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II. PROPERTY of COMPANY

 

Article 6. Structure of property of Company

1. The company posesses on the property right the following property:

a) Property derivated at the expense of the contributions of the participants;

b) Property made or bought by Company during it of activity;

c) Incomes and other means obtained by Company on the basis, not contradicting to the legislation of Russian Federation on a moment of deriving of the incomes and other means.

2. The company can be the emitter of any kinds of valuable papers, behind an elemination of the shares, and to realize issue of industrial valuable papers. The solution about a size of issue, order and terms of accommodation of valuable papers, and also about a realization of the issue of industrial valuable papers is accepted by general meeting of the participants of Company in the correspondence with the current legislation of Russian Federation and positions of the present Charter.

3. The company has the right to possess property on the right of economic management.

Article 7. Funds of Company

1. In Company in the correspondence with the legislation of Russian Federation and interests of Company the following funds can be organized:

a) The charter fund (authorized capital) (item 8 of present Charters);

b) Surplus fund (item of 10 present Charters);

c) The wage bill (is installed in the correspondence with a list of staff stated general meeting of the participants not less often 1 time in 6 months; is formed of the profit of Company);

d) The material incentives fund of the workers (is installed at a rate of not more than 25 % from the wage bill, not less often 1 time in 6 months affirms by general meeting of the participants; is formed of the profit of Company);

e) Other funds (are formed by a solution of general meeting of the participants of the profit of Company - in the correspondence with the present Charter and Item of 30 Federal Laws " About Companies with Limited Liability ").

2. The order and sources of formation, structure, purpose(assignment), the sizes and order of use each from funds are determined by the Charter of Company. 

Article 8. The Charter fund (Authorized capital) of Company

  1. For maintenance of activity of Company will be derivated the charter fund (authorized capital), which is made of a nominal value of the contributions of the participants.

2. The contributions of the participants in the charter capital of Company can be money valuable papers, other things either proprietary interests, or other rights and property have a money evaluation, including intellectual property.

The money evaluation of the contribution is made under the agreement between the participants and in cases stipulated by the law, is subject to an independent expert evaluation.

3. The charter capital determines a minimum size of property guaranteeing interests it of the creditors.

4. The charter capital with the purpose of maintenance of efficiency of activity of Company is derivated at a rate of ________ roubles 00 copecks (____________________ roubles 00 copecks). The charter capital is derivated from means of the participants and property, belonging to them, (in the correspondence with the Constituent Agreement from "___ " (date).

5. The charter capital is divided into shares between the participants as follows:

 

Surname a Name a Patronymic

Total sum of the contribution (nominal value) - _________ Roubles

Share in the authorised capital - _____ %.

 

Surname a Name a Patronymic

Total sum of the contribution (nominal value) - _________ Roubles

Share in the authorised capital - ____ %.

The note. So all participants of Company - natural and legal persons are listed(transferred).

6. The rights and responsibilities of the participants on entering the contributions in the charter capital, order of transition of a share of the participant in the authorized capital and distribution of the profit of Company are adjusted by positions of unit III " The Rights and responsibilities of the participants ".

7. The charter capital can be reduced or is enlarged by Company only in the order and in terms established by the legislation of Russian Federation and the present Charter.

 Article 9. A modification of the authorized capital

  1. If upon termination of first or each consequent fiscal year cost of pure assets of Company will appear less authorized capital, the Company is obliged to declare about a diminution of the authorized capital and to register this diminution when due hereunder. If in an outcome of the indicated diminution the size of the authorized capital becomes less minimum size of the authorized capital determined by the law for economic Companies, the Company is subject to liquidation.

2. The diminution of the Authorized capital of Company is supposed after the advice all it of the creditors. Last have the right in this case to require prior execution or termination of the appropriate obligations of Company and reimbursement caused owing to a diminution of the authorized capital of the losses.

3. The magnification of the authorized capital of Company is supposed after entering by all it by the participants of the contributions in full volume.

The magnification is made by additional entering of the contributions by the participants, at the expense of property of Company, in an outcome of revaluation of property of Company or introduction into Company of the new participants and entering by them of the contributions. 

Article 10. A surplus fund of Company

1. In Company there is a surplus Fund at a rate of, not exceeding 25 (twenty five) percents from magnitude of the authorized capital.

2. The surplus fund will be derivated by mandatory annual deductions, which size can not be less than 5 (five) and more 50 (fifty) percents from a net profit of Company. The deductions are made up to a moment of reaching of the established size of fund.

3. The surplus fund is intended for cover of the losses of Company, and also for settlement of valuable papers, produced By Company, and industrial valuable papers in case of absence of other means for their settlement.

The use of a surplus Fund is made for the indicated purposes on a solution of general meeting of the participants of Company.

The surplus fund can not be used for other purposes, except for indicated in the Charter.


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