annual general meeting of shareholders deadline is april 30 2015

1 Annual General Meeting of Shareholders Deadline is April 30, 2015 We would like to remind you that in accordance with the laws of the Russian Federation “On limited liability companies” and “On joint-stock companies” the legal entities mentioned there shall hold annual general meetings of participants (shareholders) to approve annual results of the company’s operations. Moreover, the issues regarding election of the board of directors of a company, internal audit commission (internal auditor) of a company, appointment of a company’s auditor, as well as approval of annual reports, annual financial statements, including profit and loss statements, profit and dividends distribution are resolved at annual general meetings. Period for holding a meeting by a limited liability company is from March 01, 2015 until April 30, 2015, by a joint-stock company is from March 01, 2015 until June 30, 2015. A decision of a general meeting shall be documented with the corresponding minutes or with the resolution of a sole participant. In accordance with the changes in the civil legislation, which became effective on September 01, 2014, the adoption of a resolution by a general meeting of the company’s participants and the list of the company’s participants present at its adoption, are confirmed with regard to: 1. a public joint-stock company by a person administrating the share register of such company and performing functions of a counting commission 2. a non-public joint-stock company by notarization or certification by a person administrating the share register of such company and performing functions of a counting commission; 3. a limited liability company by notarization, unless other method (signing minutes by all participants or a part of participants; using technical means which enable to truly establish the fact of resolution adoption; by other means not contrary to laws) is provided by the Charter of such company or by a resolution of a general meeting of the company’s participants adopted by the company’s participants unanimously. A resolution of a general meeting is documented by the corresponding minutes (resolution of a sole participant), the company shall keep this document in its archives permanently and ensure it is available to participants and other persons stipulated by law. In accordance with Article 15.23.1 of the Administrative Offences Code, an unlawful refusal to call or avoidance of calling a general meeting of participants of a company, as well as failure to satisfy the requirements of federal laws for the procedure for calling, preparing and holding general meetings of participants shall entail the imposition of an administrative fine on General Director (official representative) in the amount from twenty thousand to thirty thousand rubles, and on legal entities in the amount from five hundred thousand to seven hundred thousand rubles. A company’s failure to fulfill the obligations as to safekeeping of the documents stipulated by law shall entail the imposition of an administrative fine on General Director in the amount from two thousand five hundred to five thousand rubles, and on legal entities in the amount from two hundred thousand to three hundred thousand rubles. 2015_03_16 News

Upload: accountor-russia-and-ukraine

Post on 27-Jul-2015

32 views

Category:

Business

3 download

Report

Download

Embed Size (px):

TRANSCRIPT

Annual General Meeting of Shareholders Deadline is April 30, 2015

We would like to remind you that in accordance with the laws of the Russian Federation “On limited liability companies” and “On joint-stock companies” the legal entities mentioned there shall hold annual general meetings of participants (shareholders) to approve annual results of the company’s operations. Moreover, the issues regarding election of the board of directors of a company, internal audit commission (internal auditor) of a company, appointment of a company’s auditor, as well as approval of annual reports, annual financial statements, including profit and loss statements, profit and dividends distribution are resolved at annual general meetings.

Period for holding a meeting by a limited liability company is from March 01, 2015 until April 30, 2015, by a joint-stock company is from March 01, 2015 until June 30, 2015.

A decision of a general meeting shall be documented with the corresponding minutes or with the resolution of a sole participant. In accordance with the changes in the civil legislation, which became effective on September 01, 2014, the adoption of a resolution by a general meeting of the company’s participants and the list of the company’s participants present at its adoption, are confirmed with regard to:

1. a public joint-stock company by a person administrating the share register of such company and performing functions of a counting commission

2. a non-public joint-stock company by notarization or certification by a person administrating the share register of such company and performing functions of a counting commission;

3. a limited liability company by notarization, unless other method (signing minutes by all participants or a part of participants; using technical means which enable to truly establish the fact of resolution adoption; by other means not contrary to laws) is provided by the Charter of such company or by a resolution of a general meeting of the company’s participants adopted by the company’s participants unanimously.

A resolution of a general meeting is documented by the corresponding minutes (resolution of a sole participant), the company shall keep this document in its archives permanently and ensure it is available to participants and other persons stipulated by law.

In accordance with Article 15.23.1 of the Administrative Offences Code, an unlawful refusal to call or avoidance of calling a general meeting of participants of a company, as well as failure to satisfy the requirements of federal laws for the procedure for calling, preparing and holding general meetings of participants shall entail the imposition of an administrative fine on General Director (official representative) in the amount from twenty thousand to thirty thousand rubles, and on legal entities in the amount from five hundred thousand to seven hundred thousand rubles.

A company’s failure to fulfill the obligations as to safekeeping of the documents stipulated by law shall entail the imposition of an administrative fine on General Director in the amount from two thousand five hundred to five thousand rubles, and on legal entities in the amount from two hundred thousand to three hundred thousand rubles.

2015_03_16 News