On Amendments And Additions To The Federal Law "on Joint Stock Companies"

Original Language Title: О внесении изменений и дополнений в Федеральный закон "Об акционерных обществах"

Read the untranslated law here: http://pravo.gov.ru/proxy/ips/?doc_itself=&infostr=x&backlink=1&fulltext=1&nd=102072367


                      RUSSIAN FEDERATION FEDERAL LAW on introducing amendments to the Federal law izmeneniji "Obakcionernyh companies" Adopted July 12, 2001 GosudarstvennojDumoj year Approved July 20, 2001, SovetomFederacii (in red.  Federal law dated January 5, 2006  N-7 FZ-collection of laws of the Russian Federation, 2006, N 2, p. 172;
Federal law dated July 27, 2006 N 138-FZ-collection of laws of the Russian Federation, 2006, N 31, art. 3437;
Federal law dated July 19, 2009 N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642;
Federal law dated December 21, 2013  (N) 379-FZ-collection of laws of the Russian Federation, 2013, N 51, art. 6699;
Federal law dated June 29, 2015 N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) article 1. To amend the Federal law of December 26, 1995, N 208-FZ "Obakcionernyh" (collection of laws of the Russian Federation, 1996, no. 1, p. 1; N 25, art. 2956; 1999, N22, art. 2672) the following amendments and supplements: 1. Article 1: in paragraphs 1, 3 and 4, the words "creation and" were replaced by the words "the establishment, reorganization, liquidation,";
     the first paragraph of paragraph 5izložit′ to read as follows: "5. the peculiarities of creation of joint-stock companies obŝestvpri privatization of State and municipal enterprises are determined by the Federal law and other legal acts of the Russian Federaciio privatization of State and municipal enterprises.
The peculiarities of the legal status of joint-stock companies, created by the privatization of State and municipal enterprises, more than 25 percent of the shares which is enshrined in State or municipal property or in respect of which a right of participation of the Russian Federation, constituent entities of the Russian Federation or municipalities in the management of specified joint-stock companies ("zolotaâakciâ"), are defined by the Federal law on privatization of State and municipal enterprises. ".
     2. In article 2: the name of the present runs as follows: "article 2. Basic provisions on joint-stock companies";
 
     dopolnit′abzacem, paragraph 1 to read as follows: "Akcioneryvprave to alienate their shares without the consent of other shareholders and the company.";
     to complement the new punktom2 to read as follows: "2. Položeniânastoâŝego of the Federal Act apply to the company with one shareholder insofar as this federal law provides otherwise and as it does not contradict the substance of relations.";
     paragraphs 2-6 sčitat′sootvetstvenno paragraphs 3-7;
     dopolnit′abzacem, paragraph 3 to read as follows: "prior to payment of 50procentov shares, distributed among its founders, obŝestvone has the right to make transactions that are not associated with the establishment of the society."
     3. Article 4 express runs as follows: "article 4. Brand name and location of the company 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 peoples of the Russian Federation and (or) foreign languages.
     Full firmennoenaimenovanie society in Russian should contain the full name of the company and tipobŝestva (open or closed).  Abbreviated company name in Russian ilisokraŝennoe should be the full name of the company and the words "closed joint-stock company" or "open joint-stock company" or abbreviaturu"ZAO" or "PLC".
     Company name in Russian cannot contain other terms and acronyms to reflect its organizational-legal form, including those borrowed from foreign languages, if otherwise not stipulated by federal laws and other legal acts of the Russian Federation.
     2. Location of the society is determined by the place of its State registration. The founding documents of the company can be established that the location of the obŝestvaâvlâetsâ permanent place of finding its governance or has its principal place of business.
     3. Society dolžnoimet′ postal address to which the communication occurs, with him iobâzano to notify the authorities conducting State registration of legal entities, changed its email address.
     4. Article 5, paragraph 6, after the words "notification" shall be supplemented with the words "the authority responsible for the State registration of legal entities".
     5. the second subparagraph of paragraph 4 of article 6, the words "the Federal Commission on securities and stock market Commission under the Government of the Russian Federation" were replaced by the words "the Federal Executive authority for the securities market".
     6. In article 7: paragraph 2: in the first paragraph of the first predloženieisklûčit′, the word "society" were replaced by "open society";
     complement abzacemsleduûŝego lines: "in an open society is not allowed to establish the preferential right of the company or its shareholders napriobretenie shares, the shareholders excluded.";
     in paragraph 3: the fourth ipâtyj paragraphs shall be reworded as follows: "Akcioneryzakrytogo society have a preferential right to purchase shares sold by other shareholders of the company to a third party offer price in proportion to the number of shares held by each of them, if the Charter is not predusmotreninoj the procedure for exercising this right.
The Charter of a private company can be provided for the preferential right to purchase shares sold by its shareholders, if shareholders do not use their preferential right to purchase shares.
     Shareholder of the company, which intends to sell its shares to a third party must inform the other shareholders and society itself, with an indication of the price and other terms of sale of the shares. Notice to the shareholders of the company is carried out čerezobŝestvo.
Unless provided otherwise by the company Charter, notification of the shareholders of the company shall be carried out at the expense of the shareholder, deliberate prodat′svoi shares. ";
     Supplement abzacamišestym-eighth as follows: "If the shareholders of the company and (or) society did not avail themselves of the right of first refusal to acquire all the shares offered for sale within two months from the date of such notice, unless a shorter period is prescribed by the company Charter, shares may byt′prodany third party costs and terms communicated to society and its shareholders.  The deadline for implementation of the priority envisaged by the Charter of the company, shall not be less than 10 days from the date of izveŝeniâakcionerom wishing to sell their shares to a third party, the rest of the akcionerovi society.  Srokosuŝestvleniâ preemptive right shall be terminated if before expiration of all shareholders received written statements of use or not to use the preemptive right.
     When selling shares in violation of the preemptive right to purchase any shareholder of the company and (or) society, esliustavom society provided the preferential right to purchase shares, may within three months from the time when the shareholder or the society of learned or should have known of the breach, require vsudebnom the transfer to them of the rights and duties of the buyer.
     Assignment of ukazannogopreimuŝestvennogo the right is not allowed. ".
     7. name of glavyII shall be amended as follows: "chap. II. Establishment, reorganization and liquidation of the company."
     8. In article 8 slovo"prisoedineniâ," should be deleted.
     9. Article 9: paragraph 5 to supplement paragraph sleduûŝegosoderžaniâ: "in the case of a company by one person, the decision on the establishment must determine the size of the authorized capital stock of the company, category (type) of shares, the amount and procedure of their payment;
     item 6 express runs as follows: "6. the peculiarities of the institutions of societies with foreign investors may be provided for by federal laws.
     10. paragraph 3 stat′i11: the eleventh paragraph after the words "Federal zakonom"dopolnit′ the words "and other federal laws";
     complement abzacemsleduûŝego lines: "obŝestvadolžen Charter contain information about how to use against society special law on the participation of the Russian Federation, constituent entities of the Russian Federation or in the administration of municipal formation specified society (" zolotaâakciâ ").
     11. Article 12 izložit′v read as follows: "article 12. changes and additions to the Charter of the company iliutverždenie company's Charter in New Edition 1. Amendments to the articles of association or approval of the company's Charter in new edition is by decision of the general meeting of shareholders, except as provided in paragraphs 2-5 of this article.
     2. Amendment of the articles of Association amendments and changes as a result of placement of shares, including changes related to the increase of the authorized capital of the company is carried out on the basis of the decision of the general shareholders ' meeting on the increase of the Charter capital of the company or the Board of Directors (Supervisory Board), if, in accordance with the Charter of the latter shall have the right to take such a decision, a decision which is the basis of placement of shares and

emissive securities convertible to shares and the registered shares issue of the report on the results.  With the increase of the Charter capital of a company by way of placement of additional shares of the share capital is increased by the amount of nominal values placed additional shares and the number of authorized shares of certain categories and types is decremented by the number of additional shares placed in these categories and types.
     3. amendments and additions to the ustavobŝestva ustavnogokapitala reduction of society through the acquisition of shares of the company to their maturity, is carried out on the basis of the decision of the general meeting of shareholders of such reduction and approved by the Board of Directors (Supervisory Board) report on results of the acquisition of shares. In this case, the authorized capital of the company is reduced by the amount of nominal values of cancelled shares.
     4. Amendment of the articles of Association of the company in respect of the usage of the special law society on the part of the Russian Federation, constituent entities of the Russian Federation or in the administration of municipal formation specified society ("golden share") on the basis of the decision of the Government of the Russian Federation, respectively, an organ of State power of constituent entities of the Russian Federation or local authority on the use of specified special rights and exclusion of such information on the basis of the decisions of these bodies on the prekraŝeniidejstviâ of such a special law.
     (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) 12. Article 15: supplement a new punktom3 to read as follows: "3. the formation of societies created in property reorganization, is carried out only at the expense of property of reorganized societies.";
     items 3-5 sčitat′sootvetstvenno points 4-6;
     second paragraph of paragraph 4izložit′ to read as follows: "Prireorganizacii society 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.";
     item 6 express runs as follows: "6. not later than 30 days from the date of adoption of the decision on reorganization of the company, and the reorganization of society in the form of a merger or of accession-from the date of the decision of the last of the societies involved vsliânii or accession, society must notify creditors and publish in the printed edition, dedicated to the publication of data on State registraciiûridičeskih persons, the message of the decision.  When this kreditoryobŝestva within 30 days from the date of notification or within 30 days from the date of publication of the communication of the decision in writing shall have the right to demand early termination or fulfillment of the respective obligations and compensation for damages.
     Gosudarstvennaâregistraciâ societies formed as a result of the reorganization, and the recording of the closure of the work of the reorganized societies carried out that evidence of notification of creditors in the manner prescribed by this paragraph.
     Eslirazdelitel′nyj balance or deed makes it impossible to determine the successor of the reorganized society, legal persons, created as a result of the reorganization, are jointly and severally liable for the obligations of a reorganized company before its creditors. "
     13. Article 16: in paragraph 2: the words "and (or) other securities" should be deleted;
     After the words "Treaty on the merger of" add the words "the Charter of the company created by the merger,";
     in paragraph 3: slova"Utverždenie of the Charter and the election of the Board of Directors (Supervisory Board)" should be replaced by "Obrazovanieorganov";
     slovo"provodâtsâ" should be replaced by the word "is";
     to complement the new punktom4 to read as follows: "4. in the sliâniiobŝestv shares of the company, prinadležaŝiedrugomu society, involved in a merger, as well as own shares owned by participating in the merger of the society are repaid.";
     item 4 take it punktom5.
     14. In article 17 paragraph 2: slova"i (or) other securities" should be deleted;
     to complement the new punktom4 to read as follows: "4. Priprisoedinenii society shares the acquired company is owned by the society, which is being implemented affiliation, as well as own shares owned by prisoedinâemomu society, are repaid.";
     paragraph 4 as subclause 5.
     15. Article 18: in paragraph 2: the word "ètojreorganizacii" should be replaced by the word "Division";
     the words "and (or) other securities" should be deleted;
     After the words "created by societies" add the words "on approval of the separation balance";
     item 3 present runs as follows: "3. The total sobraniereorganizuemogo in the form of Division of society decides to reorganize the company in the form of separation, on the manner and on the terms of the separation, the creation of new societies, on the procedure for conversion of shares of the reorganized society shares created societies obutverždenii separation balance sheet. The general meeting of each of the newly created society decides on the approval of its Charter and the formation of its organs.
     Each akcionerreorganizuemogo or golosovavšijprotiv society who was not involved in the voting on the issue oreorganizacii society polučit′akcii should each company being established as a result of the Division, providing the same rights as shares owned by him in reorganizuemom society, proportional to the number of shares belonging to him of this society. "
     16. Paragraphs 2 and 3 stat′i19 worded as follows: "2. the Board of Directors (Supervisory Board) reorganized in the form of the allocation of society brings to the decision of the stockholders meeting the issue of reorganization in the form of the order and selection obusloviâh selection on the establishment of a new society (societies), okonvertacii shares of the reorganized society created in the action society (the distribution of shares among shareholders created the reorganized society, acquiring shares generated by the restructured themselves society society) and on the procedure for such conversion (distribution acquisition), approving the separation balance sheet.
     3. General sobranieakcionerov in the form of the allocation of the reorganized society decides to reorganize the company in the form of the selection procedure and the conditions for allocating, osozdanii new society (societies), okonvertacii shares of the reorganized society created in the action society (the distribution of shares among shareholders created the reorganized society, acquiring shares generated by the restructured themselves society society) IO order such conversion (distribution, acquisition), approving the separation balance sheet.
     The general meeting of shareholders every society decides on the approval of its Charter and the formation of its organs.  If in accordance with the decision about reorganization in the form of the allocation of the sole shareholder of the society being created will be reorganized society, approval of the society being created and the formation of its organs carried out obŝimsobraniem shareholders of the reorganized society.
     If the decision on reorganization of the company in the form of the allocation of shares of the reorganized society conversion provides the shares created society or the distribution of shares among shareholders reorganized society sozdavaemogoobŝestva, each shareholder of the reorganized society, had voted against or who was not involved in the vote on the reorganization of the company, should get shares of each company being established as a result of the selection, predostavlâûŝiete rights shares owned by him in reorganizuemom society , in proportion to the number of shares belonging to him of this society. "
     17. paragraph 1 of article 20dopolnit′ paragraph to read as follows: "Society by unanimous decision of all shareholders shall be entitled to be transformed into a non-profit partnership".
     18. Chapter III Name after "stocks, bonds and other" complement the word "emission".
     19. Article 25: pervoepredloženie, paragraph 2 shall be amended as follows: "society of razmeŝaetobyknovennye shares and may place one or more types of preferred stock. ';
     supplement paragraph 3sleduûŝego as follows: "3. If, in the exercise of the preemptive right to purchase the shares, selling shareholder closed society, when exercising the preemptive right to purchase additional shares, as well as the consolidation of shares of the acquiring shareholder integer shares cannot be formed part of shares (hereinafter fractional shares).
     Fractional akciâpredostavlâet shareholder-its owner rights provided by the action of the corresponding category (type), the part of the whole campaign, which it is.
     For the purposes of the Charter of the company reflected in the total amount of offered shares all posted fractional shares.
If the result of this is formed fractional number, in the Charter of the company number of shares placed is expressed in fractional.
     Fractional akciiobraŝaûtsâ on par with whole shares. If one person acquires two or more fractional shares of one category (type), these akciiobrazuût one whole and (or) a fractional share, equal to the sum of these fractional shares. ".
     20. In article 27, paragraph 1 present runs as follows: "1. the Charter of a company must be defined quantity,

the nominal value of shares acquired by shareholders (featured), and rights conferred by these shares.  Purchased and redeemed society shares as well as shares, ownership of which was transferred to the society in accordance with article 34 of this federal law, are razmeŝennymido.
     The Charter of a company can be defined quantity, nominal value, category (type) of shares which the company may post in addition to the placed shares (announced shares), and to the right, predostavlâemyeètimi shares.  In the absence of these provisions of the company in the articles of the company may not razmeŝat′dopolnitel′nye shares.
     The Charter of a company may be determined by the procedure and conditions for placement of society shares. ";
     in paragraph 2: the first paragraph, after the words "on authorized shares of society," add the words "with the exception of the changes associated with a reduction in their numbers as a result of placement of additional shares;
     in the third paragraph, the word "limitation" replaced by the word "change", the words ", without the consent of the owners of these domestic securities" should be deleted.
     21. Article 28 izložit′v to read as follows: "article 28. Increase of company charter capital 1. The authorized capital of the company can be increased by increasing the nominal value of shares or issuing additional shares.
     2. Decision obuveličenii authorised capital of the company by increasing the nominal′nojstoimosti of shares shall be taken by the general meeting of shareholders.
     The decision to increase the authorized capital of the company by distributing the additional shares shall be taken by the general meeting of shareholders or the Board of Directors (Supervisory Board), if in accordance with the Charter of the company granted the right to take such a decision.
     Decision sovetadirektorov (Supervisory Board) increase in share capital of the company by distributing the additional shares was adopted by the Board of Directors (Supervisory Board) of the company unanimously by all members of the Board of Directors (Supervisory Board), are not taken into account the votes of the retired members of the Board of Directors (Supervisory Board).
     3. additional shares may be placed the company only within the number of authorized shares, established by the company Charter.
     The decision on the increase of the Charter capital of the company by way of placement of additional shares may be taken by the general shareholders ' meeting simultaneously with the decision to amend the articles of association provisions on authorized shares that are required in accordance with this federal law to take such decisions or amending the provisions on authorized shares.
     4. Decision obuveličenii authorised capital of the company by distributing the additional shares must byt′opredeleny quantity of additional ordinary shares and preferred shares of each type within the number of ob″âvlennyhakcij in this category (type), placement, price razmeŝeniâdopolnitel′nyh shares placed by subscription, or order its definition, čislecena or procedure for determining the rates of placement of additional shares to shareholders, with the preferential right to purchase shares, formaoplaty additional shares posted by subscription, as well as other terms can be defined properties.
     5. Increase the authorized capital of the company by distributing the additional shares may be carried out at the expense of the company's assets.  Increase of company charter capital by increasing the nominal value of shares is carried out only for the sčetimuŝestva society.
     Kotoruûuveličivaetsâ the amount of 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.
     With the increase of the Charter capital of the company at the expense of its property by placing additional shares, those shares shall be distributed among all shareholders.  Each shareholder of the distributed shares of the same category (type) as the shares, which he owns, in proportion to the number of shares belonging to him. Increase of company charter capital at the expense of egoimuŝestva by way of placement of additional shares, resulting in fractional shares shall not be permitted.
     6. Increase the authorized capital by issuing additional shares if there are shares, more than 25 percent of the vote granting at the general meeting of shareholders and in accordance with legal acts of the Russian Federation on privatization in State or municipal ownership can be carried out during the period of fixing only if pritakom is stored increases the size of the State or municipality. ".
     22. In article 29, paragraph 1 present runs as follows: "1. Obŝestvovprave, and in cases stipulated by this federal law, must decrease its Charter capital.
     Authorized kapitalobŝestva can be reduced by reducing the nominal value of shares or reduction of their obŝegokoličestva, including through the acquisition of shares in cases stipulated by this federal law.
     Reducing the ustavnogokapitala of society through the acquisition and redemption of shares is permitted, if such a possibility is provided for by the company Charter.
     The company may not reduce your ustavnyjkapital, 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 on the date of renditionsof documents for the State registration of the corresponding changes in the Charter of the company and, in cases, if compliance with this federal law the company must reduce its authorized capital-nadatu the company's State registration. ";
     in paragraph 2, the words "and appropriate changes to the company's Charter" should be deleted.
     23. Article 30 izložit′v to read as follows: "article 30. Notice to creditors to reduce the authorized kapitalaobŝestva 1. Within 30 days of sdaty decision to decrease its Charter capital, the company must, in writing uvedomit′ob reduction of the Charter capital of a company and its creditors new amount, and publish in the printed edition, dedicated to publication of data on legal entities gosudarstvennojregistracii soobŝenieo decision.  In doing so, creditors of the company may, within 30 days from the date of imuvedomleniâ or within 30 days from the date of opublikovaniâsoobŝeniâ of the decision in writing to demand early termination of respective obligations iliispolneniâ society and compensation for damages.
     2. Gosudarstvennaâregistraciâ changes in the Charter of the company associated with the reduction of the Charter capital of the company, shall be carried out when there is evidence of notification of creditors in the manner prescribed by this article. ".
     24. Article 31 3 dopolnit′punktom to read as follows: "3. The conversion of ordinary shares of vprivilegirovannye shares, bonds and other securities are not allowed.".
     25. Article 32: pervompunkta in the paragraph 1, the words "or the Charter of a company for a certain type of obŝestva"isklûčit′ preferred shares;
     in paragraph 2: second and paragraphs tretijizložit′ in the following wording: "If ustavomobŝestva provides privileged shares of two or more types, each of which is defined the size of the dividend, the company Charter, should also be prioritized dividend payments for each of them, and if the Charter of a company provides preferred shares of two or more types, each of which determined the residual value, the order of payment of liquidation value for each of them.
     The company Charter notbe found that unpaid or not fully paid dividends on preferred shares of a specific type, the size of which is defined by the Charter, accumulates and is paid not later than the time defined by the Charter (cumulative preference shares). If the Charter of a company such a term is not selected, the preferred shares are not cumulative. ";
     paragraph četvertyjisklûčit′;
     to complement the new punktom3 to read as follows: "3. the Charter of a company may be a conversion of preferred shares into common type-specific akciiili preference shares other types on request of their owners or shareholders to convert all shares of this type in the date specified by the company Charter. In this case, the Charter of the company at the time of adoption of the decision, which is the reason for the placement of convertible preferred shares, must be defined the order of their conversion, including quantity, category (type) of shares, which are onikonvertiruûtsâ, and other conditions.
Changing the provisions of the Charter of the company after the adoption of the decision, which is the reason for the placement of convertible preferred shares are not allowed.
     Konvertaciâprivilegirovannyh shares in bonds and other securities except shares is not allowed. Conversion of preferred shares into common shares and preferred shares of other types are allowed only if provided for by the company Charter, as well as in the reorganization of the company in accordance with this federal law. ";
     paragraph 3 take it punktom4 to read as follows: "4. the shareholders owners of preferred shares učastvuûtv

the general meeting of shareholders with the right to vote in matters concerning the reorganization and liquidation of the company.
     Shareholders-owners of preferred shares of a certain type are gaining a voice in the decision at the general meeting of shareholders of questions about entry of changes and additions to the articles of Association restricting the rights of shareholders-owners of preferred shares of this type, including cases of determining or increasing the dividend, and (or) determining the liquidation value of iliuveličeniâ paid for previous privilegirovannymakciâm and takžepredostavleniâ shareholders owning preferred shares a type of benefits in accordance with the order of payment of dividend and (or) the liquidation value of the shares. Decidedto amend such changes and amendments is adopted if given not less than three fourths of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders, excluding the votes of shareholders-owners of preferred shares, which are limited by law, and three quarters of the votes of all the shareholders vladel′cevprivilegirovannyh shares of each type, which are limited by law, if such a decision is taken by the company Charter is not ustanovlenobol′šee the number of votes of the shareholders. ";
     paragraph 4 as subclause 5 and pervoepredloženie the first paragraph, after the words "by the shareholders ' meeting, at which" add the words "regardless of the reasons";
     paragraph 5 should be deleted.
     26. Article 33: name, after the words "and other" complement the word "emission";
     in paragraph 1 the words: "in accordance with its Statute" should be deleted;
     After the words "iinye" supplement the word "emission";
     in paragraph 2: after the words "iinyh" supplement the word "equity";
     complement abzacemsleduûŝego lines: "Razmeŝenieobŝestvom bonds convertible into shares and other emissive securities convertible to shares shall be effected by decision of the general shareholders ' meeting or decision of the Board of Directors (Supervisory Board), if, in accordance with the Charter of the company which owns the right of decision-making about placing bonds convertible vakcii, and other emissive securities convertible to shares.";
     in paragraph 3: the first predloženieabzaca first deleted;
     in the third and seventh paragraphs, the word "Issue" should be replaced by the word "Accommodation" (paragraph twelfth lost effect in častizameny words in paragraph seventh at osnovaniiFederal′nogo law of July 27, 2006 N 138-FZ-collection of laws of the Russian Federation, 2006, no. 31, p. 3437);
     in the fourth paragraph, the word "išestom release" should be replaced by the word "post";
     in the first sentence of the paragraph of the ninth floor "condition" should be replaced by the word "provide";
     paragraph 4 after the words "and other" dopolnit′slovom "emission".
     27. Article 34 izložit′v to read as follows: "article 34. Oplataakcij and other emissive securities obŝestvapri placing them 1. The company's shares, distributed at its establishment must be fully paid within one year from the date of State registration of the company, unless a shorter period is not provided dogovoromo create a society.
     Not less than 50 per cent of the shares, distributed at its establishment must byt′oplačeno within three months from the moment of State registration of the company.
     The campaign, which is owned by the founder of the society does not provide the right to vote until full payment, unless provided otherwise by the company Charter.
     In the case of nepolnojoplaty shares during the term established by the first subparagraph of this paragraph, the ownership of the shares of the offering price, which corresponds to the unpaid amount (value of property not transferred voplatu shares), navigates to the society.
Treaty on the establishment of a society may provide for recovery of forfeit (fine, penalty) for failure to fulfil obligations on payment of shares.
     Shares ownership regime that came to the society, did not provide the right to vote are not counted when counting the votes, they do not accrue dividends. Such actions must be implemented in society at a price not lower than their nominal value no later than one year after their acquisition by the company, otherwise the company shall adopt a decision to decrease its Charter capital.  If obŝestvov a reasonable period of time decided to decrease its Charter capital, 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, is entitled to present a claim to the Court to liquidate the company.
     Dopolnitel′nyeakcii and other emissive securities of the society hosted by subscription are subject to full payment.
     2. payment of shares, distributed among the founders of the society at its establishment, the additional shares distributed by subscription, možetosuŝestvlât′sâ money, securities, other things or property rights or other rights having monetary value.  Payment of the shares of the company when egoučreždenii is defined by a Treaty on the establishment of a society, and additional shares by their locations.  Inyhèmissionnyh payment of securities can only take money.
     The Charter of a company may contain restrictions on vidyimuŝestva, which can be paid for shares of the company.
     3. the monetary valuation of property contributions in return for shares in the establishment of the society, shall be made by agreement mežduučreditelâmi.
     When paying for the additional shares nonmonetary assets valuation of property made in payment for shares shall be made by the Board of Directors (Supervisory Board) of a company, in accordance with article 77 of this federal law.
     When paying for shares of the nonmonetary assets to determine the market value of such property must privlekat′sânezavisimyj appraiser.   The amount of a monetary valuation made by the founders of the society and the Board of Directors (nablûdatel′nymsovetom), may not be higher than the values assessment by an independent appraiser.
     28. Article 35: in the first paragraph of punkta1 "15" replacing the numeral "5";
     dopolnit′abzacem, paragraph 2 to read as follows: "Privozmezdnoj realization of the workers of society shares acquired by the fund company employees, privatization proceeds are directed to the formation of the Fund.";
     in paragraph 3 slova"Federal′noj securities and stock market Commission under the Government of the Russian Federation" shall be replaced with the words "federal body of executive power porynku securities";
     paragraph 6 stated in sleduûŝejredakcii: "6. If in cases stipulated in clauses 4 and 5 of this article, the razumnyjsrok decided to decrease its Charter capital or liquidation, creditors shall have the right to demand from the society early termination or fulfillment of obligations and compensation for damages.  In these cases, the authority responsible for the State registration of legal entities or other State bodies or localgovernment entitled to bring such claims under a federal law, is entitled to present a claim to the Court to liquidate the company.
     29. the name glavyIV, after the words "and other" complement the word "emission".
     30. Article 36-42izložit′ to read as follows: "article 36. Cenarazmeŝeniâ shares 1. Payment of the shares of the company's establishment is made by its founders at a price not lower than the nominal value of these shares.
     Payment dopolnitel′nyhakcij society, hosted by the subscription is carried out pocene, as determined by the Board of Directors (Supervisory Board) of a company, in accordance with article 77 of this federal law, but not less than their face value.
     2. the price of razmeŝeniâdopolnitel′nyh shares of the shareholders of the company in the exercise of the preemptive right to purchase shares may be below the offering price to other persons, but not more than 10 per cent.
     Size voznagraždeniâposrednika, participating in the placement of additional shares through subscription, shall not exceed 10 per cent of the shares of the offering price.
 
     Article 37. Porâdokkonvertacii in shares emissive securities bumagobŝestva 1. The order of conversion into shares emissive securities of the society shall be established: the Charter of society-for converting the preferred shares;
     the decision to release-for converting bonds and other, excluding shares emissive securities.
     Placement of shares of the company within the number of declared shares required specified in them hosted society convertible shares and other emissive securities of the society shall be conducted only by such conversion.
     2. The conditions and procedure for the conversion of shares and other emissive securities of the society during its reorganization defined relevant rešeniâmii agreements in accordance with this federal law.
 
     Article 38. Cenarazmeŝeniâ securities 1. Payment of issued securities of the society hosted by subscription, is carried out at a price determined by the Board of Directors (Supervisory Board) of a company, in accordance with article 77 of this federal law.  Payment emissive securities convertible to shares distributed by subscription, is carried out at a price not lower than the nominal value of the shares into which such convertible securities.
     2. Price the securities razmeŝeniâèmissionnyh konvertiruemyhv

shares, shareholders obŝestvapri the exercise of the preemptive right to purchase such securities may be below the offering price to other persons, but not more than 10 per cent.
     Razmervoznagraždeniâ mediator involved in the placement of equity securities by subscription shall not exceed 10 per cent of the price of those securities.
 
     Article 39. Sposobyrazmeŝeniâ shares and other èmissionnyhcennyh securities society 1. The company may carry out the placement of additional shares and other emissive securities by subscription and conversion.  In slučaeuveličeniâ of the Charter capital of a company's assets the society should implement additional shares through the distribution of their srediakcionerov.
     2. Open Society has the right to hold shares and emissive securities convertible to shares of society, through both public and private subscription. Ustavomobŝestva and legal acts of the Russian Federation may be limited to the possibility of holding private subscription open societies.
     Closed society has no right to hold shares and emissive securities convertible to shares of society, by public subscription or otherwise offer them for purchase to the general public.
     3. Placement of shares (emissive securities convertible to shares society) by private subscription is carried out only by decision of the general shareholders ' meeting on the increase of the Charter capital of the company by way of placement of additional shares (about placing securities society, convertible into shares), taken by a majority of vtri fourths of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders eslineobhodimost′ more votes for the adoption of this decision is required by the company Charter.
     4. placement by public subscription of ordinary shares, more than 25 per cent of the previously placed ordinary shares, shall be carried out only by decision of the general meeting of shareholders, adopted by the majority of three fourths of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders, unless a greater majority vote for this decision is required by the company Charter.
     Razmeŝenieposredstvom public subscription of convertible into common shares emissive securities which can be converted into ordinary shares, amounting to more than 25 per cent of the previously placed ordinary shares, shall be carried out only by decision of the general meeting of shareholders, adopted by the majority of three fourths of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders, unless a greater majority vote for this decision is required by the company Charter.
     5. placement of shares and other emissive domestic securities of the society shall be conducted in accordance with legal acts of the Russian Federation.
 
     Article 40. Obespečenieprav shareholders ièmissionnyh shares of securities convertible into shares society 1. Shareholders have a preferential right to purchase placed by public subscription of additional shares of ièmissionnyh securities, konvertiruemyhv shares in quantity pro rata the quantity of shares belonging to them in this category (type).
     Akcioneryobŝestva, voted against or did not take part in the voting povoprosu on the placement of shares by private subscription and emissive securities convertible to shares, have the preferential right to purchase additional shares and emissive securities convertible to shares that are hosted by private subscription in quantity pro rata the quantity of shares belonging to them in this category (type).  This right does not apply to the placement of shares and other emissive securities convertible to shares carried out by private subscription only among the shareholders unless the shareholders have the opportunity to purchase an integer shares and other emissive securities convertible to shares in proportion to the number of shares belonging to them in the relevant category (type).
     2. the list of persons who have the preferential right to purchase additional shares and emissive securities convertible to shares, a shareholders ' register data directly on the date of the decision, which is the reason for the placement of additional shares of ièmissionnyh securities, konvertiruemyhv shares.  For persons with sostavleniâspiska preimuŝestvennoepravo to purchase additional shares and emissive securities convertible to shares, the nominal stockholder submits data on persons on whose behalf he owns shares.
 
     Article 41. Porâdokosuŝestvleniâ priority priobreteniâakcij and emissive securities convertible to shares 1. Persons included in the list of persons who have the preferential right to purchase additional shares and emissive domestic securities, convertible into shares of the company shall be notified about the possibility of their implementation provided for in article 40 of the Federal zakonapreimuŝestvennogo law in the manner prescribed by this federal law for the announcement of holding the stockholders meeting.
     Notification of dolžnosoderžat′ information on the number of shares and emissive securities convertible to shares, the price of their properties or the manner of determining the price for accommodation (including the price of their properties or the manner of determining the price shareholders of the company in the event of their implementation of the preferential right of acquisition), determine the number of securities that each shareholder shall have the right to purchase, the validity period of the preemptive right, which may not be less than 45 days from the date of the direction (delivery) or publication of the notice.
The company may not before the end of the specified time to place additional shares and emissive securities convertible to shares, not vklûčennymv the list of persons who have the preferential right to purchase additional shares and emissive domestic securities, convertible into shares.
     2. A person who has a preferential right to purchase additional shares of ièmissionnyh securities, konvertiruemyhv shares, is entitled to partly or fully to exercise its preferential right by filing in society written applications relating to the acquisition of shares and emissive securities convertible to shares, and on the payment of the purchased akciji emissive securities convertible to shares. The application must contain the name (or designation) of the shareholder, an indication of the place of residence (location) and number of purchased securities.
     If the decision which is the basis for placement of additional shares of ièmissionnyh securities, konvertiruemyhv shares, predusmatrivaetih payment of nonmonetary assets, persons exercising the preferential right to purchase, has the right at its discretion to pay them money.
 
     Article 42. Porâdokvyplaty society of dividends 1. The company is entitled once a year to decide on vyplatedividendov on the placed shares, esliinoe are not stipulated by this federal law.
     The company is obliged to pay the declared on shares of each category (type) of dividends. Dividends are paid in cash, and in the cases provided for by the company Charter, other assets.
     2. dividends paid from the net profit of the company.
Dividends on privileged shares certain types can be paid out of the funds designated for that purpose in society.
     3. a decision on the payment of annual dividends, the amount of the annual dividend and the form of payment for the shares of the každojkategorii (type) was adopted by the general meeting of shareholders.  The size of the annual dividends cannot be greater than recommended by the Board of Directors (Supervisory Board) of a company.
     4. Term of payment of annual dividends is determined by the company Charter or by the decision of the general meeting of shareholders the payment of annual dividends.  If the Charter of the company or shareholders annual dividends payment date is not defined, the payment period shall not exceed 60 days sodnâ the decision on the payment of annual dividends.
     The list of persons eligible to receive annual dividends shall be compiled as at the date of the list of persons eligible to participate in the annual general meeting of shareholders.  To compile the list of persons eligible to receive annual dividends, the nominal stockholder submits data on persons for kotoryhon owns shares. ".
     31. Article 43: paragraph 1: runs, the first paragraph shall be as follows: "1. nevprave Society to decide on paying dividends on shares:";
     paragraph četvertyjizložit′ to read as follows: "If on the date of such decision the company meets the criteria of insolvency (bankruptcy) in accordance with the legislation of the Russian Federation on Insolvency (bankruptcy) or will meet such criteria as a result of the company's dividend payments";
     fifth paragraph: after the word "If" add the words "put on this decision";
     slova"vyplaty dividends." zamenit′slovami "this decision";
     Supplement abzacemšestym to read as follows: "in other cases stipulated by federal law.";

     item 2 Express runs as follows: "2. the company nevprave to decide on paying dividends on ordinary shares and preferred shares, the dividend which had not determined if it is not accepted to pay the full amount of the landmark decision of dividends (including opolnoj the payment of all accrued dividends on cumulative preferred shares) on all types of preferred shares, dividend on which is defined by the Charter of the company.";
     item 3 present runs as follows: "3. the company nevprave to decide on paying dividends on privileged shares of a specific type on which the dividend is determined by the company Charter, if not decided on full payment of dividends (including opolnoj payment of all accrued dividends on cumulative preferred shares) on all types of preferred shares, providing an advantage in the order of receipt of dividends before the preferred shares of this type.";
     supplement paragraph 4sleduûŝego as follows: "4. the company may not pay ob″âvlennyedividendy for shares: • If on the day of payment of the company meets the criteria of insolvency (bankruptcy) in accordance with the legislation of the Russian Federation on Insolvency (bankruptcy) or will meet such criteria as a result of the company paying the dividends;
     If at the date of the company's net assets vyplatystoimost′ less than the amount of its Charter capital, reserve fund of iprevyšeniâ over the nominal value of a specific Charter of obŝestvalikvidacionnoj value of placed preferred shares or drops below this amount as a result of the payment of dividends;
     in other cases stipulated by federal laws.
     Upon termination of the circumstances referred to in this paragraph company is obliged to pay the shareholders ob″âvlennyedividendy. ".
     32. Article 44 izložit′v to read as follows: "article 44. Reestrakcionerov society 1. Akcionerovobŝestva in the registry contains information about every registered person, number and category (type) of shares recorded in the name of each registered party, any other information stipulated by legal acts of the Russian Federation.
     (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) 33. (Para. 33 utratilsilu on the basis of the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) 34. Article 47 izložit′v to read as follows: "article 47. Obŝeesobranie of shareholders 1. The Supreme management body of the society is the obŝeesobranie shareholders.
     The company is obliged to annually hold the AGM.
     The annual general meeting of shareholders shall be held on dates fixed by the company Charter, but not earlier than two months and not later than six months after the end of the fiscal year.  At the annual shareholders obŝemsobranii must address issues regarding the election of the Board of Directors (Supervisory Board), internal audit Commission (internal auditor), external auditor, issues stipulated by subparagraph 11 of paragraph 1 stat′i48 of this federal law, as well as to address other issues referred to the competence of the general meeting of shareholders.
Carried out in addition to the annual general meeting of shareholders are extraordinary.
     2. further to this federal law requirements for order preparation, convening and provedeniâobŝego meeting of shareholders can be set by the Federal Executive Body for the securities market.
     3. In society, all voting shares of which are owned by a single shareholder, decisions on matters within the competence of the general meeting of shareholders, the shareholder shall be taken solely and executed in writing. The provisions of this chapter governing and timing, and provedeniâobŝego meeting of shareholders shall not apply, with the exception of the provisions concerning the timing of the annual general sobraniâakcionerov. ".
     35. Article 48, paragraph 1 present runs as follows: "1. To kompetenciiobŝego shareholders are: 1) amendments to the articles of association or approval of the company's Charter in new edition;
     2) reorganizaciâobŝestva;
     3) liquidation of the company, appoint a liquidation Commission and approval of interim and final liquidation balance sheets;
     4) determination of the quantitative composition of the Board of Directors (Supervisory Board), the election of its members and early termination of their powers;
     5) definition of quantity, nominal value, category (type) of the declared shares and rights conferred by these shares;
     6) increase the company's Charter capital by increasing the nominal value of shares or by way of placement of additional shares if the company Charter in accordance with the nastoâŝimFederal′nym Act to increase the authorized capital of the company by distributing the additional shares is not related to the competence of the Board of Directors (Supervisory Board);
     7) reduction of the Charter capital of the company by reducing the nominal value of the shares, by acquisition of shares in order to reduce their total number, as well as through the retirement of acquired or redeemed company shares;
     8) education is the executive body of the company, early termination of its powers if the Charter of a company addressing these issues not related to the competence of the Board of Directors (Supervisory Board);
     9) to elect the members of the internal audit Commission (internal auditor) of the company and early termination of their powers;
     10) utverždenieauditora society;
     11) approve annual reports, annual accounting statements, including profit and loss statements (profit and loss accounts) of the company, as well as the distribution of profit, including payment (Declaration) of dividends and losses of the company based on the results of the financial year;
     12) definition of porâdkavedeniâ of the general meeting of shareholders;
     13) election členovsčetnoj Commission and early termination of their powers;
     14) fragmentation of ikonsolidaciâ shares;
     15) decisions approving transactions in cases stipulated by article 83 of this federal law;
     16) decisions on approval of major transactions vslučaâh, under article 79 of this federal law;
     17) acquire placed shares in cases stipulated by this federal law;
     18) decision on participation in holding companies, financial and industrial groups, associations and other unions of commercial organizations;
     19) approval of internal documents of the governing bodies of the company;
     20) to resolve other issues stipulated by this federal law. ";
     paragraph 2 shall be amended as follows: "2. Issues attributed to the competence of the general meeting of shareholders may not be transferred to the executive body of the company.
     Questions assigned kkompetencii the general shareholders meeting can't be decided on by the Board of Directors (Supervisory Board), with the exception of matters provided for in this federal law.
     36. Article 49: in paragraph 1, third paragraph: slova"i Charter" should be deleted;
     the second fourth predloženieabzaca deleted;
     paragraph 2: in the first paragraph, the words "or the company Charter is not set to a greater number of votes of shareholders" were replaced by the slovami"ne otherwise agreed";
     in the second subparagraph of slova"ili Charter" should be deleted;
     in paragraph 3 the words "sub-paragraphs 2, 12 and 15-20" were replaced by the words "subparagraphs 2, 6 and 14-19";
     item 4 express runs as follows: "4. the decision of the round ofdiscussions on specified in subparagraphs 1-3, 5 and 17 paragraph 1 of article 48 of the present Federal′nogozakona, shall be adopted by the general meeting of shareholders by the majority of three fourths of votes of shareholders-owners of voting shares in the general meeting of shareholders prinimaûŝihučastie.";
     paragraph 7 deleted;
     paragraph 8 as subclause 7 and supplementing it with a new second sentence to read: "such a statement may be filed in the Court within six months from the date on which the shareholder learned or should have learned of the decision.".
     37. Article 50 shall be reworded as follows: "article 50. Obŝeesobranie shareholders in the form of absentee voting 1. The decision of the general shareholders ' meeting may be taken without a meeting (joint presence of shareholders to discuss the issues on the agenda and taking decisions on questions posed to the vote) by holding zaočnogogolosovaniâ.
     2. the general meeting of shareholders, whose agenda includes matters of election of the Board of Directors (Supervisory Board), internal audit Commission (internal auditor), approval

the auditor of the company and takževoprosy stipulated by subparagraph 11 of paragraph 1 of article 48 of this federal law, cannot be conducted in the form of absentee voting.
     38. Article 51: throughout the text of the stat′islova "a list of shareholders entitled to participate in the general meeting of shareholders" in appropriate cases be replaced with the words "list of persons entitled to participate in the general meeting of shareholders" in appropriate cases (abzacutratil force with replacement words in a paragraph, third paragraph 1 of article 51 on the basis of the Federal law of December 21, 2013  (N) 379-FZ-collection of laws of the Russian Federation, 2013, N 51, art.
6699); (The paragraph will lose force on July 1, 2016 year in parts of paragraphs 3 and 5 on the basis of the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art.
4001) in paragraph 1: in the first paragraph: the words "on the date determined by the Board of Directors (Supervisory Board) of a company" should be deleted;
     complement predloženiemsleduûŝego lines: "If the attitude of society uses a special right to the participation of the Russian Federation, constituent entities of the Russian Federation or in the administration of municipal formation specified society (" golden share "), this list also includes the representatives of the Russian Federation, constituent entities of the Russian Federation or municipal education.";
     second paragraph describe runs as follows: "date of sostavleniâspiska persons entitled to participate in the general meeting of shareholders, cannot be set earlier than the date of adoption of the decision of the general meeting of shareholders and more than 50 days, and in the case provided for in paragraph 2 of article 53 hereof,-more than 65 days prior to the date of the general meeting of the shareholders.";
     paragraphs 3 and 4 present runs as follows: "3. Spisoklic eligible to participate in the stockholders meeting, contains the name (or designation) of each such person, the data needed for egoidentifikacii, data on amount and category (type) of shares, the right to vote on which it possesses, the postal address in the Russian Federation, which should be sent to the notification on holding the General sobraniâakcionerov, the ballot papers are eligible for election if voting involves directing ballots and report on the outcome of the vote.  (The paragraph will lose force on July 1, 2016 year based on the Federal law dated June 29, 2015 N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, Item 4001)
     4. the list of persons entitled to participate in the general meeting of shareholders, society is available for consultation at the request of persons who vklûčennyhv this list and have not less than 1 percent of the vote.  Replication data documents and mailing address of individuals, vklûčennyhv this list is provided only with the consent of these persons.
     On-demand lûbogozainteresovannogo person society is obliged within three days to provide him with an extract from the list of persons entitled to participate in the stockholders meeting, containing information about that person, or help on that it is not included in the list of persons entitled to participate in the general meeting of shareholders.
     39. Article 52-55izložit′ to read as follows: "article 52. information about the general meeting of shareholders 1. Notice of a general sobraniâakcionerov should be made not later than 20 days and the announcement of holding the stockholders meeting, whose agenda includes details of reorganization of the company, no later than 30 days before the date of the vote.
     In the case provided for in paragraph 2 of article 53 hereof, the message to hold an extraordinary general meeting of shareholders shall be made not later than 50 days before the date of the vote.
     At that time the announcement of holding the stockholders meeting shall be sent to each person identified in persons who have the right to participate in the general shareholders ' meeting, by registered letter, unless the Charter of the company does not provide a different way of guiding this message in writing, or vručenokaždomu of the persons podrospis′ or, if this predusmotrenoustavom society, published by handy for all the stockholders of the publication specified by the company Charter.
     The company may further inform shareholders about the General sobraniâakcionerov through other media (tv, radio).
     2. in a communication of a general sobraniâakcionerov should be specified: the full company name and location of the company;
     the general meeting of shareholders (meeting or absentee voting);
     date, place, time of the general meeting of shareholders and in the case where in accordance with article 60, paragraph 3 hereof filled newsletters can be sent to the society, the postal address to which filled ballots may be sent, or in the case of obŝegosobraniâ shareholders in the form of absentee voting deadline for receiving ballots to vote and postal address to kotoromudolžny sent the completed ballot papers;
     date of spiskalic eligible to participate in the general meeting of shareholders;
     Agenda for obŝegosobraniâ shareholders;
     order acquaintance sinformaciej (materials) to be provided in preparation to the general meeting of shareholders, and the address (addresses) available to her.
     3. the information (materials) to be provided to the persons entitled to participate in the general shareholders ' meeting, in preparation to the general meeting of shareholders of the company include the annual financial statements, including the auditor's opinion, the conclusion of the internal audit Commission (internal auditor) on the audit of the annual financial statements, information about the candidate (candidates) in the Executive organyobŝestva, Board of Directors (Supervisory Board), inspectors (Auditors) of the company, counting Commission of the society draft amendments to the articles of Association, or the draft statute obŝestvav new edition, draft internal documents, draft decisions of the general meeting of shareholders, as well as the information (materials) provided for by the company Charter.
     List of dopolnitel′nojinformacii (materials), mandatory to provide individuals with the right to participate in the obŝemsobranii shareholders in preparation to the General sobraniâakcionerov, maybe ustanovlenfederal′nym Executive authority for the securities market.
     The information (materials) nastoâŝejstat′ej within 20 days, and in the slučaeprovedeniâ of the general shareholders ' meeting, the agenda of the kotorogosoderžit question of the reorganization of the company, within 30 days prior to holding the general meeting of shareholders shall at all times be accessible to the persons entitled to participate in the stockholders meeting, dlâoznakomleniâ in the premises of the executive body of the company and other places, addresses that are listed in the announcement of holding the stockholders meeting.   The information (materials) must be accessible to the persons involved in general meeting of shareholders, at the time of the vote.
     The company must organised on request of the person entitled to participate in the general meeting of shareholders, to provide him with copies of these documents.  The fee charged by the company for predostavleniedannyh copies may not exceed the costs of their production.
     4. If a registered in the registry of shareholders face a nominal stockholder, the announcement of holding the stockholders meeting is sent to the address of the nominee, if the list of persons having the right to participate in the stockholders meeting is not počtovyjadres, which must be given notice of a general shareholders meeting.  Incase, if the provedeniiobŝego message sent shareholders the nominal holder of the shares, he must bring it dosvedeniâ their customers in a manner and timeframe that is set the legal acts of the Russian Federation or a contract with the client.
 
     Article 53. Predloženiâv agenda of the general meeting of shareholders 1. Shareholders (a shareholder), which in the aggregate not less than 2 procentovgolosuûŝih shares of the company shall be entitled to make issues in the agenda of the annual general meeting of shareholders and nominate candidates for the Board of Directors (Supervisory Board), the kollegial′nyjispolnitel′nyj body of inspectors (Auditors) and counting Commission society, whose number may not exceed the number of members of a relevant body, as well as a candidate for the dolžnost′edinoličnogo executive body. Such proposals should reach the society no later than 30 days after the end of the fiscal year, if ustavomobŝestva is not set.
     2. If the proposed agenda of the extraordinary general meeting of shareholders contains the issue of electing members of the Board of Directors (Supervisory Board), kotoryedolžny elected by cumulative voting, shareholders (shareholder) of the company are collectively the owners of not less than 2 percent of the voting shares of the company shall have the right to propose candidates for election to the Board of Directors (Supervisory Board), whose number may not exceed the number of members of the Board of Directors (Supervisory Board). Such proposals should be received by the company is not less than 30 days before the date of the vneočerednogoobŝego meeting of shareholders if the company Charter is not installed.

     3. The proposal to include issues in the agenda of the general shareholders ' meeting and the proposal for the nomination of candidates shall be made in writing with an indication of the name (business name) submitted their shareholders (shareholder), the amount and category (type) of shares belonging to them and must be signed by the shareholders (shareholder).
     4. The proposal to include issues in the agenda of the general meeting of shareholders must contain the wording of each question, apredloženie nominations-the name of each proposed candidate, the name of the body for the election in which it is offered, as well as other information about him provided by the Charter or internal documents of the company.
The proposal to include issues in the agenda of the general meeting of shareholders may contain wording of the decision for each proposed issue.
     5. Sovetdirektorov (Supervisory Board) of a company is obliged to consider the proposals and to take decision on the inclusion in the agenda of the general shareholders ' meeting or on refusal to include in the published agenda not later than five days after the deadlines set in paragraphs 1 and 2 of this article.
The question proposed by the shareholders (shareholder) shall be vklûčeniûv the agenda of the general meeting of shareholders, as well as nominees to be included in the list of candidates for election to a relevant body golosovaniâpo society, except if the shareholders (shareholder) has not complied with the deadlines set in paragraphs 1 and 2 of this article;
     shareholders (a shareholder) neâvlâûtsâ owners under paragraphs 1 and 2 of this article, the number of voting shares of the company;
     the proposal does not comply with the requirements of paragraphs 3 and 4 of this article;
     the question proposed for inclusion in the agenda of the general meeting of shareholders of the company, is not related to its competence and (or) not sootvetstvuettrebovaniâm of this federal law and other legal acts of the Russian Federation.
     6. The reasoned decision of the Board of Directors (Supervisory Board) concerning the refusal to include the proposed item in the agenda of the general shareholders ' meeting or a candidate in the list of candidates to be elected to the corresponding body is sent to the shareholders (shareholder) who question or to put forward a candidate, not later than three days from the date of its adoption.
     Decision sovetadirektorov (Supervisory Board) concerning the refusal to include the issue in the agenda of the general shareholders ' meeting or a candidate in the list of candidates dlâgolosovaniâ to the corresponding body of the society, as well as dodging Board of Directors (Supervisory Board) of the decision may be appealed in court.
     7. the Board of Directors (Supervisory Board) of a company nevprave amend the wordings of the issues proposed for inclusion on the agenda of the general meeting of shareholders, iformulirovki decisions on such issues.
     In addition to the issues proposed for inclusion on the agenda of the general meeting of shareholders the shareholders, as well as in slučaeotsutstviâ of such proposals, the absence or insufficient number of candidates submitted by shareholders for the formation of the organ concerned, the Board of Directors (Supervisory Board) of a company is entitled to include in the agenda of the general meeting of shareholders issues or the candidates at their discretion.
 
     Article 54. Kprovedeniû preparation of the general meeting of shareholders 1. In preparation to the general meeting of shareholders the Board of Directors (Supervisory Board) of a company determines the form of the general meeting of shareholders (meeting or absentee voting);
     date, place and time of holding the general meeting of akcionerovi in the case where, in accordance with paragraph 3 of article 60 of the Federal law-filled newsletters can be sent to the society, mailing address at which you may be sent a ballot paper filled libov case holding the general meeting of shareholders in the form of absentee voting ballots closing date for voting and postal address to which filled ballots must be sent;
     the date of the spiskalic eligible to participate in the general meeting of shareholders;
     agenda of the shareholders ' obŝegosobraniâ;
     reporting to shareholders on the general meeting of shareholders;
     perečen′informacii (materials) provided to shareholders in preparation to the general meeting of shareholders and its provision;
     shape and text voting bûlletenâdlâ in the case of voting ballots.
     2. The agenda of the general meeting of shareholders shall dnâgodovogo be sure to include questions about election sovetadirektorov (Supervisory Board), internal audit Commission (internal auditor), approval of the company's auditor and issues stipulated by subparagraph 11 of paragraph 1 of article 48 of the present Federal law.
 
     Article 55. Vneočerednoeobŝee meeting of shareholders 1. Extraordinary general meeting of shareholders is carried out by decision of the Board of Directors (Supervisory Board) on the basis of its own initiative, the requirements of the internal audit Commission (internal auditor), external auditor, and takžeakcionerov (shareholder) who own at least 10 percent of the voting shares of the company as at the date of presentation of the claim.
     Sozyvvneočerednogo general meeting of shareholders at the request of the internal audit Commission (internal auditor), auditor or shareholders (shareholder) who own at least 10 percent of the voting shares of the company is carried out by the Board of Directors (Supervisory Board) of a company.
     2. An extraordinary general meeting of shareholders convened at the request of the revision Commission (internal auditor), auditor or shareholders (shareholder) who own at least 10 percent of the voting shares of the company shall be held within 40 days from the date of submission of the request to hold an extraordinary general meeting of shareholders.
     If predlagaemaâpovestka day of the extraordinary general meeting of shareholders contains the issue of electing the members of the sovetadirektorov (Supervisory Board), who shall be elected by cumulative voting, a general meeting of shareholders must be held within 70 days from the date of submission of the request to hold an extraordinary General sobraniâakcionerov, if a shorter period is prescribed by the company Charter.
     3. In cases where, in accordance with articles 68-70 hereof, the Board of Directors (Supervisory Board) of a company is obliged to make a decision about the provedeniivneočerednogo general shareholders ' meeting, such general meeting of shareholders shall be held within 40 days of the date of the Board of Directors SolutionsAbout (Supervisory Board), if a shorter period is prescribed by the company Charter.
     Where, in accordance with this federal law, the Board of Directors (Supervisory Board), the obŝestvaobâzan decide to hold an extraordinary general meeting of shareholders for the election of members of the Board of Directors (Supervisory Board), to be elected by cumulative voting, such general meeting of shareholders must byt′provedeno within 70 days from the date of adoption of the decision of the Board of Directors (Supervisory Board) of a company, unless an earlier date is prescribed by the company Charter.
     4. The request to hold an extraordinary general meeting of shareholders shall be formulated issues for inclusion in the agenda of the meeting. The request to hold an extraordinary general meeting of shareholders may contain wording of decisions for each of these issues, as well as a proposal for the formeprovedeniâ of the general meeting of shareholders. If the demand to convene an extraordinary general meeting of shareholders contains a proposal for the nomination of candidates, such a proposal shall be distributed to the relevant provisions of article 53 of the present Federal′nogozakona.
     Board of Directors (Supervisory Board) of a company may not amend the wordings of the issues on the agenda, the wording of the decisions on such issues and to change the form of holding the extraordinary general shareholders ' meeting, convened at the request of the revision Commission (internal auditor), auditor or shareholders (shareholder) who own at least 10 percent of the voting shares of the company.
     5. If the demand to convene an extraordinary general shareholders ' meeting comes from shareholder (s), it must contain the names of shareholder (s) requiring the convening of such a meeting, iukazanie number, category (type) of shares belonging to them.
     Requirement sozyvevneočerednogo of the general meeting of shareholders shall be signed by the persons (person) that require the convening of an extraordinary general meeting of shareholders.
     6. Within five days from the date of presentation of the claim, internal audit Commission (internal auditor), auditor or shareholders (shareholder) who own at least 10 percent of the voting shares of the company to convene an extraordinary general meeting of shareholders by the Board of Directors (nablûdatel′nymsovetom) a decision must be taken on convening an extraordinary general meeting of shareholders or refuse to convene.
     The decision on refusal to convene an extraordinary general meeting of shareholders on the trebovaniûrevizionnoj Commission (internal auditor), auditor or shareholders (shareholder) who

the owners of not less than 10 per cent of the voting shares of the company, may be accepted if: not met prescribed by this article, the order of presentation of the claim, to convene an extraordinary general meeting of shareholders;
     shareholders (a shareholder), requiring the convening of extraordinary general meeting of shareholders do not own under paragraph 1 of this article the number of voting shares of the company;
     No one izvoprosov proposed to the vpovestku day of the extraordinary general meeting of shareholders, not related to its competence and (or) does not meet the requirements of this federal law and other legal acts of the Russian Federation.
     7. Decision sovetadirektorov (Supervisory Board) to convene an extraordinary general meeting of shareholders or a reasoned decision to refuse its convening shall be sent to the persons who made the request, nepozdnee three days from the date of adoption of this decision.
     (Paragraph šestidesâtyjutratil force on the basis of the Federal law dated July 19, 2009  N 205-FZ-collection of laws of the Russian Federation, 2009, no. 29, art. 3642) 8. If during the set period of this federal law, the Board of Directors (Supervisory Board) of the company accepted the decision to convene an extraordinary general shareholders ' meeting or the decision on refusal to accept the convening of extraordinary General sobranieakcionerov can be called bodies and persons requiring it. While authorities and individuals calling the company's extraordinary General sobranieakcionerov have under this federal law, authority and dlâsozyva of the general meeting of shareholders.
     In this case, the costs of preparing for and conducting the general meeting of shareholders may be reimbursed by decision obŝegosobraniâ of shareholders at the company's expense.
     40. Article 56: in paragraph 1 the words "on a proposal by the Board of Directors (Supervisory Board)" should be deleted;
     complement abzacemsleduûŝego lines: "in society, holder of the register of shareholders which is the Registrar, he may be asked to assume the Commission's funkcijsčetnoj.  In society sčislom of shareholders-owners of voting shares more than 500 functions of the accounting Commission Registrar. ";
     item 3 present runs as follows: "3. In case the eslisrok powers of the counting Commission has expired or the number of its members was less than three, as well as in case of the appearance for the discharge of their duties less than three members of the Commission for the implementation of the counting Board functions may be called Registrar.";
     paragraph 4 after the words "returning Board" add the words "shall examine the credentials and registers of persons participating in the general meeting of shareholders".
     41. paragraph 2 stat′i57: after the words "datysostavleniâ list" add the words "of persons entitled to participate in the general meeting of shareholders";
     the words "in spisokakcionerov, who have the right to access the general meeting of shareholders" should be replaced by "ètotspisok".
     42. Article 58 izložit′v read as follows: "article 58. Kvorumobŝego meeting of shareholders 1. General sobranieakcionerov is authorized (has quorum) if attended by the shareholders possessing more than half of the total placed voting shares of the company.
     Participating in the general meeting of shareholders are considered shareholders registered for participation, and shareholders whose voting papers were polučenyne later than two days prior to the date of the general meeting of shareholders. Participating in the general meeting of shareholders held in the form of absentee voting are considered shareholders, received bûlletenikotoryh prior to the end date of the reception of the ballots.
     2. If the agenda of the general meeting of shareholders includes questions, voting is carried out with different voters ' membership, the definition of a quorum to adopt decisions on these issues osuŝestvlâetsâotdel′no.  The absence of kvorumadlâ the adoption of decisions on issues to vote on kotorymosuŝestvlâetsâ one voters ' membership, does not prevent the adoption of decisions on issues, voting is done by another forhow voters ' membership, which there is a quorum.
     3. In the absence of a quorum for the holding of the annual general meeting of shareholders dolžnobyt′ carried out the repeated shareholders ' general meeting with the same agenda.  In the absence of a quorum for the holding of an extraordinary general meeting of shareholders may be carried out the repeated shareholders ' general meeting with the same agenda.
     Repeated obŝeesobranie of shareholders is authorized (has quorum) if attended by shareholders possessing in aggregate not less than 30 per cent of the total placed voting shares of the company.  The Charter of a company with more than 500 thousand stockholders may be a smaller quorum for the repeated shareholders ' general meeting.
     A message about the provedeniipovtornogo general meeting of shareholders shall be conducted in accordance with the requirements of article 52nastoâŝego of the Federal Act.  Replication status of the paragraph 1 of the second paragraph of article 52 of this federal law do not apply.  Presentation of, the direction and the publication of the ballots while conducting repeated General stockholders ' meeting shall be carried out in accordance with the requirements of article 60 of this federal law.
     4. in provedeniipovtornogo of the general meeting of shareholders in less than 40 days poslenesostoâvšegosâ of the general meeting of shareholders eligible to participate in the general meeting of shareholders shall be determined in accordance with the list of persons entitled to participate in the general meeting of shareholders resolution. ".
     43. Article 59 words "cases of cumulative voting in the election of the members of the Board of Directors (Supervisory Board), and in other cases stipulated by" were replaced by the words "cumulative voting in case stipulated by".
     44. Article 60 izložit′v to read as follows: "article 60.1 ballot paper. Vote on issues on the agenda of the general meeting of shareholders may be voting bulletins.
     Vote on issues on the agenda of the general meeting of shareholders with the number of shares vladel′cevgolosuûŝih shareholders more than 100, as well as voting on issues on the agenda of the general meeting of shareholders held in the form of absentee voting ballots only for voting.
     2. the ballot paper should be vručenpod painted each person identified in persons who have the right to participate in the general meeting of shareholders (his representative), registered to participate in the general meeting of shareholders, except as provided for in the second subparagraph of this paragraph.
     When holding the shareholders ' general meeting in the form of absentee voting and holding the general meeting of shareholders with a number of shareholders-owners of voting shares and more than 1000, as well as other society, ustavkotorogo provides for the mandatory direction (delivery) ballots until the holding of the general meeting of shareholders, dlâgolosovaniâ bulletin should be sent or handed over to the signature of each person specified in the list of persons entitled to participate in the general meeting of shareholders not later than 20 days prior to holding the general meeting of shareholders.
     Direction bûlletenâdlâ vote is carried out by registered letter, unless the Charter of the company does not provide a different way of guiding the ballots.
     The Charter of a company with more than 500 thousand stockholders can be provided for the publication of the forms within the specified period of ballots in akcionerovobŝestva accessible to all media defined by the company Charter.
     3. in the conduct of the general meeting of shareholders, except for the general shareholders ' meeting, held in the form of absentee voting in societies engaged in the direction of the (delivery) bulletins or publishing their application forms in accordance spunktom 2 of this article, the persons included in the list of persons entitled to participate in the general meeting of shareholders (or their representatives) is entitled to participate in such meeting or to send their completed ballots into society. While at definition of quorum ipodvedenii totals golosovaniâučityvaûtsâ predstavlennyebûlletenâmi vote for vote received by the society no later than two dnâdo the date of the general meeting of shareholders.
     4. dlâgolosovaniâ bulletin must include: the full company name and location of the company;
     the general meeting of shareholders (meeting or absentee voting);
     date, place, time of the general meeting of shareholders and in the case where, in accordance with paragraph 3 of this article filled newsletters can be sent into society, postal address, which may be sent ballot papers filled libov case holding the general meeting of shareholders in the form of absentee voting deadline for receiving ballots to vote and postal address to which filled ballots must be sent;
     formulirovkirešenij for each subject (the name of each candidate), vote for this bulletin;
     variantygolosovaniâ for each item of the agenda, expressed by the phrases "for", "against" ili"vozderžalsâ";
     mention of that ballot paper must be signed by the shareholder.
     In the case of voting osuŝestvleniâkumulâtivnogo voting paper must contain a reference to this and raz″âsneniesuŝestva cumulative voting.
     45. Article 62:

     name after the word "Protocol", add the words "and the report";
     paragraph 1 complement with the following sentence: "Protocol on the results of the voting shall be prepared by the nepozdnee 15 days after the close of the general meeting of shareholders or the date of okončaniâpriema ballots when holding the shareholders ' general meeting in the form of absentee voting.";
     item 4 express runs as follows: "4. The decisions taken by the general meeting of shareholders, as well as the results of the golosovaniâoglašaûtsâ at the general meeting of shareholders, at which the vote was taken, or to be brought not later than 10 days after drawing up a report on the outcome of the vote in the form otčetaob the outcome of the vote to persons included in the list of persons entitled to participate in the general meeting of shareholders, in the order prescribed for the announcement of holding the stockholders meeting.
     46. In paragraph 1 of article 64 pervompunkta the word "exclusive" deleted.
     47. Article 65 izložit′v to read as follows: "article 65. the competence of the Board of Directors (Supervisory Board) 1. Within the competence of the Board of Directors (Supervisory Board) of a company responsible for issues guidance to society, with the exception of the issues under nastoâŝimFederal′nym law to the general meeting of shareholders.
     The competence of the Board of Directors (Supervisory Board) include the following issues: 1) opredelenieprioritetnyh directions of activity of the company;
     2) convening the annual general meetings of shareholders of ivneočerednogo, except as provided in paragraph 8 of article 55 of this federal law;
     3 povestkidnâ) the approval of the general meeting of shareholders;
     4) definition datysostavleniâ list of persons imeûŝihpravo to participate in the stockholders meeting and other matters otnesennyek the competence of the Board of Directors (Supervisory Board) in accordance with the provisions of Chapter VII of the present Federal′nogozakona and associated with the preparation and holding of General sobraniâakcionerov;
     5) to increase the authorized capital of the company by distributing the additional shares within the amount and category (type) ob″âvlennyhakcij, unless the Charter of the company in accordance with this federal law is related to its competence;
     6) placement of bonds and other èmissionnyhcennyh securities in cases stipulated by this federal law;
     7) pricing (monetary value) of the property, accommodation prices and foreclosure issue securities in cases envisaged by this federal law;
     8) acquisition of razmeŝennyhobŝestvom shares, bonds and other securities in cases stipulated by this federal law;
     9) education is the executive body of the company and early termination of its powers if the Charter of a company is related to its competence;
     10 porazmeru) payable to the members of the auditing Commission (Auditor) of the company and the determination of compensation and reimbursement fee auditor;
     11) recommendations on the amount of dividend on shares and the manner of its payment;
     12) ispol′zovanierezervnogo Fund and other funds of the society;
     13) utverždenievnutrennih documents, with the exception of internal documents, which attributed this federal law to the competence of the general meeting of shareholders, as well as other internal documents of the company, which attributed the company's Charter to the competence of the executive bodies of the company;
     14) creation of branch offices of the company anddiscovery;
     15) endorsement of the krupnyhsdelok in the cases provided for in chapter X of this federal law;
     16) approval of transactions provided for in chapter XI of this federal law;
     17) approval of the Registrar of societies and the terms and conditions of the agreement, as well as termination of the agreement;
     18) other issues stipulated by this federal law and the Charter of the company.
     2. Issues attributed to the competence of the Board of Directors (Supervisory Board) cannot be transferred to the executive body of the company. ".
     48. Article 66: the first paragraph of paragraph 1izložit′ to read as follows: "1. the members of the sovetadirektorov (Supervisory Board) shall be elected by the general meeting of shareholders in accordance with the procedure stipulated by this federal law and the Charter of the company, for a period until the next annual general meeting of shareholders.  If the annual general shareholders ' meeting has not been held within the deadlines established by paragraph 1 of article 47 of the present Federal′nogozakona, the powers of the Board of Directors (Supervisory Board) shall be terminated except for preparing, convening and conduct of the annual general meeting of the shareholders. ";
     item 2 Express runs as follows: "2. The Member of the sovetadirektorov (Supervisory Board) can be only a natural person.  Member of the Board of Directors (Supervisory Board) may not be shareholder of the company.
     Members of the kollegial′nogoispolnitel′nogo organ of society 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). ";
     in the second subparagraph of paragraph 3, the word "open" and "ordinary and other deleted;
     paragraph 4: in the first paragraph: slovo"obyknovennyh" should be replaced by the word "voting";
     the words "less odnojtysâči" were replaced by the words "and less" 1000;
     second paragraph describe runs as follows: "Prikumulâtivnom ballot, the number of votes held by each shareholder shall be multiplied by the number of persons to be elected to the Board of Directors (Supervisory Board), and the shareholder shall have the right to give away the resulting voice polnost′ûza one candidate or distribute them among two or more candidates.
     49. Article 68: tret′epredloženie, paragraph 1 shall be amended as follows: "the Charter or internal document of the company can be taken into account when determining the existence of a quorum and results of golosovaniâpis′mennogo views of Member of the Board of Directors (Supervisory Board), absent at the meeting of the Board of Directors (Supervisory Board), on the agenda, as well as the possibility of adopting decisions by the Board of Directors (Supervisory Board) of a company absentee ballots.";
     paragraph 2: in the second sentence, the words "half of the amount provided for in the Charter of the company, the company shall be obliged to convene an extraordinary (extraordinary) general meeting of" were replaced by the words "quantities of specified quorum, the Board of Directors (Supervisory Board) of the company shall decide oprovedenii extraordinary general meeting";
     in tret′empredloženii, the words "emergency (extraordinary)" should be replaced by the word "extraordinary";
     in paragraph 3: in the first paragraph, the word "present" were replaced by the words "the members of the Board of Directors (Supervisory Board), participating in the meeting";
     second paragraph describe runs as follows: "Peredačaprava to vote as a member of the Board of Directors (Supervisory Board) a person, including another Member of the Board of Directors (Supervisory Board), is not allowed.";
     in paragraph 4 of the figure "10" should be replaced by the word "three".
     50. Article 69: paragraph 1: runs, the first paragraph shall be as follows: "1. Rukovodstvotekuŝej" society is carried out by the sole executive body of the company (Director, ceo) or the sole executive body of the company (Director, ceo) and a collegial executive body of the company (Board, Directorate).
The executive authorities shall be accountable to the Board of Directors (Supervisory Board) and the general meeting of shareholders ";
     in the second paragraph, the words "each of them" were replaced by the words "joint body";
     paragraph three express runs as follows: "by the decision of shareholders obŝegosobraniâ the authority of the individual executive body of the company may be transferred by contract a commercial organization (managing organization) or an individual entrepreneur (Manager).  The decision to transfer the authority of the individual executive body of the organisation or the Manager obŝestvaupravlâûŝej General sobraniemakcionerov only on the proposal of the Board of Directors (Supervisory Board). ";
     in paragraph 2 slovo"isklûčitel′noj" should be deleted;
     the first paragraph of paragraph 3izložit′ to read as follows: "3. The formation of the executive bodies of the company and early termination of their powers is subject to a decision of the obŝegosobraniâ shareholders if the company Charter of neotneseno within the competence of the Board of Directors (Supervisory Board).";
     item 4 express runs as follows: "4. General sobranieakcionerov, if education executive bodies not related by the company Charter to the competence of the Board of Directors (Supervisory Board), shall have the right at any time to decide on the termination of the powers of sole executive body (the Director, the Director-General), the členovkollegial′nogo Executive Body (Board, Directorate).  The general meeting of shareholders shall be entitled to vlûboe time to decide on the termination of the powers of the ruling organisation or the Manager.
     If the formation of the executive bodies of related Charter to the competence of the Board of Directors (supervisory

Council), he may at any time decide on the termination of the powers of sole executive body (the Director, the Director-General), members of the collegial Executive Body (Board, Directorate) and the formation of new executive bodies.
     If education is carried out by executive bodies by the general shareholders ' meeting, the Charter of a company may provide for the right of the Board of Directors (nablûdatel′nogosoveta) decide to suspend the powers of sole executive body (the Director, the Director-General).  Ustavomobŝestva can be provided for the right of the Board of Directors (Supervisory Board) decide to suspend the powers of the ruling organisation or the Manager.  Odnovremennos referred to the decisions of the Board of Directors (Supervisory Board) of a company is obliged to take a decision on the formation of a temporary Executive organaobŝestva (Director, Director) and to hold an extraordinary general meeting of shareholders to decide on the termination of the powers of sole executive body (the Director, the Director-General) or managing Organization (Manager) and the formation of new edinoličnogoispolnitel′nogo body of the company (directors, ceo) or on the transfer of powers vested in company sole executive body (Director , the Director-General) the ruling organisation or the Manager.
     If education is carried out by executive bodies the general meeting of shareholders and the sole executive body of a company (Director, ceo) or the administering Organization (Manager) may not perform their duties, the Board of Directors (Supervisory Board) of a company is entitled to take a decision on the formation of the interim sole executive body (Director, Director) and to hold an extraordinary general meeting of shareholders dlârešeniâ question about pre-term discharge of the company's sole executive body (Director , Director) or the managing Organization (Manager) and the formation of the new executive body of the company or on the transfer of powers vested in company sole executive body to the ruling organisation or the Manager.
     All of the abzacahtret′em and the fourth of the present paragraph, decisions shall be taken by a three-fourths majority vote of the members of the Board of Directors (Supervisory Board), are not taken into account the votes of the retired members of the Board of Directors (Supervisory Board).
     Vremennyeispolnitel′nye organs of society, carry out the day-to-day activities of the company within the competence of the executive bodies of the company, if the competence of the provisional executive bodies of the company are not limited ustavomobŝestva. ".
     51. Article 70: in paragraph 1, the words "approved by the Board of Directors (Supervisory Board) society" were replaced by the words "approved by the general meeting of shareholders";
     item 2 set out in sleduûŝejredakcii: "2. The quorum for a meeting of the company's collective executive body (Board, Directorate) is defined by the company Charter or internal document of the company and shall not be meneepoloviny the number of elected members of the collegial Executive Body (Board, Directorate). If the number of members of the collegial Executive Body (Board, Directorate) becomes less quantity of specified quorum, the Board of Directors (Supervisory Board) of a company is obliged to take a decision on the creation of a temporary collective executive body (Board, Directorate) and to hold an extraordinary general meeting of shareholders for the election of the company's collective executive body (Board, Directorate) or, if in accordance with ustavomobŝestva this is related to its competence, form a company collective executive body (Board , Directorate).
     At a meeting of the company's collective executive body (Board, Directorate) is the Protocol.   Minutes of the meeting of the company's collective executive body (Board, Directorate) and the members of the Board of Directors (Supervisory Board), the Auditing Committee (Auditor) of the company, the Auditor, upon their request.
     Provedeniezasedanij the company's collective executive body (Board, Directorate) organizes the person serving as the company's sole executive body (ceo, Director), who signs all documents on behalf of the society and the minutes of meetings of the collegial Executive Body (Board, Directorate), bezdoverennosti operates on behalf of the company in accordance with the decisions of the company's collective executive body (Board, Directorate), taken within its competence.
     Transfer of pravagolosa a member of the company's collective executive body (Board, Directorate) a person, including another Member of the company's collective executive body (Board, Directorate) is not allowed. ".
     52. Article 71: in paragraphs 1 and 2 slova"i (or)" were replaced by the words "interim sole executive body,";
     supplement paragraph 6sleduûŝego as follows: "6. Predstaviteligosudarstva or municipal education Board of Directors (Supervisory Board) of the open society bear responsibility envisaged by this article along with other members of the Board of Directors (Supervisory Board) of an open society."
     53. Article 72 paragraph 2: runs, the first paragraph shall be as follows: "2. the society, if it is stipulated in its Charter, the right to acquire shares on hosted the decision of the general meeting of shareholders or by the Board of Directors (Supervisory Board), if, in accordance with the Statute of the obŝestvasovetu Board of Directors (Supervisory Board) of a company shall have the right to take such a decision.";
     in the second subparagraph of slova"Sovet Board of Directors (Supervisory Board) of society" should be replaced by the word "society";
     second paragraph of paragraph 3izložit′ to read as follows: "the shares acquired by the society in accordance with paragraph 2 of this article, do not give the right to vote, they neučityvaûtsâ when counting votes, not und dividends. Such shares must be sold at their market value no later than one year from the date of their acquisition.  Otherwise, the general meeting of shareholders shall decide on the reduction of the Charter capital of the company by way of redemption of shares specified. ";
     in the third sentence of the second paragraph of paragraph 4, the word "ordinary" deleted;
     paragraph 6 should be deleted.
     54. Article 74: paragraph 1: in the first paragraph, the words "declared akcijobŝestva" were replaced by the words "hosted and announced to the shares in the relevant category (type)";
     paragraph 2 should be deleted;
     in paragraph 2 slova"ob″âvlennyh shares" were replaced by the words "hosted and pledges of shares of the company sootvetstvuûŝejkategorii (types)".
     55. Article 75: in paragraph two punkta1: the word "osoveršenii" should be replaced by "approval";
     the word "stat′i89" should be replaced by the words "article 79";
     the word "ilisoveršenii" should be replaced by the words "or approval";
     in paragraph 2 slova"spiska shareholders" should be replaced by the words "list";
     item 3 present runs as follows: "3. Redemption of shares obŝestvomosuŝestvlâetsâ on the price determined by the Board of Directors (Supervisory Board) of a company, but not lower than the market value, which must be determined by an independent appraiser without considering its changes as a result of action of society, leading to the emergence of a right of claim assessment and vykupaakcij.
     56. Article 76: vtoroepredloženie, paragraph 2 should be deleted;
     in the second subparagraph of paragraph 6, the third sentence should read as follows: "Such shares must be sold at their market value not later than one year from the date of their redemption;  otherwise, the general shareholders ' meeting should take a decision to reduce the authorized capital of the company by way of pogašeniâukazannyh shares.
     57. Article 77, paragraphs 1 and 2 Express runs as follows: "1. In cases where, in accordance with the law nastoâŝimFederal′nym price (monetary valuation) property, as well as the offering price or redemption of securities of the company shall be determined by resolution of the Board of Directors (Supervisory Board), they should be determined on the basis of their market value.
     If a person engaged in the Commission of a ilineskol′kih deals, under which price (monetary value) imuŝestvaopredelâetsâ Board of Directors (Supervisory Board) of a company is a member of the Board of Directors (Supervisory Board), price (monetary valuation) property shall be determined by decision of the members of the Board of Directors (Supervisory Board), not zainteresovannyhv transaction. In a society with fewer shareholders and 1000 boleecena (monetary value) imuŝestvaopredelâetsâ independent directors who are not interested in the transaction.
     2. To determine the market value of the property may be called an independent appraiser.
     Privlečenienezavisimogo appraiser is required to determine the price of redemption of their shares from the shareholders in accordance sostat′ej 76 of this federal law, as well as in other cases stipulated by this federal law.
     In the case of determining the price of securities offerings, the purchase price or the bid price and the offer price which regularly

published in print, the involvement of an independent appraiser is optional, and for determining the market value of such securities must be taken into account the purchase price or the bid price and the offer price. ";
     in paragraph 3: the paragraphs first, second, fourth and fifth shall be excluded;
     paragraph three after slov"V if vladel′cem"dopolnit′ with the words "more than 2 percent of the voting".
     58. Article 78-81izložit′ to read as follows: "article 78. Big deal 1. Major sdelkojsčitaetsâ deal (including loan, credit, mortgage, surety) or several interrelated transactions involving the acquisition, alienation or possibility of alienation of society directly or indirectly property the value of which is 25 per cent or more of the assets of the company determined according to its financial statements for the last reporting date, except for transactions made in the ordinary course of business of the company, transactions involving placement by subscription (the implementation of) ordinary shares of the company and transactions related to placement of emissive securities convertible into common shares of the company.  The Charter of a company may also be other cases in which committed transaction by company applies the procedure for approving major transactions stipulated by this federal law.
     In the case of alienation or possibility of alienation of property with a book value of the assets of the company value is mapped to takogoimuŝestva, defined in dannymbuhgalterskogo and in the case of acquisition of the asset-price of its acquisition.
     2. the adoption by the Board of Directors (Supervisory Board) and the general meeting of shareholders approving a major transaction price alienated or purchased property (services) shall be determined by the Board of Directors (Supervisory Board) obŝestvav accordance with article 77 of this federal law.
 
     Article 79. Porâdokodobreniâ big deal 1. Big deal must be approved by the Board of Directors (Supervisory Board) of a company or a general sobraniemakcionerov in accordance with this article.
     2. A decision on the approval of major transaction, the subject of which is the property whose cost totals from 25do 50 per cent of the assets of the company was adopted by all the members of the Board of Directors (Supervisory Board) unanimously, with neučityvaûtsâ votes of the retired members of the Board of Directors (Supervisory Board).
     If unanimity Board of Directors (Supervisory Board) concerning the approval of large deal is not reached, on rešeniûsoveta Board of Directors (Supervisory Board) question about approval of major transaction may byt′vynesen to the decision of the general meeting of shareholders.  In such a case, a decision on the approval of major transaction shall be adopted by the General sobraniemakcionerov by a majority of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders.
     3. A decision on the approval of major transaction, the subject of which is the property whose cost totals more than 50 per cent of the assets of the company was adopted by the general meeting of shareholders by the majority of three fourths of votes of shareholders-owners of voting shares taking part in the general meeting of shareholders.
     4. in decision obodobrenii of a major transaction shall be specified person (s), being the Party (parties), the beneficiary (beneficiaries), the price, the subject of her transactions and other significant terms.
     5. If a big deal is a bargain at the same time, in which there is interest, kporâdku its commit only apply the provisions of chapter XI of this federal law.
     6. Big deal, done in compliance with the requirements of this article may be invalidated under a lawsuit filed by the company or the shareholder.
     7. the provisions of this article shall not apply to societies, consisting of one shareholder, who also serves as the sole executive body.
 
     (Paragraphs fifteenth to the twenty-fourth article 58, paragraph 1 no longer valid on the osnovaniiFederal′nogo law of January 5, 2006 N-7 FZ-collection of laws of the Russian Federation, 2006, N2, art. 172) Article 81. 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 edinoličnogoispolnitel′nogo body of the company, including the managing organization or managing member of the company's collective executive body, or shareholder society, has, together with its affiliates and more than 20 percent of the voting shares of the company, 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 chapter.
     These persons are recognized as interested in execution of transaction by company if they, their spouse, parents, children, siblings and half siblings, adoptive parents and adoptees and (or) their affiliates are party, the beneficiary, intermediary or representative in a transaction;
     own (each or collectively votdel′nosti) 20 or more percent of shares (shares) of a legal entity which is a party, the beneficiary, posrednikomili representative in the transaction;
     occupy dolžnostiv the administration of the legal entity which is a party, the beneficiary or intermediary in the transaction, as well as posts in the administration of the management organization of such a legal person;
     in the other cases provided for in the company Charter.
     2. the provisions of nastoâŝejglavy do not apply to societies: consisting of one shareholder, who also serves as the sole executive body;
     to transactions in which the interest of all shareholders of the company;
     in the exercise of the preemptive right to acquire placed shares;
     When you purchase a ivykupe placed shares;
     When reorganizaciiobŝestva in the form of merge (joining) societies, if another company involved in the merger (accession), owns more than three-quarters of the vsehgolosuûŝih shares of the reorganized society. ".
     59. Article 83 izložit′v read as follows: "article 83. procedure of approval of the deal imeetsâzainteresovannost′ 1. The deal, in which imeetsâzainteresovannost′, must be approved before it is made by the Board of Directors (Supervisory Board) of a company or the general meeting of shareholders in accordance with this article.
     2. In a number of shareholders-owners of voting shares and less than 1000 decision to approve the deal, in which there is interest, is adopted by the Board of Directors (Supervisory Board) of a company by a majority of directors who are not interested in it.   If the number of Directors is less than a certain uninterested Charter a quorum for holding a meeting of the Board of Directors (Supervisory Board), a decision on the matter should be decided by the general meeting of shareholders in the manner provided for in paragraph 4 of this article.
     3. In a number of shareholders-owners of voting shares more than 1000 decision to approve the deal, in which there is interest, is adopted by the Board of Directors (Supervisory Board) of a company by a majority of independent directors who are not interested in it. In case if the members of the Board of Directors (Supervisory Board) of a company recognized by stakeholders and (or) are not independent directors, the deal can be approved by decision of the general meeting of shareholders adopted in the manner provided for in paragraph 4 of this article.
     Nezavisimymdirektorom recognizes a member of the Board of Directors (Supervisory Board), is not and never was within one year preceding the adoption of the decision: the person serving as the company's sole executive body, including its Manager, členomkollegial′nogo executive body, a person holding a post in the administration of the management of the Organization;
     person, spouse, parents, children, siblings and half siblings, adoptive parents and adoptees are persons occupying positions in these bodies of management of the company, the managing organization of the society or are managing the company;
     affilirovannymlicom society, except a member of the Board of Directors (Supervisory Board).
     4. The decision to approve the deal, in which there is interest, the general meeting of shareholders shall be taken by a majority of all are not interested in the deal of shareholders-owners of voting shares in the following cases: If the subject of deals or more vzaimosvâzannyhsdelok is the property whose cost according to accounting (the bid price of the purchased assets) is 2 or more percent of the book value of aktivovobŝestva according to its buhgalterskojotčetnosti on the last reporting date except for the transactions contemplated by paragraphs third ičetvertym of this paragraph;
     If the transaction or several interrelated transactions are

placement by subscription or sale of shares that make up more than 2 percent of shares, previously hosted society, iobyknovennyh shares, which can be converted previously placed emissive securities convertible into shares;
     If the transaction or several interrelated transactions are posting by subscription emissive securities convertible to shares that can be converted into ordinary shares, amounting to more than 2 percent of shares, previously hosted by the society, and ordinary shares, who can be converted previously placed emissive securities convertible into shares.
     5. a transaction in the soveršeniikotoroj there is interest, does not require the approval of the general meeting of shareholders under paragraph 4 nastoâŝejstat′i, in cases where the conditions of such a transaction is not significantly different from similar transactions that took place between the company and the person concerned of a business network, the society took place until the moment when the person concerned is recognized as such.
This exception applies only to transactions in which there is interest, committed inperiod since person is kogdazainteresovannoe, and until the next annual general meeting of shareholders.
     6. in decision obodobrenii, in which there is interest, shouldbe specified person (s), being the Party (parties), the beneficiary (beneficiaries), the price, the subject of her transactions and other significant terms.
     General sobranieakcionerov can take a decision approving the transaction (s) mežduobŝestvom and the person concerned, which may be made in future in the process of the company its ordinary course of business.  In doing so, the decision of the general meeting of shareholders shall also be specified predel′naâsumma may byt′soveršena such a transaction (the transaction).  Takoerešenie is effective until the next annual general meeting of shareholders.
     7. the adoption by the Board of Directors (Supervisory Board) and the general meeting of shareholders approving the deal kotorojimeetsâ interest cenaotčuždaemyh or purchased goods or services shall be determined by the Board of Directors (Supervisory Board) of a company, in accordance with article 77 of this federal law.
     8. Additional requirements for the order of conclusion of the transaction, in which there is interest, can be set by the Federal Executive Body for the securities market.
     60. in paragraph 1 the words "stat′i84 stat′ej83 of this federal law" were replaced by the words "this federal law";
     After slov"priznana invalid" add the words "in a lawsuit filed by the company or shareholder".
     61. paragraph 1 of article 85dopolnit′ paragraph to read as follows: "upon the decision of the general meeting of shareholders of the members of the auditing Commission (Auditor) of the company during the period of their duties may be paid remuneration and (or) be compensated for the costs associated with the performance of their duties.   The amount of such compensation and reimbursement are established shareholders. ".
     62. Article 88: the first paragraph of paragraph 3izložit′ to read as follows: "3. the reliability of the data contained in the annual report of the company, annual financial statements, must be confirmed by the auditing Commission (Auditor) of the company.";
     item 4 express runs as follows: "4. the annual report of the company is subject to prior approval by the Board of Directors (Supervisory Board) of a company or, in the absence of the Society Board of Directors (Supervisory Board)-the person serving as the company's sole executive body, not later than 30 days before the date of the annual general meeting of shareholders.
     63. Article 89 izložit′v to read as follows: "article 89. Storage dokumentovobŝestva 1. Society obâzanohranit′ the following documents: contract of sozdaniiobŝestva;
     Charter, amendments and additions to the articles of Association, duly registered, the decision on the establishment of the company, the certificate on the State registration of the company;
     documents confirming the company's right to the property on its balance sheet;
     internal dokumentyobŝestva;
     regulations on the branch ilipredstavitel′stve society;
     annual reports;
     dokumentybuhgalterskogo accounting;
     documents buhgalterskojotčetnosti;
     protocols of general meetings of shareholders (shareholder that owns vsehgolosuûŝih shares of the company), meetings of the Board of Directors (Supervisory Board), internal audit Commission (internal auditor) of the company and the company's collective executive body (Board, Directorate);
     ballot papers, as well as the power of Attorney (copies of powers of attorney) for participation in the general meeting of shareholders;
     nezavisimyhocenŝikov reports;
     lists of affilirovannyhlic society;
     lists of persons entitled to participate in the general meeting of shareholders having offenders receive dividends, as well as other lists, sostavlâemyeobŝestvom for the implementation of their rights as shareholders in accordance with the requirements of this federal law;
     conclusion revizionnojkomissii (internal auditor), external auditor, State and municipal financial control;
     issue prospectus, quarterly reports of the issuer and other documents that contain information to be published or otherwise disclosed in accordance with this federal law and other federal laws;
     other documents stipulated by this federal law, the Charter of the company, internal documents of the company, resolutions of the general meeting of shareholders, Board of Directors (Supervisory Board), organovupravleniâ society, as well as documents stipulated by legal acts of the Russian Federation.
     2. the company keeps the documents referred to in paragraph 1 of this article, mestunahoždeniâ it to the Executive Body, in the manner and within the time frames established federal′nymorganom Executive on securities market.
     64. Article 91 and 92izložit′ to read as follows: "article 91. Granting the society information to shareholders 1. Society obâzanoobespečit′ shareholders access to the documents referred to in paragraph 1 of article 89 of the present Federal′nogozakona.
Accounting documents and protocols of the meetings of the collegial executive body have the right to dostupaakcionery (shareholder) possessing in aggregate at least 25 procentovgolosuûŝih shares of the company.
     In case of use in respect of open society of the special law on the participation of the Russian Federation, constituent entities of the Russian Federation or in the administration of municipal formation specified society ("golden share") is obŝestvoobespečivaet the representatives of the Russian Federation, constituent entities of the Russian Federation or municipal education access to all your documents.
     2. the documents referred to in paragraph 1 of this article shall be granted to the society within seven days from the date of presentation of the corresponding requirements for consultation in the premises of the executive body of the company. The company shall at the request of persons who have the right of access to the documents referred to in paragraph 1 of this article, provide them with copies of these documents.  The fee charged by the company for the provision of data copies may not exceed the costs of their production.
 
     Article 92. Obâzatel′noeraskrytie society of information 1. Open obŝestvoobâzano disclose: the company's annual report, annual accounts;
     prospectus of shares in cases stipulated by legislative acts of the Russian Federation;
     notice of a general sobraniâakcionerov in accordance with the procedure stipulated by this federal law;
     other information defined by the federal body of executive power for the securities market.
     2. Mandatory disclosure of information society, including the closed society, placing them slučaepubličnogo bonds or other securities is carried out by the society in the extent and pursuant to the procedure established by the Federal Executive Body for the securities market.
     65. paragraph 1 stat′i93 the word "antitrust", should be deleted.
     66. Article 94 paragraph 3: runs, the first paragraph shall be as follows: "3. Učreditel′nyedokumenty societies that do not meet the standards of this federal law, with the entry into force of this federal law shall be applied if they do not contradict to those standards.";
     paragraph 2 should be deleted;
     (Paragraph repealed pursuant to the Federal law dated June 29, 2015  N 210-FZ-collection of laws of the Russian Federation, 2015, N 27, art. 4001) article 2. this federal law shall enter into force from January 1, 2002 onwards, with the exception of paragraphs 35 and 36 of article 1 hereof, which shall enter into force from the day of official publication of this federal law.
     Since the vstupleniâv force of this federal law, legal acts, dejstvuûŝiena 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 societies formed prior to the entry into force of this federal law, enforceable

compliance with this federal law not later than 1 year iûlâ2002.  Učreditel′nyedokumenty these societies to bring them into compliance with this federal law since the vstupleniâv force of this federal law shall be applied if they do not contradict him.
     Joint-stock companies to stockholders more 50obâzany to July 1, 2002 year pass the keeping of registries of shareholders registrars.
     If society prior to the entry into force of this federal law were placed preferred shares that provide, in accordance with the Charter of the society the right to vote, as well as securities, convertible into preferred shares, such right to vote such shares is preserved.
 
     Moscow, Kremlin, N August 7, 2001 120-FZ