Approved by Board of the Central bank of the Republic of Uzbekistan on November 9, 1998 No. 426

Regulations on procedure for change of the size of the authorized capital, shareholding structure, the name and the location, registration of changes and amendments in the charter of bank

This Provision is developed according to the Laws of the Republic of Uzbekistan "About banks and banking activity", "About the Central bank of the Republic of Uzbekistan", "About joint-stock companies and protection of shareholder rights", other laws and legal acts. The provision regulates procedure for change of the size of the authorized capital, shareholding structure, the name and the location of bank, registration of the changes and additions made to the charter of commercial bank.

1. General provisions

1.1. In this Provision the following concepts are used:

- the authorized capital - nominal value of all shares paid by shareholders;

- the announced shares - the total amount of shares which can be issued by bank in addition to the authorized capital their nominal value does not join in the authorized capital of bank.

1.2. All changes and additions made to the charter of commercial bank are subject to registration in the Central bank of the Republic of Uzbekistan (further - the Central bank).

1.3. The decision on modification and amendments in the charter of bank is accepted by general shareholder meeting the majority in three quarters of voices of shareholders - owners of the voting shares participating in general meeting. Vote is performed by the principle "one aktsiyaodin voice".

In cases if the single founder of bank is the state, then the decision on modification and amendments in the charter of bank is accepted by the Government.

1.4. For registration of the changes and additions made to the charter, the bank within one month from the date of adoption of the relevant decision by general shareholder meeting represents to Department of prudential supervision of credit institutions of the Central bank (further - Department of prudential supervision) the following documents in triplicate:

- the petition for registration of the changes and additions made to the charter of bank signed by the chairman of the board of bank (for banks which single founder is the state - signed by the chairman of the board);

- the protocol of general meeting of shareholders of bank on which the decision on modification and amendments in the charter was made;

- the text of the changes and additions made to the charter of bank signed by the chairman of the board of bank.

1.5. In case of compliance of the submitted documents to requirements of the legislation and this provision the Department of prudential supervision submits for consideration of Committee of banking supervision (further - Committee) question of registration of the changes and additions made to the charter of bank, and otherwise documents return to bank for completion.

The term of consideration and registration of changes and amendments in the charter is made within 30 days.

1.6. After adoption by Committee of the decision on registration of changes and amendments in the charter of bank by the Department of prudential supervision on the title page of the charter of bank makes entry about registration of changes and amendments and in one copy the submitted documents is filed in the legal case of bank stored in the Central bank.

The registered documents are transferred one copy for the relevant head department of the Central bank in the location of head office of bank and bank for familiarizing to legal case of bank.

Head departments of the Central bank of the Republic of Uzbekistan on the Republic of Karakalpakstan, areas and the city of Tashkent and bank on the title page of the charter of bank make entry about registration of changes and amendments.

1.7. In case of the large volume of the changes made to the charter and additions which complicate work with the charter or in other cases the Central bank has the right to demand from bank to provide new edition of the charter (3 copies) in addition to the documents specified in Item 1.4 of this provision.

In this case the Committee registers new edition of the charter of bank.

1.8. Changes and additions made to the charter of bank become effective from the date of their registration by the Central bank. Registrirovanny changes and amendments in the charter are its integral part.

In case of discrepancy of the submitted documents with requirements of the legislation, and also this provision documents return to bank to completion.

2. Procedure for change and registration of change of the size of the authorized capital of bank

2.1. Change of the size of the authorized capital of bank can be carried out in forms of increase or reduction of the size of the authorized capital.

Increase in the size of the authorized capital

2.2. The authorized capital of bank can be increased by placement of additional shares.

2.3. Voided according to the Resolution registered by the Ministry of Justice of the Republic of Uzbekistan of 19.07.2016 No. 573-5

2.4. For increase in the authorized capital by competent authority of the bank determined according to Item 1.3 of this provision the decision on modification and amendments in the charter of bank is made on the announced shares, including their quantity, nominal value, category, the types granted by them the rights (Appendix No. 1).

In cases if the single founder of bank is the state, then the decision on increase in the authorized capital is made by the Government.

2.5. Registration of changes and amendments about the announced shares is made according to the procedure, specified in Items 1.5-1.7 of this provision.

2.6. Item 2.6 ceased to be valid according to the Resolution of Board of the Central bank of the Republic of Uzbekistan  registered by the Ministry of Justice of the Republic of Uzbekistan of  15.05.2014 of 15.05.2014 No. 573-4.

2.7. Item 2.7 ceased to be valid according to the Resolution of Board of the Central bank of the Republic of Uzbekistan  registered by the Ministry of Justice of the Republic of Uzbekistan of  15.05.2014 of 15.05.2014 No. 573-3.

2.8. Item 2.8 ceased to be valid according to the Resolution of Board of the Central bank of the Republic of Uzbekistan  registered by the Ministry of Justice of the Republic of Uzbekistan of 15.05.2014 No. 573-4.

2.9. Item 2.9 ceased to be valid according to the Resolution of Board of the Central bank of the Republic of Uzbekistan  registered by the Ministry of Justice of the Republic of Uzbekistan of 15.05.2014 No. 573-4.

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