REGULATIONS. of the General Shareholders' Meeting of the Open Joint Stock Company «SIBUR Holding» (version No. 6)

Size: px
Start display at page:

Download "REGULATIONS. of the General Shareholders' Meeting of the Open Joint Stock Company «SIBUR Holding» (version No. 6)"

Transcription

1 APPROVED by the Resolution of the General Shareholders Meeting of Apri 25, 2013 (Minutes No. 39) REGULATIONS of the General Shareholders' Meeting of the Open Joint Stock Company «SIBUR Holding» (version No. 6) Saint Petersburg 2013

2 2 These Regulations were drafted in accordance with the applicable laws of Russian Federation, the Charter of the Open JointStock Company «SIBUR Holding» (hereafter, the "Company") and other internal documents of the Company, and shall define the procedure for convening and holding the General Shareholders' Meeting of the Company. Article 1. General Provisions 1.1. The General Shareholders Meeting shall be the supreme management body of the Company In its activities, the General Shareholders' Meeting shall be governed by the laws of the Russian Federation, the Charter of the Company and these Regulations. Article 2. Procedure of the General Shareholders' Meeting 2.1. Every year, not earlier than two (2) months and no later than six (6) months after the end of its financial year, the Company shall hold the annual General Shareholders Meeting, at which shareholders shall elect the Board of Directors and the Audit Commission, approve the auditor of the Company, approve the annual reports and annual financial statements, including profit and loss statements (profit and loss accounts) of the Company, and approve allocation of the profit, including payment (declaration) of dividends, and losses of the Company on the basis of the results of the financial year. The annual General Shareholders Meeting may also deal with other matters which are referred to its competence by the applicable laws of the Russian Federation and the Charter of the Company The General Shareholders' Meetings that are not annual general meetings shall be extraordinary General Shareholders' Meetings. The venue of the General Shareholders Meeting shall be determined by the resolution of the Board of Directors on the convocation of the General Shareholders Meeting The General Shareholders Meeting shall be competent to transact business (a quorum shall be present) if attended by shareholders (their representatives) exercising more than one half of the votes carried by the outstanding voting shares of the Company. In the absence of a quorum, the General Shareholders Meeting shall be adjourned but the adjourned General Shareholders Meeting shall be held with the same agenda The adjourned General Shareholders Meeting shall be held in compliance with the procedures established by the applicable laws of the Russian Federation and the Charter of the Company The adjourned General Shareholders Meeting may transact business (a quorum shall be present) if attended by shareholders (their representatives) exercising an aggregate of no less than thirty (30) percent of the outstanding voting shares of the Company When the adjourned General Shareholders Meeting is to be held less than forty (40) days from the General Shareholders Meeting, from which the adjournment was adopted, the persons entitled to participate in this General Shareholders Meeting shall be determined in accordance with the list of persons entitled to participate in the initial meeting which was adjourned An extraordinary General Shareholders Meeting shall be held by a resolution of the Board of Directors passed on its own initiative, upon the request of the Audit Commission of the auditor of the Company or shareholders owning, individually or together, at least ten (10) percent of the voting shares of the Company as of the date on which the meeting was requested An extraordinary General Shareholders Meeting shall be held pursuant to the procedure and at the time established by the applicable laws of the Russian Federation, the Charter of the Company and these Regulations.

3 Depending on the method of voting, the General Shareholders Meeting may be held either in the form of an actual meeting or by voting in absentia. In the event of an actual meeting, the shareholders can jointly attend the General Shareholders Meeting of the Company to discuss the items on its agenda and pass resolution on the matters put to the vote. Voting in absentia allows shareholders to vote without their concurrent attendance to discuss the items on the meeting agenda and pass resolution on the matters put to the vote. The General Meeting of Shareholders, the agenda of which includes such items as election of members of the Board of Directors and the Audit Commission; approval of the auditor of the Company; approval of the annual reports and annual financial statements, including the profit and loss account of the Company; allocation of its profit, including payment (declaration) of dividends, and losses of the Company on the basis of the results of the financial year, shall not be conducted in the form of voting in absentia. Article 3. Competence of the General Shareholders Meeting 3.1. The following matters shall be referred to the competence of the General Shareholders' Meeting: 1) Introducing changes and additions to the Charter of the Company or approving a new version of the Charter of the Company. 2) Reorganizing the Company. 3) Liquidating the Company, appointing the Liquidation Commission, and approving the interim and final liquidation balance sheets. 4) Deciding on the number of members in the Board of Directors, electing its members and removing them from office early. 5) Determining the quantity, nominal value, category (class) of the declared shares and the rights provided by the said shares. 6) Increasing the Company s Authorized Capital by way of increasing the nominal value of the shares, through additional placements of shares by way of a closed subscription, by way of an open subscription of ordinary shares representing more than twenty five (25) percent of previously placed ordinary shares, or by way of an open subscription of issue-grade securities convertible into ordinary shares which may be converted into ordinary shares representing more than twenty five (25) percent of previously placed ordinary shares. 7) Increasing the Company s Authorized Capital by placing preferred shares or additional ordinary shares by way of an open subscription, within the quantity and category (class) of placed ordinary shares representing twenty five (25) percent of previously placed ordinary shares or less, or by distributing shares among the Company s shareholders against the Company s property. 8) Adopting a resolution on placement by way of an open subscription of issue-grade securities that may be converted into preferred shares or into ordinary shares representing twenty five (25) percent of previously placed ordinary shares or less. 9) Placing bonds and other issue-grade securities of the Company convertible into shares, except in cases where they are placed by the decision of the Company s Board of Directors in accordance with the Federal Law "On Joint-Stock Companies". 10) Reducing the Company s Authorized Capital by reducing the nominal value of shares, by acquiring a part of the shares for the Company to reduce their total quantity, as well as by canceling shares acquired or redeemed by the Company. 11) Electing the members of the Audit Commission and remove them from office early. Determining, upon the Board of Directors recommendation, the amount of remuneration and compensation to be paid to the members of the Audit Commission. 12) Approving the auditor of the Company.

4 4 13) Deciding on the payment (declaration) of dividends on the basis of the results of the first quarter, six months and nine months of the financial year. 14) Approving the annual reports and annual financial statements, including profit and loss statements (profit and loss accounts) of the Company; approving distribution of profit (other than the profit distributed as dividends based on the results of the first quarter, six months and nine months of the financial year) and losses on the basis of the results of the financial year. 15) Approving the procedure for holding the General Shareholders Meeting. 16) Electing and removing from office the members of the counting commission in cases established by applicable Russian laws. 17) Splitting and consolidating shares. 18) Approving non arm s-length transactions in cases provided by applicable laws of the Russian Federation and the Charter of the Company. 19) Approving major transactions in cases provided by applicable laws of the Russian Federation and the Charter of the Company. 20) Acquiring by the Company of outstanding shares in cases provided by the applicable laws of the Russian Federation and the Charter of the Company. 21) Deciding on participation in financial and industrial groups, associations and other groups of commercial organizations. 22) Approving the internal documents governing the activities of the Company s bodies. 23) Upon the Board of Directors recommendation, deciding to transfer, under a contract, the powers of the One-person Executive Body to a commercial organization (management organization) or sole trader (manager). 24) Adopting decisions on early termination of powers of the management organization or manager. 25) Adopting decisions on handling with claim regarding delisting of shares of the Company and issue-grade securities of the Company converted into shares of the Company. 26) Dealing with other matters provided for by the applicable laws of the Russian Federation and the Charter of the Company. Article 4. Resolution of the General Shareholders Meeting 4.1. Resolutions on the matters listed in sub-clauses 1-3, 5, and 20,25 of clause 3.1 hereof shall be adopted at the General Shareholders Meeting by a three-fourths majority vote of holders of voting shares, present at the meeting. At the General Shareholders Meeting, resolutions on the issue of shares and other issue grade securities in cases provided by article 39 of the Federal Law "On Joint-Stock Companies" shall be adopted by a three-fourths majority vote of holders of voting shares, present at the meeting. Resolutions on matters listed in sub-clauses 2, 6, 12, of clause 15.1 hereof shall be adopted by the General Shareholders Meeting only on the recommendation of the Board of Directors Resolutions of the General Shareholders Meeting on other matters put to the vote shall be adopted by a majority vote of holders of voting shares of the Company, present at the meeting, unless otherwise specified by the Federal Law "On Joint-Stock Companies" The General Shareholders Meeting shall not adopt resolutions on matters, which are not on its agenda, and shall not change the agenda.

5 5 Article 5. Proposal of Agenda Items, Information on Holding the General Shareholders Meeting 5.1. The agenda of the General Shareholders' Meeting shall be approved by the Board of Directors in accordance with the procedure established by the laws of the Russian Federation Shareholder(s) holding in aggregate no less than two (2) percent of the voting shares of the Company may propose items for the agenda of the Annual General Shareholders' Meeting. These proposals shall be submitted to the Board of Directors no later than thirty (30) days after the end of the financial year. The proposals concerning inclusion of items in the agenda of the General Shareholders Meeting and proposals concerning nomination of candidates shall be submitted in writing, with an indication of the name (corporate name) of the shareholder(s) who submitted the proposal, the quantity and category (class) of his shares, and shall be signed by the shareholder(s). These proposals shall be formulated in accordance with the requirements of the Federal Law "On Joint-Stock Companies." A shareholder, who has submitted proposals in accordance with the established procedure, may introduce changes or completely withdraw his proposals prior to the approval of the ballots for voting in the General Shareholders' Meeting by the Board of Directors Apart from the items proposed for inclusion on the agenda of the General Shareholders Meeting by the shareholders and also if no such proposals were made, if no candidates or insufficient number of candidates were proposed for the formation of the given body, the Board of Directors may include items in the agenda of the General Shareholders Meeting or include candidates in the list of candidates at its own discretion Notice of the General Shareholders Meeting shall be served on the shareholders in writing (by registered mail or by a courier service, against receipt) no later than twenty (20) days before the date of the meeting or, if the agenda of the General Shareholders Meeting contains a question of the reorganization of the Company, no later than thirty (30) days before the date of the meeting. A notice of the General Shareholders Meeting shall include the following: - Full company name of the Company and its location; - Indication of the form of the General Shareholders Meeting (meeting or by voting in absentia); - Date, place and time of the General Shareholders Meeting, as well as, in the event of a General Shareholders Meeting held in the form of voting in absentia, the deadline for accepting the ballots and mailing address for sending completed ballots; - Time for starting the registration of the participants in the General Shareholders Meeting, place of the registration; - Date of compilation of the list of persons entitled to participate in the General Shareholders Meeting; - Agenda of the General Shareholders Meeting; - Procedure for reviewing information (materials) to be provided in preparation for the General Shareholders Meeting and the address at which it is available for review No later than twenty (20) days before the date of the meeting or, if the agenda of the General Shareholders Meeting contains a question of the reorganization of the Company, no later than thirty (30) days before the date of the meeting, information (materials) to be presented to the shareholders in preparation for the General Shareholders Meeting in accordance with the laws of the Russian Federation and this Charter shall be made available for examina-

6 6 tion to persons entitled to participate in the General Shareholders Meeting at the place indicated in the notice of the General Shareholders Meeting. Upon the request of its shareholders, the Company shall, within two (2) days, provide them with the copies of these documents. Article 6. Holding the General Shareholders Meeting 6.1. Shareholders shall participate in the General Shareholders Meeting in person or through their representatives (by proxy). At the General Shareholders Meeting, the shareholder's representative shall act in accordance with the powers granted to him by a written power of attorney. The power of attorney for voting shall contain information about the principal and the representative (for a natural person the name, details of the identity document (series and/or number of the document, date and place of issuance, issuing authority), for a legal entity corporate name, registered address). The power of attorney for voting shall be executed in accordance with the requirements of Clauses 4 and 5, Article 185 of the Civil Code of the Russian Federation, or it shall be notarized The functions of the counting commission of the General Shareholders' Meeting shall be performed by a specialized registrar The General Shareholders Meeting shall be chaired by the Chairman of the Board of Directors. In the event of his absence, the duties of the Chairman at the General Shareholders Meeting shall be assumed by one of the members of the Board of Directors appointed by the Board of Directors. If no members of the Board of Directors are present or if they refuse to take the chair, the meeting shall be presided over by the One-person Executive Body The matters of the General Shareholders Meeting (the rules of the General Shareholders Meeting) not reflected in the current laws of the Russian Federation, the Charter of the Company and these Regulations shall be resolved by the person acting as the Chairman at the General Shareholders Meeting. In particular, the Chairman at the General Shareholders Meeting shall establish the procedure for addresses by the rapporteurs on matters in the agenda, procedure for addresses by other persons, and the procedure for submitting questions to the rapporteurs The organizational support of the General Shareholders Meeting shall be assumed by the Secretary of the Board of Directors, who appears to be the Secretary of the General Shareholders Meeting of the Company. In case Secretary of the Board of Directors is absent on the General Shareholders Meeting Secretary of the meeting is appointed by Chairman of the General Shareholders Meeting When voting is conducted at the General Shareholders' Meetings, one voting share shall entitle its holder to one vote, except in cases where some other voting procedure is prescribed by the applicable laws of the Russian Federation At the General Shareholders Meeting, the voting shall be conducted by means of ballots, pursuant to the procedure established by the Charter of the Company and these Regulations The resolutions of the General Shareholders Meeting shall be reflected in its minutes prepared in writing, subject to the requirements of applicable laws of the Russian Federation, no later than three (3) business days after the closing of the General Shareholders Meeting in the two (2) copies and signed by the Chairman of the General Shareholders Meeting and the Secretary of the General Shareholders Meeting Decisions adopted by general shareholders meeting and voting results are resounded on General Shareholders Meeting, on which the voting took place, or bring up not later than 10(ten) days after compilation of the resolution on results of the voting in the form of reports on results of the voting to the persons who are included in list of persons entitled to

7 7 participate in the General Shareholders Meeting with the procedure established to Notice of the General Shareholders Meeting. Extracts from the resolution of the General Shareholders Meeting are certified by the Secretary of the General Shareholders Meeting. In case functions of the Secretary of the General Shareholders Meeting were exercised by person who is not the Secretary of the Board of Directors, extracts from the resolution of the General Shareholders Meeting are certified by the Secretary of the Board of Directors. Article 7. Final Provisions 7.1. The expenses associated with preparing and holding the General Shareholders Meeting, which are also called by request of Audit Commission, auditor or shareholder of the Company shall be borne by the Company. These Regulations shall be approved by the General Shareholders Meeting. Any changes and additions therein, and the adoption of a new version of the Regulations shall be referred to the competence of the General Shareholders Meeting These Regulations and any changes and additions thereto shall become effective at the time of their approval by the General Shareholders Meeting In the event of conflict between the provisions of these Regulations and the applicable laws of the Russian Federation and the Charter of the Company, it shall be necessary to follow the provisions of the applicable laws and the Charter of the Company.

Regulations on the General Meeting of Shareholders of Open Joint Stock Company Gazprom Neft (New version)

Regulations on the General Meeting of Shareholders of Open Joint Stock Company Gazprom Neft (New version) APPROVED by the General Meeting of Shareholders of JSC Gazprom Neft on September 30, 2014 (Minutes 0101/02 dated 02.10.2014) Regulations on the General Meeting of Shareholders of Open Joint Stock Company

More information

OPEN JOINT STOCK COMPANY LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS ROSTELECOM

OPEN JOINT STOCK COMPANY LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS ROSTELECOM Appendix No.4 to Item No.6 of the Agenda of OJSC Rostelecom Annual General Meeting upon the results of the year 2008 APPROVED by Annual General Shareholders Meeting of OJSC Rostelecom held on May 30, 2009

More information

REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS. of OJSC Oil Company Rosneft

REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS. of OJSC Oil Company Rosneft APPROVED BY General Meeting of Shareholders of OJSC Oil Company Rosneft On June 7, 2006 Minutes without No. REGULATIONS ON THE GENERAL MEETING OF SHAREHOLDERS 1 TABLE OF CONTENTS 1. GENERAL PROVISIONS...5

More information

REGULATIONS ON GENERAL SHAREHOLDERS MEETING Open Joint Stock Company Novolipetsk Steel (new revision)

REGULATIONS ON GENERAL SHAREHOLDERS MEETING Open Joint Stock Company Novolipetsk Steel (new revision) APPROVED by the General Shareholders Meeting of Open Joint Stock Company Novolipetsk Steel Minutes of Meeting No. 38 dd. 6 June 2014 REGULATIONS ON GENERAL SHAREHOLDERS MEETING Open Joint Stock Company

More information

APPROVED at the General Meeting of Participants of GSM Kazakhstan OAO Kazakhtelecom LLP. CHARTER OF Kcell Joint Stock Company

APPROVED at the General Meeting of Participants of GSM Kazakhstan OAO Kazakhtelecom LLP. CHARTER OF Kcell Joint Stock Company APPROVED at the General Meeting of Participants of GSM Kazakhstan OAO Kazakhtelecom LLP Minutes No. Date: CHARTER OF Kcell Joint Stock Company 1. General Provisions 1. This Charter of the joint stock company

More information

OPEN JOINT-STOCK COMPANY SEVERSTAL CHARTER (NEW EDITION)

OPEN JOINT-STOCK COMPANY SEVERSTAL CHARTER (NEW EDITION) Working translation from Russian APPROVED: by the General Shareholders Meeting of OAO Severstal on December 30, 2011 Minutes 3 dated January 10, 2012 General Director of OAO Severstal Mordashov A. A. OPEN

More information

SEAL: APPROVED by the Deputy Head of Moscow Central Regional Department of the Bank of Russia STAMP: August 23, 2013 L.S. SEAL:

SEAL: APPROVED by the Deputy Head of Moscow Central Regional Department of the Bank of Russia STAMP: August 23, 2013 L.S. SEAL: SEAL: THE CENTRAL BANK OF THE RUSSIAN FEDERATION (THE BANK OF RUSSIA) MOSCOW MAIN REGIONAL DEPARTMENT MAIN STATE REGISTRATION * NUMBER 1037700013020 * * TIN 7702235133 * STAMP: APPROVED by the Deputy Head

More information

SBERBANK OF RUSSIA OPEN JOINT-STOCK COMPANY. REGULATIONS on the Internal Audit Commission of Sberbank of Russia Open Joint-Stock Company

SBERBANK OF RUSSIA OPEN JOINT-STOCK COMPANY. REGULATIONS on the Internal Audit Commission of Sberbank of Russia Open Joint-Stock Company SBERBANK OF RUSSIA OPEN JOINT-STOCK COMPANY APPROVED BY: General Shareholders' Meeting of Sberbank of Russia Minutes No.27 dated 10 June 2014 REGULATIONS on the Internal Audit Commission of Sberbank of

More information

KAZAKHSTAN LAW ON JOINT STOCK COMPANIES

KAZAKHSTAN LAW ON JOINT STOCK COMPANIES KAZAKHSTAN LAW ON JOINT STOCK COMPANIES Important Disclaimer This does not constitute an official translation and the translator and the EBRD cannot be held responsible for any inaccuracy or omission in

More information

APPROVED Sberbank Supervisory Board decision Minutes No. dated September 2014. Sberbank Corporate Secretary Regulations

APPROVED Sberbank Supervisory Board decision Minutes No. dated September 2014. Sberbank Corporate Secretary Regulations APPROVED Sberbank Supervisory Board decision Minutes No. dated September 2014 Sberbank Corporate Secretary Regulations Moscow, 2014 1 TABLE OF CONTENTS 1. GENERAL PROVISIONS 2. QUALIFICATION REQUIREMENTS

More information

Delhaize Group SA/NV Rue Osseghemstraat 53 1080 Brussels, Belgium Register of legal entities 0402.206.045 (Brussels) www.delhaizegroup.

Delhaize Group SA/NV Rue Osseghemstraat 53 1080 Brussels, Belgium Register of legal entities 0402.206.045 (Brussels) www.delhaizegroup. Delhaize Group SA/NV Rue Osseghemstraat 53 1080 Brussels, Belgium Register of legal entities 0402.206.045 (Brussels) www.delhaizegroup.com Comparison of the current version of the Articles of Association

More information

CHARTER (Unofficial translation) of Public Joint Stock Company Pharmstandard. (JSC Pharmstandard ) (5 th edition)

CHARTER (Unofficial translation) of Public Joint Stock Company Pharmstandard. (JSC Pharmstandard ) (5 th edition) APPROVED by the resolution of the general meeting of shareholders of Public Joint Stock Company Pharmstandard, (Minutes No dated, 2008) CHARTER () of Public Joint Stock Company Pharmstandard (JSC Pharmstandard

More information

List of information categorised as inside information of Open Joint-Stock Company Sistema Joint-Stock Financial Corporation 1

List of information categorised as inside information of Open Joint-Stock Company Sistema Joint-Stock Financial Corporation 1 List of information categorised as inside information of Open Joint-Stock Company Sistema Joint-Stock Financial Corporation 1 The inside information of Open Joint-Stock Company Sistema Joint-Stock Financial

More information

COMPANY LAW OF MONGOLIA CHAPTER 1 GENERAL PROVISIONS

COMPANY LAW OF MONGOLIA CHAPTER 1 GENERAL PROVISIONS COMPANY LAW OF MONGOLIA CHAPTER 1 GENERAL PROVISIONS Article 1. Purpose of the Law 97.1. The purpose of this Law is to regulate the establishment, registration and reorganization of a company, its management

More information

Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol

Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol Articles of association Vestas Wind Systems A/S Company reg. No. 10 40 37 82 1. Vestas internal protocol Table of contents Article 1 Name and objects 3 Article 2 Share capital and shares 3 Article 3 Authorisations

More information

List of Insider Information of Gazprombank (Open Joint-Stock Company) 1. General Provisions

List of Insider Information of Gazprombank (Open Joint-Stock Company) 1. General Provisions Approved by Order No.79 issued by Gazprombank (Open Joint-Stock Company) on July 28, 2011 List of Insider Information of Gazprombank (Open Joint-Stock Company) 1. General Provisions 1.1. The list of insider

More information

REGULATIONS ON THE BOARD OF DIRECTORS of OJSC Oil Company Rosneft

REGULATIONS ON THE BOARD OF DIRECTORS of OJSC Oil Company Rosneft APPROVED by the General Meeting of Shareholders of Open Joint Stock Company Oil Company Rosneft 07 June 2006 Minutes No. REGULATIONS ON THE BOARD OF DIRECTORS of OJSC Oil Company Rosneft 1 TABLE OF CONTENTS

More information

OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING. Agency for Housing Mortgage Lending OJSC INFORMATION POLICY GUIDELINES.

OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING. Agency for Housing Mortgage Lending OJSC INFORMATION POLICY GUIDELINES. OPEN JOINT STOCK COMPANY AGENCY FOR HOUSING MORTGAGE LENDING APPROVED: by decision of the Supervisory Council (minutes No 09 of 21 December 2007) Agency for Housing Mortgage Lending OJSC INFORMATION POLICY

More information

9. Approval of the Company s Charter in a revised version

9. Approval of the Company s Charter in a revised version 9. Approval of the Company s Charter in a revised version The issue of introduction of amendments and supplements to the Articles of Association of the Company pertains to the competence of the General

More information

CONSOLIDATED TEXT OF ARTICLES OF ASSOCIATION OF CYFROWY POLSAT SPÓŁKA AKCYJNA SEATED IN WARSAW

CONSOLIDATED TEXT OF ARTICLES OF ASSOCIATION OF CYFROWY POLSAT SPÓŁKA AKCYJNA SEATED IN WARSAW CONSOLIDATED TEXT OF ARTICLES OF ASSOCIATION OF CYFROWY POLSAT SPÓŁKA AKCYJNA SEATED IN WARSAW (consolidated text with amendments implemented on January 16, 2015, adopted by the Supervisory Board in resolution

More information

REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING (Revision No.

REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING (Revision No. Approved by the Board of Directors of PJSC SIBUR Holding Minutes No. 180 of March 23, 2015 REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING

More information

PROFESSIONAL CORPORATION ARTICLES OF INCORPORATION

PROFESSIONAL CORPORATION ARTICLES OF INCORPORATION PROFESSIONAL CORPORATION ARTICLES OF INCORPORATION TABLE OF CONTENTS ARTICLE 1 - OFFICERS Page 1.01 Registered Office and Agent 1 1.02 Other Offices 1 ARTICLE 2 - SHAREHOLDERS 2.01 Place of Meetings 1

More information

ARTICLES OF ASSOCIATION OF QUMAK JOINT-STOCK COMPANY I. GENERAL PROVISIONS

ARTICLES OF ASSOCIATION OF QUMAK JOINT-STOCK COMPANY I. GENERAL PROVISIONS Appendix No 1 to the Resolution No 13 of the General Meeting of 11 June 2015 (Consolidated text) ARTICLES OF ASSOCIATION OF QUMAK JOINT-STOCK COMPANY I. GENERAL PROVISIONS 1 1. The name of the Company

More information

CHARTER Rosneft Oil Company (new version)

CHARTER Rosneft Oil Company (new version) APPROVED by the General Shareholders Meeting of Rosneft Oil Company on June 27, 2014 Minutes without No. CHARTER Rosneft Oil Company (new version) Moscow, 2014 TABLE OF CONTENT 1. GENERAL PROVISIONS. 3

More information

CORPORATE GOVERNANCE CODE OF OPEN JOINT-STOCK COMPANY OIL COMPANY ROSNEFT

CORPORATE GOVERNANCE CODE OF OPEN JOINT-STOCK COMPANY OIL COMPANY ROSNEFT APPROVED BY Resolution of the Board of Directors Minutes No. 6 dated May 17, 2006 CORPORATE GOVERNANCE CODE OF OPEN JOINT-STOCK COMPANY OIL COMPANY ROSNEFT With amendments: No.1 (approved by the Board

More information

EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee

EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee Terms of Reference (Amended & adopted by the Board on 8 January 2016) Constitution The board (the Board ) of directors (the Directors

More information

ON THE DIVIDEND POLICY OF OJSC ALROSA

ON THE DIVIDEND POLICY OF OJSC ALROSA APPROVED by the Supervisory Board OJSC ALROSA December 20, 2011 Minutes No. 177 amended by the decision of the Supervisory Board OJSC ALROSA December 2, 2013 (Minutes No. 205) REGULATIONS ON THE DIVIDEND

More information

Convenience Translation the German version is the only legally binding version. Articles of Association. Linde Aktiengesellschaft.

Convenience Translation the German version is the only legally binding version. Articles of Association. Linde Aktiengesellschaft. Convenience Translation the German version is the only legally binding version Articles of Association Linde Aktiengesellschaft Munich 9 March 2015 Page 1 of 12 I. General Rules 1. Company Name, Principal

More information

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106)

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106) Unauthorised translation ARTICLES OF ASSOCIATION OF NEUROSEARCH A/S (CVR-no. 12546106) Name, registered office and objects Article 1. The name of the company is NeuroSearch A/S. Article 2. The objects

More information

Corporate Governance Code

Corporate Governance Code Corporate Governance Code Table of Contents INTRODUCTION... 1 CHAPTER 1 PRINCIPLES OF CORPORATE GOVERNANCE... 4 CHAPTER 2 GENERAL SHAREHOLDERS MEETING... 11 CHAPTER 3 BOARD OF DIRECTORS OF THE COMPANY...

More information

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106)

ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106) Unauthorised translation ARTICLES OF ASSOCIATION OF NEUROSEARCH A/S (CVR-no. 12546106) Name, registered office and objects Article 1. The name of the company is NeuroSearch A/S. Article 2. The objects

More information

STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES

STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES The Board of Impexmetal S.A., pursuant to Article 91 Section 5 and 4 of the 19 February 2009 Regulation of the Minister of Finance Regarding

More information

BYLAWS. FLOTEK INDUSTRIES INC. A Delaware Corporation ARTICLE I REGISTERED OFFICE

BYLAWS. FLOTEK INDUSTRIES INC. A Delaware Corporation ARTICLE I REGISTERED OFFICE BYLAWS OF FLOTEK INDUSTRIES INC. A Delaware Corporation ARTICLE I REGISTERED OFFICE The registered office of the Corporation required by the Delaware General Corporation Law to be maintained in the State

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION ARTICLES OF ASSOCIATION OF STRÖER MEDIA SE I. GENERAL CONDITIONS ARTICLE 1 COMPANY, REGISTERED OFFICE AND TERM (1) The Company has the name Ströer Media SE. (2) The Company s registered office is in Cologne.

More information

Articles of Association for H+H International A/S (CVR No. 49 61 98 12)

Articles of Association for H+H International A/S (CVR No. 49 61 98 12) Articles of Association for H+H International A/S (CVR No. 49 61 98 12) Name, registered office, objects 1. 1.1. The name of the Company is H+H International A/S. 1.2. The Company also operates under the

More information

IDENTIFY THE CHANCES SHAPE THE FUTURE

IDENTIFY THE CHANCES SHAPE THE FUTURE Status: june 2015 Complete text of Memorandum and Articles of Association of DMG MORI Aktiengesellschaft Bielefeld IDENTIFY THE CHANCES SHAPE THE FUTURE 1 (1) The Company exists under the name DMG MORI

More information

BYLAWS. OPC FOUNDATION (an Arizona Nonprofit Corporation) ARTICLE I OFFICES, CORPORATE SEAL, OFFICIAL LANGUAGE

BYLAWS. OPC FOUNDATION (an Arizona Nonprofit Corporation) ARTICLE I OFFICES, CORPORATE SEAL, OFFICIAL LANGUAGE BYLAWS OF OPC FOUNDATION (an Arizona Nonprofit Corporation) ARTICLE I OFFICES, CORPORATE SEAL, OFFICIAL LANGUAGE Section 1.01. Organization. OPC FOUNDATION (the "Corporation") is a nonprofit corporation

More information

ARTICLES OF ASSOCIATION BAVARIAN NORDIC A/S. CVR no. 16271187

ARTICLES OF ASSOCIATION BAVARIAN NORDIC A/S. CVR no. 16271187 DRAFT ARTICLES OF ASSOCIATION OF BAVARIAN NORDIC A/S ARTICLES OF ASSOCIATION of BAVARIAN NORDIC A/S CVR no. 16271187 NAME, OBJECTS OF THE COMPANY AND CORPORATE LANGUAGE Article 1 The name of the company

More information

CHAPTER I. General provisions. Art. 1. The persons arriving are the founders of a joint-stock company, herein referred to as the Company. Art.

CHAPTER I. General provisions. Art. 1. The persons arriving are the founders of a joint-stock company, herein referred to as the Company. Art. CONSOLIDATED TEXT OF ARTICLES OF ASSOCIATION OF CYFROWY POLSAT SPÓŁKA AKCYJNA SEATED IN WARSAW (consolidated text with amendments implemented on June 5, 2012, adopted by the resolution no 07/05/06/2012

More information

CALLING NOTICE FOR ANNUAL GENERAL MEETING. The annual general meeting in Storm Real Estate AS (the Company ) will be held at

CALLING NOTICE FOR ANNUAL GENERAL MEETING. The annual general meeting in Storm Real Estate AS (the Company ) will be held at To the shareholders in Storm Real Estate AS CALLING NOTICE FOR ANNUAL GENERAL MEETING The annual general meeting in Storm Real Estate AS (the Company ) will be held at Hotel Scandic, Parkveien 68, Oslo

More information

Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes)

Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes) Appendix 1 to notice to convene the EGM proposed new Articles of Association (the complete proposals with track changes) ARTICLES OF ASSOCIATION of TORM A/S CVR no. 22460218 Article 1 Article 1 1.1. 1.1

More information

Articles of Association of Auriga Industries A/S CVR no. 34629218. Page 1 of 8

Articles of Association of Auriga Industries A/S CVR no. 34629218. Page 1 of 8 Articles of Association of Auriga Industries A/S CVR no. 34629218 Page 1 of 8 Page 2 of 8 Company name, domicile and object Article 1.1. The name of the Company shall be Auriga Industries A/S. Article

More information

AMENDED BY-LAWS OF STEELCASE INC. Amended as of: April 17, 2014

AMENDED BY-LAWS OF STEELCASE INC. Amended as of: April 17, 2014 AMENDED BY-LAWS OF STEELCASE INC. Amended as of: April 17, 2014 ARTICLE I Offices SECTION 1.01. Offices. The corporation may have offices at such places both within and without the State of Michigan as

More information

SCHOOL SPORT WA (Inc) CONSTITUTION. CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006)

SCHOOL SPORT WA (Inc) CONSTITUTION. CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006) SCHOOL SPORT WA (Inc) CONSTITUTION CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006) 1 NAME The name of the Association shall be "SCHOOL SPORT WA (inc)" (herein after referred to as SCHOOL

More information

Articles of Association Of Dhanamitr Factoring Public Company Limited

Articles of Association Of Dhanamitr Factoring Public Company Limited Articles of Association Of Dhanamitr Factoring Public Company Limited Chapter 1 General Provisions Article 1 This Articles of Association means The Articles of Association of Dhanamitr Factoring Public

More information

Draft resolutions of the Extraordinary General Meeting of Cyfrowy Polsat S.A. held on September 23, 2014

Draft resolutions of the Extraordinary General Meeting of Cyfrowy Polsat S.A. held on September 23, 2014 Draft resolutions of Cyfrowy Polsat S.A. held on September 23, 2014 # # # Resolution No. 1 on the appointment of the Chairman Appointment of the Chairman The Extraordinary General Meeting of Cyfrowy Polsat

More information

Articles of Association. SQS Software Quality Systems AG

Articles of Association. SQS Software Quality Systems AG Status: 10 November 2015 Articles of Association of SQS Software Quality Systems AG III. General Provisions 1 Name, Registered Office, Fiscal Year 1. The name of the company is SQS Software Quality Systems

More information

AMENDED AND RESTATED BYLAWS OF WAL-MART STORES, INC. (EFFECTIVE AS OF FEBRUARY 7, 2014)

AMENDED AND RESTATED BYLAWS OF WAL-MART STORES, INC. (EFFECTIVE AS OF FEBRUARY 7, 2014) AMENDED AND RESTATED BYLAWS OF WAL-MART STORES, INC. (EFFECTIVE AS OF FEBRUARY 7, 2014) ARTICLE I OFFICES Section 1. Registered Office. The registered office of Wal-Mart Stores, Inc. (the Corporation )

More information

SAMPLE OF AN INCORPORATION AGREEMENT ADOPTING THE TABLE 1 ARTICLES INCORPORATION AGREEMENT

SAMPLE OF AN INCORPORATION AGREEMENT ADOPTING THE TABLE 1 ARTICLES INCORPORATION AGREEMENT APPENDIX A SAMPLE OF AN INCORPORATION AGREEMENT ADOPTING THE TABLE 1 ARTICLES INCORPORATION AGREEMENT We propose to form a company under the Business Corporations Act (BC) under the name of (the Company

More information

Unauthorised translation ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106)

Unauthorised translation ARTICLES OF ASSOCIATION NEUROSEARCH A/S. (CVR-no. 12546106) Unauthorised translation ARTICLES OF ASSOCIATION OF NEUROSEARCH A/S (CVR-no. 12546106) Name, registered office and objects Article 1. The name of the company is NeuroSearch A/S. Article 2. The objects

More information

CERTIFICATE OF INCORPORATION INTERNATIONAL BUSINESS MACHINES CORPORATION. As Restated and Filed May 27, 1992. And. As Amended through April 27, 2007

CERTIFICATE OF INCORPORATION INTERNATIONAL BUSINESS MACHINES CORPORATION. As Restated and Filed May 27, 1992. And. As Amended through April 27, 2007 CERTIFICATE OF INCORPORATION of INTERNATIONAL BUSINESS MACHINES CORPORATION As Restated and Filed May 27, 1992 And As Amended through April 27, 2007 TABLE OF CONTENTS Page Article One Name 1 Article Two

More information

PROVISION on Auditing Committee. of Open Joint Stock Company «Russian Insurance People s Company «ROSNO»

PROVISION on Auditing Committee. of Open Joint Stock Company «Russian Insurance People s Company «ROSNO» Approved by Resolution of General shareholders meeting of Open Joint Stock Company Russian Insurance People s Company ROSNO «19» April 2005 Minutes 24 PROVISION on Auditing Committee of Open Joint Stock

More information

Articles of Association

Articles of Association (Unauthorized English translation) (May 20, 2015) Articles of Association of Genmab A/S (CVR-nr. 21023884 Formerly A/S registration no.: 248.498) Page 2 of 46 Name, Registered Office, Objects and Group

More information

LITHUANIA LAW ON COMPANIES

LITHUANIA LAW ON COMPANIES LITHUANIA LAW ON COMPANIES Important Disclaimer This translation has been generously provided by the Lithuanian Securities Commission. This does not constitute an official translation and the translator

More information

Articles of Association

Articles of Association (Unauthorized English translation) (August 19, 2015) Articles of Association of Genmab A/S (CVR-nr. 21023884 Formerly A/S registration no.: 248.498) Page 2 of 47 Name, Registered Office, Objects and Group

More information

Articles of Association of MTU Aero Engines AG. Last revised: June 2015

Articles of Association of MTU Aero Engines AG. Last revised: June 2015 Articles of Association of MTU Aero Engines AG Last revised: June 2015 First Part: General Section 1 Company name, registered office, financial year (1) The Company operates under the name of: MTU Aero

More information

SBERBANK OF RUSSIA. Regulations on Sberbank Supervisory Board Committees

SBERBANK OF RUSSIA. Regulations on Sberbank Supervisory Board Committees SBERBANK OF RUSSIA APPROVED by Sberbank s Supervisory Board Minutes No 51, dated November 14, 2014 Regulations on Sberbank Supervisory Board Committees Moscow, 2014 Table of contents 1. General... 3 2.

More information

CERTIFICATE OF DESIGNATION OF PREFERRED STOCK OF LIGHTING SCIENCE GROUP CORPORATION. To Be Designated Series B Preferred Stock

CERTIFICATE OF DESIGNATION OF PREFERRED STOCK OF LIGHTING SCIENCE GROUP CORPORATION. To Be Designated Series B Preferred Stock CERTIFICATE OF DESIGNATION OF PREFERRED STOCK OF LIGHTING SCIENCE GROUP CORPORATION To Be Designated Series B Preferred Stock Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware

More information

Macquarie Group Limited Board Charter

Macquarie Group Limited Board Charter = Macquarie Group Limited Board Charter 1. ROLE AND RESPONSIBILITIES 1.1 The primary role of the Board of Voting Directors of Macquarie Group Limited ( the Board ) is to promote the long-term health and

More information

Articles of Association for Eyrir Invest hf.

Articles of Association for Eyrir Invest hf. Articles of Association for Eyrir Invest hf. Art. 1 The Company is a public limited company. The name of the Company is Eyrir Invest hf. Art. 2 The Company is domiciled at Skólavörðustígur 13 in Reykjavik.

More information

Memorandum and Articles of Association

Memorandum and Articles of Association Aareal Bank AG Wiesbaden Memorandum and Articles of Association In accordance with the resolutions passed by the General Meeting on 20 May 2015 (version lodged with the Commercial Register of the Wiesbaden

More information

Delaware PAGE I. The First State

Delaware PAGE I. The First State Delaware PAGE I The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE RESTATED CERTIFICATE OF "JACOBS ENGINEERING

More information

CHARTER of CLOSED JOINT STOCK COMPANY RT-Mobile

CHARTER of CLOSED JOINT STOCK COMPANY RT-Mobile APPROVED: by a resolution of Extraordinary General Shareholders Meeting of OJSC Rostelecom (Minutes No dated 2013) CHARTER of CLOSED JOINT STOCK COMPANY RT-Mobile (issue 1) Moscow 2013 Article 1 GENERAL

More information

CARLSBERG. Articles of Association. with latest amendments as of 12 March 2009

CARLSBERG. Articles of Association. with latest amendments as of 12 March 2009 CARLSBERG Articles of Association with latest amendments as of 12 March 2009 Carlsberg A/S CVR. NO. 61056416 100, Ny Carlsberg Vej DK-1760 Copenhagen ARTICLES OF ASSOCIATION With latest amendments as of

More information

NOTICE OF JOINT SHAREHOLDERS MEETING

NOTICE OF JOINT SHAREHOLDERS MEETING SOCIETE GENERALE A French limited liability company with share capital of EUR 542 691 448,75 Head office: 29, boulevard Haussmann 75009 Paris 552 120 222 R.C.S. Paris NOTICE OF JOINT SHAREHOLDERS MEETING

More information

Companies Act - Table A Articles of Association of

Companies Act - Table A Articles of Association of Companies Act - Table A Articles of Association of company name 1. In these regulations, unless the context otherwise requires, expressions defined in the Companies Act, or any statutory modification thereof

More information

KAZAKHSTAN STOCK EXCHANGE

KAZAKHSTAN STOCK EXCHANGE KAZAKHSTAN STOCK EXCHANGE Agreed on with the Agency of the Republic of Kazakhstan on Regulation and Supervision of Financial Market and Financial Organizations on April 21, 2010 A g r e e d o n with the

More information

CIVIL CODE OF AZERBAIJAN. (unofficial translation)

CIVIL CODE OF AZERBAIJAN. (unofficial translation) CIVIL CODE OF AZERBAIJAN (unofficial translation) Article 87. Limited Liability Company 87.1. A limited liability company means company established by one or more persons (natural persons and (or) legal

More information

TERMS OF REFERENCE BOARD OF DIRECTORS

TERMS OF REFERENCE BOARD OF DIRECTORS TERMS OF REFERENCE BOARD OF DIRECTORS Roles and Responsibilities The principal role of the Board of Directors (the Board ) is stewardship of the Company with the creation of shareholder value, including

More information

Articles and Memorandum of Association - English convenience translation -

Articles and Memorandum of Association - English convenience translation - Articles and Memorandum of Association - English convenience translation - as of April 08, 2015 This is the convenience translation of the German original version of the Articles and Memorandum of Association

More information

VALENER INC. ( Valener or the Company ) CORPORATE GOVERNANCE POLICY

VALENER INC. ( Valener or the Company ) CORPORATE GOVERNANCE POLICY VALENER INC. ( Valener or the Company ) CORPORATE GOVERNANCE POLICY (Policy approved by the Board of Directors on November 18, 2010) 1. PREAMBLE The Canada Business Corporations Act and the Company s General

More information

ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15) The name of the Company is NTR Holding A/S.

ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No. (CVR No.) 62 67 02 15) The name of the Company is NTR Holding A/S. NTR Holding A/S Rådhuspladsen 16, 1. 1550 København V Denmark Tel.:+45 8896 8666 Fax:+45 8896 8806 E-mail: ntr@ntr.dk www.ntr.dk ARTICLES OF ASSOCIATION for NTR HOLDING A/S (Central Business Register No.

More information

AMENDED AND RESTATED BYLAWS TRIBUNE MEDIA COMPANY. (a Delaware corporation) (As amended and in effect as of September 10, 2014) ARTICLE I OFFICES

AMENDED AND RESTATED BYLAWS TRIBUNE MEDIA COMPANY. (a Delaware corporation) (As amended and in effect as of September 10, 2014) ARTICLE I OFFICES AMENDED AND RESTATED BYLAWS OF TRIBUNE MEDIA COMPANY (a Delaware corporation) (As amended and in effect as of September 10, 2014) ARTICLE I OFFICES Section 1.01. Offices. Tribune Media Company, a Delaware

More information

ARTICLES OF ASSOCIATION OF

ARTICLES OF ASSOCIATION OF ARTICLES OF ASSOCIATION OF SAMPLE LIMITED 樣 板 有 限 公 司 Incorporated the 13 th day of Au gust, 9. HONG KONG No. [COPY] CERTIFICATE OF INCORPORATION * * * I hereby certify that SAMPLE LIMITED 樣 板 有 限 公 司

More information

BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY]

BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY] BYELAWS OF THE COMPANY GENERAL MEETINGS ZAKŁADY URZĄDZEŃ KOMPUTEROWYCH ELZAB SPÓŁKA AKCYJNA I. GENERAL. [ ELZAB COMPUTER WORKS JOINT STOCK COMPANY] WITH REGISTERED OFFICE IN ZABRZE 1. 1. These Bye-Laws,

More information

AMENDED AND RESTATED BYLAWS ORACLE CORPORATION

AMENDED AND RESTATED BYLAWS ORACLE CORPORATION AMENDED AND RESTATED BYLAWS OF ORACLE CORPORATION (a Delaware corporation) Adopted January 31, 2006 Amended and restated by the Board of Directors as of July 10, 2006 TABLE OF CONTENTS Page ARTICLE 1 STOCKHOLDERS

More information

ARTICLES OF ASSOCIATION of TORM A/S CVR no. 22460218

ARTICLES OF ASSOCIATION of TORM A/S CVR no. 22460218 ARTICLES OF ASSOCIATION of TORM A/S CVR no. 22460218 Article 1 1.1 The Company's name is TORM A/S. 1.2 The Company also carries out business under the secondary names Aktieselskabet af 3. November 1986

More information

Approved by Decision. of the Board of Directors. of the Open Joint Stock Company. Oil company LUKOIL. Minutes of No.

Approved by Decision. of the Board of Directors. of the Open Joint Stock Company. Oil company LUKOIL. Minutes of No. Approved by Decision of the Board of Directors of the Open Joint Stock Company Oil company LUKOIL Minutes of No. REGULATIONS ON THE HUMAN RESOURCES AND COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS

More information

AMENDED AND RESTATED BY-LAWS PHILLIPS 66. (hereinafter called the Corporation ) ARTICLE I. Offices

AMENDED AND RESTATED BY-LAWS PHILLIPS 66. (hereinafter called the Corporation ) ARTICLE I. Offices AMENDED AND RESTATED BY-LAWS OF PHILLIPS 66 (hereinafter called the Corporation ) ARTICLE I Offices Section 1. Registered Office. The registered office of the Corporation shall be in the City of Wilmington,

More information

Articles of Association

Articles of Association Articles of Association LSI SOFTWARE SPÓŁKA AKCYJNA ( LSI SOFTWARE JOINT STOCK COMPANY) Consolidated text Only the Polish-language version of this document shall be legally binding, however every effort

More information

AMENDED BYLAWS SAN MARCOS UNIVERSITY CORPORATION. A California Nonprofit Public Benefit Corporation. ARTICLE I Objectives

AMENDED BYLAWS SAN MARCOS UNIVERSITY CORPORATION. A California Nonprofit Public Benefit Corporation. ARTICLE I Objectives Adopted by the Board of Directors 08/09/01 Revised 12/7/04; 10/10/07; 06/30/11 AMENDED BYLAWS OF SAN MARCOS UNIVERSITY CORPORATION A California Nonprofit Public Benefit Corporation ARTICLE I Objectives

More information

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION FEDEX CORPORATION

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION FEDEX CORPORATION THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of FEDEX CORPORATION FedEx Corporation, a corporation organized and existing under the laws of the State of Delaware (the Corporation ), hereby certifies

More information

PENSKE AUTOMOTIVE GROUP, INC. Incorporated Under the General Corporation Law of the State of Delaware BYLAWS AS OF 10/23/2013 * * * * *

PENSKE AUTOMOTIVE GROUP, INC. Incorporated Under the General Corporation Law of the State of Delaware BYLAWS AS OF 10/23/2013 * * * * * PENSKE AUTOMOTIVE GROUP, INC. Incorporated Under the General Corporation Law of the State of Delaware BYLAWS AS OF 10/23/2013 * * * * * ARTICLE I. OFFICES The registered office of PENSKE AUTOMOTIVE GROUP,

More information

OF THE REPUBLIC OF ARMENIA ON LIMITED LIABILITY COMPANIES

OF THE REPUBLIC OF ARMENIA ON LIMITED LIABILITY COMPANIES LAW OF THE REPUBLIC OF ARMENIA Adopted on October 24, 2001 CHAPTER 1. GENERAL PROVISIONS Article 1. Scope of the Law This law regulates the legal relationships arising from establishment, activity, reorganization

More information

ANNOUNCEMENT OF THE MANAGEMENT BOARD OF mbank S.A. WITH ITS REGISTERED SEAT IN WARSAW ON CONVENING THE ORDINARY GENERAL MEETING

ANNOUNCEMENT OF THE MANAGEMENT BOARD OF mbank S.A. WITH ITS REGISTERED SEAT IN WARSAW ON CONVENING THE ORDINARY GENERAL MEETING ANNOUNCEMENT OF THE MANAGEMENT BOARD OF mbank S.A. WITH ITS REGISTERED SEAT IN WARSAW ON CONVENING THE ORDINARY GENERAL MEETING The Management Board of mbank S.A. with its registered seat in Warsaw (the

More information

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V.

Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V. Report on compliance with the Corporate Governance Rules of the Warsaw Stock Exchange for the year 2008 in Cinema City International N.V. Introduction In compliance with 29 sec. 5 of the Warsaw Stock Exchange

More information

Summary of key differences between Luxembourg and Swedish corporate law, as per 22 June 2011

Summary of key differences between Luxembourg and Swedish corporate law, as per 22 June 2011 Summary of key differences between Luxembourg and Swedish corporate law, as per 22 June 2011 Millicom International Cellular S.A. ("Millicom") is a company incorporated and governed under the laws of the

More information

BYLAWS OF CHOR, INC. (a Delaware non-profit, non-stock corporation) As Adopted on November 15, 2013 and amended on September 10, 2014

BYLAWS OF CHOR, INC. (a Delaware non-profit, non-stock corporation) As Adopted on November 15, 2013 and amended on September 10, 2014 BYLAWS OF CHOR, INC. (a Delaware non-profit, non-stock corporation) As Adopted on November 15, 2013 and amended on September 10, 2014 ARTICLE I NAME & PURPOSES Section 1. Name. The name of the corporation

More information

RULE PROCEDURE AT MEETINGS

RULE PROCEDURE AT MEETINGS RULE PROCEDURE AT MEETINGS All references are in italics and blue font; references from the Act are bolded. Interpretation For the purposes of the Rule Procedure at Meetings, except as otherwise stated:

More information

Time Warner Cable Inc. Audit Committee Charter. Effective February 14, 2013

Time Warner Cable Inc. Audit Committee Charter. Effective February 14, 2013 Time Warner Cable Inc. Audit Committee Charter Effective February 14, 2013 The Board of Directors of Time Warner Cable Inc. (the Corporation ; Company refers to the Corporation and its consolidated subsidiaries)

More information

Fubon Financial Holding Co., Ltd. Corporate Governance Committee Organizational Rules

Fubon Financial Holding Co., Ltd. Corporate Governance Committee Organizational Rules Fubon Financial Holding Co., Ltd. Corporate Governance Committee Organizational Rules Adopted by the Board of Directors on August 14, 2002 1 st amendment by the Board of Directors on October 28, 2002 2

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION MAÎTRE CHOCOLATIER SUISSE DEPUIS 845 GROUP I. COMPANY NAME, REGISTERED OFFICE, DURATION AND PURPOSE ARTICLE Under the corporate name Chocoladefabriken Lindt & Sprüngli AG exists a share company for an

More information

CHAPTER I I. Formation of a limited liability company CHAPTER I. GENERAL PROVISIONS

CHAPTER I I. Formation of a limited liability company CHAPTER I. GENERAL PROVISIONS Law of the Republic of Kazakhstan dated April 22, 1998 220-I On limited liability companies and additional liability companies (with alterations and amendments as of 29.12.2014) CHAPTER I. General provisions

More information

MEMORANDUM OF ASSOCIATION OF ALIOR BANK SPÓŁKA AKCYJNA (JOINT STOCK COMPANY)

MEMORANDUM OF ASSOCIATION OF ALIOR BANK SPÓŁKA AKCYJNA (JOINT STOCK COMPANY) MEMORANDUM OF ASSOCIATION OF ALIOR BANK SPÓŁKA AKCYJNA (JOINT STOCK COMPANY) I. GENERAL PROVISIONS 1. 1. The Bank s business name is: Alior Bank Spółka Akcyjna. 2. The Bank may use its abbreviated business

More information

Articles of Association Swiss Life Holding Ltd

Articles of Association Swiss Life Holding Ltd Articles of Association Swiss Life Holding Ltd (Translation of the original text in German) I. Company name, object and registered office 1. Company name, legal form Under the corporate name Swiss Life

More information

ARTICLES OF ASSOCIATION

ARTICLES OF ASSOCIATION This is a translation of the original Danish articles of association of TrygVesta A/S. In case of any discrepancies, the wording of the Danish original applies. ARTICLES OF ASSOCIATION for TrygVesta A/S

More information

BRØDRENE HARTMANN A/S. Article 1: Name of the company. the company shall be BRØDRENE HARTMANN A/S.

BRØDRENE HARTMANN A/S. Article 1: Name of the company. the company shall be BRØDRENE HARTMANN A/S. Articles of Association - Page 1 of 10 This is a translation into English of the original Danish Articles of Association. In case of discrepa ncies between the two Head texts, Office the Danish text shall

More information

Company Formation in Russia

Company Formation in Russia Company Formation in Russia Dmitry Lyakhov, Attorney at Law Jonathan Russin, Managing Partner Russin & Vecchi LLP 1. Types of company with limited liability and applicable legislation The most commonly

More information

Minutes of the Annual General Meeting of Shareholders 2012 MAYBANK KIM ENG SECURITIES (THAILAND) PLC.

Minutes of the Annual General Meeting of Shareholders 2012 MAYBANK KIM ENG SECURITIES (THAILAND) PLC. Minutes of the Annual General Meeting of Shareholders 2012 Of MAYBANK KIM ENG SECURITIES (THAILAND) PLC. Time and Place The General Meeting of Shareholders was held on March 30, 2012 at 14.05 h. at the

More information