LAW OF THE AZERBAIJAN REPUBLIC

of December 12, 2003 No. 560-IIQ

About state registration and the state register of legal entities

Chapter I. General provisions

Article 1. Purpose of the Law

This Law establishes legal and organizational basis of conducting state registration and the state register of legal entities in the territory of the Azerbaijan Republic.

Article 2. Basic concepts

2.0. In this Law the following concepts are used:

2.0.1. the legal entity - the structure determined thus by the Civil code of the Azerbaijan Republic;

2.0.2. the foreign legal entity - the legal entity created outside the Azerbaijan Republic;

2.0.3. the structure wishing to receive the status of the legal entity, person or group of persons, addressed in the procedure established by the legislation to relevant organ of the executive authority of the Azerbaijan Republic for state registration and entering into the state register as the legal entity;

2.0.4. representation - the structure determined thus by the Civil code of the Azerbaijan Republic;

2.0.5. branch - the structure determined thus by the Civil code of the Azerbaijan Republic;

2.0.6. constituent documents - the documents constituting the legal basis of creation and activities of the legal entity and other relevant structures specified in this Law;

2.0.7. state registration of legal entities - approval of competence of persons interested to receive the status of the legal entity in the territory of the Azerbaijan Republic of structures, and also created by foreign legal entities in the territory of the Azerbaijan Republic of representations or branches establishment of their legal status and entering into the state register of legal entities of data (records) about them;

2.0.8. the state register of legal entities - the code of data (records) about the legal entities registered in the territory of the Azerbaijan Republic, representations or branches of foreign legal entities, and also representations and branches, other structures of the legal entities who underwent state registration in the territory of the Azerbaijan Republic;

2.0.9. the commercial and non-commercial legal entities of structure determined thus by the Civil code of the Azerbaijan Republic;

2.0.9-1. the legal entity of the public law - the structures determined in this way by the Law of the Azerbaijan Republic "About legal entities of the public law;

2.0.10. limited liability company with local investments - the limited liability company established by citizens of the Azerbaijan Republic and (or) the legal entity who underwent state registration in the Azerbaijan Republic;

2.0.11. electronic state registration of limited liability company with local investments - state registration of limited liability company with local investments on the basis of the statement, provided to relevant organ of the executive authority in electronic procedure;

2.0.12. the accelerated electronic state registration of limited liability company with local investments - carried out in real time according to Articles 5 - 1.3 and 5-1.7 presents of the Law electronic state registration of limited liability company with local investments at which the legal address matches registration address at the place of residence of the physical person acting as his single founder;

2.0.13. electronic office - for the purpose of this Law, the individual electronic page created in information system of the body (organization) created by relevant organ of the executive authority, allowing access by the digital signature certificate and (or) code password issued by the body (organization) created by relevant organ of the executive authority, providing mutual exchange of information and documents with the body (organization) created by relevant organ of the executive authority;

2.0.14. the legal representative - person or persons who have power on representation of structure according to the charter (provision);

2.0.15. limited liability company with foreign investments - the limited liability company founded by the foreigner or the stateless person, and also the legal entity who underwent state registration in the foreign country;

2.0.16. electronic state registration of limited liability company with foreign investments - state registration of limited liability company with foreign investments (except for the limited liability company created as a result of reorganization) based on the statement and documents attached to it and if founder is the foreign legal entity, also to the specified statement signed by the strengthened digital signature belonging to the founder (founders) and provided to relevant organ of the executive authority in electronic procedure;

2.0.17. Physical persons and organizations to which sanctions shall be applied are the physical persons and organizations determined by the Law of the Azerbaijan Republic "About target financial sanctions".

Article 3. Legislation on state registration and state register of legal entities

3.1. The legislation on state registration and the state register of legal entities in the Azerbaijan Republic consists of the Constitution of the Azerbaijan Republic, this Law, the Civil code of the Azerbaijan Republic, and also other legal acts of the Azerbaijan Republic and international treaties which participant is the Azerbaijan Republic.

3.2. The relations in the sphere of state registration and the state register of legal entities in the Alyatsky free economic zone are regulated according to requirements of the Law of the Azerbaijan Republic "About the Alyatsky free economic zone".

Article 4. General rules of conducting state registration and state register of legal entities

4.1. Persons interested to receive the status of the legal entity in the territory of the Azerbaijan Republic of structure, and also representations or branches of the foreign legal entity, shall undergo state registration and shall be entered in the state register. The commercial organizations, legal entities of the public law, and also representation or branches of foreign legal entities can perform activities only after passing of state registration. Implementation of activities by them without state registration attracts responsibility in the procedure established by the law.

4.2. Representations or branches, other structures of the legal entities who underwent state registration in the Azerbaijan Republic shall be entered in the state register.

4.2-1. Non-governmental organizations of foreign states can create one representation or branch in the territory of the Azerbaijan Republic.

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