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LAW OF THE KYRGYZ REPUBLIC

of July 24, 2024 No. 143

About the National investment fund of the Kyrgyz Republic

Accepted by Jogorku Kenesh of the Kyrgyz Republic on June 27, 2024

Chapter 1. General provisions

Article 1. Subject of regulation of this Law

1. This Law determines the purposes and tasks, legal status, procedure for regulation of activities of the National investment fund of the Kyrgyz Republic (further - Fund), order of interaction of Fund and state bodies of the Kyrgyz Republic, and also other features of legal status of Fund and legal entities whose stocks are owned or are delivered in trust management to Fund.

2. Features of creation and activities of Fund are regulated by this Law.

3. In the part which is not settled by this Law, the Fund is guided by other special laws and regulatory legal acts of the Kyrgyz Republic adopted according to this Law, both other laws and internal documents of Fund.

Article 2. The basic concepts used in this Law

In this Law the following basic concepts are used:

1) group of Fund - set of legal entities who are among Fund, its subsidiary companies, and also the companies concerning which indirect possession from such subsidiary companies takes place;

2) subsidiary companies of Fund - legal entities whose more than 50 percent of voting shares (shares) belong to Fund on the property right or owing to trust management;

3) the dependent companies of Fund - legal entities whose from 20 to 50 percent of voting shares (shares) belong to Fund or its subsidiary companies on the property right or owing to trust management;

4) indirect possession - ownership of Fund 50 of subsidiary company and more percent of voting shares (shares) of the legal entity on the property right, each subsequent ownership of such legal entity of similar packet of voting shares (shares) in other legal entity, and also finding of packet of voting shares (shares), similar by the size, in trust management of specified persons;

5) large deal of subsidiary companies of Fund - any transaction or several interconnected transactions as which one party the subsidiary company of Fund, worth more than 10 percent book value of assets of such subsidiary company for decision date about the conclusion of such transaction or transactions acts;

6) large deal of Fund - any transaction or several interconnected transactions as which one party the Fund or the company entering into its group worth more than 10 percent book value of assets of Fund for decision date about the conclusion of such transaction or transactions acts;

7) the development strategy for Fund - the document determining and proving its mission, the purposes, tasks and methods of their achievement directed to increase in long-term cost of the companies entering into group of Fund, and also effective management of all assets of Fund.

Article 3. Purposes and tasks of Fund

1. The purpose of activities of Fund is increase in effective management of the legal entities entering into group of Fund, and also providing long-term strong growth of their cost by means of attraction of long-term investments in Fund and its further exit to the local and international market of the capital.

2. The fund implements the following tasks:

1) accomplishment of functions of the shareholder (participant) in the legal entities entering into group of Fund, and also management of other property belonging to Fund on the property right or owing to trust management;

2) increase in efficiency of financial and economic activities of Fund and the legal entities entering into group of Fund;

3) assistance in attraction and attraction in different forms of additional investments into Fund, and also in the legal entities entering into group of Fund;

4) providing exit of Fund and the legal entities entering into group of Fund on the local and international stock markets;

5) forming of the development strategy of subsidiary companies of Fund and ensuring their realization;

6) assistance of the Kyrgyz Republic to state bodies in implementation of industry state programs through the subsidiary and dependent companies;

7) forming, development and management of the personnel potential of the legal entities entering into group of Fund.

3. The fund implements other tasks according to the development strategy and decisions of the supreme body of management of Fund.

4. Tasks, functions, structure and procedure for functioning of Fund, and also competence and powers of its governing bodies are determined by this Law and the Fund charter.

Article 4. Legal status Fonda

1. The fund is the legal entity created in the form of open joint stock company.

2. Shareholder of Fund is the Cabinet of Ministers of the Kyrgyz Republic (further - the Cabinet of Ministers). The Cabinet of Ministers has the right to delegate the powers to state bodies of the Kyrgyz Republic.

3. Shares of Fund are state-owned property and cannot be aloof, except as by making of public offer of shares of Fund on the stock exchange, but no more than 20 percent of its shares.

4. After making of listing of shares of Fund on the Cabinet of Ministers stock exchange has the right to acquire shares according to public offer of shares of Fund.

The Cabinet of Ministers has the right of preferential share acquisition of Fund, belonging to other persons, in case of their alienation.

5. The Kyrgyz Republic does not bear responsibility according to obligations of Fund. The fund does not bear responsibility according to obligations of the Kyrgyz Republic.

Article 5. Features of forming and legal status of the capital of Fund

1. The minimum size of the authorized capital of Fund is determined by the Cabinet of Ministers.

2. The capital of Fund is created by the Cabinet of Ministers as a result of release and share placing of Fund. Shares of Fund during their placement are paid according to the procedure and on the conditions approved by the decision of the supreme body of management of Fund.

3. Payment of the placed shares of Fund can be made by shares (shares) in other economic and/or joint-stock companies, property complexes and other property belonging to the state.

The decision on use of objects of state-owned property, including the strategic objects transferred in payment for the placed shares of Fund is accepted by the Cabinet of Ministers.

4. By transfer to Fond of stocks of the commercial banks which are in state-owned property receipt of consent of National Bank of the Kyrgyz Republic is not required.

Chapter 2. Features of management of Fund

Article 6. Governing bodies and control of Fund

1. Governing bodies and control of Fund are:

1) general shareholder meeting - the supreme body of management of Fund. If 100 percent of shares of Fund are in state-owned property, the supreme body of management of Fund is the single shareholder on behalf of the Cabinet of Ministers;

2) Board of Directors - the collegiate organ of Fund performing the common directorship of activities of Fund and control of activities of executive body of Fund;

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