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

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RUSSIAN FEDERATION FEDERAL LAW On Protection of Rights and legitimate interests of investors on the securities market Adopted by the State Duma on 12 February 1999 Federation Council, 18 February 1999. N196-FZ; of 09.12.2002 N 162-FZ; of 22.08.2004 N 122-FZ; of 18.06.2005 N 61-FZ; of 27.12.2005 N 194-FZ; dated 27.07.2006 N 138-FZ; 26.04.2007 N 63-FZ; of 06.12.2007 N 334-FZ; dated 28.04.2009. N 74-FZ; of 19.07.2009 N 205-FZ; 04.10.2010 N 264-FZ; of 21.11.2011 N 327-FZ; of 29.12.2012 N 282-FZ; of 23.07.2013 N 251-FZ Article 1. The purposes of this Federal Law The purposes of this Federal Law are to ensure the public and public protection of the rights and legitimate interests of natural and legal persons whose investments are Securities (hereinafter referred to as investors), as well as the procedure for compensating and providing other forms of compensation to investors-individuals caused by the illegal actions of issuers and other participants in the securities market. paper (hereafter referred to as the professional participants) in the securities market. Article 2: Scope of this Federal Law 1. This Federal Act sets out: the conditions for professional participants to provide services to non-professional investors; additional requirements for professional participants; providing services to investors in the securities market; additional conditions for the placement of emissive securities among an unlimited range of investors in the securities market; additional measures for the protection of rights and legal investors ' interests in the securities market and the responsibility of issuers and other persons for the violation of these rights and interests. 2. This federal law does not apply to the relations involving the use of funds in deposits by banks and other credit institutions, insurance companies and non-State pension funds, the circulation of deposits and savings accounts. Certificate of credit organizations, cheques, promissory notes and other securities that are not in accordance with the laws of the Russian Federation by issue securities, as well as with the circulation of the bonds of the Central Bank of Russia THE RUSSIAN FEDERATION (hereinafter referred to as the Bank of Russia) OF THE PRESIDENT OF THE RUSSIAN FEDERATION In the edition of federal laws of August 18, 2005 N 61-FZ; of 23.07.2013 N 251-FZ) Article 3. The legislation of the Russian Federation on the protection of rights and the legitimate interests of investors in the securities market The relations relating to the protection of rights and legitimate interests of investors in the securities market are regulated OF THE PRESIDENT OF THE RUSSIAN FEDERATION Article 4. Restrictions on the securities market to protect rights and legitimate interests of investors 1. It is prohibited to advert and (or) offer an unlimited number of persons securities of issuers that do not provide information in the amount and order provided by the laws of the Russian Federation on securities for issuers, publicly placing securities. 2. The terms and conditions of investors 'contracts that limit investors' rights over the rights provided for in Russian legislation on the protection of the rights and legitimate interests of investors in the securities market are null and void. 3. Violation of paragraphs 1 and 2 of this article by a professional participant constitutes grounds for revocation or suspension of his licence to carry out professional activities in the securities market and/or the imposition of a fine. Article 5. { \b } { \field { \field { \field { \field { \field } { \field The securities market prohibits public offering and public address, advertising and offering in any other form to an unlimited number of persons of securities intended for qualified investors, securities, public accommodation and (or) the public treatment of which is prohibited or not provided for by federal laws or other regulatory legal acts of the Russian Federation, as well as documents certifying monetary and other obligations, but not being securities in OF THE PRESIDENT OF THE RUSSIAN FEDERATION (In the wording of the Federal Law of 28 April 2009, N 74-FZ) 2. (Spconsumed by Federal Law of December 29, 2012) N 282-FZ 3. The mission of bonds and other emissive securities by non-profit organizations is permitted only in the cases provided for by federal laws and other regulatory legal acts of the Russian Federation, subject to the availability of certain securities. the regulations. (Paragraph 4 is excluded-Federal Law of 09.12.2002) N 162-FZ) 4. The signatories of the securities prospectus bear a subsidiary liability for the damage caused by the issuer to the investor as a result of inaccurate and/or misleading information investors contained in the prospectus. The independent appraiser and the auditor, who signed the securities prospectus, are jointly with other signatories of the securities prospectus, subsidiary with the issuer, liability for damage caused to the investor by the issuer The information contained in the prospectus and the (or) misleading investor of information and confirmed by them. The claim for damages on the grounds referred to in paragraphs 1 and 2 of this paragraph may be brought before a court within one year from the date of detection of the infringement, but no later than three years from the date on which the securities were placed. (Paragraph 5 should be considered as paragraph 4 of the Federal Law of 09.12.2002). N 162-FZ) Article 6. Provide information to the investor in relation to Securities 1. The issuer is obliged to provide the investor with the information specified in the legislation of the Russian Federation. 2. The professional participant, who offers the investor in the securities market, is required by the investor to provide him with the following documents and information: copy of the license for professional activity in the securities market paper; copy of the document on the State registration of a professional participant as a legal person or an individual entreprene; The activities in the securities market (its name, address and telephone numbers); information about the authorized capital, the size of its own funds of the professional participant and its reserve fund. 3. The professional participant, when acquiring securities by an investor or when purchasing securities on behalf of an investor, is required by an investor in addition to the information provided by federal laws and other regulations. OF THE PRESIDENT OF THE RUSSIAN FEDERATION of securities not issued by the State In accordance with the requirements of federal laws-the identification number of such securities; (In the wording of Federal Law dated 27.07.2006 N 138-FZ information contained in the release of these securities and prospect; information about the prices of these securities in the course of the six weeks prior to the date on which the investor is required to provide information, if these securities are included in the quotation list of the exchange, or information about the absence of these securities in the listed exchange lists; (In the wording of Federal Law dated 21.11.2011 N 327-FZ) information about the prices by which these securities were bought and sold by this professional participant in the six weeks prior to the date on which the investor submitted the request for information, or The information that such transactions have not been carried out; information about the assessment of these securities by a rating agency, recognized in accordance with the procedure established by the legislation of the Russian Federation. 4. A professional participant in the alienation of securities by an investor upon the request of the investor, in addition to the information provided by federal laws and other regulatory legal acts of the Russian Federation, shall provide information on: prices of these securities in the six weeks prior to the date on which the investor submitted the request for information, if these securities are included in the quotation list of the exchange, or the absence of these securities in exchange lists; (B) The wording of the Federal Law No. N327-FZ) prices for which these securities were purchased and sold by this professional participant in the six weeks prior to the date of the investor's submission of the request for information or information about that no such operations have been carried out. 5. The professional participant shall, in any event, notify the investor of his or her right to receive the information referred to in this article. At the same time, the professional participant, by providing services to investors-individuals, is obliged to inform the latter about the rights and guarantees provided to them under this Federal Law. 6. The professional participant is entitled to request from the investor the information referred to in paragraphs 3 and 4 of this article for the written information provided to it in an amount not exceeding the cost of copying it. The Bank of Russia is responsible for monitoring the reasonableness of the fees charged by professional participants or issuers. (In the wording of Federal Law dated 23.07.2013. N 251-FZ 7. The violation of the requirements set out in this article, including the provision of misleading, incomplete and (or) misleading information investors, is the basis for the modification or avoidance of the contract between the investor and the professional by the participant (issuer) at the request of the investor in accordance with the procedure established by the civil legislation of the Russian Federation. 8. An investor has the right to require the professional participant or issuer to provide information in accordance with this Federal Law and other federal laws and has the risk of consequences without such a requirement. Article 7. The deadline for the consideration of complaints and applications by investors Bank of Russia The complaint and investor statements are subject to review by the Bank of Russia within a period not exceeding two weeks from the date of filing of the complaint or application. (In the wording of the Federal Law of 23.07.2013 N 251-FZ) Article 8. Information for investors by the Bank of RussiaIn order to inform investors and warn them of the violations committed and possible violations on the securities market of the Bank of Russia, the Bank of Russia on its official website Internet Information and Telecommunications Network places information on: on revocation or suspension of licenses for professional activities in the securities market; Organizations of professional participants (hereinafter referred to as self-regulating organizations); on administrative sanctions imposed by the Bank of Russia; on judicial decisions taken on Bank of Russia claims. (The article in the wording of Federal Law dated 23.07.2013. N 251-FZ) Article 9. { \cs6\f1\cf6\lang1024 } Investor { \cs6\f1\cf6\lang1024 } { \cs6\f1\cf6\lang1024 } { \b } { \cs6\f1\cf6\lang1024 } { \b } { \cs6\f1\cf6\lang1024 } { \b } } { \cs6\f1\cf6\lang1024 } { \b } } of securities and in the register of professional participants in the securities market should be open and accessible to any interested person. (Article in the wording of Federal Law dated 27.12.2005 N 194-FZ) Article 10. Public hearings on enforcement and Improving the legislation of the Russian Federation on securities (In the wording of Federal Law dated 23.07.2013. N 251-FZ) 1. The Bank of Russia, tax and law enforcement agencies have the right to hold public hearings on the implementation and improvement of the Russian Federation's securities legislation. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) These hearings are held at the initiative of the Bank of Russia, tax and law enforcement agencies, self-regulating professional organizations ' organizations. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) 2. The decision to hold public hearings on the implementation and improvement of the legislation of the Russian Federation on securities, on their topics, on the date of the meeting and the composition of the participants is taken by the heads of the Bank Russia, tax and law enforcement agencies or their deputies. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ ) The public hearings are to adopt recommendations that may be taken into account in the activities of the Bank of Russia, tax and law enforcement agencies, and in the preparation of proposals for OF THE PRESIDENT OF THE RUSSIAN FEDERATION N 251-FZ) The recommendations are accepted by the majority of participants in public hearings. The recommendations and proceedings of the hearings are to be published. If during these public hearings, the relevant proposals are forwarded to the Bank of Russia, law enforcement and other federal executive bodies. The authorities, in accordance with their competence, to deal with the issues of prosecution under the law of the Russian Federation. (In the wording of Federal Law from 23.07.2013 N 251-FZ) 3. The regulation of public hearings on the implementation and improvement of the legislation of the Russian Federation on securities is approved by the Bank of Russia or the federal authority deciding to hold the said Public hearings. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) Article 11. The rules of the Bank of Russia (In the wording of the Federal Law of 23 July 2013). N 251-FZ) 1. The requirements of the Bank of Russia are mandatory for commercial and non-commercial organizations and their officials, individual entrepreneurs in the territory of the Russian Federation. class="ed"> (In the wording of the Federal Law of 23 July 2013 N 251-FZ) 2. The regulations of the Bank of Russia are issued on the issues provided for by this Federal Law, other federal laws, in order to stop and prevent violations of the legislation of the Russian Federation on joint-stock companies and on the market of securities. of the Bank of Russia. (In the wording of the Federal Law of 23.07.2013 N 251-FZ) If the rights and legitimate interests of investors are found to be violated by a professional participant or if the actions of a professional participant pose a threat to the rights and legitimate interests of investors, The Bank of Russia has the right to ban or restrict the holding of certain operations on the securities market by a professional participant for up to six months. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) 3. The regulations of the Bank of Russia are modified or cancelled by the Bank of Russia in connection with a court decision that has entered into force or on the initiative of the Bank of Russia. (In the wording of the Federal Law of 23.07.2013 N 251-FZ) 4. The Bank of Russia has the right to apply to the court for enforcement of the order. (The paragraph is amended by the Federal Law of 23.07.2013). N 251-FZ) Article 12. (Overtaken by the Federal Law of 26.04.2007) N 63-FZ) Article 13. (Spconsumed by the Federal Law of 19.07.2009) N 205-FZ) Article 14. Protecting the rights and legitimate interests of investors Bank of Russia in court (Federal Law dated 23.07.2013 N 251-FZ) 1. The Bank of Russia has the right to enter into the process on its own initiative to give an opinion on the matter in order to give effect to the rights and legitimate interests of investors. and to protect the rights of investors-individuals and interests of the State. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) 2. In order to protect the rights and legitimate interests of investors, the Bank of Russia has the right to bring claims and applications to the court: (In the wording of Federal Law dated 23.07.2013. N 251-FZ) in defence of public and public interest and legally protected interests of investors; liquidation of legal entities or termination of individual entrepreneurs operating Professional activity in the securities market without a license, recognition of transactions with securities that are not valid, and also in other cases, established by the legislation of the Russian Federation on the protection of rights and legitimate interests of investors in the market Security. In the wording of Federal Law No. N 282-FZ) Article 15. Protecting the rights and legitimate interests of investors self-regulating organizations 1. Self-regulating organizations in accordance with this Federal Law, the Federal Law "On the Securities Market", other regulatory legal framework OF THE PRESIDENT OF THE RUSSIAN FEDERATION Security. 2. Self-regulating organizations carry out the control referred to in paragraph 1 of this article on its own initiative, based on the application of the Bank of Russia, of the federal executive authorities, as well as on complaints and claims investors. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ The forms, timing and conduct of the said control are determined by the constituent instruments, rules and standards of the activities of a self-regulating organization. Article 16. The procedure for the consideration of the self-regulating organization of complaints and applications of investors 1. The Self-regulating organization examines complaints and investors ' complaints about the actions of its member (member), its officials and professionals in the manner provided for in the constituent instruments, rules and standards of its operations. 2. Following consideration of the complaint and application, the organization has the right to make the following decision: apply sanctions against the perpetrator, established by the rules and standards of the organization; Participant (member) to compensate the investor for the non-judicial damage; to exclude a professional participant from among its members (members) and to apply to the Bank of Russia for action on the revocation or suspension of the licence Professional participant in professional activity in the securities market; (In the wording of Federal Law dated 23.07.2013 N 251-FZ to submit complaints and application to law enforcement and other federal executive authorities in accordance with their competence for consideration. 3. The regulated organization is obliged to inform the Bank of Russia of the outcome of the consideration of complaints and investor statements and the decisions it has taken. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ 4. In the event of failure to comply with legal and well-founded complaints and investor statements, the Russian Federation's failure to comply with the legislation on the protection of the rights and legitimate interests of investors on the securities market, the Bank of Russia has the right. Apply the sanctions imposed by the Federal Law "On the Securities Market" and the regulatory legal acts of the Russian Federation to a self-regulating organization. of the Federation. (In the wording of Federal Law dated 23.07.2013. N 251-FZ) Article 17. Compensatory and other self-regulatory funds organizations To recover losses suffered by private investors as a result of the activities of professional participants (members) of self-regulating The organization of a self-regulating organization has the right to establish compensation and other funds. Article 18. Protection of the rights and legitimate interests of investors- individuals by their public associations 1. Public associations of investors-individuals of the federal, interregional and regional levels are entitled to protect the rights and legitimate interests of investors-individuals in the forms and manner prescribed by law of the Russian Federation. 2. Public associations of investors-individuals have the right: to apply to the court for protection of the rights and legitimate interests of investors-natural persons who have suffered damage in the securities market, in accordance with the procedure established by procedural law. OF THE PRESIDENT OF THE RUSSIAN FEDERATION by unlawful actions on the securities market, in accordance with the procedure established by the Russian legislation; to establish its own compensation and other funds in order to protect the rights and legitimate interests of investors; to form associations and unions. Article 19. The program for compensations to investors- individuals 1. In order to implement the State programme for the protection of investors ' rights in the payment of compensations to investors, a federal compensation fund is being established as a non-profit organization (hereinafter, the fund) whose main objectives are to are: the payment of compensation to investors-individuals; the formation of information databases and the maintenance of a register of investors who are entitled to receive the compensation; view and Protecting the property interests of the investor fund- Individuals in court and in enforcement proceedings, claims for the protection of the rights and legitimate interests of an uncertain circle of investors-natural persons; property for property rights as well as participation in, or control over, the proper storage and disposal of such property in the course of enforcement proceedings. The management of funds and other property intended for the payment of compensation to investors-individuals, as well as the storage of such property, shall be carried out in the manner prescribed by federal laws and other regulations. OF THE PRESIDENT OF THE RUSSIAN FEDERATION The Charter of the Fund is approved by the Government of the Russian Federation. The Board of Trustees of the Fund, consisting of representatives of the Federal Assembly of the Russian Federation, the Central Bank of Russia and the federal executive branch, is established to oversee the operation of the fund. Self-regulating organizations, public associations of investors-individuals. (In the wording of the Federal Law of 23.07.2013 } N 251-FZ) The Fund reports annually on its activities in accordance with the procedure established by the Government of the Russian Federation. The report of the Fund's activities is published in the printed body of the Bank of Russia. (In the wording of the Federal Law 23.07.2013 N 251-FZ) 2. The Fund provides compensation to individuals who are unable to obtain redress for court decisions and orders in view of the debtor's lack of funds and other property. The right to receive compensation is available to investors-individuals in connection with the infliction of harm by a professional participant in the securities market with a licence to perform the appropriate type of professional Activities in the securities market, as well as in the cases provided for by the regulatory legal acts of the Russian Federation. The Fund does not pay compensation to individuals who are the owners of securities for qualified investors. Sources of fund formation are sources provided by the statute of the fund in accordance with the laws of the Russian Federation. (Paragraph in the wording of Federal Law dated 06.12.2007 N 334-FZ) Article 20. The procedure for the entry into force of this Federal Law 1. This law shall enter into force on the date of its official publication. 2. Article 8 of this Federal Law shall enter into force six months after the date of the entry into force of this Federal Act. (Paragraph 3 is excluded-Federal Law of 09.12.2002) N162-FZ) 3. Article 17 of this Federal Act applies before the entry into force of the relevant changes to the Federal Law on the Securities Market. 4. Invite the President of the Russian Federation within three months from the date of the entry into force of this Federal Act to bring its normative legal acts into conformity with this Federal Law. 5. To instruct the Government of the Russian Federation within three months from the date of the entry into force of this Federal Act to bring its normative legal acts into conformity with this Federal Law and to adopt it in accordance with this law. The necessary normative legal acts are the federal law. (Paragraphs 4 to 6 should be considered as paragraphs 3 to 5 in the wording of Federal Law of 09.12.2002). N 162F) President of the Russian Federation Boris Yeltsin Moscow, Kremlin 5 March 1999 N 46-FZ