It is registered
Ministry of Justice
Republic of Tajikistan
On June 5, 2015 No. 448
of May 30, 2015 No. 347
About Standard regulations on the Supervisory board of joint-stock company
According to article 14 of the Constitutional law of the Republic of Tajikistan "About the Government of the Republic of Tajikistan" the Government of the Republic of Tajikistan decides:
1. Approve Standard regulations on the Supervisory board of joint-stock company it (is applied).
2. To the state committee on investments and management of state-owned property of the Republic of Tajikistan and other state bodies of the Republic of Tajikistan in the activities in the joint-stock companies created with participation of the state to be guided by this Standard provision.
3. Recommend for use in the activities this Standard provision to the joint-stock companies functioning without participation of the state.
Prime Minister of the Republic of Tajikistan
Approved by the Order of the Government of the Republic of Tajikistan of May 30, 2015 No. 347
1. The standard regulations on the Supervisory board of joint-stock company (further - the Provision) are developed according to the Law of the Republic of Tajikistan "About joint-stock companies".
2. The provision is the internal document of joint-stock company (further - Society) determining the status, procedure for convocation, the organization and holding meetings of the Supervisory board of Society, the right and obligation of members of the Supervisory board of Society, interaction with other governing bodies of Society and also procedure for early termination of powers of members of the Supervisory board of Society.
3. The society created with participation of the state is guided in the activities by this Provision.
4. The society functioning without participation of the state can use this Provision in the activities.
5. The supervisory board of Society (further - the Supervisory board) is governing body of Society, performs the common directorship of activities of Society and controls execution of decisions of General meeting of shareholders of Society according to requirements of the legislation of the Republic of Tajikistan.
6. The supervisory board is created for the purpose of protection of interests of the owner, implementation of corporate management and increase in fruitful activities of Society.
7. The supervisory board in the activities is guided by the legislation of the Republic of Tajikistan, the Charter of Society and this Provision.
8. The supervisory board is the governing body performing the common directorship of Society, except for solutions of the questions carried according to the Law of the Republic of Tajikistan "About joint-stock companies" and the Charter of Society to competence of General meeting of shareholders of Society.
9. The following questions enter competence of the Supervisory board;
- determination of priority activities of Society;
- approval of working and financial plans of Society, reports on their accomplishment, and also approval of annual estimates;
- consideration of offers on entering of questions into the agenda of meeting of the Supervisory board and candidates for the chosen positions in Society;
- the advance approval of the annual statement, annual accounting records, including reports on profit and loss (profits and loss accounts) of Society, and also profit distribution and losses of Society by results of financial year;
- determination of the sizes of official pay rates, payment terms of the salary and awarding of executive body of Society;
- determination of information relating to Society or its activities constituting the office, commercial or protected by the law other secret and also procedure for its disclosure by Society to the third parties;
- placement by Society of shares, bonds and other valuable issued papers in the cases provided by the Law of the Republic of Tajikistan "About joint-stock companies";
- acquisition of issued securities in cases, stipulated by the legislation;
- share acquisition, bonds and other securities placed by Society in cases, stipulated by the legislation the Republic of Tajikistan;
- submission of the recommendation and offer on the sizes of share dividends and procedure for their payment;
- price fixation (money value) of property, the price of placement and acquisition of securities in cases, stipulated by the legislation the Republic of Tajikistan;
- creation of branches and opening of representative offices of Society;
- approval of registry holder of Society and conditions of the agreement signed with it, and also agreement cancelation;
- education in necessary cases of committees for the solution of specific questions at own expense and at the expense of other staff of Society;
- approval of the internal documents of Society determining procedure for creation and use of funds of Society;
- determination of credit policy of Society regarding receipt of the credits, the conclusions of credit agreements, bond issue, guarantees, all warranty types and letters of credit;
- determination of conditions of the employment contract with executive body of Society;
- decision making about participation of Society in activities of other commercial and non-profit organizations, change of share and the termination of participation of Society in activities of other organizations;
- election of the Chairman of the Supervisory board and Vice-chairman of the Supervisory board and early termination of their powers;
- hearing and consideration of the report of executive body of Society on activities of Society (including about accomplishment of job responsibilities by it), accomplishment of decisions of General meeting of shareholders of Society and Supervisory board;
- approval of procedure for cooperation of Society with the organizations in which activities Society takes part;
- approval of candidacy of the independent appraiser (appraisers) for cost determination of shares, property and other assets of Society in cases, stipulated by the legislation the Republic of Tajikistan, the Charter and separate solutions of the Supervisory board;
- preliminary approval of collective agreements and the agreements signed by Society within regulation of the social and labor relations;
- determination of policy of purchases of Society and decision making according to the documents approved in Society regulating activities of Society for purchases; decision making about nomination of executive body of Society on receipt of the state awards;
- decision making about use of reserve fund and other funds of Society;
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