On The Protection Of The Rights And Legal Interests Of Investors On The Securities Market

Original Language Title: О защите прав и законных интересов инвесторов на рынке ценных бумаг

Read the untranslated law here: http://pravo.gov.ru/proxy/ips/?doc_itself=&infostr=x&backlink=1&fulltext=1&nd=102058488

RUSSIAN FEDERATION FEDERAL LAW on the protection of the rights and legal interests of investors on the securities market adopted by the State Duma February 12, 1999 the year approved by the Federation Council of the year February 18, 1999 (as amended by the federal laws on out N 196-FZ;
from 09.12.2002 N 162-FZ; from 22/08/2004, no. 122-FZ;
from 18.06.2005 N 61-FL; from 27.12.2005 N 194-FZ;
from 27.07.2006 no. 138-FZ; from 26.04.2007 N 63-FZ;
from 06.12.2007. N 334-FZ; from 30.03.2009 N 74-ФЗ;
from 19.07.2009 N 205-FZ; from 04.10.2010 N 264-FZ;
from 21 N 327-FZ; from 29.12.2012 N 282-FZ;
from arrival N 251-FZ), Article 1. The purpose of the present Federal Act Purposes of this federal law are to ensure State security and public protection of the rights and legitimate interests of individuals and legal entities, the object of which is investment securities (hereinafter investors), as well as determining the compensation and the provision of other forms of redress to investors-individuals caused by illegal actions of issuers and other securities market participants (hereinafter referred to as the professional participants) in the securities market.
Article 2. The scope of this federal law 1. This federal law establishes: terms of service professionals investors who are not professional actors;
additional requirements for professional participants, providing services to investors in the securities market;
additional conditions of placement of securities among unlimited circle of investors on the securities market;
additional measures to protect the rights and legal interests of investors on the securities market and issuers and other persons responsible for the violation of those rights and interests.
2. this federal law does not apply to relationships involving the attraction of money resources in deposits by banks and other credit institutions, insurance companies and private pension funds, the treatment of deposit and savings certificates of credit institutions, checks, bills of Exchange and other securities that are not in accordance with the legislation of the Russian Federation securities, as well as the treatment of bonds from the Central Bank of the Russian Federation (hereinafter-the Bank of Russia) , state securities of the Russian Federation, state securities of the Russian Federation and municipal securities. (As amended by the federal laws from 18.06.2005 N 61-FL; from arrival N 251-FZ), Article 3. The legislation of the Russian Federation on the protection of the rights and legal interests of investors on the securities market relations connected with the protection of the rights and legal interests of investors on the securities market, governed by this federal law, other federal laws and other regulatory legal acts of the Russian Federation.
Article 4. Restrictions on securities market in order to protect the rights and legitimate interests of investors 1. It is prohibited to advertise and (or) offer an unlimited circle of persons, securities issuers, not disclosing information in the extent and pursuant to the procedure provided for by the legislation of the Russian Federation on securities for issuers, publicly placing securities.
2. the conditions of concluded contracts with investors, which limit investors ' rights than those granted by the legislation of the Russian Federation on the protection of the rights and legal interests of investors on the securities market, are void.
3. Violation of paragraphs 1 and 2 of this article, a professional party constitutes grounds for revocation or suspension of his license on realization of professional activity at the securities market and (or) fine.
Article 5. Restrictions related to emission and circulation of securities 1. In the securities market is prohibited public offering and public appeal, advertising and any other form of offer an unlimited circle of persons, securities, intended for qualified investors, securities, public offering and (or) public appeal which is prohibited or not provided for in federal laws and other regulatory legal acts of the Russian Federation, as well as documents identifying financial and other obligations, but non-securities in accordance with the legislation of the Russian Federation. (As amended by the Federal law dated 28.04.2009 N 74-ФЗ)
2. (repealed-federal law of 29.12.2012. N 282-FZ) 3. Issue of bonds and other emissive securities non-profit organizations shall be permitted only in cases provided for by federal laws and other regulatory legal acts of the Russian Federation, in the presence of security, certain specified regulations.
(Paragraph 4 deleted-the Federal law dated 09.12.2002 N 162-FZ)
4. Signatories to the prospectus of securities jointly and severally bear subsidiary liability for the damage caused by the issuer to the investor as a result of the information contained in the said prospectus inaccurate and/or misleading investor information.

The independent assessor and Auditor, signatories of the Securities issue prospectus shall bear solidary with other persons, the signatories of the prospectus of securities subsidiary with the issuer liable for damage caused by the issuer to the investor as a result of the information contained in the said prospectus inaccurate and/or misleading investor information and confirmed them.
Claim for damages on grounds specified in the first and second subparagraphs of this paragraph may be brought to court within one year from the date of the detection of irregularities, but no later than three years from the date of beginning of placement of securities. (Paragraph 5 as amended, paragraph count 4 of the Federal law on 09.12.2002 N 162-FZ), Article 6. Provision of information to the investor in relation to the treatment of securities 1. The issuer must provide the investor information defined by the legislation of the Russian Federation.
2. A professional party, offering the Investor Services on securities market, is obliged on demand of the investor to provide him with the following documents and information: a copy of a license for carrying out professional activities on the securities market;
a copy of the document of State registration of professional participant as a legal entity or an individual entrepreneur;
information about the authority that issued the license for realization of professional activity at the securities market (its name, address and telephone numbers);
information about the authorized capital, the amount of own funds of the professional participant and its contingency fund.
3. Professional participant when acquiring securities investor him either when purchasing securities on behalf of the investor is obliged on demand of the investor, in addition to the information defined by federal laws and other regulatory legal acts of the Russian Federation, provide the following information: information on State registration of issue these securities and State registration number of this release and, in the case of transactions with securities which is not subject to state registration in accordance with the requirements of federal laws, the identification number of the issue of such securities; (As amended by the Federal law dated 27.07.2006 no. 138-FZ) of the information contained in the decision on the issuance of these securities and prospectus of emission;
information about the prices of these securities on the organized trades within six weeks prior to the date of presentation of investor disclosure requirements if those securities included in the quotation list of the Exchange, or information about the absence of these securities at kotiroval'nyh lists of exchanges; (As amended by the Federal law of 21 N 327-FZ) information on prices at which the securities were bought and sold these professional party within six weeks prior to the date of presentation of investor disclosure requirements, or that such operations have not been carried out;
information about evaluating these securities rating agency, recognized in the manner prescribed by the legislation of the Russian Federation.
4. upon transfer of a professional participant of the securities an investor is obliged on demand of the investor, in addition to the information defined by federal laws and other regulatory legal acts of the Russian Federation to provide information about: prices of these securities on the organized trades over the six weeks preceding the presentation of investor disclosure requirements if those securities included in the quotation list of the Exchange, or information about the absence of these securities at kotiroval'nyh lists of exchanges; (As amended by the Federal law of 21 N 327-FZ) prices that these securities are bought and sold these professional party within six weeks prior to the date of presentation of investor disclosure requirements, or that such operations have not been carried out.
5. Professional participant in any case shall notify the investor of his right to obtain the information specified in this article. While professional participant, providing services to investors-individuals must inform the latter about the rights and guarantees granted in accordance with this federal law.
6. Professional party may demand from an investor for giving him, in writing, the information specified in paragraphs 3 and 4 of this article, a fee in an amount not exceeding the costs of copying.
Control over the validity of the fees charged for providing information the professional participants or issuers, rests with the Bank of Russia. (As amended by federal law from day of arrival N 251-FZ)
7. the violation of the requirements established in this article, including providing false, incomplete and (or) misleading investor information constitutes grounds for modification or termination of the contract between an investor and a professional participant (the issuer) on demand of the investor, in the manner prescribed by the civil legislation of the Russian Federation.

8. investor may in connection with the acquisition or alienation of securities require professional participant's or issuer's obligation to provide information in accordance with this federal law and other federal laws, and bears the risk of the consequences of not introducing such a requirement.
Article 7. Term of consideration of complaints and petitions by investors the Bank of Russia of investor complaints and applications are subject to review by the Bank of Russia in a period not exceeding two weeks from the date of filing of the complaint or application. (As amended by federal law from day of arrival N 251-FZ) Article 8. Informing investors of the Bank of Russia in order to inform investors and warning them about potential crimes committed and on the securities market, the Bank of Russia on its official website in the information and Telecommunications Internet posts information on the revocation or suspension of licenses for realization of professional activity at the securities market;
on self-regulatory organizations professional parties (hereinafter referred to as SROs);
on the administrative penalties imposed by the Central Bank of Russia;
of judicial decisions handed down by the actions of the Bank of Russia.
(Article in the Editorial Office of arrival, Federal Law No. 251-FZ) Article 9. Informing investors about securities releases and licensing activities of professional participants of the securities market, the information contained in the registry of securities and in the registry of professional securities market participants shall be open and accessible to any interested person.
(Article in the Editorial Office of the Federal law dated 26.12.2005 N 194-FZ), Article 10. Public hearings on the enforcement and improvement of the legislation of the Russian Federation on securities (as amended by federal law from day of arrival N 251-FZ dated December 30, 2008) 1. Bank of Russia, tax and law enforcement authorities the right to hold public hearings on the enforcement and improvement of the legislation of the Russian Federation on securities. (As amended by federal law from day of arrival N 251-FZ) these hearings are conducted on initiative of the Bank of Russia, tax and law enforcement authorities, self-regulatory organizations professional participants. (As amended by federal law from day of arrival N 251-FZ)
2. the decision to hold a public hearing on the enforcement and improvement of the legislation of the Russian Federation on securities, on their topics, date and composition of participants was adopted by the heads of the Bank of Russia, tax and law enforcement officials or their deputies. (As amended by federal law from day of arrival N 251-FZ) in these public hearings are accepted recommendations that can be taken into account in the activities of the Bank of Russia, tax and law enforcement authorities, as well as in the preparation of proposals on perfection of legislation of the Russian Federation. (As amended by federal law from day of arrival N 251-FZ) Recommendations are accepted by the majority of participants in the public hearings. The recommendations and materials for the hearings to be published.
If during the public hearing the facts of offences on the securities market of the relevant proposals are forwarded to the Bank of Russia, law enforcement and other federal executive bodies in accordance with their competence to deal with issues on bringing to responsibility provided for by the legislation of the Russian Federation. (As amended by federal law from day of arrival N 251-FZ)
3. rules for conducting public hearings on enforcement and improvement of the legislation of the Russian Federation on securities shall be approved by the Central Bank of Russia or a federal authority, to adopt a decision on the carrying out of public hearings. (As amended by federal law from day of arrival N 251-FZ), Article 11. Regulations of the Bank of Russia (as amended by federal law from day of arrival N 251-FZ dated December 30, 2008) 1. Regulations of the Bank of Russia are required for the execution of commercial and non-profit organizations and their officials, individual entrepreneurs, individuals on the territory of the Russian Federation. (As amended by federal law from day of arrival N 251-FZ)
2. the provisions of Bank of Russia imposed on the issues stipulated by this federal law, other federal laws, with a view to halting and preventing violations of the legislation of the Russian Federation on joint-stock companies and securities market, as well as on other matters within the competence of the Bank of Russia. (As amended by federal law from day of arrival N 251-FZ) in case of violation of the rights and legitimate interests of investors professional participant or if committed by a professional participant actions pose a threat to the rights and legitimate interests of investors, the Bank of Russia has the right to its injunction to prohibit or restrict the holding of professional participant of the individual operations in the securities market for up to six months. (As amended by federal law from day of arrival N 251-FZ)

3. the provisions of Bank of Russia changed or canceled by the Bank of Russia in connection with an enforceable court decision, either on the initiative of the Bank of Russia. (As amended by federal law from day of arrival N 251-FZ)
4. the Bank of Russia has the right to apply to the Court for enforcement of the regulations. (Para supplemented by federal law from day of arrival N 251-FZ) Article 12. (Repealed-Federal Act of 26.04.2007 N 63-FZ) Article 13. (Repealed-the Federal law from 19.07.2009 N 205-FZ) Article 14. Protection of rights and legal interests of investors the Bank of Russia in a judicial procedure (as amended by federal law from day of arrival N 251-FZ dated December 30, 2008) 1. When reviewing litigation claims or statements on the protection of the rights and legitimate interests of investors the Bank of Russia has the right to enter into the process on its own initiative, to give an opinion on the case in order to perform its duties and to protect investors ' rights of individuals and the interests of the State. (As amended by federal law from day of arrival N 251-FZ)
2. In order to protect the rights and legitimate interests of investors the Bank of Russia has the right to go to court with claims and statements: (as amended by federal law from day of arrival N 251-FZ) in protection of State and public interests and the legitimate interests of investors;
on the liquidation of legal persons or the termination of activities of individual entrepreneurs carrying out professional activity on securities market without licenses, acceptance of securities transactions and void, as well as in other cases stipulated by the legislation of the Russian Federation on the protection of the rights and legal interests of investors on the securities market. (As amended by the Federal law of 29.12.2012. N 282-FZ) Article 15. Protection of rights and legal interests of investors SROs 1. SROs in accordance with this federal law, the Federal law "on securities market", other normative legal acts of the Russian Federation, as well as in accordance with the rules and standards of their activities, carry out the control over execution of its participants (members of) the legislation of the Russian Federation on the protection of the rights and legal interests of investors on the securities market.
2. Self-regulatory organizations monitor specified in paragraph 1 of this article, on its own initiative, on the basis of circulation of Bank of Russia, federal bodies of executive power, as well as complaints and statements made by investors. (As amended by federal law from day of arrival N 251-FZ), forms, terms and order of the control are determined by the articles of incorporation, regulations and standards of an SRO.
Article 16. Procedure for consideration of complaints and petitions SRO investors 1. Self-regulatory organization considers complaints and applications of investors on the actions of its member (member), its officials and specialists in the order stipulated by the articles of incorporation, regulations and standards of its activities.
2. Following the consideration of complaints and petitions an SRO shall have the right to adopt the following decision: apply the offender sanctions imposed rules and standards activities of the Organization;
to recommend to his party (member) to compensate the investor damages extrajudicially;
delete the professional participant of its participants (members) and contact the Bank of Russia, a statement on the adoption of measures for the cancellation or suspension of licence specified professional participant on realization of professional activity at the securities market; (As amended by federal law from day of arrival N 251-FZ) to send materials on the complaint and the statement in the law enforcement and other federal executive bodies according to their competence to deal with.
3. an SRO shall be obliged to inform the Bank of Russia on the outcome of the consideration of complaints and petitions by investors and decisions it had taken. (As amended by federal law from day of arrival N 251-FZ)
4. In case of failure to legitimate and justified complaints and statements made by investors, failure of the legislation of the Russian Federation on the protection of the rights and legal interests of investors on the securities market, the Bank of Russia has the right to apply to an SRO sanctions imposed by the Federal law "on securities market" and normative legal acts of the Russian Federation. (As amended by federal law from day of arrival N 251-FZ) Article 17. Compensation and other funds of the self-regulatory organizations, in order to recover damages suffered by the investors-individuals damages as a result of the activities of professional participants-participants (members) of the SRO self-regulatory organization has the right to establish compensatory and other funds.
Article 18. Protection of rights and legal interests of investors-individuals their associations 1. Associations of investors-individuals the Federal, interregional and regional levels is entitled to the protection of the rights and legitimate interests of investors-individuals in the forms and in accordance with the procedure provided for by the legislation of the Russian Federation.

2. public associations of investors-individuals entitled to appear before the Court on the protection of the rights and legitimate interests of investors-individuals who have suffered damage in the securities market, in accordance with procedure specified by procedural legislation of the Russian Federation;
to monitor the conditions of storage and disposal of assets of the debtor, which is designed to meet the property claims of investors-individuals in connection with illegal actions in the securities market, in the manner prescribed by the legislation of the Russian Federation;
create your own compensation and other funds in order to ensure the protection of the rights and legitimate interests of investors-individuals;
unite in associations and unions.
Article 19. Compensation scheme for investors-individuals 1. In order to implement the State programme for the protection of investors ' rights in part compensate investors-individuals creates a federal compensation fund as a non-profit organization (hereinafter referred to as the Fund), the main objectives of which are: the payment of compensation to investors-individuals;
formation of information databases and maintaining the register of investors-individuals entitled to receive specified compensation;
representation and protection of property interests of the applicants to the fund investors-individuals in court and enforcement proceedings, claims on the protection of the rights and legitimate interests of an unspecified range of investors-individuals;
storage of equipment intended to meet investors ' property rights of individuals, and participate in its implementation or monitoring for the proper storage and use of the specified property in the course of enforcement proceedings.
Cash management and other property intended for payment of compensations to investors-individuals as well as possession of said property shall be made in accordance with the procedure stipulated by federal laws and other regulatory legal acts of the Russian Federation.
The Foundation Charter is approved by the Government of the Russian Federation.
To oversee the Fund, a Board of Trustees consisting of representatives of the Federal Assembly of the Russian Federation, Bank of Russia, federal executive authorities, self-regulatory organizations, public associations of investors-individuals. (As amended by federal law from day of arrival N 251-FZ) Fund reports annually on its activities in the manner prescribed by the Government of the Russian Federation. Report on the activities of the Fund shall be published in the Gazette of the Bank of Russia. (As amended by federal law from day of arrival N 251-FZ)
2. The Fund undertakes to compensate the investors-individuals who can not get a refund on judicial decisions and orders in the absence of the debtor money and other property.
Eligible for compensation are investors-individuals in connection with damage professional participant of the securities market, licensed to the implementation of the respective type of professional activity on the securities market, as well as in cases stipulated by normative legal acts of the Russian Federation.
The Fund does not carry out the payment of compensation to individuals who are owners of securities intended for qualified investors.
Sources of formation of the Fund are sources, as stipulated in the Charter of the Fund in accordance with the legislation of the Russian Federation.
(Revision of the Federal law dated 06.12.2007. N 334-FZ), Article 20. Method of entry into force of this federal law 1. This federal law shall enter into force on the day of its official publication.
2. Article 8 of this federal law shall enter into force six months after the date of entry into force of this federal law.
(Paragraph 3 deleted-the Federal law dated 09.12.2002 N 162-FZ)
3. Article 17 hereof shall be valid until the entry into force of the relevant amendments to the Federal law "on securities market".
4. invite the President of the Russian Federation for a period of three months from the date of entry into force of this federal law shall bring its normative acts in compliance with this federal law.
5. To instruct the Government of the Russian Federation for a period of three months from the date of entry into force of this federal law shall bring its normative acts in compliance with this federal law and to adopt, in accordance with this federal law necessary normative legal acts. (Paras. 4-6 take it 3-5 points, respectively, as amended by the Federal law on 09.12.2002 N 162-FZ), the President of the Russian Federation, b. Yeltsin, Kremlin, Moscow March 5, 1999 N 46-FZ