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REGISTRATION

Article 37. Registration of the Company and its Assets


(1) Company is subject to state registration in the manner established in the legislation.
(2) The company shall be deemed established (have the rights of a legal entity) from the day of its state
registration.
(3) Within two months following the state registration, the Company shall register movable and real
estate, rendered by shareholders, which are subject to registration in conformity with the legislation.

Article 38. Registration of Shares Placed upon Foundation of the Company. Making First Entries into
the Share Registry

(1) For the purpose of state registration of shares placed at its foundation, the company shall submit to
the National Commission of Financial Market the following documents:
a) application for placed shares registration at company foundation;

b) issuer’s original statutory documents or its copy notarized or authenticated by State registration
chamber, inclusive minutes of the founders meeting authenticated in accordance with legislation
provisions;

c) list of subscribers upon shares (founders),in 2 copies. This list shall include the name and identification
information of the subscribers, number of subscribed shares and the non-monetary contributions as
payment for shares;

d) the agreement copy with regard the keeping of securities holders registry or documents regarding the
license obtaining for self keeping the registry;

e) bank confirmation of monetary contributions as payment for placed shares at the company
foundation;
f) in the event of existence non-monetary contributions- delivery –reception document to the
company of non-monetary contributions as payment for subscribed shares, founders meeting
decision regarding approval of non-monetary contributions value and the report copy of the
specialized agency which executed the market value estimation of this non-monetary
contributions, which shall not be deemed affiliated person of the company;
g) documents that certifies registration, following the founded company, movable and real estate
rendered by the founders as contribution to the formation of statutory capital which is subject to
registration in conformity with the legislation;
h) copy of financial report on last reporting date, if state registration date is followed by the
reporting period;
i) copy of payment instruction regarding the fee payment in the amount established by the Law
on National Commission of Financial Market.
(2) The documents stipulated in paragraph (1) shall be submitted within 15 days following the day of:
a) state registration of the company provided the foundation agreement does not stipulate non-
monetary contributions as payment for shares; or
b) fulfillment of requirements envisioned in paragraph (3) of the Article 37, .
(3) Failure to meet the requirements of paragraph (1) shall serve as a ground for company liquidation
under the decision of court. Any founder shall be entitled to address a request of company liquidation to
the court.
(4) State registration of shares placed upon foundation of the company shall be executed within 15 days
following the submission of the necessary documents and include:
a) deeming the subscription to shares valid;

b) assignment of state registration number to each class of placed shares;


c) making a respective entry in the state registry of securities.
(41)In the event of finding any inaccuracies in submitted documents, National Commission of Financial
Market shall notify the company concerning this fact at list 5 days before the delay expiration
envisioned in the paragraph(4), with indication of the procedure elimination of the found
inaccuracies.
(5) Within 15 days following the state registration of shares placed upon the foundation of the company,
the company shall provide for share registry formation and making entries about the shareholders, their
legal representatives or nominal holders of shares into the share registry.
(6) Making entries into the share registry shall be executed on the basis of the decision of the National
Commission of Financial Market on the registration of shares placed upon foundation of the company
and the list of subscribers.

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