On Joint

Original Language Title: Про акціонерні товариства

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With a k o n u r as th h s on joint (Supreme Council of Ukraine (BD), 2008, N 50-51, art. 384) {amended in accordance with the laws of 2154 N-VI (2154-17) on 27.04.2010, VVR, 2010, N 22-23, 24-25 N, 263-changes in 2010, 2435 N-VI (2435-17) from 06.07.2010, VVR, 2010, N 46, 539} {Additionally, see Constitutional Court N 22-RP/2010 (v022p710-10) from November} {with changes amended in accordance with the laws of 2774 N-VI (2774-17) from 03.12.2010, BD, 2011, N 22, 151 N 2856-VI (2857-17) from 23 Dec, BD, 2011, N 29, 272 N 2994-VI (2994-17) from 03.02.2011, BD, 2011, N 35, 344 N 3205-VI (3205-17) from 07.04.2011, BD, 2011, N 41, 413 N 3610-VI (3610-17) from Jul 07, VVR, 2012, N 7, 53 N VI-4212 (4212-17) from Thursday , VVR, 2012, N 32-33, 413 N 4382-VI (4,450-17) on 02, VVR, 2012, N 39, 474 N 4498-VI (4512-17) from 13.03.2012, VVR, 2012, N 40, 480 N 4969-VI (4969-17) from 19.06.2012, VVR, 2013, 19-20 N, 176 N 5080-VI (5080-17) from 05.07.2012, VVR, 2013, N 29, article 337 N 5178-VI (5178-17) from the place, VVR, 2013, N 39, article 517 N 1206-VII (1206-18) from 15.04.2014 , VVR, 2014, N 24, item 885 N 1255-VII (1255-18) from 13.05.2014, VVR, 2014, N 27, art. 912 N 80-VIII (79-19) from 28.12.2014, VVR, 2015, N 5, 37 N 91-VIII (91-19) from 13.01.2015, VVR, 2015, N 10, 58 N 272-VIII (272-19) from 19.03.2015, VVR, 2015, N 22, 152 N 629-VIII (629-19) from 16.07.2015, VVR, 2015, N 43, 386} {in the text of the law Besides the section XVII "final and transitional provisions", the words "the State Commission on securities and stock market" in all cases has been replaced by the words "the National Commission on securities and stock market" in the appropriate case according to the law N 3610-VI (3610-17) from Jul 07} Section I General provisions article 1. Scope of the law 1. This law determines the order of creation, activity, termination, separation of the joint-stock companies, their legal status, rights and obligations of shareholders.
2. The activities of the State joint-stock companies and State holding companies, the only founder and shareholder of which is the State represented by the authorized State bodies is regulated by this law, taking into account the peculiarities stipulated by special laws.
The activity of the State management of the holding company, State holding companies and public corporations, the only founder and shareholder of which is the State represented by the authorized State bodies is regulated by this law, taking into account the peculiarities stipulated by special laws. {The second paragraph of part two article 1, as amended by law N 4498-VI (4512-17) from 13.03.2012}
3. Features of creation of joint-stock companies in the process of privatization and corporatization, their legal status and activity in the period up to the execution of the plan of privatization (shares) are determined by the law on privatization and corporatization.
The management of joint stock companies, the Statute kapìtalah which is the corporate rights of the State or territorial community, taking into account the features defined by the law.
4. The creation, termination of joint-stock company, obtaining the ownership or the management of shares and the acquisition of other rights of control over the company is carried out in compliance with the legislation on the protection of economic competition.
5. The action of this law does not apply to joint stock companies, created to operate and terminated according to the legislation on collective investment institutions.
{Article 1 update: part five according to law N 5080-VI (5080-17) from 05.07.2012} article 2. Definition of terms 1. In this law the following terms are used in the following meaning: 1) affiliated one concerning another person (hereinafter referred to as affiliates): legal entities, provided that one of them carries out control over the other or both are under the control of a third party;
family members of an individual spouse, and parents (adopters), guardians ('s custodians), brothers, sisters, children and their husbands (wives); {The third paragraph of point 1 of article 2, as amended by law N 2994-VI (2994-17) from 03.02.2011} private individuals and members of her family and a legal person if the individual and/or members of her family exercise control over a legal person; {The fourth paragraph of point 1 of article 2, as amended by law N 2994-VI (2994-17) from 03.02.2011} 2) purchase of shares – acquisition of joint-stock company for a fee placed by the shares;
3) ordinary share-share, the holder of which is entitled to vote at general meetings of shareholders (the general meeting) to address the issues stipulated by law and the bylaws of the company;
4) significant laps laps (except transaction with the company's own shares), učinenij joint-stock company, if the market value of the property (works, services), which is its object, is 10 percent or more of the value of the assets of the company, according to the most recent annual financial statements;
5) significant stake-Pack of 10 percent or more of ordinary shares of the company;
6) controlling stake-Pack of more than 50 percent of the ordinary shares of the company;
{Point 6 of article 2 as amended by law N 2994-VI (2994-17) from 03.02.2011} 7) control-decisive influence or the possibility of exercising decisive influence on the economic activity of the entity, carried out, inter alia, through the implementation of the rights of possession or use of all or a significant part of their assets,

rights of decisive influence on the formation of the results of the voting and decision-making bodies of the entity, as well as committing deeds that provide an opportunity to define the terms of economic activity, to give binding instructions or perform the functions of the body of the entity;
8) corporate law-a set of property and non-property rights of the shareholder-owner of shares arising from the ownership, including the right to participate in the management of joint-stock company dividends and assets of the company in case of its liquidation in accordance with the law, as well as other rights and powers provided by law or statutory documents;
9) cumulative voting-voting during the election of individuals to the structure of society, when the total number of votes a shareholder is multiplied by the number of members of the organ of the company that are elected, and the shareholder has the right to give all counted so votes for one candidate or distribute them among several candidates;
{Item 9 of article 2, as amended by law N 2994-VI (2994-17) from 03.02.2011} 10) residual value of privileged shares of a certain class--the amount of money which belongs to the owner of such shares during liquidation of the company;
11) mandatory redemption of shares-compulsory purchase for a fee and the shareholder placed shares;
12) persons acting jointly, physical and/or legal entities that Act on the basis of the transaction between them and coordinate their actions to achieve a common goal;
13) official printed organ-the official publication of the National Commission on securities and stock market;
{Point 13 of article 2 as amended by law N 2994-VI (2994-17) from 03.02.2011} 14) notice to shareholders-message containing the stipulated by law and by the Charter of joint information and is sent to the addressee in writing in the manner determined by the Charter of the company;
{Paragraph 14 of article 2 as amended by law N 2994-VI (2994-17) from 03.02.2011} 15) officials of the company-natural persons-Chairman and members of the Supervisory Board, the Executive Body, the Audit Committee, the auditor of the company, as well as the Chairman and members of another body of the company, if the creation of such a body provided by the Charter of the company;
{Point 15 of article 2 as amended by law N 2994-VI (2994-17) from 03.02.2011} 16) proportional to the purchase of shares – acquisition of joint-stock company stationed him shares in proportion to the number of shares of a certain type and/or class offered by each shareholder for sale;
17) a simple majority of votes-more than 50 percent of the votes of the shareholders participating in the general meeting;
18) are securities-securities joint stock company, alienated him in favor of other persons in the manner prescribed by law;
19) authorized capital-the capital of the company, formed from the sum of the nominal value of all placed shares;
20) members of the Executive Body-officials-members of the collegiate executive body. The status of Member of the Executive Body also has the person who carries out the powers of sole executive body of the company.
Article 3. The legal status of the joint stock company 1. Joint-stock company, the authorized capital of which is divided into a certain number of shares of the same nominal value, corporate rights which posvìdčuût′sâ shares.
{Part one of article 3 amended pursuant to the law N 2994-VI (2994-17) from 03.02.2011}

2. Joint-stock company is not responsible for the obligations of the shareholders. The company and its organs cannot be applied any sanctions that restrict their rights in the event of the Commission of illegal acts by the shareholders, except in cases specified by law. {The first paragraph of part two article 3 amended pursuant to the law N 629-VIII (629-19) from 16.07.2015} Shareholders are not responsible for the obligations of the company and bear the risk of losses associated with the activities of the company, only to the extent appropriate to them. The shareholders cannot be applied any sanctions that restrict their rights in case of committing illegal acts of the company or the other shareholders.
Shareholders that are not fully paid for the shares, in cases specified by the Charter of the company, responsible for the obligations of the company within the limits of the unpaid part of the value of proper them.
3. Joint-stock company may be created by the Foundation or the merger, Division, separation or transformation of the business (entrepreneurial) of the company, the State (Government), municipal (municipal) and other enterprises in a joint stock company.
The company is created without limitation period of activity, unless otherwise provided for it by the Charter.
The company is considered to be created and acquires the rights of a legal entity from the date of its State registration in accordance with the legislation.
4. Full name of the company in the Ukrainian language should contain the name of the type (public or private) and the organizational-legal forms (joint stock company).
The society may have the abbreviated name in the Ukrainian language, full and abbreviated name in a foreign language (languages).

Article 4. The shareholders of the company 1. The shareholders of the company shall be individuals and legal entities, as well as the State, represented by the body authorized to manage State property, or local community represented by the body authorized to manage municipal property, who are the owners of shares of the company.
Joint-stock company may not have a sole participant another business association, to which there is one person.
Joint-stock company may not have the only shareholders-legal entities, the only participant which is one and the same person.
2. Any shareholder acting contrary to law, can not be determined by statute or other documents of the company.
Article 5. Types of joint-stock companies 1. Joint stock companies by type are divided into public joint stock companies and private companies.
The quantitative composition of the shareholders of the private joint stock company shall not exceed 100 shareholders.
2. Public joint stock company can carry out public and private placement of shares.
Private joint stock company may perform only the private placement of shares. In the case of adoption by the General Assembly of the private joint stock company decision on public offerings to the Charter company made the appropriate changes, including changing the type of society-from private to public.
Changing type of company from the private to the public or from public to private is not converting it.
Article 6. Joint-stock company with one shareholder 1. Joint-stock company may be created by one person or may consist of one person in the case of purchase of one shareholder all shares of the company. This information shall be subject to registration and up publishing for general knowledge in the manner prescribed by the National Commission on securities and stock market.
Article 7. The order of the alienation of shares of the joint stock company 1. The shareholders of the public joint stock company can alienate owned them the action without the consent of the other shareholders of the company.
{Part one of article 7 amended by law N 2994-VI (2994-17) from 03.02.2011}

2. The Charter of a private joint-stock company may be provided by its shareholders a preferential right to purchase shares of the company, offered their own alienation of third party. If the Charter of a private joint-stock company provided its shareholders a preferential right to purchase the shares offered to them by the owner to sell to a third party, such a preferential right is implemented according to the parts of the third-six of this article. The order of the preferential rights of the shareholders to purchase shares of a private company, offered their own alienation (except sales) to a third party, the Statute of such a society.
{Part two article 7, as amended by law N 2994-VI (2994-17) from 03.02.2011}

3. The shareholders of the private joint stock company have a preemptive right to buy the shares sold by other shareholders of the company at the price and on the terms proposed by a shareholder to a third party, in proportion to the number of shares owned by each of them. Preferential right of shareholders to purchase shares sold by other shareholders of the company, within two months from the date of receipt of the company notice of the shareholder's intention to sell shares if a shorter period is not provided by the Charter of the company.

{The second paragraph of part three article 7 on the basis of Law N 2994-VI (2994-17) from 03.02.2011}

{The third paragraph of part three article 7 on the basis of Law N 2994-VI (2994-17) from 03.02.2011} Term preemptive rights, stipulated by the Charter of the company, may not be less than 20 days from the date of receipt of the company a corresponding message. The term preemptive rights shall be terminated in case its the end of all the shareholders of the company received written statements of use or denial of the use of preemptive rights to purchase shares. {Third paragraph four of article 7 amended by law N 2994-VI (2994-17) from 03.02.2011}
4. A shareholder of the private joint stock company, which intends to sell its shares to a third party, shall in writing notify the rest of the shareholders of the company indicating the price and other terms of sale of shares. Message to shareholders of the company is carried out through society. Upon receipt of written notice from a shareholder who intends to sell its shares to a third party, the company shall within two working days to forward copies of the message to all other shareholders of the company.
Unless otherwise provided by the Charter of the company, the message of the shareholders of the company at the expense of shareholder who intends to sell its shares. {The first paragraph of part four article 7 amended by law N 2994-VI (2994-17) from 03.02.2011} If the shareholders of the private joint stock company does not use the right to purchase all of the shares offered for sale during the term prescribed in this law or the Statute of the joint stock company, shares can be sold to a third party at a price and on the terms that informed the shareholders of the company. {The second paragraph of part four article 7 amended by law N 2994-VI (2994-17) from 03.02.2011}

5. In case of violation of a specified in this article of preemptive rights to purchase shares of any shareholder of the company has the right within three months from the day when he learned or had to learn about such violations, require a court order transferring to him the rights and obligations of the purchaser of the shares.
{Part five article 7, as amended by law N 2994-VI (2994-17) from 03.02.2011}

6. Ustupka specified with preemptive rights to other persons is not allowed.
7. The above preferential right of shareholders of a private company does not apply to cases of transfer of ownership in the securities of this company as a result of their inheritance or succession.
8. In the case of law enforcement to the promotion of the private joint stock company in connection with their pledge to the alienation of such shares is carried out in compliance with the preemptive rights of the shareholders to purchase these shares.
{Part of the eighth article 7, as amended by law N 2994-VI (2994-17) from 03.02.2011}

9. the preferential right of the company to purchase shares of own issue, offered their own alienation to third parties is not allowed.
{Article 8 supplemented by part of the ninth according to law N 2994-VI (2994-17) from 03.02.2011} Article 8. Determination of the market value of property 1. The market value of the property in case of its assessment under this Act, other acts of legislation or the Statute of the joint-stock company is determined on the basis of an independent evaluation conducted in accordance with the law on the evaluation of property, property rights and valuation activities.
A decision about bringing the subject of estimated activity of the entity is accepted by the Supervisory Board of the company (in the process of creation of the company-founders or founder personally if you are creating a joint one person).
{The second paragraph of article 8 as amended by law N 2994-VI (2994-17) from 03.02.2011}
2. The market value of equity securities is determined by: {Paragraph first part two article 8 amended by law N 2994-VI (2994-17) from 03.02.2011} 1) for issued securities which are not in circulation on the stock exchange, as the value of securities is determined according to the law on the evaluation of property, property rights and professional valuation activity;
2) for issued securities in circulation on the stock exchange, as the value of securities is determined according to the law on securities and the stock market.
3. the Supervisory Board or the general meeting of shareholders, if the formation of the Supervisory Board are not provided by the Charter of the company (in the process of creating a society-the constituent Assembly), the market value of the property (including securities), determined in accordance with the first and second parts of this article.
Approved by the value of the property may not differ by more than 10 percent of the value specified by the estimator. If approved, the market value of the property is different from the value of the property, in accordance with the law on the evaluation of property, property rights and professional valuation activities, the Supervisory Board or the general meeting of shareholders, if the formation of the Supervisory Board are not provided by the Charter of the company (in the process of creating a society-the constituent Assembly) must motivate its decision.
{Part three of article 8 as amended by law N 2994-VI (2994-17) from 03.02.2011} Section II ESTABLISHMENT of a JOINT Article 9. The creation of the joint-stock company 1. The founders of the company are recognized by the State, represented by the body authorized to manage State property, the local community, represented by the body authorized to manage municipal property, as well as physical and/or legal entities, which have taken a decision on its establishment.
2. The founders of the company can be one, two or more persons.
3. the Foundation shall be entered into the contract, which defines the procedure for the proceedings of joint activities on the creation of the company, number, type and class of shares to be received by each of the founder, the nominal value and the cost of acquisition of those shares, time and form of payment of the value of the shares, the period of validity of the contract.
To create a joint-stock company founders should hold a closed (private) placing of its shares, a constituent Assembly and State registration of the company.
Incorporation is not the constituent document of the Association and acts before the date of registration of the National Commission on securities and stock market Commission report on the results of closed (private) stock flotation.
The Foundation Agreement shall be concluded in writing. If society is created by the participation of individuals, their signatures on the constituted subject to notary witnessing.
In the case of the establishment of the society one person the Foundation Agreement not be concluded.
4. in case the Foundation of joint-stock company of his shares shall be paid exclusively among its founders through private placement. Public offering of shares may be carried out after obtaining a certificate of registration of the first issuance of shares.
Features of creation of joint-stock company through the merger, Division, separation or transformation of the business (entrepreneurial), State (State) and communal (municipal)

in joint-stock company shall be determined by the National Commission on securities and stock market, and with the participation of State and (or) utilities-National Commission on securities and stock market Commission in consultation with the State property Fund of Ukraine.
5. The creation of the joint-stock company is carried out in the following stages: 1) acceptance of the founders to create a joint-stock company of the closed (private) placement of shares;
2) application and all necessary documents for registration of shares to the National Commission on securities and stock market;
3) registration of the National Commission on securities and stock market of shares and issue a temporary certificate of registration of shares;
4) assignment of the international securities identification number;
5) conclusion of the securities depository agreement on the issue of shares or securities Registrar Agreement on maintaining the register of owners of registered securities;
6) closed (private) placement of shares to founders;
7) payment of the founders of the full value of the shares;
{Item 7 part five article 9 amended by law N 2994-VI (2994-17) from 03.02.2011} 8) approval of the constituent Assembly of the results of closed (private) placement of shares to founders, approving the articles of Association, as well as the adoption of other decisions provided for by law;
9) registration of the company and its Charter in bodies of State registration;
10) submission to the National Commission on securities and stock market Commission report on the results of closed (private) placement of shares;
11) registration of the National Commission on securities and stock market Commission report on the results of closed (private) placement of shares;
12) a certificate of State registration of the issue of shares;
13) issuance of the founders society of the documents confirming the ownership of the shares.
Actions that violate the procedure of creation of joint-stock company established in this law, are the basis for the adoption of the National Commission on securities and stock market Commission decision on refusal in registration of the report on the results of closed (private) stock flotation. In the case of the adoption of such a decision by the National Commission on securities and stock market Commission appeals to court with a lawsuit about the liquidation of the company.
6. In the case of the establishment of the company one person decisions that must be taken by founders accepted that person individually and executes the decision about its intention to establish a company. If only the founder of the company is a natural person, his or her signature on the decision about the intention to establish a society subject to notary witnessing.
{Article 9 update of the sixth according to law N 2994-VI (2994-17) from 03.02.2011} Article 10. The constituent meeting of the joint-stock company 1. The constituent meeting of the joint-stock company must be held within three months from the date of full payment of the shares of the founders.
The number of votes of the founder to the constituent meeting of the joint-stock company is determined by the number of shares that are subject to the acquisition of this founder.
2. at the founding meeting of the joint-stock company are resolved questions about: 1) the establishment of the company;
2) approving the valuation of the property contributed by the founders in payment of shares of the company;
3) approval of the Charter of the company;
4) formation of society;
5) authorize a representative (representatives) to carry out further activities on the creation of the company;
6) electing the members of the Supervisory Board, Chairman of the collective executive body of the company (the person who carries out the powers of sole executive body of the company), the members of the auditing Commission (Auditor);
7) approving shares;
8) election counting Commission;
{The second part of article 10 of the amended new clause according to law N 2994-VI (2994-17) from 03.02.2011} 9) committing other actions necessary for the establishment of the company.
3. decisions on issues specified in paragraphs 1 to 3 of part two of this article are deemed to be accepted if they voted all founders of the company. Decisions on other issues are taken by a simple majority vote, unless otherwise provided by the Foundation.
4. in case the Foundation of the joint decision of one person, indicated in the second part of this article, be accepted that person individually and are reflected in the decision on the establishment of the company. If only the founder of the company is a natural person, his or her signature on the decision on the Foundation is subject to notary witnessing.
Approve the constituent Assembly Statute of the company deemed founders of this society and is the basis for the return to the founders of contributions made by them in payment for the shares. The return of contributions is carried out within 20 working days from the date of the constituent Assembly, which was not a decision on the approval of the Charter of the company.
Article 11. Payment for shares of the company's founders {Provisions of article 11 (regarding the prohibition of payment

emìsìjnimi debt securities of securities by the issuer which are the acquirer) in 2015 are applied taking into account the provisions of articles 16 and 18 of the law N 80-VIII (79-19) from 28.12.2014 in the case of the acquisition of the additional issue of shares of the State banks ' ownership and business companies in Exchange for bonds of internal state loan-see. paragraph 5 of the Final provisions of the law N 80-VIII (79-19) from 28.12.2014} 1. Payment for shares that are placed at the time of the founding of the company, may be made in cash, securities (except for debt securities issued by an issuer which is a founder, and promissory notes), property and property rights, intangible assets that have a monetary estimate.
Payment for shares that are placed at the time of the founding of the company, may not be carried out at a price lower than their nominal value.
Payment for shares that are placed at the time of the founding of the company, may not be carried out by taking on obligations to fulfill to society of works or the provision of services.
{Part one of article 11 in the law N 2994-VI (2994-17) from 03.02.2011}

2. the price of the property contributed by the founders of the company in payment for shares, with the market value of that property, determined in accordance with article 8 of this law.
3. Each of the founder of the company must pay the full cost of the purchased shares before the date of approving the first issuance of shares. In the case of each of the (incomplete payment) the cost of purchased shares before the date of approving the first issue of shares of the joint stock company is considered not based. To pay 50 percent of the share capital of the company has the right to perform operations not related to its foundation.
To register a report about results of floatation founder has all the rights that are stocks, in addition to their right to alienate or encumber.
4. A document certifying the right of ownership of the founder of the company, appeared to him after full payment of the value of such shares within 10 working days from the date of receipt of the company certificate of State registration of issue of shares.
Article 12. Responsibility of the founders of the company 1. The founders of the company are jointly liable for the obligations of its associated with the Foundation of its State registration.
2. Joint-stock company responsible for related to his foundation of the obligations of the founders only in case of approval of their actions by the general meeting of shareholders. The general meeting of shareholders approve such obligations of the founders of the Association shall be held within six months after the State registration of the company.
Information on the following commitments of the company must be reflected in the Charter of the company.
Article 13. Charter of the Association 1. Constituent document of the company is its Charter.
2. The Statute of the joint-stock company must contain information about: 1) full and abbreviated name of the company in the Ukrainian language;
2) type of company;
3) size of the authorized capital;
4) the size of the reserve capital in case of its formation;
{Item 4 part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 5) nominal value and the total number of shares, the number of each type of the placed shares, including the number of each class of preferred shares in the event the placement of preferred shares, as well as the consequences of non-fulfillment of the obligations of the redemption of shares;
{Item 5 of part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 6) dividend for preferred shares of each class in the case of their placement company;
{Part of the second article 13 update: new item according to law N 2994-VI (2994-17) from 03.02.2011} 7) the conditions and procedure for the conversion of preferred shares of a certain class in ordinary shares or preferred shares of another class in case of placement of preferred shares;
{Click part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 8) rights of shareholders-owners of preferred shares of each class in case of placement of preferred shares;
{Click part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 9) the presence of the preemptive rights of the shareholders of the private company to purchase shares of the company, offered their own sale to a third party, and the procedure for its implementation or lack thereof;
{Item 9 of part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 10) the procedure for notification of shareholders for payment of dividends;
11) the procedure for the convening and holding of general meetings;
12) competence of the general meeting;
13) way to the message of the shareholders of the holding of the general meeting and of the change in the agenda of the general meeting;
{Click part two article 13 as amended by law N 2994-VI (2994-17) from 03.02.2011} 14) the composition of society and their competence, the order of creation, election and recall of their members and decision-making, as well as the changes in the composition of society and their competence;
15) procedure for amendments to the Charter;
16) order the termination of the Association.
3. The Charter of the joint may not be provided by providing the founders society of additional rights or powers.

4. The Statute of the joint-stock company may contain other provisions that do not contradict the law.

Chapter III CAPITAL JOINT-STOCK COMPANY article 14. Authorized and own capital joint-stock company 1. The minimum amount of the authorized capital of the company is 1250 minimum salaries based on the rate of the minimum wage valid at the moment of creation (registration) of the company. The authorized capital of the company determines the minimum size of the property company, which guarantees the interests of its creditors.
2. Equity (net asset value) of the company-the difference between the total assets of the company and the cost of its obligations to other persons.

{The third part of article 14 on the basis of Law N 2994-VI (2994-17) from 03.02.2011}

4. the order of increase (decrease) of the share capital of a joint stock company (z0858-13) established the National Commission for securities and stock market.
5. the Charter of a joint-stock company may be provided by the creation of a special fund for the payment of dividends for preferred shares. The order of formation and use of such a Fund (z1205-11) established the National Commission for securities and stock market.
Article 15. The increase of the Charter capital 1. The authorized capital of the company is increased by increasing the nominal value of shares or additional shares of existent par value, in the manner prescribed by the National Commission on securities and stock market.
2. Joint-stock company has the right to increase the share capital after the registration of reports on the results of all previous releases.
3. Increase of the share capital of the company with additional contributions by placing additional shares.
Preferential right of shareholders to purchase shares, placed the company operates only in the process of private placement and is established by law.
4. Increase of the share capital of the company without additional contributions by raising the nominal value of the shares.
Joint-stock company has the right to make a decision on increase of the authorized capital through public offerings, if the equity is less than the size of its share capital.
Increase the share capital of the company in case of repurchased shares are not allowed.
5. Increase the share capital of the company to cover losses is not allowed, except in cases established by law.
{The first paragraph of part five article 15 as amended by law N VI-4212 (4212-17) from Thursday} must increase the authorized capital of joint-stock company is matching the size of the share capital after the increase of the requirements stipulated by part one of article 14 of this law, the date of registration of the amendments to the Charter.
Article 16. Reduction of the share capital of 1. The authorized capital of the company is reduced in the order established by the National Commission on securities and stock market, by reducing the nominal value of shares or by the cancellation of previously repurchased shares and reducing their total number, if provided by the Charter of the company.
2. After the adoption of the decision on the reduction of the Charter capital of a joint executive body within 30 days must notify each creditor, the requirements of which the joint is not secured by the pledge, guarantee or by the bail, about this decision.
3. The lender, the requirements of which the joint is not secured agreements collateral or surety, within 30 days after receipt of it specified in the part of the second this article message can apply to the company with a written demand on the implementation within 45 days of one of the following events to choose from: ensuring performance of obligations by concluding the agreement the collateral or surety agreement, early termination or fulfillment of obligations to the lender unless otherwise provided by the contract between the company and the lender.
If the lender is not appealed within the time limit provided for in this part, the company with a written demand, it is believed that it does not require from the company committing additional actions on the obligations to him.
4. Reduction of the share capital of joint-stock company below legally size has the consequence of liquidation of the company.
Article 17. Cancellation of shares 1. Joint order (z1492-13) established the National Commission for securities and stock market Commission has the right to cancel a redeemed him stocks and reduce the authorized capital or increase the face value of the remaining shares, not changing the size of the share capital.
{Part one of article 17 as amended by law N 2994-VI (2994-17) from 03.02.2011} Article 18. Consolidation and crushing shares 1. Joint-stock company has the right to implement the consolidation of all placed by the shares, resulting in two or more of the shares can be converted into one new share of the same type and class.
The prerequisite consolidation is the exchange of the old shares par value to a whole number of shares of the new par value for each of the shareholders.

2. Joint-stock company has the right to carry out crushing all placed by the shares, one share is converted into two or more shares of the same type and class.
3. Consolidation and splits should not lead to a change in the authorized capital of the company.
4. in the case of a consolidation or splits to the Charter of the company made the appropriate changes in the par value and the number of available shares.
5. the procedure for the exercise of consolidation and crushing shares is established the National Commission for securities and stock market.
Article 19. Reserve capital 1. Reserve capital is formed in the amount of not less than 15 per cent of the share capital of the company by way of annual deductions from the net profit of the company or through retained earnings. To achieve the established statute capital reserve size the size of annual deductions cannot be less than 5 percent of the amount of the net profit of the company for the year.
2. the reserve capital is created to cover the losses of the company, as well as for the payment of dividends for preferred shares. The laws can be additionally provided for other directions of use of reserve capital.
3. Joint-stock company, which carries only ordinary shares have the right to form the reserve capital in the manner prescribed by part one of this article.
4. Joint-stock company, which carries out the placement of the ordinary and preferred shares, is obliged to create the reserve capital in the manner prescribed by part one of this article.
{Article 19 as amended by law N 2994-VI (2994-17) from 03.02.2011} Section IV SECURITIES JOINT-STOCK COMPANY Article 20. Shares of the company 1. Action company identification corporate shareholder's rights regarding this joint.
2. all shares of the company are nominal. Shares of companies exist only in electronic form.
{Second part two article 20 shall take effect thirty months from the date of publication of this law-see clause 1 of section XVII of this Act}

3. Joint-stock company may carry out placement of two types-simple and privileged. The Charter company may provide for the placement of one or more classes of preferred shares that give their owners a variety of rights.
Society can not set limits on the number of shares or votes for shares that are owned by a single shareholder.
4. Common shares of the company are not subject to the conversion of preferred shares or other securities of the company.
5. Part of the preferred shares in the amount of the share capital of the company may not exceed 25 per cent.
Article 21. Emission of securities 1. Joint-stock company can issue shares only by decision of the general meeting.
The company may carry out the placement of other securities except shares, according to the decision of the Supervisory Board, unless otherwise stipulated in its Statute. The decision about placing securities on a sum, which exceeds 25 percent of the assets of the Association, adopted by the general meeting of shareholders.
2. Joint stock companies are permitted to issue shares and bonds to translate the commitments of the company in the securities in the manner prescribed by the National Commission on securities and stock market.
Article 22. The share price of 1. Joint-stock company carries or sell each stock that it bought at a price not lower than the market value, approved by the Supervisory Board, except: placement of shares at the time of the founding of the company;
placement of shares during a merger, consolidation, Division, separation of the company.
2. Joint-stock company has the right to place the shares at a price lower than their nominal value.
{Article 22 as amended by law N 2994-VI (2994-17) from 03.02.2011} Article 23. Securities payment {the provisions of article 23 (relating to the prohibition of payment of securities debt securities emìsìjnimi the issuer of which is the grantee) in 2015 are applied taking into account the provisions of articles 16 and 18 of the law N 80-VIII (79-19) from 28.12.2014 in the case of the acquisition of the additional issue of shares of the State banks ' ownership and business companies in Exchange for bonds of internal state loan-see. paragraph 5 of the Final provisions of the law N 80-VIII (79-19) from 28.12.2014}

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