relevant obligation.
     (Paragraph 6 added by federal law 18iûlâ, 2011.  N 228-FZ-collection of laws of the Russian Federation, 2011, N 30, art. 4576) article 21. Transition doliili part of the participation interest of a company participant in ustavnomkapitale to other company participants itret′im persons 1. Iličasti transfer of the share in the authorized capital of the company to one or several company participants or to third persons is carried out on the basis of transactions, succession or on other lawful grounds.
     2. Party obŝestvavprave to sell or otherwise dispose of its participation interest or a portion thereof in the Charter capital of kapitaleobŝestva one or several company participants.  Consent of the other company participants or the company to commit such a transaction is not required, unless provided otherwise by the company Charter.
     Sell or otherwise alienate the participation interest or the portion thereof in the Charter capital of a company is allowed to third parties in compliance with the requirements provided for in this federal law, eslièto are not prohibited by the company Charter.
     3. The share of a company participant may be alienated before full payment only in part, in which it is paid.
     4. The shareholders have a preferential right to purchase a participation interest or a portion thereof by the company participant costs offers a third party or by other than the supply price to an unrelated third and predetermined price society (hereinafter referred to as predetermined by the Charter price) in proportion to their shares if the Charter of a company not specified otherwise the exercise of the preemptive right to purchase a participation interest or a portion thereof.
     The Charter of a company may be provided emtion society the participation interest or the portion thereof owned by the company participant costs offers third party or opredelennojustavom in advance costs if other učastnikiobŝestva do not use their preemptive right to purchase a participation interest or a portion thereof by the company participant.  While implementation of the society of the preemptive right to purchase a participation interest or a portion thereof at the predetermined price is only permitted under the condition that the purchase price of the society the participation interest or the portion thereof not less than for shareholders of prices.
     The purchase price of the share iličasti share in the authorized capital may be established by the company Charter in stable sum or based on one of the criteria for determining the value of shares (the company's net assets value, the carrying value of the assets of the company for the last reporting date, net profit of the company and others).  Predefined Charter iličasti share share purchase price must be the same for all participants, regardless of whether such share or portion thereof in the Charter capital of a company.
     Provisions establishing a preferential right to purchase a participation interest or a portion thereof in the Charter capital of the company participants or to society at the predetermined price, including resizing such prices or order its definitions can be provided for ustavomobŝestva's establishment or when amending the company Charter by a resolution of the company's General participants ' meeting passed by all company participants unanimously.
Provisions excluded from the company Charter establishing a preferential right to purchase a participation interest or a portion thereof in the Charter capital of the company at the predetermined price, is subject to a decision of the company's General participants ' meeting passed by a two-thirds vote of the total number of votes held by all company participants.
     The Charter of a company may provide for the possibility of the company participants or the company take advantage of priority right of purchase of the participation interest or the portion thereof in the Charter capital of a company offered for sale.  While the remainder of the participation interest or the portion thereof may be sold to a third party following a partial implementation of the law society or egoučastnikami at the price and on the terms which have been communicated to the society and its members, or at a price not below a pre-determined ustavomceny.
Provisions establishing such a possibility may be included in ustavomobŝestva's establishment or when amending

changes in the company Charter by a resolution of the company's General participants ' meeting passed by all company participants unanimously.
Excluded from the company Charter by the osuŝestvlâetsâpo decision of the company's General participants ' meeting passed by a two-thirds vote of the total number of participants.
     The Charter of a company may provide for the possibility of offering a participation interest or a portion thereof in the Charter capital of a company to all participants of the society pro rata their shares. The provisions prescribing the procedure for the implementation of the company participants of the preemptive right to purchase a participation interest or a portion thereof in the Charter capital of a company on a pro rata basis the shares held by the company participants, may be included in the company Charter at its establishment or when amending the company Charter by a resolution of the general meeting of shareholders , passed by all company participants unanimously.  Excluded from the company Charter those provisions is subject to a decision of the company's General participants ' meeting prinâtomubol′šinstvom not less than two-thirds of votes from the total number of votes held by all company participants, unless a greater majority vote for such decisions nepredusmotrena the Charter of the company.
     The Charter of a company may not provide simultaneously the preemptive right to purchase a participation interest or a portion thereof by the company participant costs offers a third person and the preemptive right to purchase a participation interest or a portion thereof by the company participant at the predetermined price.  The establishment of the preemptive right to purchase on zaraneeopredelennoj the Charter price in relation to the individual participant or an individual share or portion thereof in the Charter capital of a company is not allowed.
     Assignment of ukazannyhpreimuŝestvennyh the rights to purchase a participation interest or a portion thereof in the Charter capital of a company is not allowed.
     5. a company participant intending to sell its participation interest or a portion thereof in the Charter capital of a company to a third party, must izvestit′v writing the other company participants and society itself by napravleniâčerez society, at its own expense, notarized offer addressed to those persons and contains the indication of prices and sales drugihuslovij.  Offer to sell doliili a portion thereof in the Charter capital of a company is deemed to be received by all parties of the society at the time of its receipt by the company.  In doing so, it can be accepted by a person who is a party to the society at the time of acceptance, as well as the society in cases stipulated by this federal law. The offer is considered lost if not later than the date of its polučeniâobŝestvom party society received notice of its withdrawal. Review of the offer for the sale of a participation interest or a portion thereof after its receipt by the company is allowed only with the consent of all company participants, unless provided otherwise by the company Charter (as amended by the Federal law of March 30, 2015 N 67-FZ-collection of laws of the Russian Federation, 2015, N13, art. 1811).
     Company participants may use the preemptive right to purchase a participation interest or a portion thereof in the Charter kapitaleobŝestva within thirty days from the date of receipt of the offer (as amended by the Federal law of March 30, 2015  N 67-FZ-collection of laws of the Russian Federation, 2015, N 13, art.  1811). In case ustavomobŝestva preemptive right to purchase a participation interest or a portion thereof, he may benefit from society the preemptive right to purchase a participation interest or a častidoli within seven days from the date of expiry of the preemptive right to purchase from the company participants or the refusal of the vsehučastnikov society from the use of the preemptive right to purchase a participation interest or a portion thereof by sending an acceptance of an offer the company participant (as amended by the Federal law of March 30, 2015 N 67-FZ-collection of laws of the Russian Federation , 2015, N 13, art. 1811). upon refusal of individual members of society from the use of the preemptive right to purchase a participation interest or a portion thereof in its Charter capital or use their preemptive right to purchase the offered shares for sale or not all proposed for sale a portion thereof other participants obŝestvamogut implement a preferential right to purchase a participation interest or a portion thereof in the Charter capital of a company, in relevant part, in proportion to their shares within the remainder of srokarealizacii their preemptive right to purchase a participation interest or a portion thereof If not provided otherwise by the company Charter.
     The Charter of a company may provide for longer periods for the exercise of the preemptive pravapokupki a participation interest or a portion thereof in the Charter capital of a company by its participants, as well as to the society (paragraph added by federal law from March 30, 2015  N 67-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 13, art. 1811). 6. Priority right to purchase a participation interest or a portion thereof in the Charter capital of a company the principal and, if provided, purchase preimuŝestvennoepravo ustavomobŝestva society participation interest or the portion thereof to the company shall cease on the day: predstavleniâsostavlennogo in writing a disclaimer from ispol′zovaniâdannogo the preemptive right in the manner provided for in this paragraph;
     expiry of the preemptive right to srokaispol′zovaniâ.
     Zaâvleniâučastnikov society for the renunciation of the use of the preemptive right to purchase a participation interest or a portion thereof must be submitted to the society before the expiry of the priority established in accordance with paragraph 5 of this article.  Zaâvlenieobŝestva renunciation of use provided for in the Charter of the preemptive pravapokupki a participation interest or a portion thereof in the Charter capital of a company is submitted within the prescribed period of the Charter Party society, which sent an offer for the sale of a participation interest or a portion thereof, the sole executive body of the company, if the decision of this question not related Charter obŝestvak the competence of a body.
     Podlinnost′podpisi on the application of the company participant or the public renunciation of the use of preemptive pravapokupki a participation interest or a portion thereof in the Charter capital of a company must be certified by a notary (paragraph added by federal law from July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642). 7. If within thirty (30) days from the date of receipt of the offer society, provided that a longer period is not provided ustavomobŝestva, iliobŝestvo not company participants will seize the preemptive right to purchase a participation interest or a portion of the refill the Charter capital of a company, offered for sale, partially due to the use of the preemptive right to purchase a participation interest or the portion thereof or not all otkazaotdel′nyh participants and society from the preemptive right to purchase a participation interest or a portion thereof vustavnom capital ostavšiesâdolâ, or a portion thereof may be sold to a third party at a price lower than the kotoraâne in a ofertedlâ society and its participants, prices and terms bylisoobŝeny society and its members, or at a price which is not below the predetermined prices.  If zaraneeopredelennaâ the purchase price of the participation interest or the portion thereof differs otzaranee society a certain price to purchase a participation interest or a portion thereof by the company participants, the participation interest or the portion thereof in the Charter capital of a company may be sold to a third party at a price which is not below a pre-determined price to purchase a participation interest or a portion thereof by the company.
     8. Shares in the ustavnomkapitale society move to to the heirs of citizens and to the successors of legal entities, âvlâvšihsâučastnikami society, unless otherwise provided by the Charter of the society with limited liability.   The Charter of a company may provide that perehoddoli in the Charter capital of a company to the heirs and successors of legal entities who were participants in society, share transfer, she owned legal person egoučreditelâm (participants) with rights in rem on its property or liability rights against the legal entity shall be permitted only with the consent of other members of society. The Charter of a company may have a different procedure for obtaining the consent of the company participants at the transition of the participation interest or the portion thereof in the Charter capital of a company to a third party, depending on the grounds for such a transition.
     Prior to the adoption of a company participant naslednikomumeršego manageчисле share in the authorized capital of obŝestvaosuŝestvlâetsâ in the manner prescribed by the Civil Code of the Russian Federation.
     9. In the sale of a participation interest or a portion thereof in the Charter capital of a company with public torgovprava and acting company participant in such share or portion thereof shall be transferred with the consent of the company participants.
     10. If this federal law and (or) the Charter of a company establishes the need to obtain the consent of the company participants at the transition of the participation interest or the portion thereof in the Charter capital of a company to a third party, such consent is received, provided the company participants čtovsemi within thirty days or other specific statute time limit from the date of receipt of the relevant application or offer society in society are represented in writing statements on consent to the disposal of a participation interest or a portion thereof at osnovaniisdelki or to the transfer of a participation interest or a portion of share to a third party at inomuosnovaniû or within a specified period not represented in writing a disclaimer from giving consent to the alienation or transfer a participation interest or a portion thereof.

     If the Charter of a company predusmotrenaneobhodimost′ to obtain the consent of the society at the disposal of a participation interest or a portion thereof in the Charter capital of a company to the company participants or tret′imlicam, such consent is deemed to have been received by a company participant, otčuždaûŝim, or portion thereof, provided that within thirty days from the date of application to society or within a certain period of the Charter they obtained the consent of society expressed in writing or from the society have not received a refusal of consent to the disposal of a participation interest or a portion thereof in writing.
     11. a transaction aimed at the disposal of a participation interest or a portion thereof in the Charter capital of a company is subject to notarization by compiling a single document signed by the parties.
Nonobservance of notarial form shall entail the invalidity of the transaction (as amended by the Federal law of March 30, 2015 N67-FZ-collection of laws of the Russian Federation, 2015, N 13, art. 1811).
     Notarial′noeudostoverenie this transaction is not required in cases of transition of the participation interest or the portion thereof to the company stipulated by punktom18 this article and paragraphs 4-6 of article 23 hereof, and in cases of distribution of shares between the parties obŝestvai the sale of some or all company participants or to third parties in accordance with article 24 of the law (nastoâŝegoFederal′nogo in red.  Federal zakonaot March 30, 2015 N 67-FZ-collection of laws of the Russian Federation, 2015, N 13, art. 1811). If učastnikobŝestva, Contracting, laying down an obligation to commit upon the occurrence of certain circumstances or the performance by the other party of the oncoming obligation transaction aimed at the disposal of a participation interest or a portion thereof in the Charter capital of the company, wrongfully refuses to certify a transaction aimed at otčuždeniedoli or a portion thereof in the Charter capital of a company getting doliili portion thereof, commits acts aimed at the execution of the Treaty, has the right to demand in court porâdkeperedači it a participation interest or a portion thereof in the Charter capital of a company. In the ètomslučae decision of the arbitral tribunal on the transfer of the participation interest or the portion thereof to the vustavnom capital is the basis for State registration made to the unified State Register of legal entities.
     Transaction napravlennaâna the disposal of a participation interest or a portion thereof in the Charter capital of a company in pursuance of an option nazaklûčenie a treaty may be made by a separate notarial authentication of an irrevocable offer (in the čisleputem notarial authentication option agreement on the conclusion of the contract), and subsequently a notarial certificate of acceptance (paragraph added by federal law from December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N 1, art. 11).
     Irreversible offer is considered accepted since the notarial certificate acceptance.    After notarization, the notary is obliged to acceptance within two working days from the date of acceptance of the identity provider to send notification on acceptance (paragraph added by federal law from December 29, 2015 N 391-FZ-Sobraniezakonodatel′stva Russian Federation, 2016, N 1, art. 11).
     In the case of an offer made under the eslibezotzyvnaâ otmenitel′nym or the suspenseful condition Accepter is notary certification acceptance evidence non-occurrence or onset of corresponding conditions (paragraph added by federal law from December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N 1, art. 11).
     (Item 11 in red.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) 12. Share or part adding the Charter capital of a company moves to its purchaser from the moment of making the appropriate entry in the unified State Register of legal persons, except as provided by paragraph 7 of article 23 hereof.  Entering into the unified State registry of legal persons of record about the transition of the participation interest or the portion thereof in the Charter capital of a company in cases not requiring notarial authentication transaction aimed at the disposal of a participation interest or a portion thereof in the Charter capital of a company is carried out on the basis of documents of title (in red.  Federal′nogozakona from December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N 1, art. 11.) to the acquirer of the participation interest or the portion thereof in the Charter capital of a company assumes all rights and obligations of the company participant encountered before committing a transaction aimed at the disposal of the said participation interest or a portion thereof in the Charter capital of a company, or to the emergence of other grounds for its transition, except for rights and obligations under the second paragraph of paragraph 2, respectively, of article 8 and paragraph 2 second paragraph article 9 hereof.  The company participant fulfills the alienation of its participation interest or a portion thereof in the Charter capital of a company, the nesetpered society, the duty to contribute to the property that arose prior to committing a transaction aimed at the disposal of the said participation interest or a portion thereof in the Charter capital of a company, jointly with its acquirer.
     Identity Poslenotarial′nogo a transaction aimed at the disposal of a participation interest or a portion thereof in the Charter capital of a company, libov cases not requiring a notarial certificate, since the appropriate amendments in the uniform State Register of legal entities move the participation interest or the portion thereof can be challenged only by a court order by suit to the Arbitration Court.
     13. The notary certifying a transaction aimed at otčuždeniedoli or a portion thereof in the Charter capital of a company checks proxy alienating their faces narasporâženie such participation interest or the portion thereof, as well as ensures that dispose of the participation interest or the portion thereof paid (article 15 of the Federal law).
     Authority of the person alienating the participation interest or the portion thereof in the Charter capital of a company to dispose of them documented on the basis of which the participation interest or the portion thereof were previously acquired by the person concerned, as well as an extract of the register of legal persons edinogogosudarstvennogo, containing information about the person to be expropriated a participation interest or a portion thereof in the Charter capital of a company and received by a notary in electronic form on the day the identity of the transaction.
     (Item 13 in the red.  Federal law dated March 30, 2015  N 67-FZ-collection of laws of the Russian Federation, 2015, N13, art. 1811) 13-1. Documents, on the basis of which was acquired by the participation interest or the portion thereof in the Charter capital of a company may be, inter alia: 1) or inaâsdelka, under which the company participant has acquired a participation interest or a portion thereof, if the participation interest or the portion thereof acquired based on the transaction;
     2) rešenieedinstvennogo founder on the establishment of the company while creating a society with one member of society;
     3) obučreždenii society or memorandum society concluded earlier July 1, 2009, and sozdaniiobŝestva with several company participants;
     4) certificate of inheritance, if RIM or a portion thereof to the company participant has passed by inheritance;
     5) the decision of the Court of vslučaâh, if the judicial act directly establishes the right of the company participant to the participation interest or the portion thereof in the Charter capital of a company;
     6) obŝegosobraniâ society protocols in case of purchase of a participation interest or a portion thereof in the Charter capital of a company increases, the distribution of shares belonging to the society, among its participants and in other cases, if the purchase of a participation interest or a portion thereof is directly based on the decision of the general meeting of the society.
     (Item 13-1 was introduced by the Federal law of March 30, 2015  N 67-FZ-collection of laws of the Russian Federation, 2015, N13, art. 1811) 14. Notary udostoverivšij agreement on the alienation of a participation interest or a portion thereof in the Charter capital of a company or an irrevocable acceptance of the offer within two working days from the date of dannogoudostovereniâ, if the longer term is not stipulated by the contract, shall submit to the authority responsible for the State registration of legal entities, making the appropriate changes in the uniform State Register of legal entities.
     If by usloviâmdogovora aimed at the disposal of a participation interest or a portion thereof in the Charter capital of a company, such proportion or such portion thereof shall pass to the acquirer simultaneously with the establishment of a pledge or other encumbrance or with preservation of previously arisen pledge, in a statement on the introduction of corresponding changes to the unified State Register of legal entities are the relevant encumbrance.
     Statement for guided the authority responsible for the State registration of legal entities in the form of an electronic document signed by the enhanced qualified electronic signature of the notary certified contract aimed at otčuždeniedoli or a portion thereof in the Charter capital of a company.
     (Paragraph 14 as amended.  Federal law dated December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N1, art. 11) 15. In the period of not later than within three days from the date of the notarial legalization of agreement aimed at otčuždeniedoli or a portion thereof in the Charter capital of a company the notary who its notarization of notarial transfer action society, the disposal of a participation interest or a portion thereof in the Charter capital which is carried out, a copy of the declaration provided for in

paragraph 14 of this article (in red.  Federal law dated July 19, 2009  N 205-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, no. 29, art. 3642). under the agreement of persons committing a transaction aimed at the disposal of a participation interest or a portion thereof in the Charter capital of a company, society, the disposal of a participation interest or a portion thereof in the Charter capital which is carried out, can be notified of this by one of the persons committing the transaction. In such case, the notary not responsible for failure to notify the public about the perfect deal.
     16. within three days of the receipt of the consent of the company participants under paragraphs 8 and 9 of this article, the society and the authority responsible for the State registration of legal persons should be advised about the transition of the participation interest or the portion thereof in the Charter capital of a company by sending a request for the recording of corresponding changes to the unified State Register of legal persons, signed by the legal successor of the reorganized legal person party society, a participant of the liquidated legal person party society libosobstvennikom, the property of the liquidated institutions, State or municipal unitary enterprises-company participant or to an heir or executor of the acceptance of the inheritance, or by a notary, with the application of the document confirming the reason for transfer of rights and duties in succession or the transfer of iličasti shares in the Charter capital of a company she owned legal entity, its founders (participants), imeûŝimveŝnye the right to property or liability law in respect of that legal person.
     17. If the share iličast′ share in the Charter capital of a company home purchased from a person who had no right to dispose of it, as the acquirer did not know and could not know (bona fide purchaser), the person who lost the participation interest or the portion thereof, shall have the right to demand recognition for data rights participation interest or the portion thereof in the Charter capital of a company with a simultaneous deprivation of the right nadannye or portion thereof in good faith acquirer of the prescribed that the data or a portion thereof were lost as a result of unlawful actions of third persons or in any other way apart from the will of a person who has lost the participation interest or the portion thereof.
     In case of refusal of the person who the participation interest or the portion thereof in the Charter capital of a company to meet the specified claim brought to a good faith purchaser, or a portion thereof is recognized as belonging to the purchaser in good faith and personal levels. notarization of the respective transaction, which served as the basis of the acquisition of such participation interest or a portion thereof.  If the participation interest or the portion thereof is acquired by a purchaser in good faith at a public auction, she acknowledged belonging to a good faith purchaser from the moment of making the appropriate entry in the unified State Register of legal entities.
     The requirement of priznaniiza person who lost the participation interest or the portion thereof, the right of data and simultaneously share dolûili of exclusions data or portion thereof of a bona fide purchaser, as provided in this paragraph may be made within three years from the date when the person lost the participation interest or the portion thereof, knew or should have known about the violation of their rights.
     18. In the sale of a participation interest or a portion thereof in the Charter capital of a company in violation of the preemptive right to purchase a participation interest or a portion thereof to any party or parties, or esliustavom society provided emtion society participation interest or a portion thereof, the company within three months from the date when the participant or participants in society or society of learned ilidolžny had known of the violation of the right to demand in court the transfer to them of the rights and obligations of the buyer. the arbitral tribunal dealing with delopo specified, provides the other company participants and, if the Charter of a company provided emtion society participation interest or a portion thereof, vozmožnost′prisoedinit′sâ society to a previously declared the lawsuit, for which the definition on the preparation of the case for trial sets a term for which the other company participants and society itself, to meet the requirements of this federal law, can join the stated requirement.  Specified period may not be less than two months.
     If ustavomobŝestva preemptive right to purchase a participation interest or a portion thereof in the Charter capital of the company at the predetermined price, the person that transferred the rights and obligations of the buyer reimburses the costs incurred by the buyer in connection with the payment of a participation interest or a portion thereof in the Charter capital of a company, not to exceed $ zaraneeopredelennoj Charter of the purchase price of doliili shares.  The Court's decision on the transfer of the participation interest or the portion thereof to the company participant or society is the basis for State registration made to the unified State Register of legal entities.
     In the case of alienation or transfer of a participation interest or a portion thereof in the Charter capital of a company otherwise to third parties in violation of procedure for obtaining the consent of the company participants or to society, the predusmotrennogonastoâŝej article, as well as in the case of violation of the prohibition on the sale or alienation of otherwise doliili party or the portion thereof to the company participants or the company has the right to demand by judicial procedure the transfer of the participation interest or the portion thereof to the society within three months from the date of When they learned ilidolžny had known of the breach. In the event of the transfer of a participation interest or a portion thereof the costs incurred by society through the participation interest or the portion thereof in connection with its acquisition shall be reimbursed by the person who made the disposal of a participation interest or a portion thereof in violation of the order.
     The decision of the Court of peredačedoli or a portion thereof is grounds for society gosudarstvennojregistracii the appropriate changes.
Such participation interest or the portion thereof in the Charter capital of a company must be implemented society in the manner and within the period prescribed in article 24 of this federal law.
     (Article 21 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 22. Bail dolejv company charter capital 1. Party obŝestvavprave pass to pledge its participation interest or a portion thereof in the Charter capital of a company to another company participant or, unless prohibited by the company Charter, with the consent of the general meeting of shareholders to the third party.  Decisions of company General participants meeting about consent to the pledge of a participation interest or a portion thereof in the Charter capital of a company belonging to the company participant shall be taken by a majority of votes of all the shareholders, eslineobhodimost′ greater majority vote for such decisions nepredusmotrena the Charter of the company.  Golosučastnika society namerenperedat′ in pledge its participation interest or a portion thereof, when determining the outcome of the vote is not counted.
     2. a contract of pledge doliili portion thereof in the Charter capital of a company is subject to notarization.    Nonobservance of notarial form the transaction entails its invalidity.  Zalogdoli or a portion thereof in the Charter capital of a company is subject to state registration in the order established by paragraph 3 of this article, and arises from the moment of such State registration (as amended by the Federal law of December 2013 of19 g.  (N) 379-FZ-collection of laws of the Russian Federation, 2013, N 51, art. 6699). notarization of pledge contract the participation interest or the portion thereof in the Charter capital of a company, except if, at the time of notarization zalogadolâ Treaty or a portion thereof is not already owned by the pledgor, the rules provided for in paragraphs 13 and 13-1 to article 21 hereof (paragraph added by federal law from March 30, 2015  N 67-FZ collection zakonodatel′stvaRossijskoj Federation, 2015, N 13, art. 1811). 3. Within two working days of the notarization of the pledge agreement of a participation interest or a portion thereof in the Charter capital of a company, except the cases when in accordance with civil legislation or a contract of mortgage participation interest or a portion thereof in the Charter capital of a company pledge arise in the future, notary, udostoverivšij pledge agreement, shall submit to the authority responsible for the State registration of legal entities, making the appropriate changes in the uniform State Register of legal entities.  The statement is sent to the authority, osuŝestvlâûŝijgosudarstvennuû registration of legal entities in the form of an electronic document signed by the enhanced qualified electronic signature of the notary certified contract mortgage participation interest or a portion thereof in the Charter capital of a company.
     If zalogdoli or a portion thereof in the Charter capital of the company in accordance with the civil legislation or a contract of mortgage participation interest or the portion thereof to arise in the future, a statement on the introduction of corresponding changes to the unified State Register of legal entities is signed and sent to the agency conducting State registration of legal entities, the pledgor no later than within three days from the date of fulfilment of all conditions and occurrence of all dates necessary for emergence of mortgage.
     In a statement on the introduction of appropriate changes in the uniform State Register of legal persons must be ukazanysvedeniâ on the zalogoderžatele and on the contract of pledge.
     Entry in the register of legal persons edinomgosudarstvennom

encumbered with a pledge of a participation interest or a portion thereof in the Charter capital of a company is repaid on the basis of statements by the mortgagee or based on a court decision that has entered into force.
     Not later than within two working days from the date of notarization of pledge contract the participation interest or the portion thereof in the Charter capital of a company the notary who notarized pledge agreement notarial action for transfer of a society, or a portion thereof in the Charter capital of kapitalekotorogo laid, copies of this statement.  By agreement of the parties to the Treaty pledge society, the participation interest or the portion thereof in the Charter capital of which is laid, can be notified of this by one of the persons who have signed the pledge agreement. In this case, a notary is not responsible for the failure of society to conclude a contract of pledge.
     (Para 3 as amended.  Federal law dated December 29, 2015  N 391-FZ-collection of laws of the Russian Federation, 2016, N1, art. 11) (article 22 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) Article 23. Priobretenieobŝestvom the participation interest or the portion thereof in the ustavnomkapitale society (name as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 1. The society does not share or vpravepriobretat′ part of the shares in its authorized capital stock, except for the cases stipulated by this federal law (as amended.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20). 2. If the Charter of a company exclusion doliili portion thereof, prinadležaŝihučastniku society, the third licamzapreŝeno and other members of the society have abandoned their purchase or does not consent to the disposal of a participation interest or a portion thereof to the company participant or a third party, provided that the need to obtain such consent required by the company Charter, obŝestvoobâzano purchase on demand participant belonging to the participation interest or the portion thereof.
     In the case of the adoption of obŝimsobraniem shareholders decision on committing a major transaction or an increase of the Charter capital of the company in accordance with paragraph 1 of article 19 of this federal law, the company must purchase the on demand of the company participant who opposed the adoption of such a decision or not who vote share in ustavnomkapitale society, belonging to this party. This trebovaniepodležit the obligatory notary certification according to the rules stipulated by the legislation on notaries to certify transactions, and may be a party to the society within forty-five (45) days from the date when the company participant learned or should have learned of the decision.  If the company participant took part in the general meeting of shareholders, which has made such a decision, such a requirement may be made within forty-five (45) days from the date of its adoption (as amended by the Federal zakonaot March 30, 2015  N 67-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 13, art. 1811). in cases provided for by the first and second subparagraphs of this paragraph shall, within three months from the date of vozniknoveniâsootvetstvuûŝej obligations, unless otherwise prescribed by the company Charter srokne, it is obliged to pay the actual value of a company participant's participation interest in the Charter capital of a company, as defined in the accounting osnovaniidannyh society for the last reporting period preceding treatment company participant ssootvetstvuûŝim requirement or with the soglasiâučastnika society to give him in-kind assets of equal value. The provisions prescribing a different period of performance specified responsibilities may be included in the company Charter at its establishment or when amending the company Charter by a resolution of the company's General participants meeting passed by all company participants unanimously.  Excluded from the company Charter those provisions is subject to a decision of the company's General participants ' meeting passed by a two-thirds vote of the total number of votes held by all company participants.
     (Para 2 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 3. (Utratilsilu, paragraph 3 on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 4. The share of the company participant expelled from society to society.  In doing so, the company is obliged to pay the actual value of the company participant expelled its share, which is determined according to accounting obŝestvaza the most recent reporting period, preceding the date of entry into force of the court verdict on the exclusion of or with the consent of the excluded party society issue in kind imuŝestvotakoj same value.
     5. In the case provided for under 8 spunktami and 9 of article 21 hereof the participants consent to the transfer of a participation interest or a portion thereof is not received, the percentage share of iličast′ goes to society in the day following the date of expiry of the period stipulated by this federal law or the company Charter to obtain such consent of the company participants.
     In doing so, the company is obliged to pay the heirs of a deceased company participant, the successors of the reorganized legal person-a company participant or participants of the liquidated legal person party society, owner of the assets liquidated institutions, State or municipal unitary enterprises-company participant or a person who has acquired a participation interest or a portion thereof in the Charter capital of a company at a public auction, the actual value of a participation interest or a portion thereof, as defined in the accounting osnovaniidannyh society for the last reporting period preceding the death of a member of society, zaveršeniâreorganizacii day or liquidation of a legal person, the day of the purchase of doliili shares at a public auction, or with their consent, give them in-kind assets of equal value.
     (Paragraph 5 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 6. In the case of vyplatyobŝestvom, in accordance with article 25 of this federal law, the actual value of the participation interest or the portion thereof to the company participant on demand of its creditors a portion thereof, the actual value of which has not been paid by the other company participants, goes to the company, and the remainder of the shares shall be distributed among the company participants their proporcional′novnesennoj Board (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20.) 6-1. In the case of a company participant from the company in accordance with article 26 of this federal law, his share goes to the society.  The company is obliged to pay the company participant podavšemuzaâvlenie of withdrawal from society, the actual cost of his share in the Charter capital of a company is defined on the basis of the accounting data of the society during the last reporting period preceding the submission of the application for withdrawal from society, or with the soglasiâètogo company participant to give him in-kind assets of equal value or, in the case of nepolnojoplaty share in the authorized capital paid part of the actual value of the shares.
     The company is obliged to pay the actual value of a company participant's participation interest or a portion thereof in the Charter capital of the obŝestvalibo to give him in-kind assets of žestoimosti within three months from the date of occurrence of the respective responsibilities, esliinoj or the payment of the actual value of a participation interest or a portion thereof is prescribed by the company Charter.  The provisions prescribing a different period or payment dejstvitel′nojstoimosti a participation interest or a portion thereof, may be included in the company Charter at its establishment or when amending the company Charter by a resolution of the company's General participants meeting passed by all company participants unanimously.  Excluded from the company Charter those provisions is subject to a decision of the company's General participants ' meeting passed by a two-thirds vote of the total number of votes held by all company participants.
     (Item 6-1 vvedenFederal′nym Act of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20)
     7. Share or part doliperehodit to society with dates: 1) receipt by the company participant's requirements on its acquisition;
     2) receipt by the company participant's statements on withdrawal from society if the right to withdraw from the company participant provided for by the company Charter;
     3) expiration of the srokaoplaty shares in the Charter capital of a company or compensation under paragraph 3 stat′i15 of this federal law;
     4) entry into force of the court verdict on the exclusion of a company participant from the company or a court decision on the transfer of the participation interest or the portion thereof to the society in accordance with paragraph 18 of article 21 hereof (in red.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642);
     5) receiving from any company participant refuse to consent to the transfer of a participation interest or a portion thereof in the Charter capital of a company to the heirs of citizens or legal successors of corporate customers service, party to the society, or the transfer of a participation interest or a portion thereof founders (participants) likvidirovannogoûridičeskogo

facial party society, owner of the liquidated assets of the institution, State or municipal unitary enterprises-company participant or a person who has acquired a participation interest or a portion thereof in the Charter capital of a company at a public auction;
     6) payment obŝestvomdejstvitel′noj value of the participation interest or the portion thereof owned by the company participant on demand of its creditors.
     (Paragraph 7 as amended.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 7-1. Dlâgosudarstvennoj mutandis registration documents must be submitted to the authority responsible for the State registration of legal entities within one month from the date of the transition of the participation interest or the portion thereof to the company.  These changes become effective for third parties upon their State registration (item 7-1 was introduced by the Federal law of December 30, 2008  N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20). 8. The company is obliged to pay dejstvitel′nuûstoimost′ a participation interest or a portion thereof in its Charter capital or to issue in-kind assets of žestoimosti within one year from the date of the transition to a society of a participation interest or a portion thereof, if a shorter period is not stipulated by this federal law or the company Charter.
     Dejstvitel′naâstoimost′ the participation interest or the portion thereof in the Charter capital of a company is paid by the difference between the company's net assets value and the size of its Charter capital. If such a difference is not enough, the company obâzanoumen′šit′ its share capital to the required amount.
     If a reduction of the Charter capital of a company may cause the size of stanetmen′še the minimum amount of the authorized capital of the company, determined in accordance with this federal law, nadatu of the State registration of the company, the actual value of the participation interest or the portion thereof in the Charter capital of a company is paid by the difference between the company's net assets value and the specified minimum amount of the authorized capital stock of the company.  In ètomslučae the actual value of the participation interest or the portion thereof in the Charter capital of a company notbe paid not earlier than three months from the date of the cause of dlâtakoj payments. If within this period the company appears obâzannost′po payment of the actual value of the participation interest or the portion thereof to another or other shares or parts of shares belonging to several company participants, dejstvitel′naâstoimost′ shares or parts of shares is paid due to the difference between the company's net assets value and the specified minimum size of its Charter capital in proportion to shares or parts of shares belonging to the company participants.
     The company may not pay the actual value of a participation interest or a portion thereof in its Charter capital or to issue in-kind assets of equal value, if at the time of these payment or issuance of property in kind, it meets the criteria of insolvency (bankruptcy) in accordance with the Federal law on Insolvency (bankruptcy) or as a result of ètihvyplaty or the issuance of property in kind will meet at the society.
     In cases stipulated in points 2 and 6-1 nastoâŝejstat′i, if in accordance with the requirements of nastoâŝegoFederal′nogo of the Act, the company may not pay the actual value of a participation interest in its Charter capital or to issue in kind imuŝestvotakoj same value society directly via written statements filed not later than within three months from the date of expiry of the payment of the actual value of the shares by the person whose share moved to society is obliged to restore it as a učastnikaobŝestva and pass it the appropriate share in company charter capital (as restated.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642. (para. 8).  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 24. The share belonging to society 1. The share belonging to the society, is not counted in determining the results of the voting at the general meeting of shareholders, in the distribution of company profits, are also the property of the company in case of its liquidation.
     2. Within odnogogoda from the day of transfer of a participation interest or a portion thereof in the Charter capital of a company to the society they must be to address the company's General participants ' meeting are distributed among all the company participants in proportion to their respective participation interests in the Charter capital of a company or proposed to acquire all or some of the company participants and (or) unless prohibited by the company Charter, to third parties.
     3. distribution of a participation interest or a portion thereof among the company participants are only permitted if, prior to the transition of the participation interest or the portion thereof to the company they were paid or they had awarded compensation provided for under paragraph 3 of article 15 hereof.
     4. sale of unpaid participation interest or a portion thereof in the Charter capital of a company, as well as a participation interest or a portion thereof owned by the company participant who did not provide monetary or other compensation, in the manner and within the time that predusmotrenypunktom article 15 3 of this federal law, shall be carried out at a price which is not below the nominal value of the participation interest or the portion thereof.  Sale of shares or parts of shares acquired by the society in accordance with this federal law, including shares of society members, is carried out at a price not lower than the price that was paid by the society in connection with transition to it share iličasti share, if a price is not determined by the decision of the general meeting of shareholders.
     Sale of častidoli company participants or as a result of which the proportion of its participants is resized, and the sale of a participation interest or a portion thereof to third parties and the definition of different prices for sold share is subject to a decision of the company's General participants ' meeting passed by all company participants unanimously.
     5. Not distributed or sold within the prescribed period the provisions of this article or a portion thereof in the Charter capital of a company must be repaid, and authorized kapitalaobŝestva must be reduced by the amount of the nominal value of the participation interest or the portion thereof.
     6. an agency conducting State registration of legal entities notified held display mode. the transition to society the participation interest or the portion thereof in the Charter capital of a company shall, not later than within one month from the date of the transition to a society of a participation interest or a portion thereof by sending a statement of vneseniisootvetstvuûŝih changes in the uniform State Register of legal entities and the document confirming the founding of transition towards a society the participation interest or the portion thereof.  If within the specified period or a portion thereof will be distributed, sold or liquidated, the authority responsible for the State registration of legal persons, informed society by sending a request for the recording of corresponding changes to the unified State Register of legal persons idokumentov, confirming osnovaniâperehoda to society the participation interest or the portion thereof, as well as their subsequent distribution, sale or maturity. Documents for the State registration of changes under this article, and in the sale of doliili shares also documents confirming payment of a participation interest or a portion thereof in the Charter capital of a company shall be submitted to the authority, osuŝestvlâûŝijgosudarstvennuû registration of legal entities within one month from the date of adoption of the decision on the distribution of a participation interest or a portion thereof among all actors of society, of their payment acquirer or repaid.
     These izmeneniâpriobretaût effective for third parties upon their State registration.
     (Article 24 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 25. Obraŝenievzyskaniâ on učastnikaobŝestva or portion thereof in the Charter capital of a company (name as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 1. Treatment on demand lenders vzyskaniâna participant's participation interest or portion thereof in the company's Charter capital of the company for the debts of the company participant is allowed only on the Court adopted arrangements for when failure to cover the debts of a company participant (other property damage.  Federal law dated 30 December N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) Obraŝenievzyskaniâ to share or part doliučastnika in the company's Charter capital is allowed in vnesudebnomporâdke on the basis of a contract of pledge containing the condition about a possible foreclosure of the pledged property pursuant to extra-judicial procedures (paragraph added by Federal′nymzakonom December 6, 2011  N 405-FZ-collection of laws of the Russian Federation, 2011, N 50, art.
7347). 2. In the case of the levying of execution on the participant's participation interest or portion thereof in the company's Charter capital to dolgamučastnika company has the right to pay creditors of the actual value of a participation interest or a portion thereof by the company participant (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) to address the company's General participants ' meeting passed by all company participants unanimously, the actual value of the participation interest or the portion thereof to the company participant on whose property is levied, paid other creditors notbe

company participants in proportion to their respective participation interests in the Charter capital of a company, unless a different procedure for determining the level of pay is prescribed by the company Charter or by the decision of the general meeting of shareholders (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     Dejstvitel′naâstoimost′ share of company participant's participation interest or portion thereof in the Charter capital of a company is determined by the accounting data directly via the society for the last reporting period, preceding the date the claim was presented to the society for foreclosure of the participant's participation interest or portion thereof in society on its debts (in red.  Federal law dated 30dekabrâ, 2008.  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20). the provisions of nastoâŝegopunkta do not apply to society with one party (paragraph added by federal law from December 30, 2008  N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20). 3. If within three months from the date of presentation by creditors of demands for obŝestvoili participants did not pay the actual cost of all shares or portion thereof to the company participant which is levied, foreclosure on participant's participation interest or portion thereof the company is performed by sale at public auction (in red.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20). Article 26. Vyhodučastnika of company 1. Obŝestvavprave participant to withdraw from the company by way of exclusion in the proportion of society irrespective of the consent of the other parties or the public, if it is stipulated in the Charter of the company. A statement by the company participant to withdraw from the society should be notarized by the rules stipulated by the legislation on notaries to certify transactions (in red.  Federal law dated March 30, 2015  N 67-FZ-Sobraniezakonodatel′stva Russian Federation, 2015, N 13, art. 1811). Right to withdraw from the company učastnikaobŝestva may be prescribed by the ustavomobŝestva's establishment or when amending its Statute to address the company's General participants ' meeting passed by all company participants unanimously, unless otherwise stipulated in the Federal law.
     (Para 1 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2. Output of company participants, resulting in a society does not remain a single party and a single company participant from the company are not allowed (harm federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     3. (para 3 lost effect on the grounds of the Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 4. The output of a company participant from the company osvoboždaetego not from the obligation to society to contribute to the assets of a company that arose prior to the filing of a statement of withdrawal from society.
 
     Article 27. Deposits vimuŝestvo society 1. Participants obŝestvaobâzany, if this is provided for by the company Charter by a decision of the obŝegosobraniâ participants to make contributions to the assets of a company. This duty of the participants can be provided for in the company Charter at the company's establishment or by contributing to the company's Charter decision of the company's General participants meeting passed by all company participants unanimously.
     Decision of General sobraniâučastnikov society on making contributions to company assets notbe accepted by at least two-thirds of votes from the total number of votes held by all company participants, unless a greater majority vote for such a rešeniâne required by the company Charter.
     2. Contributions to the assets of a company are made by all company participants in proportion to their respective participation interests in the Charter capital of a company, unless a different procedure for determining the size of deposits in imuŝestvoobŝestva is prescribed by the company Charter.
     The Charter of a company may be a maximum cost of deposits to the company's assets made all or certain company participants, and may also be provided for other restrictions associated with the making of deposits to the company's assets. Restrictions associated with the vneseniemvkladov property of the society, established for a particular company participant in slučaeotčuždeniâ its participation interest or a portion thereof in relation to the acquirer of the participation interest or the portion thereof do not act (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     The provisions prescribing the procedure for determining the size of contributions to the company's assets on a pro rata basis the shares held by the company participants, as well as the provisions establishing the limitations of svneseniem contributions to the company's assets may be included in the company Charter at its establishment or the company Charter by a resolution of the company's General participants ' meeting passed by all company participants unanimously.
     Amendment and deletion of the provisions of the company Charter establishing the procedure for determining the size of contributions to the company's assets on a pro rata basis the shares held by the company participants, as well as the restrictions associated with the making of deposits to the company's assets for all participants is subject to a decision of the company's General participants ' meeting passed by all company participants unanimously.  Any modification and removal provisions of the company Charter, ustanavlivaûŝihukazannye restrictions for a particular company participant osuŝestvlâûtsâpo the decision of the general meeting of shareholders, prinâtomubol′šinstvom no less than two-thirds of the total number of votes held by the company participants, provided that the company participant which has such restrictions, voted in favour of the adoption of takogorešeniâ, or gives its written consent.
     3. Deposits in imuŝestvoobŝestva are made in money, unless provided otherwise by the company Charter or by the decision of the general meeting of shareholders.
     4. Contributions to the assets of a company do not change dimensions and nominal value of the shares held by the company participants in ustavnomkapitale society.
 
     Article 28. Distribution of company profits among učastnikamiobŝestva 1. Vpraveežekvartal′no society, every six months or every year to decide on the distribution of its net profits among the company participants.  The decision on determining part of the profits to be distributed among the učastnikamiobŝestva, shall be adopted by the general meeting of shareholders.
     2. Part of the profits intended for distribution among its members, distributed in proportion to their respective participation interests in the Charter capital of a company.
     The company Charter or by making PRIEGO company's Charter decision of the company's General participants meeting passed by all company participants unanimously, may be a different allocation of profit mežduučastnikami society.  Any modification and removal provisions of the company Charter establishing the abovementioned procedure is subject to a decision of the company's General participants ' meeting passed by all company participants unanimously.
     3. the term of and procedure for payment of part of the distributed profits of the company shall be determined by the company Charter or by obŝegosobraniâ shareholders on distribution of profit between them.  The deadline for payment of part of the distributed profits shall not exceed sixty days from the date of adoption of the decision oraspredelenii profits among the company participants. If the term of payment of part of the distributed profits the Charter or by the decision of the general meeting of shareholders on distribution of profit to switch between them is not specified, the specified sroksčitaetsâ value equal to sixty days from the date of adoption of the decision on the allocation of profits between the učastnikamiobŝestva (item 3 was introduced by the Federal law of December 28, 2010  N 409-FZ-collection of laws of the Russian Federation, 2011, N 1, art.
21). 4. If within the term of payment of part of a distributed company profits determined in accordance with the rules of punkta3 this article, part of a distributed profit is not paid to the company participant onvprave apply within three years after the expiry of the current period to the company demanding payment of the relevant part of the profits. The Charter of a company may provide for a longer term to deal with this requirement, when the specified period may not exceed five days of expiry letso vyplatyčasti distributed company profits determined in accordance with the rules of paragraph 3 nastoâŝejstat′i.
     The deadline for seeking payment of part of a distributed company profits if you skip the specified term restoration nepodležit, except if the company participant has not filed the claim under the influence or threat of violence.
     After expiration of the distributed and uncalled party profits rebounding in the composition of the retained earnings of the society.
     (Item 4 was introduced by the Federal law of December 28, 2010  N 409-FZ-collection of laws of the Russian Federation, 2011, N1, art. 21) article 29. Ograničeniâraspredeleniâ profit mežduučastnikami society.
                Ograničeniâvyplaty profits učastnikamobŝestva 1. The society does not vpraveprinimat′ the decision on the distribution of its profits among the company participants: capital vsegoustavnogo until full payment of the company;

     before paying the actual value of the participation interest or the portion thereof to the company participant in cases stipulated by law nastoâŝimFederal′nym (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20);
     If at the time of the adoption of such a decision, the company meets the criteria of insolvency (bankruptcy) in accordance with the Federal law on Insolvency (bankruptcy) or will meet such criteria as a result have a prinâtiâtakogo decision;
     If at the time of the adoption of such a decision, the company's net assets value is less than its Charter capital and reserve fund or will be less than this amount as a result of the adoption of such a decision;
     in other cases stipulated by federal laws.
     2. the company does not vpravevyplačivat′ to the company participants profit, the decision on the allocation of which between participants obŝestvaprinâto: If at the time of payment of the company meets the criteria of insolvency (bankruptcy) in accordance with the Federal law on Insolvency (bankruptcy) or will meet such criteria as a result of society;
     If at the time of payment of the company's net assets value is less than its Charter capital and reserve fund or will be less than this amount as a result of payment;
     in other cases stipulated by federal laws.
     Upon termination of the circumstances referred to in this paragraph company is obliged to pay to the company participants profit, the decision on the allocation of which among the company participants is accepted.
 
     Article 30. Funds and net assets of society 1. A company may establish a reserve fund iinye funds in accordance with the procedure and in the amounts established by the company Charter.
     2. the value of the čistyhaktivov society (except credit institutions) is determined according to accounting established by authorized Government divested Russianfederation federal body of executive power.
     For a credit institution instead of the net asset value calculated the amount of own funds (capital), determined in the manner prescribed by the Central bankomRossijskoj Federation.
     The company shall ensure that any person concerned access to information about the value of its net assets, determined in accordance with this article, in the manner prescribed by article 50 paragraph 4 hereof.
     3. Annual otčetobŝestva shall contain a section on the State of the company's net assets, which includes: 1) indicators characterizing the dynamics of changes in the value of net assets and of the Charter capital of the company for the last three completed fiscal years, including the year, or, if there are less than three years, for each completed financial year;
     2) analizapričin results and factors which, in the opinion of the company's sole executive body, the Board of Directors (Supervisory Board) (in the case of education in society specified), resulted in the company's net assets value turned out to be less than its Charter capital;
     3) list of measures to bring the company's net assets value in line with the size of its Charter capital.
     4. If the stoimost′čistyh of the company's assets will remain less than its Charter capital at the end of the financial year following the second financial year or each subsequent fiscal year, the company's net assets value turned out to be less than its Charter capital, the company not later than six months after the end of the relevant financial year shall take one of the following decisions: 1) on umen′šeniiustavnogo capital to size not exceeding the value of its net assets;
     2) on likvidaciiobŝestva.
     (Article 30 in red.  Federal law dated 18iûlâ, 2011.  N 228-FZ-collection of laws of the Russian Federation, 2011, N 30, art. 4576) article 31. Razmeŝenieobŝestvom bonds 1. The company has the right to distribute bonds and other emissive securities order prescribed by the zakonodatel′stvomo securities.
     2. production of obligacijobŝestvom allowed after full payment of its share capital.
     (Second paragraph of utratilsilu on the basis of the Federal law of December 29, 2012  N 282-FZ-collection of laws of the Russian Federation, 2012, N 53, art. 7607) (item 2 in red.  Federal law dated July 27, 2006  N 138-FZ-collection of laws of the Russian Federation, 2006, N 31, art. 3437) 3. (Utratilsilu, paragraph 3, on the basis of the Federal law dated July 27, 2006  N 138-FZ-Sobraniezakonodatel′stva Russian Federation, 2006, N 31, art. 3437) chapter III-1. VEDENIESPISKA PARTICIPANTS (chapter III-1 introduced by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 31-1. Vedeniespiska of company participants 1. The society maintains a list of the company participants with information about each učastnikeobŝestva, the amount of his share in the Charter capital of a company and its payment, as well as on the amount of shares owned by the society, the dates of their transition towards a society or acquisition by the company.
     Society has a duty to ensure the maintenance and storage of list of company participants in accordance with the requirements of this federal law from the moment of State registraciiobŝestva.
     2. The person serving as the company's sole executive body, if a organne prescribed by the company Charter, ensures that information about the participants of the society, and the shares belonging to them or portions of shares in the Charter capital of a company of shares or parts of shares owned by the public, the data contained in the unified State Register of legal entities, inotarial′no certified transactions to move shares in the Charter capital of a company, which became known to the public.
     3. each participant is obliged to society informirovat′svoevremenno society for information about his name or the name, residence or location, as well as information about he owned shares in the authorized capital of the company. In the absence of a company participant changes details the society shall not be liable in connection with this zapričinennye.
     4. the company and did not notify the society about changing the relevant svedenijučastniki society is not entitled to rely on the lack of information recorded in the list of the company participants and the data contained in the unified State Register of legal entities, inrelations with third parties acting only on the basis of the information specified in the list of the company participants.
     5. in the event of a dispute concerning the inconsistency of information recorded in the list of the company participants and the data contained in the unified State Register of legal persons, the right to the participation interest or the portion thereof in the Charter capital of a company is determined on the basis of the information contained in the unified State Register of legal entities.
     In the event of a dispute about the authenticity of the data on supplies right to the participation interest or the portion thereof contained in the unified State Register of legal persons, the right to share or čast′doli is determined on the basis of the Treaty or other confirming the emergence of the founder or a member of the right of the document or portion thereof (as amended.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) (article 31-1 vvedenaFederal′nym Act of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20), CHAPTER IV. MANAGEMENT in society Article 32. Organyobŝestva 1. The Supreme organomobŝestva is the company's General participants ' meeting.  A company's General participants ' meeting may byt′očerednym or extraordinary.
     All members of society have the right to attend the general meeting of shareholders, to participate in the discussion of the agenda issues and vote when making decisions.
     The provisions of the company Charter or decision organs of society, restricting the rights of company participants are invalid (in red.  Federal law dated 30 December 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20). each participant of society is at the company's General participants ' meeting the number of votes proportional to his share in the Charter capital of a company, except in the cases provided for in this federal law.
     The company Charter or by making PRIEGO company's Charter by a decision of the company's General participants ' meeting passed by all company participants unanimously, can be set to a different procedure for determining the number of votes held by all company participants.   Any modification and removal provisions of the company Charter establishing the abovementioned procedure is subject to a decision of the company's General participants ' meeting passed by all company participants unanimously.
     2. the Charter of a company may provide for the education of the Board of Directors (Supervisory Board).
     (Second paragraph of utratilsilu on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) (paragraph three utratilsilu on the basis of the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) Porâdokobrazovaniâ and the activities of the Board of Directors (Supervisory Board), as well as the procedure for termination of authority of the members of the Board of Directors (Supervisory Board)

society and the competence of the President of the Board of Directors (Supervisory Board), the company shall be determined by the company Charter.
     Členykollegial′nogo Executive organaobŝestva cannot be more than one-fourth of the members of the Board of Directors (Supervisory Board).  The person serving as the company's sole executive body, may not simultaneously be the Chairman of the Board of Directors (Supervisory Board).
     By decision of the general meeting of shareholders of the members of the Board of Directors (Supervisory Board) during performance of their duties may vyplačivat′sâvoznagraždeniâ and (or) be compensated for the costs associated with the execution of these duties.   Dimensions specified compensation and reimbursement shall be established by decision of the general meeting of shareholders.
     2-1. Kompetenciâsoveta Board of Directors (Supervisory Board) of a company is determined by the Charter of the company in accordance with this federal law. The Charter of a company may be provided that the competence of the Board of Directors (Supervisory Board) of the company are: 1) the definition of the basic directions of activity of the company;
     2) education of the executive bodies of the company and early termination of their powers, as well as the adoption of the decision on transfer of powers vested in company sole executive body of a commercial organization or an individual entrepreneur (hereinafter Manager), Manager of the utverždenietakogo and the terms and conditions of the agreement;
     3) establishment of the level of remuneration and compensation sole executive body of the society, the executive body of the company členamkollegial′nogo, Manager;
     4) decision obučastii society of associations and other unions of commercial organizations;
     5) naznačenieauditorskoj the verification, approval of Auditor and determination of the amount of payment for his services;
     6) approval or acceptance of documents govern the activities of the company (internal dokumentovobŝestva);
     7) creation of branch offices of the company anddiscovery;
     8) addressing issues of obodobrenii transactions in which there is interest, in cases predusmotrennyhstat′ej 45 of this federal law;
     9) addressing issues of obodobrenii major transactions in cases stipulated by article 46 of this federal law;
     10) addressing issues related to the preparation, convening and holding the company's General participants ' meeting;
     11) other rights stipulated by this federal law matters as well as issues under ustavomobŝestva and outside the competence of company General participants meeting or executive body.
     (Item 2-1 vvedenFederal′nym Act of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2-2. In the case of eslirešenie issues related to the preparation, convening and holding the company's General participants ' meeting, attributed the company's Charter to the competence of the Board of Directors (Supervisory Board), the executive body of the company is entitled to require an extraordinary general meeting of shareholders (paragraph 2-2 was introduced by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     3. the members of the Board of Directors (Supervisory Board), the person osuŝestvlâûŝeefunkcii the company's sole executive body, members of the collegiate executive organaobŝestva, non-company participants may participate in the general meeting of shareholders of the right of a deliberative vote.
     4. Management tekuŝejdeâtel′nost′û society the sole executive body of the company or the sole executive body of the society and collegial executive body of the company. The executive authorities are accountable to the general meeting of the society of shareholders and Board of Directors (Supervisory Board) of a company.
     5. transfer of the right to vote, a member of the Board of Directors (Supervisory Board), a member of the collegial executive body of the company to other persons, including other members of the Board of Directors (Supervisory Board), the other members of the company's collective executive body, is not allowed.
     6. the Charter of a company may provide for the formation of an internal audit Commission (election of Auditor) of the company.  In societies with more than fifteen members, the formation of an internal audit Commission (election of Auditor) of the company is required. A member of the Audit Committee (Auditor) of the company can also be a person who is not a party to the society.
     Funkciirevizionnoj Commission (internal auditor) of the company, if it is stipulated in the Charter of a company may exercise as approved by the company's General participants ' meeting the Auditor not connected by property interests with the company, the members of the Board of Directors (Supervisory Board), the person serving as the company's sole executive body, members of the collegial executive body of the company and the company participants.
     Members of the revizionnojkomissii (Auditor) of the company may not be members of the Board of Directors (nablûdatel′nogosoveta), the person osuŝestvlâûŝeefunkcii the company's sole executive body, members of the collegial executive body of the company.
 
     Article 33. Kompetenciâobŝego meeting of participants 1. Competence of company General participants meeting is determined by the Charter of the company in accordance with this federal law.
     2. the competence of the obŝegosobraniâ participants include (in red.  Federal zakonaot December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20): 1) determination of the main directions of deâtel′nostiobŝestva, as well as the adoption of the decision on participation in associations and other unions of commercial organizations;
     2 ustavaobŝestva), introduction of amendments or approval of the company's Charter in New Edition, deciding that the company infurther operates on the basis of the model of the Charter, or that further čtoobŝestvo would not operate on the basis of the model of the Charter, changing the size of the authorized capital stock of the company, naimenovaniâobŝestva, the location of the society (as amended by the Federal law dated June 29, 2015 N 209-FZ-collection of laws of the Russian Federation , 2015, N 27, art. 4000);
     3) (subparagraph 3 lost effect on the grounds of the Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20) 4) obrazovanieispolnitel′nyh bodies of the company and early termination of their powers, as well as the adoption of the decision on transfer of powers vested in company sole executive body to the Manager, the Manager and the utverždenietakogo terms and conditions of the agreement with him if the Charter of a company decision not the otnesenok competence sovetadirektorov (Supervisory Board) (in red.  Federal law dated 30 December 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     5) election and early termination of the powers of the internal audit Commission (internal auditor) of the company;
     6) approve annual reports and annual balance sheets;
     7) decision on the distribution of net pribyliobŝestva among the company participants;
     8) adoption (adoption) documents, reguliruûŝihvnutrennûû activities (internal documents of the company);
     9) adoption of the decision on the placement of society obligaciji other securities;
     10) external audit, to approve an auditor and determining the size of payment for his services;
     11) decision oreorganizacii or liquidation of the company;
     12) appointment of liquidation Commission and approval of liquidating balances;
     13) to resolve other issues stipulated by this federal law or the company Charter (as amended by the Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642).
     Predusmotrennyepodpunktami 2, 5-7, 11 and 12 of this paragraph, as well as other issues related in accordance with this federal law to the exclusive competence of company General participants meeting issues could not be otnesenyustavom company to the competence of other organs of society (as amended by the Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642). Article 34. Očerednoeobŝee meeting of shareholders annual general meeting of shareholders shall be held, within the time-frame established by the company Charter, but not less than one times a year.  Annual general meeting of shareholders shall be convened by the executive body of the company.
     The Charter of a company must be defined by the duration of the regular general meeting of shareholders, which approves the annual results of the company's activities.  The specified učastnikovobŝestva general meeting should be held not earlier than two months and not later than four months after the end of the fiscal year.
 
     Article 35. Vneočerednoeobŝee meeting of shareholders 1. Extraordinary obŝeesobranie of participants is carried out in the cases provided for in the company Charter, as well as in all other cases, if the provedeniâtakogo general meeting the best interests of the society and its members.
     2. extraordinary obŝeesobranie of shareholders shall be convened by the executive body of the company, at his initiative, at the request of the Board of Directors (Supervisory Board), the audit

Commission (internal auditor), Auditor, as well as members of society with vsovokupnosti not less than one-tenth of the total number of votes held by all company participants.
     Executive organobŝestva shall within five days from the date of receipt of the request to hold an extraordinary general meeting of shareholders to consider this request and decide to hold an extraordinary general meeting of shareholders or refuse it. The decision not to hold an extraordinary General participants ' meeting may be taken by the executive body of the company just in case: if not soblûdenustanovlennyj this federal law the order of presentation of the request to hold an extraordinary General participants ' meeting of the company;
     If none of the issues proposed for inclusion on the agenda of the extraordinary general meeting of učastnikovobŝestva, does not apply to its competence or does not meet the requirements of federal laws.
     If one or neskol′kovoprosov, proposed for inclusion in the agenda of the extraordinary general meeting of učastnikovobŝestva do not apply to the kompetenciiobŝego of the meeting of the society or does not meet the requirements of federal laws, these matters are not included in the agenda.
     Executive organobŝestva may not amend the wordings of the issues proposed for inclusion on the agenda of the extraordinary General participants ' meeting of a company, and takžeizmenât′ form of holding the extraordinary General participants ' meeting of the company.
     Along with the issues proposed for inclusion on the agenda of the extraordinary General participants ' meeting of a company, the company's executive body, on its own initiative, may include additional questions.
     3. In the case of prinâtiârešeniâ to hold an extraordinary general meeting of shareholders the general meeting must be held no later than forty-five days from the date of receipt of the trebovaniâo.
     4. If within the stipulated by this federal law not decided to hold an extraordinary General participants ' meeting of the company or the decision on the refusal of the extraordinary General participants ' meeting may be called by the authorities or persons requiring it.
     In this case, the executive body of the company is obliged to provide the specified bodies or persons učastnikovobŝestva list with their addresses.
     The costs of preparing, convening and holding of such general meeting may be reimbursed according to the decision of the General sobraniâučastnikov of society at the expense of society.
 
     Article 36. Porâdoksozyva of company General participants meeting 1. Body or individuals calling the company's General participants ' meeting of a company are obliged to not later than thirty days before the egoprovedeniâ notify each company participant by registered letter to the address specified in the list of the company participants, or that would otherwise register provided for by the company Charter.
     2. The notification must indicate the time and place of the general meeting of shareholders, as well as the proposed agenda.
     Any party obŝestvavprave to propose the inclusion in the agenda of the general meeting of participants additional questions not later than fifteen days before the vote.
Additional questions, with the exception of matters which are not related to kompetenciiobŝego participants ' meeting of the company or does not meet the requirements of federal laws, included in the agenda of the general meeting of shareholders.
     Body or individuals calling the company's General participants ' meeting may not amend the wordings of dopolnitel′nyhvoprosov proposed for inclusion in the agenda of the general meeting of shareholders.
     If, on the proposal of the company participants in the original agenda of the company's General participants ' meeting is amended, the body or individuals calling the company's General participants ' meeting of a company are obliged to not later than ten days before the vote, notify all parties of the society about the changes made to the agenda of changes in the manner specified in paragraph 1 of this article.
     3. information and material to be providing participants with society in the preparation of the company's General participants ' meeting are the godovojotčet society, the conclusion of the internal audit Commission (internal auditor) of the company and the Auditor on rezul′tatamproverki annual reports and annual balance sheets of the society, the particulars of the candidate (candidates) in the Executive organyobŝestva, Board of Directors (Supervisory Board) and inspectors (Auditors), draft amendments and additions to the Charter of the company, or the company's Charter in new edition projects, internal documents of the company, as well as other information (materials) provided for by the company Charter (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) unless a different procedure of familiarizing participants with the information and material is prescribed by the company Charter, the body or individuals calling the company's general meeting of učastnikovobŝestva, are obliged to send them information and materials together with the notification on holding the general meeting of shareholders, and if there are changes in the agenda of the relevant information and materials are sent together with the notification of such change.
     These imaterialy information within thirty (30) days prior to the holding of the company's General participants ' meeting must be provided to all company participants for consultation after the executive body of the company. The company shall on demand of the company participant to provide him copies of these documents.
The fee charged by the company for the provision of data copies cannot exceed the cost of their production.
     4. the Charter of a company may provide for boleekorotkie than specified in this article.
     5. In the case of narušeniâustanovlennogo this article convocation of the general meeting of shareholders of such general meeting is eligible if it involves all members of society.
 
     Article 37. Porâdokprovedeniâ of company General participants meeting 1. A company's General participants ' meeting is held, the order established by this federal law, the Charter of the company andhis internal documents.  In the part not regulated by this federal law, the Charter and internal documents of the company, the procedures for holding company General participants meeting is established by the decision of the general meeting of shareholders.
     2. prior to the opening of the company's General participants ' meeting is held in register participants in society.
     Company participants may participate in the general meeting, either personally or through their representatives. Representatives of the company participants must present the documents confirming their appropriate authority.  Power of Attorney issued by the representative of the company participant must contain information about submitted and representative (name, place of residence or location, passport details), be executed in accordance with the requirements of paragraphs 4 and 5 of article 185 of the Civil Code of the Russian Federation or notarized.
     Nezaregistrirovavšijsâučastnik society (representative of a company participant) may not participate in the voting.
     3. Total sobranieučastnikov society opens in the specified in the notification on holding the general meeting of shareholders or, if all company participants have already registered previously.
     4. A company's General participants ' meeting opens the person serving as the company's sole executive body, or the person in charge of the kollegial′nyjispolnitel′nyj organ of society.  A company's General participants ' meeting, convened by the Board of Directors (Supervisory Board), the Audit Commission (internal auditor) of the company auditor or učastnikamiobŝestva, opens the Chairman of the Board of Directors (Supervisory Board), predsedatel′revizionnoj Commission (internal auditor) of a company auditor or by one of the participants of the general meeting of the sozvavšihdannoe society.
     5. a person opens a company's General participants ' meeting, elects the Chairperson from among the učastnikovobŝestva.
If not specified otherwise by the company Charter, prigolosovanii on the election of the presiding officer of each participant in the company's General participants ' meeting shall have one vote, and the decision on the above subject oftotal majority of votes held by all company participants entitled to vote nadannom general meeting.
     6. the executive body of the company organizes the logging company's General participants ' meeting.
     Minutes of all general meetings of participants obŝestvapodšivaûtsâ kotoraâdolžna in the book of minutes at any time be provided to everyone in society.  On demand of the company participants issued with extracts from the book protocols, certified by the executive body of the company.
     Not later than within ten days after the completion of the General Protocol sobraniâučastnikov society executive body or other conducting maintenance protocol specified person are required to send a copy of the minutes of the company's General participants ' meeting all participants in society in the manner provided for the message about the general meeting učastnikovobŝestva (paragraph added by federal law from December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     7. General sobranieučastnikov society has the right to make decisions

only on povestkidnâ, informed the participants of the society in accordance with paragraphs 1 and 2 of article 36 of this federal law, except if this general meeting involved all members of the society.
     8. Decisions on issues specified in subparagraph 2 of paragraph 2 of article 33 of this federal law, as well as the inymvoprosam defined by the Charter of the company, shall be taken by a majority of not less than two-thirds of votes from the total number of votes held by all company participants, unless a greater majority vote for such decisions is required by this federal law or the company Charter.
     Round ofdiscussions on decisions referred to in subparagraph 11punkta 2 of article 33 of this federal law, shall be taken by all company participants unanimously (as amended by the Federal law of December 30 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     Other decisions shall be taken by a majority vote of the total number of votes held by all company participants, unless a greater majority vote for such decisions is not provided by this federal law or the company Charter.
     9. The Charter of a company may provide for cumulative voting on the election of members of the Board of Directors (Supervisory Board), the executive body of the company členovkollegial′nogo and (or) revizionnojkomissii society members.
     With cumulative voting, the number of votes held by each company participant is multiplied by the number of persons to be elected kotoryedolžny in the body of the company, and the company participant is entitled to pay thus obtained the number of votes for one candidate or distribute them among two or more candidates.
Elected shall be those candidates who obtain the highest number of votes.
     10. The decision of the general meeting of participants obŝestvaprinimaûtsâ an open ballot unless a different decision-making procedure is prescribed by the company Charter.
 
     Article 38. Rešenieobŝego participants ' meeting of a company, prinimaemoeputem absentee voting (by poll) 1. Decision of the company's General participants ' meeting may be taken without a meeting (joint prisutstviâučastnikov society to discuss issues on the agenda and the adoption of rešenijpo the issues raised nagolosovanie) by absentee voting (by poll).  Such a vote could be held by the exchange of documents by mail, Telegraph, teletype, telephone, electronic or other communications, ensuring the authenticity of the messages and send and receive their documentation.
     Decisions of company General participants meeting on issues specified in subparagraph 6punkta 2 of article 33 of this federal law, cannot be accepted by holding zaočnogogolosovaniâ (by poll).
     2. when adopting rešeniâobŝim meeting of shareholders by absentee voting (by poll) do not apply paragraphs 2, 3, 4, 5 and 7 of article 37 of the law nastoâŝegoFederal′nogo, as well as the provisions of paragraphs 1, 2 and 3 stat′i36 of this federal law in part of their terms.
     3. the procedure for absentee voting is determined by an internal document of the company, which should include mandatory messages to everyone in the society of the proposed agenda, vozmožnost′oznakomleniâ all participants prior to the vote, with all the necessary information imaterialami, the ability to make proposals for the inclusion of supplementary items in the agenda, obâzatel′nost′soobŝeniâ to all participants in society before the vote, the amended agenda as well as the voting procedure was completed.
 
     Article 39. Prinâtierešenij on matters related kkompetencii the company's General participants ' meeting, the only member of society in a society consisting of one party, the decisions on issues otnosâŝimsâk competence of the general meeting of shareholders shall be taken by the sole participant society edinoličnoi executed in writing. The provisions of articles 34, 35, 36, 43 and 37.38 hereof shall not apply, except for the provisions relating to the srokovprovedeniâ of the annual general meeting of shareholders.
 
     Article 40. Edinoličnyjispolnitel′nyj organ of society 1. Company sole executive body (ceo, President, and others) is elected by the General sobraniemučastnikov society on the date specified by the company Charter if the Charter of a company addressing these issues not related to the competence of the Board of Directors (Supervisory Board).  The sole executive body of a company can be elected also not from among its members.
     The contract between the company and the person serving as the company's sole executive body, on behalf of the society shall be signed by the person who chaired the company's General participants ' meeting, at which it elected the person serving as the company's sole executive body, or a member of a society, authorized by the decision of the general meeting of shareholders or, if the decision of these voprosovotneseno to the competence of the Board of Directors (Supervisory Board), the Chairman of the Board of Directors (Supervisory Board) of a company or person authorized by resolution of the Board of Directors (Supervisory Board).
     (Para 1 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 2. As the sole executive body of a company may be made only by a natural person, except in the case provided for in article 42 hereof.
     3. Edinoličnyjispolnitel′nyj body: 1) without a warrant is valid from imeniobŝestva, including represents its interests and commits the transaction;
     2) grant power of attorney the right of representation on behalf of the company, including power of attorney with the right of substitution;
     3) issue orders on appointments of employees of the company, their transfer, iuvol′nenii uses incentives and imposes disciplinary penalties;
     4) exercise other powers not expressly reserved by this federal law or the company Charter to the competence of the general meeting of shareholders, Board of Directors (Supervisory Board) and the company's collective executive body.
     4. Porâdokdeâtel′nosti the company's sole executive body and decision-making are established by the company, internal documents of the company, as well as the contract concluded between the company and the person serving as its sole executive body.
 
     Article 41. Company collective Executive Body 1. If the Charter of a company predusmotrenoobrazovanie along with the sole executive body of the company's collective executive body (Board, Directorate, etc.), such a body shall be elected by the general meeting of shareholders in the amount and for the period defined in the company Charter. The Charter of a company may provide for classification of education issues the company's collective executive body, and the early termination of its powers to the competence of the Board of Directors (Supervisory Board) (as amended by the Federal law of December 30, 2008.  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) Členomkollegial′nogo executive body can be only a natural person may not be a member of the society.
     Kollegial′nyjispolnitel′nyj organ of society shall exercise the powers assigned by the company Charter to its competence.
     Funkciipredsedatelâ the company's collective executive body performs the person serving as the company's sole executive body, unless the authority of the individual executive body of the company passed to the Manager.
     2. procedure of activity of peer ispolnitel′nogoorgana society and decision-making processes is established by the company Charter and internal documents of the company.
 
     Article 42. Peredačapolnomočij Executive organaobŝestva Manager 1. The company has the right to pass on the Treaty the exercise of the powers of its sole Executive organaupravlâûŝemu.
     2. the sending Society powers of sole executive body to the Manager, performs civillaw and shall assume civil obâzannostičerez Manager, acting in accordance with federal laws, other regulatory legal acts of the Russian Federation and the Charter of the company.
     3. agreement with the Governor on behalf of the society shall be signed by the person who chaired the company's General participants ' meeting, utverdivšem terms and conditions of the agreement with the administrator, or a member of a society, authorized by the decision of the general meeting of shareholders or, if those issues related to the competence of the Board of Directors (Supervisory Board), the Chairman of the Board of Directors (Supervisory Board) of a company or a person authorized by the Board of Directors (Supervisory Board).
     (Article 42 as amended.  Federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 43. Obžalovanierešenij of company governing bodies 1. Decision obŝegosobraniâ of shareholders, adopted in compliance with the requirements of this federal law, inyhpravovyh

acts of the Russian Federation, of the Charter of the society and infringes the rights and legitimate interests of the company participant may be declared by a court to be invalid pozaâvleniû the company participant neprinimavšego vote or who against the contested decision (as amended by the Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642).
     2. the Court may, subject to the učetomvseh of the circumstances of the case to uphold the contested decision, the company participant esligolosovanie the complainant, not moglopovliât′ on the results of the voting irregularities were not significant and the decision did not cause losses the company participant.
     3. the decision of the Board of Directors (Supervisory Board), its sole executive body, collective executive body, or taken in compliance with the requirements of this federal law, other legal acts of the Russian Federation, the company Charter and infringing the rights and legitimate interests of the company participant notbe found by a court to be invalid according to this participant.
     (Paragraph vvedenFederal′nym of the Act of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art.  20;  lost effect on the grounds of the Federal zakonaot July 19, 2009  N 205-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, no. 29, art. 3642), the Court, having regard to all the circumstances of the case vpraveostavit′ in effect, if the contested decision breaches are not relevant, and the decision does not entail a pričinenieubytkov society or the company participant or the emergence of other adverse consequences for them (paragraph added by federal law from July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642).
     4. statement by the company participant on the recognition of the decision of the general meeting of shareholders and (or) other decisions of company governing bodies null and void may be filed with the Court within two months from the date when the company participant learned or should have learned of the decision and the circumstances are grounds for annulment.
Provided for by this paragraph srokobžalovaniâ the decision of the general meeting of shareholders, the decisions of other bodies of management of the company in case it passes the restoration of nepodležit except esliučastnik society had not filed the application influenced by violence or threats (item 4 was introduced by the Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642).
     5. recognition of the decisions of the Board of Directors (Supervisory Board) on the convening of the general meeting of shareholders to be invalid does not entail the invalidity of the decision of the general meeting of shareholders held on the basis of the decision on its convening has been invalidated.  Violation of this federal law and other normative legal acts of the Russian Federation, admitted at the convening of the general meeting of shareholders shall be assessed by the Court when considering action to appeal the relevant decision of the general meeting of shareholders.
     Recognition of the decisions of the general meeting of shareholders or the Board of Directors (Supervisory Board) on approval of major transactions and transactions in which there is interest, null and void in the case of an appeal against such decisions apart from challenging the relevant sdelokobŝestva does not entail recognition of the relevant sdeloknedejstvitel′nymi.
     (Paragraph 5 added by federal law 19iûlâ, 2009.  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) 6. Decision obŝegosobraniâ adopted by the participants on issues not on the agenda of this meeting (except in the case of eslina, the company's General participants ' meeting was attended by vseučastniki society), or bezneobhodimogo for decision of the majority of the votes held by the company participants, do not have the force regardless of their appeal in the courts (paragraph 6 was introduced by the Federal zakonomot July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642). Article 44. Otvetstvennost′členov Board of Directors (Supervisory Board), edinoličnogoispolnitel′nogo body, the executive body of the company členovkollegial′nogo iupravlâûŝego 1. Members of the Board of Directors (Supervisory Board), its sole executive body, members of the company's collective executive body, and the Manager in the enjoyment of rights and duties in the public interest dolžnydejstvovat′ in good faith and reasonably.
     2. the members of the sovetadirektorov (Supervisory Board), its sole executive body, members of the company's collective executive body, and the manager shall be liable to the company for damage caused to society their guilty actions (inaction), unless different grounds for and the amount of liability of neustanovleny federal laws.  Replication does not bear any responsibility for the members of the Board of Directors (Supervisory Board), members of the company's collective executive body, golosovavšieprotiv solution, which resulted in causing damages to the society, or does not take part in the vote.
     3. When opredeleniiosnovanij and the size of the liability of the members of the Board of Directors (Supervisory Board), its sole executive body, members of the company's collective Executive organaobŝestva, as well as managing shouldbe taken into account normal business conditions and other circumstances relevant to the case.
     4. If, in accordance with the provisions of this article, several persons are liable, their liability to the society shall be joint and several.
     5. Claim for damages caused by the society as a member of the Board of Directors (Supervisory Board), sole executive body of the company, a member of the company's collective executive body, or the insolvency administrator may apply to the Court or his party.
 
     Article 45. Interest in execution of transaction by company 1. Transactions (čislezaem, loan, mortgage, surety) for which there is an interest of a member of the Board of Directors (Supervisory Board), the person carrying out the functions of the individual executive body of the company, a member of the company's collective executive body, or the interest of a company participant who has together with his affiliates twenty-percent or more of votes cast otobŝego the number of votes held by all company participants, as well as the person who has the right to give instructions obligatory for the society perpetrated by society in accordance with the provisions of this article (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20) the individuals recognized in execution of transaction by company concerned in cases where they, their spouse, parents, children, siblings and half siblings, adoptive parents and adoptees and (or) their affiliates (in red.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20): are the storonojsdelki or the interests of third parties in their relations with the public;
     own (individually or jointly) twenty percent or more of shares (shares) of a legal entity which is a party to the transaction or acting in the interests of third parties in their relations with the public;
     occupy posts in the administration of the legal entity which is a party to the transaction or acting in the interests of third parties in their relations with the public, as well as posts in the administration of such a legal person managing Organization (harm federal law dated December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20);
     in the other cases provided for in the company Charter.
     2. The persons referred to in the first subparagraph of paragraph 1 nastoâŝejstat′i should bring to the attention of the company's General participants ' meeting: information on legal persons in which they, their spouse, parents, children, siblings inepolnorodnye siblings, adoptive parents and adoptees and (or) their affiliates vladeûtdvadcat′û and more percent of shares (shares) (as amended by the Federal zakonaot December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20);
     on legal persons in which they, their spouse, parents, children, siblings inepolnorodnye siblings, adoptive parents and adoptees and (or) their affiliates to occupy posts in the Administration (as amended by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20);
     about known or suspected perpetrated transactions for which they can be recognized as interested.
     3. a transaction in which imeetsâzainteresovannost′, must be approved by decision of the general meeting of shareholders.
     The decision to approve the deal, in which there is interest, shall be adopted by the General Assembly of the učastnikovobŝestva majority of votes from the total number of votes held by all company participants who are not interested in such a deal.
     In the decision approving the transaction must be specified person or

person âvlâûŝiesâstoronami vsdelke beneficiaries, price, the subject of her transactions and other significant terms.
     Total sobranieučastnikov society may decide on approval of the deal, in which there is zainteresovannost′i which may be made in future in the process of the company its ordinary course of business.  While in the decision approving the transaction limit must be specified, which may be carried out such a transaction.  The decision to approve the deal is valid until the next ordinary general meeting of shareholders, unless otherwise provided for in this decision.
     (Para 3 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 4. The deal, in soveršeniikotoroj there is interest, does not require the approval of the general meeting of shareholders if the deal if the conditions do not differ substantially from the conditions of similar transactions (including loan, credit, mortgage, surety bonds) committed between society and the interested person in the course of a hozâjstvennojdeâtel′nosti society of domomenta, when the person concerned has been recognized as such in accordance with paragraph 1 of this article.
This exception applies only to transactions in which there is interest, committed with the moment when the person concerned has been recognized as such until the next regular General participants ' meeting of the company (in red.  Federal law dated December 30, 2008 N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20). 5. The deal, in which imeetsâzainteresovannost′ and that is made in violation of this article claims thereto notbe invalidated under a lawsuit filed by the company or its participant.
     The limitation period for a claim for the recognition of transactions in which there is interest, invalid if it passes cannot be restored.
     Court denies vudovletvorenii claims about the transaction, in which there is interest and that is made in violation of this article claims to her invalid if one of the following circumstances: golosovanieučastnika society, is not interested in the transaction and the applicant claim transaction, approval which shall be adopted by the General society sobraniemučastnikov, invalid, at least he took part in the voting on this issue could not affect the outcome of the vote;
     It has not been proved that committing the transaction povlekloili may entail losses to society or the company participant having the relevant claim, libovozniknovenie other adverse consequences for them;
     by the time rassmotreniâdela in court evidence later odobreniâdannoj deals on rules stipulated in this article, taking into account the information available at the time of the sdelkii at the time of its approval of the interest of persons referred to in paragraph 1 of this article;
     If the trial proved that the other party to the transaction did not know and was not meant to know about her having committed in violation of this article requirements.
     (Item 5 in the red.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) 6. The provisions of nastoâŝejstat′i do not apply to: a companies with izodnogo party, which also serves as the sole executive body of the company;
     the deals, which vsoveršenii all company participants are interested;
     relations, voznikaûŝimpri the transition to society participation interest or a portion thereof in its ustavnomkapitale in cases predusmotrennyhnastoâŝim federal law;
     relations arising upon the transfer of rights to assets in the process of reorganization of the company, including treaties on merger and consolidation agreements;
     the deals, which are necessary for the society in accordance with federal laws and (or) other pravovymiaktami of the Russian Federation and which are produced at the prices specified in the order, established by the Government of the Russian Federation, or on prices and tariffs, ustanovlennymupolnomočennym by the Government of the Russian Federation Federal Executive Body (ed.  Federal law dated 28th Dec, 2010.  N 401-FZ-Sobraniezakonodatel′stva Russian Federation, 2011, N 1, art. 13);
     transactions that are placing the society by public subscription of bonds or purchasing society placed them bonds (paragraph added by federal law from July 23, 2013  N 210-FZ-collection of laws of the Russian Federation, 2013, N 30, art. 4043). (paragraph 6 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 6-1. The person is affiliated in accordance with the legislation of the Russian Federation.
     Affilirovannyelica society are obliged to notify the society in writing about their own shares or parts of shares nepozdnee than sdaty within ten days of the acquisition of a participation interest or a portion thereof, which belong to these persons share in the Charter capital of a company provide the right to dispose of more than twenty per cent of the votes of the total number of votes of the participants of this society.
     If as a result of the failure by the fault of affiliate specified information or delays in making it available to society caused property damage, shall be liable to the affiliate society responsibility $ damage.
     (Item 6-1 entered Federal′nymzakonom from December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 7. In the case of education in society Board of Directors (Supervisory Board) decision on committing transactions in which there is interest, notbe attributed by the company Charter to its competence, except if the transaction or the value of the summaoplaty property which is the subject of a transaction exceeds two percent of the value of the property of the company determined on the basis of the accountancy data for the most recent reporting period.
 
     Article 46. Krupnyesdelki 1. Big deal (including loan, credit, mortgage, surety) is a transaction or several interrelated transactions spriobreteniem, exclusion or alienation of society directly or indirectly property the value of which is twenty-five per cent or more of the value of the property of the company determined on the basis of the accountancy data for the most recent reporting period, preceding the decision osoveršenii of such transactions, if ustavomobŝestva not provided a higher size, big deal. Major transactions do not recognize transactions made in the ordinary course of business of the company, as well as of the transaction, which is necessary for the society in accordance with federal laws and (or) other legal acts of the Russian Federation and which are produced at the prices specified in the order, established by the Government of the Russian Federation, or on prices and tariffs established by the Government of the Russian Federation by the authorized federal body of executive power (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20;
Federal law dated December 28, 2010  N 401-FZ-collection of laws of the Russian Federation, 2011, N 1, art. 13). 2. For the purposes of nastoâŝejstat′i the cost of alienated society as a result of a major transaction property is determined on the basis of the data of its accounting and the cost of the acquired property society-on the basis of the bid price.
     3. A decision on the approval of major transaction shall be adopted by the general meeting of shareholders (in red.  Federal law dated December 30, 2008 N 312-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, N 1, art. 20). decision on the approval of major transaction must be specified persons, âvlâûŝiesâstoronami, vsdelke, price, for the benefit of the subject transactions and other eesuŝestvennye conditions.  The solution may not be specified persons for the benefit of parties in the transaction, if the sdelkapodležit opinion on the bid, as well as vinyh cases, if the beneficiaries may not byt′opredeleny at the time of the approval of major transaction (paragraph added by federal law N 312-FZ dated December 30, 2008-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     4. In the case of education in society Board of Directors (Supervisory Board) the adoption of decisions on approval of major transactions involving the acquisition, alienation or possibility of alienation of society directly or indirectly property the value of which ranges from twenty-five to fifty per cent of the value of the company's assets may be otnesenoustavom society to the competence of the Board of Directors (Supervisory Board) (as amended by the Federal law of December 30, 2008 N312-FZ-collection of laws of the Russian Federation , 2009, N 1, art.
20). 5. Big deal, done in violation of this article claims thereto, may be invalidated under a lawsuit filed by the company or its participant.

     Period davnostipo request for recognition of a major transaction null and void in the event of his passes cannot be restored.
     Court denies vudovletvorenii claims for recognition of a major transaction, perfect snarušeniem of this article claims to her invalid if one of the following circumstances: voting participant who has a claim on the recognition of a major transaction, the decision to approve a company's General participants ' meeting, invalid, although they took part in the voting on this issue, could not affect the outcome of the vote;
     It has not been proved that committing the transaction has resulted or is likely to cause damages to the society or the company participant having the relevant claim, libovozniknovenie other adverse consequences for them;
     by the time rassmotreniâdela in court evidence subsequent approval of this transaction according to the rules prescribed by this federal law;
     vsude case proved that the other party to the transaction did not know and was not meant to know about eesoveršenii in violation of this article requirements.
     (Item 5 in the red.  Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) 6. The Charter of a company may provide that for the purpose of committing major transactions do not require a decision of the general meeting of shareholders and Board of Directors (Supervisory Board).
     7. Apart from the cases referred to in paragraph 1 of this article, the Charter of a company may provide for other species and (or) the amount of the transactions which are the subject of the procedure for approving major transactions established by this article (item 7 was introduced by the Federal law of December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     8. If a big deal is a bargain at the same time, in which there is interest, kporâdku the approval of such a major transaction shall apply the provisions of article 45 of this federal law, unless the transaction was in all company participants are interested.  In case of committing a big deal all company participants are interested to order its approval, the provisions of this article shall apply (paragraph 8 was introduced by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20). 9. The provisions of this article on the procedure for approving major transactions do not apply to: 1) companies with a sole participant who also serves as the sole executive body of the company;
     2) to relations arising upon the transfer to the company a participation interest or a portion thereof in its Charter capital in cases stipulated by this federal law;
     3) to relations arising upon the transfer of rights to assets in the process of reorganization, inter alia to merger and consolidation agreements.
     (Item 9 of the Act of December 30, 2008 vvedenFederal′nym  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) article 47. Revizionnaâkomissiâ (internal auditor) of a company 1. The internal audit Commission (internal auditor) of the company shareholders izbiraetsâobŝim society on the date specified by the company Charter.
     Number of členovrevizionnoj Commission shall be determined by the company Charter.
     2. Revizionnaâkomissiâ (Auditor) of the company shall have the right at any time to carry out checks of financial and economic activity of society and have access to all documentation relating to the activities of the society.   At the request of the revision Commission (internal auditor) of the company, the members of the Board of Directors (Supervisory Board), the person serving as the company's sole executive body, members of the company's collective executive body, and workers obŝestvaobâzany to give necessary explanations orally or in writing.
     3. The internal audit Commission (internal auditor) of the company conducts mandatory annual reports and accounting balance sheets of the society prior to their approval by the General sobraniemučastnikov of society.
A company's General participants ' meeting may not approve annual reports and accounting balance sheets of the company otsutstviizaklûčenij internal audit Commission (internal auditor).
     4. the internal audit Commission (internal auditor) of a company is determined by the Charter and internal documents of the company.
     5. This article shall apply in the cases of esliobrazovanie, the company's internal audit Commission or the election of the auditor of the company provided for by the company Charter or is required in accordance with this federal law.
 
     Article 48. Auditorskaâproverka society to verify the correctness of the ipodtverždeniâ annual reports and accounting balance sheets of the society, as well as to check the status of current affairs society, it may, by decision of the general meeting of shareholders attract a professional auditor not connected by property interests with the company, the members of the Board of Directors (Supervisory Board), the person serving as the company's sole executive body, members of the collegial executive body of the company and the company participants.
     At the request of any participant audit may be performed by the counsel of his professional auditor, which shall conform to the requirements set forth in the first paragraph of this article.  In carrying out such verification, payment for services of the auditor shall be at the expense of the company participant on demand which it is conducted.  Participant's costs for the services of an auditor may be compensated by the decision of the general meeting of shareholders at the company's expense.
     Attracting auditoradlâ check and confirm the correctness of the annual reports and accounting balance sheets of the society is necessary in cases stipulated by federal laws and other legal acts of the Russian Federation.
 
     Article 49. Publičnaâotčetnost′ society 1. The company is not obliged to publish reports on its activities, except predusmotrennyhnastoâŝim federal law and other federal laws.
     2. In the case of publičnogorazmeŝeniâ bonds and other emissive securities company is obliged to annually publish annual opportunities accounting balance sheets, as well as disclose any other information about its activities, stipulated by federal laws and adopted in accordance with the regulations.
 
     Article 50. Hraneniedokumentov society and the provision of information society (naimenovaniestat′i in red.  Federal law dated July 19, 2009  N 205-FZ-Sobraniezakonodatel′stva Russian Federation, 2009, no. 29, art. 3642) 1. Society obâzanohranit′ the following documents: the Treaty on the establishment of the society, except in the case of a company by one person, the decision on the establishment of the society, the articles of Association approved by the founders (participants) of the company, as well as the changes made to the articles of Association approved by the founders (participants) of the company, and registered in the established order changes (as amended by the Federal law of December 30, 2008
N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art.  20; Federal law dated 21st septembrie, 2015.  N 209-FZ-collection of laws of the Russian Federation, 2015, N 27, art.
4000);
     Protocol (protocols) meeting of founders society, containing the decision on the establishment of the company and approval of monetary valuation of non-monetary contributions into the authorized capital of the company, as well as other decisions related to the creation of the society;
     document confirming the State registration of the company;
     documents confirming the company's right to the property on its balance sheet;
     internal dokumentyobŝestva;
     provisions on branches of ipredstavitel′stvah society;
     documents concerning sèmissiej bonds and other emissive securities of the company;
     protocols of the meetings of shareholders of obŝihsobranij Board of Directors (Supervisory Board), the company's collective executive body, and the company's auditing Commission;
     lists of affilirovannyhlic society;
     conclusion revizionnojkomissii (internal auditor), Auditor, State and municipal financial control;
     other documents stipulated by federal laws and other legal acts of the Russian Federation, the Charter and internal documents of the company, resolutions of the general meeting of shareholders, Board of Directors (nablûdatel′nogosoveta) and executive bodies of the company.
     2. the company keeps the documents referred to in paragraph 1 of this article, on the location of its sole executive body or other location known and accessible to the company participants.
     3. the company obâzanoobespečivat′ company participants access to his judicial acts over a dispute involving the creation of a society, its management or participation in it, including definitions of instituting the arbitral tribunal proceedings on delui adoption of the statement of claim or statement about the change or the subject previously declared the claim (para. 3 of the Act of July 19, 2009 vvedenFederal′nym N 205-FZ-collection of laws of the Russian Federation , 2009, no. 29, art. 3642). 4. Society-on-demand company participant is obliged to provide him access to the documents stipulated by paragraphs 1 and 3 of this article.   Within three days from the date of presentation of the

the relevant requirements of party society ukazannyedokumenty society should be provided for consultation in the premises of the executive body of the company. Society-on-demand company participant is obliged to provide him with copies of these documents.
Obŝestvomza fees such copies may not exceed the cost of ihizgotovlenie (item 4 was introduced by the Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642).
 
     Chapter v. reorganization and liquidation Article 51 1. reorganization of the company. The company may be reorganized in accordance with the procedure stipulated by this federal law.
     Other reasons iporâdok reorganization of the company are determined by the Civil Code of the Russian Federation and other federal laws.
     2. Reorganizaciâobŝestva can be carried out in the form of merger, accession, Division, separation and transformation.
     3. sčitaetsâreorganizovannym Society, except in the form of merger reorganization, from the moment of State registration of legal entities that are created as a result of the reorganization.
     With the reorganization of the company in the form of accession by another company the first of these is considered reorganized and personal levels. entering into the unified State registry of legal persons of record about cessation of activity bound society.
     4. Gosudarstvennaâregistraciâ societies formed as a result of the reorganization, and the recording of the closure of the work of the societies, as well as restructured the State registration of changes in the Charter shall be carried out in accordance with the procedure established by federal laws.
     5. after making the society Reorganized in the unified State Register of legal persons of record about the beginning of the reorganization procedure twice once a month puts in the media, which published data on State registration of legal entities, the message about its reorganization. If the reorganization involves two andmore society, the message oreorganizacii is published on behalf of everyone involved in the reorganization of societies society, the latter accepted the decision about reorganization of a specific Treaty on the merger or oprisoedinenii.  When this kreditoryobŝestva not later than within thirty days from the date of the last publication of the reports of reorganizaciiobŝestva may require in writing the early performance of the obligation by the debtor, and in case of impossibility of early performance of the obligation-its cessation and reparation related losses (as amended by the Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29 , art.
3642). Gosudarstvennaâregistraciâ societies formed as a result of the reorganization, and the recording of the closure of the work of the reorganized societies are only implemented when providing evidence of notification of creditors in the manner prescribed by this paragraph.
     Eslirazdelitel′nyj balance does not make it possible to identify the right successor of the reorganized society, legal persons, created as a result of the reorganization, are jointly and severally liable poobâzatel′stvam the restructured company before its creditors.
 
     Article 52. Sliânieobŝestv 1. Merge to create a new society recognized societies with transfer of all rights iobâzannostej of two or more companies and termination of the past.
     2. General sobranieučastnikov each company involved in the reorganization in the form of mergers, takes a decision on the reorganization and on the approval of the Merger Treaty and ustavaobŝestva, created by the merger, as well as approving the corresponding deed of transfer.
     3. Society involved in a merger, entering into the merger agreement, identifying the order and conditions of the merger, exchange of shares in the Charter capital of each society to share in the authorized capital of the new society.
     Upon the consolidation of companies shares in authorized capitals of other involved in merging companies are repaid.
     (Para 3 as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20) 4. In the case of adoption at the general meeting of each company involved participants vreorganizacii in the form of a merger, a decision on the reorganization and on the approval of the Merger Treaty, the Charter of the company being established as a result of the merger, and the corresponding deed of the election of the executive bodies of the company created by the merger is carried out on a joint general participants ' meeting of the societies involved vsliânii.  The terms and the procedure of provedeniâtakogo of the general meeting shall be determined by the merger agreement.
     Edinoličnyjispolnitel′nyj body of the company being established as a result of the merger, carries out actions connected with State registration of the society.
     5. With the consolidation of companies all rights and obâzannostikaždogo of them are transferred to the company created by the merger, in accordance with the transmitter acts.
 
     Article 53. Joining society 1. Joining the society recognizes the termination of one or more companies with the transfer of all their rights and obligations to another company.
     2. General sobranieučastnikov each company involved in the reorganization in the form of merger passes a decision on the reorganization, obutverždenii of the accession treaty and the acquired company's General participants ' Meeting decides on the approval of the corresponding deed of transfer.
     3. the joint obŝeesobranie participants involved in joining, making a vustav society to kotoromuosuŝestvlâetsâ accession changes, pursuant to the Treaty of accession, as well as optionally solves other questions, questions about uncounted election of the organs of society, to which you are attaching. Time and modalities of such general meeting shall be determined by the accession treaty (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) 3-1. When prisoedineniiobŝestva shall: 1) belonging to the prisoedinâemomu society share in the authorized capital of the company to which you are attaching;
     2) share in the Charter capital of the acquired company, owned by this company;
     3) share in the Charter capital of the acquired company is owned by the society, to which you are attaching;
     4) owned by the society, to which you are attaching, the share in the authorized capital of the society.
     (Para. 3-vvedenFederal′nym Act of 1 December 30, 2008 N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20)
     4. in the prisoedineniiodnogo society to another to the last transferred all the rights and obligations attached society in accordance with the transfer document.
 
     Article 54. Razdelenieobŝestva 1. Division of society recognizes the termination of the society with the transfer of all of its rights and obligations to the newly established companies.
     2. General sobranieučastnikov society, in the form of a reorganized divisions, decides on such reorganization, on the order of job conditions, Division of society, the creation of new societies and approving the separation balance sheet.
     3. overall sobranieučastnikov each company being established as a result of separation, approves the Charter and elect bodies (as restated.  Federal zakonaot December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, p. 20).
     4. If a society all its rights and obligations shall be transferred to companies created as a result of the Division, in accordance with the separation balance sheet.
 
     Article 55. Vydelenieobŝestva 1. Selection of a company is the creation of one or more companies with the transfer to him (them) part of the iobâzannostej rights of the reorganized society without the latter.
     2. General sobranieučastnikov society, in the form of course selection, prinimaetrešenie on the reorganization, on the procedure and the conditions for allocating, for the creation of a new society (new companies) job approval of the separation, balance has been making in the articles of Association of the company, reorganized in the form of selection, the changes envisaged in the decision on the allocation and optionally solves other questions, including questions about election organovobŝestva (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20). The total sobranieučastnikov emitted society approves its statutes and elect bodies (as restated.  Federal law dated December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20.) If the only Member allotted society was reorganized society general meeting last takes the decision about reorganization of society in the form of the selection procedure and the conditions for allocating, and also approves the Charter assigned obŝestvai the Division balance sheet, elect to allocate organs of society.
     3. When you select izobŝestva one or more companies each of them passes part of the rights and obligations of the reorganized company in accordance with the separation balance sheet.
 
     Article 56. Transformation of society 1. Vpravepreobrazovat′sâ society in the economic society of another type, business partnership or co-operative (as amended by the Federal law of December 30, 2008  N 312-FZ-collection of laws of the Russian Federation, 2009, N1, art. 20).

     2. General sobranieučastnikov society reorganized in the form of transformation, prinimaetrešenie on the reorganization, on the manner and on the conditions of conversion, on the order of obmenadolej of company participants on the shares of the joint-stock company, the proportion of participants obŝestvas additional liability, share or deposits in total capital business partnership or shares of the members of the production cooperative, on approval of the Statute of the sozdavaemogov resulting from the transformation of a legal person, as well as corresponding deed obutverždenii (harm.  Federal law dated 30 December N 312-FZ-collection of laws of the Russian Federation, 2009, N 1, art. 20). 3. Participants of legal entity created from the conversion, take the decision on election of its organs in accordance with the requirements of federal laws on takihûridičeskih persons and charge the appropriate organ to carry out actions related with State registration of a legal entity, created as a result of the conversion.
     4. When preobrazovaniiobŝestva to a legal entity established as a result of the transformation, assumes all the rights and duties of the reorganized company in accordance with the transfer document.
 
     Article 57. Likvidaciâobŝestva 1. The company may be liquidated voluntarily divested prescribed by the Civil Code of the Russian Federation, taking into account the requirements of this federal law and of the Charter of the company.
Also the company may be liquidated by a court decision on grounds provided for by the Civil Code of the Russian Federation.
     Likvidaciâobŝestva entails its termination without transfer of rights and duties in succession to others.
     2. the decision of the obŝegosobraniâ participants of the voluntary liquidation and appointment of a liquidation Commission was adopted on the proposal of the Board of Directors (Supervisory Board), the executive body or the company participant.
     The total sobranieučastnikov of the company voluntarily decides to liquidate the company and naznačeniilikvidacionnoj Commission (as amended by the Federal law of March 21, 2002 N 31-FZ collection zakonodatel′stvaRossijskoj Federation, 2002, no. 12, p. 1093).
     3. Since the appointment of a liquidation Commission assumes all powers for the management of the Affairs of society.
The liquidation Commission on behalf of the company being liquidated performs in court.
     4. If a party to the liquidated obŝestvaâvlâetsâ Russian Federation, constituent entity of the Russian Federation or the municipality, consisting of the liquidation Commission included a representative of the federal authority for State property management, specialized agency which carries out sale of federal property, the authority for the management of State property of the Russian Federation, the prodavcagosudarstvennogo property of the Russian Federation or self-governing organamestnogo (as amended by the Federal law of March 21, 2002 N 31-FZ-collection of laws of the Russian Federation , 2002, N 12, art. 1093). 5. The order of liquidation of the company is established by the Civil Code of the Russian Federation and other federal laws.
 
     Article 58. distribution of the property of the liquidated obŝestvameždu parties 1. Remaining after the completion of settlements with creditors of the company's property is distributed by the liquidation Commission among the company participants in the following order: first payment učastnikamobŝestva distributed, but unpaid profits;
     in second place is carried out by the distribution of assets of company being liquidated among the company participants in proportion to their respective participation interests in the Charter capital of a company.
     2. Trebovaniâkaždoj priority shall be satisfied after the full satisfaction of the claims of the previous turn.
     If the available property uobŝestva is not sufficient for the payment of a distributed, nonevyplačennoj part of the profits, the company's property is distributed among its participants in proportion to their respective participation interests in the Charter capital of a company.
 
     CHAPTER VI final provisions Article 59. This federal law vdejstvie introduction 1. NastoâŝijFederal′nyj Act will enter into force on March 1, 1998 year.
     2. With the entry into force of this federal law, legal acts acting on the territory of the Russian Federation, to bring them into compliance with this federal law applies to the extent that they do not contradict this federal law.
     Učreditel′nyedokumenty limited liability company (limited liability company) with the entry into force of this federal law shall be applied if they do not contradict this federal law.
     3. constituent documents of limited liability companies (limited liability companies) created before the enactment of this federal law, enforceable terminology with this federal law not later than July 1, 1999 (ed.  Federal law dated December 31, 1998 N 193-FZ-Sobraniezakonodatel′stva Russian Federation, 1999, N 1, art. 2.) limited liability company (limited liability partnership), the number of participants at the moment of enactment of this federal law exceeds fifty, have until July 1, 1999 year transform vakcionernye society or production co-operatives or reduce the number of participants to this federal zakonompredela installed.
When you convert such societies limited company (limited liability company) into joint stock companies allowed their transformation into closed joint stock companies without restrictions limiting the number of shareholders in a closed joint-stock company established by the Federal law "on joint stock companies".  These closed joint stock companies shall not apply the provisions of the second and third paragraphs of paragraph 3 of article 7 of the Federal law "on akcionernyhobŝestvah" (in the red.  Federal law dated July 11, 1998  N 96-FZ-collection of laws of the Russian Federation, 1998, no. 28, art. 3261;
Federal law dated December 31, 1998 N 193-FZ-collection of laws of the Russian Federation, 1999, N 1, art. 2.) when converting societies with limited liability (limited liability company) into joint stock companies or production co-operatives in the manner provided for in this paragraph shall not apply the provisions of paragraph 5 of article 51 of this federal law (as amended by the Federal law of December 31, 1998  N 193-FZ-collection of laws of the Russian Federation, 1999, N 1, art. 2.) obŝegosobraniâ Decision of shareholders of the limited liability company (or ograničennojotvetstvennost′û) on the conversion of the limited liability company (limited liability partnership), the number of participants at the moment of enactment of this federal law exceeds fifty, was adopted by a majority of not less than two thirds of the total number of votes of the shareholders of the limited liability company (limited liability partnership).   Participants in a limited liability company (limited liability partnership), voted against the decision on its transformation or not take part in the vote, have the right to withdraw from a limited liability company (limited liability partnership) in accordance with article 26 of this federal law (paragraph added by federal law from 31 December, 1998.  N 193-FZ-Sobraniezakonodatel′stva of the Russian Federation, 1998, N 1, art. 2.) limited liability company (limited liability partnership), which have not brought their founding documents in accordance with this federal law or is not transformed into joint-stock companies or production co-operatives may be liquidated by judicial procedure on the request of the authority responsible for the State registration of legal entities or other State bodies or local self-government bodies entitled to bring such claims under a federal law.
     4. Limited liability company (limited liability partnership), referred to in paragraph 3 of this article shall be exempt from the payment of the registration fee if registering changes in their legal status with regard to his bringing into compliance with this federal law.
 
     Moscow, Kremlin, N 14 February 8, 1998-FZ