INSTRUCTION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of July 12, 2017 No. 4465-U

About procedure for adoption by the Bank of Russia of the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble during activities of temporary administration for management of the credit institution appointed according to the plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank

This Instruction based on Item 3 of article 189.50 of the Federal Law of October 26, 2002 No. 127-FZ "About insolvency (bankruptcy)" (The Russian Federation Code, 2002, No. 43, Art. 4190; 2004, No. 35, Art. 3607; 2005, No. 1, Art. 18, Art. 46; No. 44, Art. 4471; 2006, No. 30, Art. 3292; No. 52, Art. 5497; 2007, No. 7, Art. 834; No. 18, Art. 2117; No. 30, Art. 3754; No. 41, Art. 4845; No. 49, Art. 6079; 2008, No. 30, Art. 3616; No. 49, Art. 5748; 2009, No. 1, Art. 4, Art. 14; No. 18, Art. 2153; No. 29, Art. 3632; No. 51, Art. 6160; No. 52, Art. 6450; 2010, No. 17, Art. 1988; No. 31, Art. 4188, Art. 4196; 2011, No. 1, Art. 41; No. 7, Art. 905; No. 19, Art. 2708; No. 27, Art. 3880; No. 29, Art. 4301; No. 30, Art. 4576; No. 48, Art. 6728; No. 49, Art. 7015, Art. 7024, Art. 7040, Art. 7061, Art. 7068; No. 50, Art. 7351, Art. 7357; 2012, No. 31, Art. 4333; No. 53, Art. 7607, Art. 7619; 2013, No. 23, Art. 2871; No. 26, Art. 3207; No. 27, Art. 3477, Art. 3481; No. 30, Art. 4084; No. 51, Art. 6699; No. 52, Art. 6975, Art. 6984; 2014, No. 11, Art. 1095, Art. 1098; No. 30, Art. 4217; No. 49, Art. 6914; No. 52, Art. 7543; 2015, No. 1, Art. 10, Art. 11, Art. 29, Art. 35; No. 27, Art. 3945, Art. 3958, Art. 3967, Art. 3977; No. 29, Art. 4350, Art. 4355, Art. 4362; 2016, No. 1, Art. 11, Art. 27, Art. 29; No. 23, Art. 3296; No. 26, Art. 3891; No. 27, Art. 4225, Art. 4237, Art. 4293, Art. 4305; 2017, No. 1, Art. 29; No. 18, Art. 2661; No. 25, of the Art. 3596) (further - the Federal Law "About Insolvency (Bankruptcy)") establishes procedure for adoption by the Bank of Russia of the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble during activities of temporary administration for management of the credit institution appointed according to the plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank.

1. If by the Bank of Russia during activities of temporary administration for management of the credit institution appointed according to the plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank approved by the Board of directors of the Bank of Russia according to Item 2 of article 189.49 of the Federal law "About Insolvency (Bankruptcy)" it is determined that the size of own means (capital) of bank appeared lower than the size of the authorized capital of the bank determined by the registered statutory documents of bank (further - the authorized capital), the Bank of Russia has the right to make the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) and if this size has negative value - to one ruble.

2. The department of financial improvement of the Bank of Russia in case of receipt of information from temporary administration on management of credit institution about factual determination of decrease in size of own means (capital) of bank lower than the size of its authorized capital performs preparation of the petition for decision making about reduction of the size of the authorized capital of bank up to the size of own means (capital) or the petition for decision making for reduction of the size of the authorized capital of bank to one ruble (further - the petition), the draft decision of Committee of banking supervision of the Bank of Russia and the draft of the order of the Bank of Russia on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble and directs them addressed to the Chairman of Committee of banking supervision of the Bank of Russia (person, it replacing).

The structural division exercising supervision of activities of bank and the Main inspection of the Bank of Russia, the sizes of own means (capital) of bank having information on decrease is lower than the size of its authorized capital, send the available information electronically with appendix of supporting documents to Department of financial improvement of the Bank of Russia within three working days from the date of receipt of such information.

The department of financial improvement of the Bank of Russia for the purpose of preparation of the petition has the right to request in writing opinion and (or) the available information from structural divisions of the Bank of Russia, including data on all incomplete procedures connected with change of the size of the authorized capital of bank.

paragraphs the fourth - the sixth voided

Required opinion and information are subject to submission to the Department of financial improvement of the Bank of Russia in time established in the specified request.

3. The petition shall contain:

general information (full trade name and the reduced trade name (in the presence) bank, the registration number assigned by the Bank of Russia, registration date, the bank location, form of business of bank);

information on financial position of bank;

data on the size of the authorized capital of bank for date of the direction of the petition;

paragraph fifth ceased to be valid

information on finding of bank in the form of joint-stock company on any of stages of the procedure of share issue (bank in the form of limited liability company - at any stage of increase in the authorized capital).

Shall be applied to the petition:

the reporting under form 0409123 "Calculation of own means (capital) ("Basel III")", established by the Instruction of the Bank of Russia of April 10, 2023 No. 6406-U "About forms, terms, procedure for creation and submission of the reporting of credit institutions (banking groups) to the Central bank of the Russian Federation, and also of the list of information on activities of credit institutions (banking groups)" (it is registered by the Ministry of Justice of the Russian Federation on August 16, 2023, registration No. 74823), provided by temporary administration on management of credit institution as of date of decrease in size of own means (capital) of bank there is lower than the size of authorized capital of bank;

the copy of the report of bank representatives of Russia and the bank representatives of Russia representatives of "Managing Company of Fund of Consolidation of Banking Sector" limited liability company acting as a part of group (further - Managing company) about analysis results of financial position of the bank which is carried out according to article 189.47-1 of the Federal law "About Insolvency (Bankruptcy)" (in case of its completion);

copies of other documents having essential value for decision making according to the petition.

4. Along with the petition the Department of financial improvement of the Bank of Russia prepares and sends addressed to the Chairman of Committee of banking supervision of the Bank of Russia (person, it replacing) the project of changes to the plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank according to the procedure established by the Instruction of the Bank of Russia of July 12, 2017 No. 4460-U "About procedure for development and approval of the plan of participation of the Bank of Russia by the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank, modification of the approved plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank, representation for consideration of Committee of banking supervision of the Bank of Russia and approval of the plan of participation of the Bank of Russia by the Board of directors of the Bank of Russia in settlement of obligations of bank, about structure of the report of "Managing Company of Fund of Consolidation of Banking Sector" limited liability company on the course of accomplishment of actions the measures for the prevention of bankruptcy of bank provided by the plan of participation of the Bank of Russia in implementation, and procedure for its submission to the Bank of Russia", the registered Ministry of Justice of the Russian Federation ___ ________ 2017 No. ________ (further - the Instruction of the Bank of Russia No. 4460-U).

5. The decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble is accepted by Committee of banking supervision of the Bank of Russia.

In the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble the size up to which it is necessary to reduce the authorized capital of bank is specified.

6. If at the time of decision making about reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble the bank in the form of joint-stock company is on any of stages of the procedure of share issue (bank in the form of limited liability company - at any stage of increase in the size of the authorized capital), Committee of banking supervision of the Bank of Russia along with decision making about reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble makes the decision:

concerning bank in the form of joint-stock company - about recognition of share issue cancelled and about cancellation of its state registration, except for case when state registration of release (additional release) of shares does not provide state registration of the report on results of their release (additional release) and one transaction on share placing of this release (additional release) was made at least;

concerning bank in the form of limited liability company - about cancellation of the decision of bank on increase in the size of the authorized capital.

Own shares (shares) of bank which are at it on balance at the time of adoption by the Bank of Russia of the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble shall be extinguished.

7. Along with decision making up to the size of own means (capital) or to one ruble the Committee of banking supervision of the Bank of Russia makes the decision on the offer on reduction of the size of the authorized capital of bank to the Board of directors of the Bank of Russia to approve changes in the plan of participation of the Bank of Russia in implementation of measures for the prevention of bankruptcy of bank according to the procedure established by the Instruction of the Bank of Russia No. 4460-U.

8. The decision of Committee of banking supervision of the Bank of Russia on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble is drawn up by the order of the Bank of Russia.

The order of the Bank of Russia on reduction of the size of the authorized capital of bank up to the size of own means (capital) or the order of the Bank of Russia on reduction of the size of the authorized capital of bank to one ruble are signed by the Chairman of the Bank of Russia (person, it replacing) or the Chairman of Committee of banking supervision of the Bank of Russia (person, it replacing).

If at the time of decision making about reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble the bank in the form of joint-stock company is on any of stages of the procedure of share issue, the Bank of Russia issues the order on reduction of the size of the authorized capital of bank up to the size of own means (capital), about recognition of share issue cancelled and about cancellation of its state registration or the order on reduction of the size of the authorized capital of bank to one ruble, about recognition of share issue cancelled and about cancellation of its state registration.

If at the time of decision making about reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble the bank in the form of limited liability company is at any stage of increase in the size of the authorized capital, the Bank of Russia issues the order on reduction of the size of the authorized capital of bank up to the size of own means (capital) and cancellation of the decision of bank on increase in the size of the authorized capital or the order on reduction of the size of the authorized capital of bank to one ruble and cancellation of the decision of bank on increase in the size of the authorized capital.

The order shall contain:

full trade name and the reduced trade name (in the presence) bank, the registration number assigned by the Bank of Russia, registration date, the bank location, form of business of bank;

specifying on the article of the Federal law "About Insolvency (Bankruptcy)" based on which the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble is made;

the size of the reduced authorized capital;

the decision on recognition of share issue cancelled and about cancellation of its state registration if at the time of decision making about reduction of the size of the authorized capital up to the size of own means (capital) or to one ruble the bank in the form of joint-stock company is on any of stages of the procedure of share issue;

the decision on cancellation of the decision of bank on increase in the size of the authorized capital if at the time of decision making about reduction of the size of the authorized capital up to the size of own means (capital) or to one ruble the bank in the form of limited liability company is at any stage of increase in the authorized capital.

9. Department of financial improvement of the Bank of Russia:

in day of acceptance by Committee of banking supervision of the Bank of Russia of the decision on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble directs to the signature to the Chairman of the Bank of Russia (to person, it replacing) or to the Chairman of Committee of banking supervision of the Bank of Russia (to person, it replacing) the draft of the order;

no later than the working day following behind day of signing by the Chairman of the Bank of Russia (person, it replacing) or the Chairman of Committee of banking supervision of the Bank of Russia (person, it replacing) the order, provides registration of the signed order and directs it to Managing company on paper and electronically;

in day of the direction of the order sends the verified copy of the order to Managing company to bank, the copy of the order electronically to the structural division of the Bank of Russia exercising supervision of activities of bank, to Department of the admission and termination of activities of the financial organizations of the Bank of Russia, Department of monetary policy of the Bank of Russia, Department of transactions in the financial markets of the Bank of Russia and to Operations department of the Bank of Russia, and also Department for public relations of the Bank of Russia for publication in "the Bulletin of the Bank of Russia" and on the official site of the Bank of Russia on the Internet.

10. The message on reduction of the size of the authorized capital of bank up to the size of own means (capital) or to one ruble is published according to the procedure, stipulated in Item 3 articles 189.50 of the Federal law "About Insolvency (Bankruptcy)".

11. This Instruction becomes effective after 10 days after day of its official publication.

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