INSTRUCTION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of June 29, 2015 No. 165-I

About procedure for the direction in the Bank of Russia of the petition for receipt of prior consent (the subsequent approval) to transaction (transactions) with shares of non-state pension fund or the transaction (transactions) as a result of which, (which) control concerning the shareholder of non-state pension fund, about form of the specified petition and the list of the documents and data attached to it is established

This Instruction according to article 7 of the Federal Law of May 7, 1998 No. 75-FZ "About non-state pension funds" (The Russian Federation Code, 1998, No. 19, Art. 2071; 2001, No. 7, Art. 623; 2002, No. 12, Art. 1093; 2003, No. 2, Art. 166; 2004, No. 49, Art. 4854; 2005, No. 19, Art. 1755; 2006, No. 43, Art. 4412; 2007, No. 50, Art. 6247; 2008, No. 18, Art. 1942; No. 30, Art. 3616; 2009, No. 29, Art. 3619; No. 48, Art. 5731; No. 52, Art. 6450, Art. 6454; 2010, No. 17, Art. 1988; No. 31, Art. 4196; 2011, No. 29, Art. 4291; No. 48, Art. 6728; No. 49, Art. 7036, Art. 7037, Art. 7040, Art. 7061; 2012, No. 31, Art. 4322; No. 47, Art. 6391; No. 50, Art. 6965, Art. 6966; 2013, No. 19, Art. 2326; No. 30, Art. 4044, Art. 4084; No. 49, Art. 6352; No. 52, Art. 6975; 2014, No. 11, Art. 1098; No. 30, the Art. 4219) (further - the Federal Law "About Non-state Pension Funds"), the Federal Law of July 10, 2002 No. 86-FZ "About the Central bank the Russian Federation (Bank of Russia)" (The Russian Federation Code, 2002, No. 28, Art. 2790; 2003, No. 2, Art. 157; No. 52, Art. 5032; 2004, No. 27, Art. 2711; No. 31, Art. 3233; 2005, No. 25, Art. 2426; No. 30, Art. 3101; 2006, No. 19, Art. 2061; No. 25, Art. 2648; 2007, No. 1, Art. 9, Art. 10; No. 10, Art. 1151; No. 18, Art. 2117; 2008, No. 42, Art. 4696, Art. 4699; No. 44, Art. 4982; No. 52, Art. 6229, Art. 6231; 2009, No. 1, Art. 25; No. 29, Art. 3629; No. 48, Art. 5731; 2010, No. 45, Art. 5756; 2011, No. 7, Art. 907; No. 27, Art. 3873; No. 43, Art. 5973; No. 48, Art. 6728; 2012, No. 50, Art. 6954; No. 53, Art. 7591, Art. 7607; 2013, No. 11, Art. 1076; No. 14, Art. 1649; No. 19, Art. 2329; No. 27, Art. 3438, Art. 3476, Art. 3477; No. 30, Art. 4084; No. 49, Art. 6336; No. 51, Art. 6695, Art. 6699; No. 52, Art. 6975; 2014, No. 19, Art. 2311, Art. 2317; No. 27, Art. 3634; No. 30, Art. 4219; No. 45, Art. 6154; No. 52, Art. 7543; 2015, No. 1, of the Art. 4, the Art. 37) establishes procedure for the direction in the Bank of Russia of the petition for receipt of prior consent or the subsequent approval on acquisition in property or obtaining in trust management of physical person or legal entity (further - the acquirer) more than 10 percent of shares of non-state pension fund (further - fund) as a result of making of one transaction or several transactions (further - share acquisition of fund), on making of one or several transactions by legal entity or physical person as a result of which, (whom) such person directly or indirectly (through the third parties) is identified by control (further - the controlling person) concerning the shareholder of the fund owning more than 10 percent of shares of fund (further - establishment of control concerning the shareholder of fund), on acquisition more than 10 percent of shares of fund or establishment direct or indirect (through the third parties) control concerning the shareholder of fund, the fund owning more than 10 percent of shares, the group of persons determined in accordance with the legislation of the Russian Federation about protection of the competition (further - group of persons), and also form of the specified petition and the list of the documents and data attached to it.

Chapter 1. General provisions

1.1. The petition for receipt of prior consent goes to the Bank of Russia (Department of the admission and termination of activities of the financial organizations (further - authorized structural division) in case of the conclusion (before date of making) the transaction (transactions), and the petition for the subsequent approval of the Bank of Russia goes to authorized structural division after making of one or several transactions, including after the following transactions or events:

transactions as a result of which shares of fund will carry over acquirers - shareholders of fund;

transactions as a result of which shares of fund will take over or the order of the other person or group of persons;

transactions as a result of which the physical person or legal entity or group of persons directly or indirectly (through the third parties) establishes control concerning the shareholder of the fund owning more than 10 percent of shares of fund;

convertings of the issued securities converted into shares of fund;

obligation fulfillments on options, the decision on which release provides the right of their converting in the share of fund;

acquisitions of property right to shares of fund according to the procedure of legal succession as a result of reorganization of shareholders of fund in forms of accession, allocation, separation, merge;

entering of shares of fund into the authorized capital of legal entities;

in case of change of structure of the group of persons owning more than 10 percent of shares of fund, except as specified, provided in Item 1.4 of this Instruction;

transactions on acquisition of issued securities of the Russian issuer, placement and (or) the organization of the address of which outside the Russian Federation is performed by means of placement according to foreign law of securities of the foreign issuers certifying the rights concerning shares of fund;

other acquisition in property (in trust management) more than 10 percent of shares of fund or establishment of control over the shareholder of fund owning more than 10 percent of shares of fund.

1.2. Within one petition for receipt of prior consent or the subsequent approval by the Bank of Russia consent to acquisition (approval of the transaction on acquisition) by the legal entity, physical person or group of persons can be issued:

more than 10 percent, but no more than 25 percent of shares of fund;

Disclaimer! This text was translated by AI translator and is not a valid juridical document. No warranty. No claim. More info