The Law of the Republic of Kazakhstan dated 13 May, 2003 №.415 «On joint stock companies»

The Law of the Republic of Kazakhstan dated 13 May, 2003 №.415
On joint stock companies

Unofficial translation

This Law defines the legal status, the procedure of incorporation, activity, reorganization and liquidation of a joint stock company, the rights and obligations of shareholders, as well as the measures for protection of their rights and interests; competence, the order of formation and functioning of bodies of a joint stock company; powers, the order of election and responsibilities of its officials.

Chapter 1. General provisions

Article 1. Basic definitions, used in this Law

1) a qualified majority - the majority of not less than three-quarters;

2) convertible security - a security of a joint stock company, replaceable by another valuable security of a different kind under the terms and in the order, defined by the prospectus of the share issue;

3) a shareholder - a person that is the owner of the shares;

4) a share - a security, issued by a joint stock company and certifying the right to manage the joint stock company, receiving the dividends on it and a part of the joint stock company’s assets upon its liquidation, as well as other rights, provided in this Law and other legislative acts of the Republic of Kazakhstan;

5) majority shareholding - the stock of shares, entitling to influence the decisions, taken by the joint stock company;

6) a nominal value of a share - the price at which the shares are distributed among the founders (paid by the sole founder), single to all ordinary and preferential shares, and defined in the foundation agreement (the decision of the sole founder) of the joint stock company;

7) affiliated persons -  individuals or legal entities (with the exception of the state bodies, exercising control and supervisory functions within the delegated powers), having the ability to influence the decisions directly and (or) indirectly, taken by each other (one of the entities), including in virtue of a deal. The list of the affiliated persons of the joint stock company is established in article 64 of this Law;

8) voting shares -  the placed ordinary stocks, as well as the preferential shares, entitled to vote in the cases, provided by this Law. The number of voting shares shall not include the shares, purchased by a joint stock company, as well as the shares, that are in nominee holding and owned by the owner, the data on whom is not recorded in the central securities depository;

9) a dividend - the benefit of a shareholder, coming from the shares, belonging to him, and paid by a joint stock company;

10) authorized shares - the stocks, issuance of which registered by the authorized body in accordance with the legislation of the Republic of Kazakhstan on securities market;

11) a corporate website - the official electronic web site, owned by the joint stock company, meeting the requirements, established by the authorized body. Presence of a corporate web site is obligatory for public companies;