PROVISION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of December 27, 2017 No. 625-P

About procedure for approval by the Bank of Russia of appointment (election) of candidates for positions in the financial organization, notifications of the Bank of Russia on election (the termination of powers), purpose (dismissal) of persons who are part of governing bodies, other officials in the financial organizations, assessments of conformity to qualification requirements and (or) requirements to goodwill of persons which are part of governing bodies, other officials and founders (shareholders, participants) of the financial organizations, the directions by the board member (supervisory board) of the financial organization of information in the Bank of Russia on vote (about rejection of participation in vote) against the solution of the board of directors (supervisory board) of the financial organization, sending an inquiry on provision by the Bank of Russia of information and the direction by the Bank of Russia of the answer on availability (absence) of data in databases, provided by articles 75 and 76.7 of the Federal Law of July 10, 2002 No. 86-FZ "About the Central bank the Russian Federation (Bank of Russia)", and also about procedure for maintaining such bases

This Provision based on part ten, the eleventh Article 11. 1, Items 8 - 10 parts one of Article 14, the paragraph of the twelfth Item 1 and the paragraph of the ninth Item 5 parts one of article 16 of the Federal Law of December 2, 1990 No. 395-1 "About banks and banking activity" (in edition of the Federal Law of February 3, 1996 No. 17-FZ) (Sheets of congress of People's Deputies of RSFSR and the Supreme Council of RSFSR, 1990, No. 27, Art. 357; Russian Federation Code, 1996, No. 6, Art. 492; 1998, No. 31, Art. 3829; 1999, No. 28, Art. 3459, Art. 3469; 2001, No. 26, Art. 2586; No. 33, Art. 3424; 2002, No. 12, Art. 1093; 2003, No. 27, Art. 2700; No. 50, Art. 4855; No. 52, Art. 5033, Art. 5037; 2004, No. 27, Art. 2711; No. 31, Art. 3233; 2005, No. 1, Art. 18, Art. 45; No. 30, Art. 3117; 2006, No. 6, Art. 636; No. 19, Art. 2061; No. 31, Art. 3439; No. 52, Art. 5497; 2007, No. 1, Art. 9; No. 22, Art. 2563; No. 31, Art. 4011; No. 41, Art. 4845; No. 45, Art. 5425; No. 50, Art. 6238; 2008, No. 10, Art. 895; 2009, No. 1, Art. 23; No. 9, Art. 1043; No. 18, Art. 2153; No. 23, Art. 2776; No. 30, Art. 3739; No. 48, Art. 5731; No. 52, Art. 6428; 2010, No. 8, Art. 775; No. 27, Art. 3432; No. 30, Art. 4012; No. 31, Art. 4193; No. 47, Art. 6028; 2011, No. 7, Art. 905; No. 27, Art. 3873, Art. 3880; No. 29, Art. 4291; No. 48, Art. 6730; No. 49, Art. 7069; No. 50, Art. 7351; 2012, No. 27, Art. 3588; No. 31, Art. 4333; No. 50, Art. 6954; No. 53, Art. 7605, Art. 7607; 2013, No. 11, Art. 1076; No. 19, Art. 2317, Art. 2329; No. 26, Art. 3207; No. 27, Art. 3438, Art. 3477; No. 30, Art. 4084; No. 40, Art. 5036; No. 49, Art. 6336; No. 51, Art. 6683, Art. 6699; 2014, No. 6, Art. 563; No. 19, Art. 2311; No. 26, Art. 3379, Art. 3395; No. 30, Art. 4219; No. 40, Art. 5317, Art. 5320; No. 45, Art. 6144, Art. 6154; No. 49, Art. 6912; No. 52, Art. 7543; 2015, No. 1, Art. 37; No. 17, Art. 2473; No. 27, Art. 3947, Art. 3950; No. 29, Art. 4355, Art. 4357, Art. 4385; No. 51, Art. 7243; 2016, No. 1, Art. 23; No. 15, Art. 2050; No. 26, Art. 3860; No. 27, Art. 4294, Art. 4295; 2017, No. 14, Art. 2000; No. 18, Art. 2661, Art. 2669; No. 25, Art. 3596; No. 30, Art. 4456; No. 31, the Art. 4754, the Art. 4830) (further - the Federal Law "About Banks and Banking Activity"), Item of 1 part one, Article part two 60, Items 1 - 3 parts nine of Article 61, Article 61 parts one. 1, parts three and fourth Article 75, parts one and third Article 76. 7, parts eight of article 76.9-2 of 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. 40, Art. 5318; No. 45, Art. 6154; No. 52, Art. 7543; 2015, No. 1, Art. 4, Art. 37; No. 27, Art. 3958, Art. 4001; No. 29, Art. 4348, Art. 4357; No. 41, Art. 5639; No. 48, Art. 6699; 2016, No. 1, Art. 23, Art. 46, Art. 50; No. 26, Art. 3891; No. 27, Art. 4225, Art. 4273, Art. 4295; 2017, No. 1, Art. 46; No. 14, Art. 1997; No. 18, Art. 2661, Art. 2669; No. 27, Art. 3950; No. 30, Art. 4456; No. 31, Art. 4830; No. 50, the Art. 7562) (further - the Federal Law "About the Central Bank Russian Federation (Bank of Russia)"), the subitem 14 of Item 6. 1, Items 7.1 - 7.3, 7.7, 10 and 10.1 of article 32.1 of the Law of the Russian Federation of November 27, 1992 No. 4015-1 "About the organization of insurance case in the Russian Federation" (Sheets of the Congress of People's Deputies of the Russian Federation and the Supreme Council of the Russian Federation, 1993, No. 2, Art. 56; Russian Federation Code, 1998, No. 1, Art. 4; 1999, No. 47, Art. 5622; 2002, No. 12, Art. 1093; No. 18, Art. 1721; 2003, No. 50, Art. 4855, Art. 4858; 2004, No. 30, Art. 3085; 2005, No. 10, Art. 760; No. 30, Art. 3101, Art. 3115; 2007, No. 22, Art. 2563; No. 46, Art. 5552; No. 49, Art. 6048; 2009, No. 44, Art. 5172; 2010, No. 17, Art. 1988; No. 31, Art. 4195; No. 49, Art. 6409; 2011, No. 30, Art. 4584; No. 49, Art. 7040; 2012, No. 53, Art. 7592; 2013, No. 26, Art. 3207; No. 30, Art. 4067; No. 52, Art. 6975; 2014, No. 23, Art. 2934; No. 30, Art. 4224; No. 45, Art. 6154; 2015, No. 10, Art. 1409; No. 27, Art. 3496, Art. 4001; No. 29, Art. 4357, Art. 4385; No. 48, Art. 6715; 2016, No. 1, Art. 52; No. 22, Art. 3094; No. 26, Art. 3863, Art. 3891; No. 27, Art. 4225, Art. 4294, Art. 4296; No. 31, the Art. 4754, the Art. 4830) (further - the Law "About the Organization of Insurance Case in the Russian Federation"), paragraph one of Item 2 of Article 4. 1, subitem 14 of Item 3, Items 3. 1, the 6 and 9 article 6.2 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, Art. 4219; 2015, No. 27, Art. 3958, Art. 4001; No. 29, Art. 4357; 2016, No. 1, Art. 41, Art. 47; No. 27, Art. 4225; 2017, No. 31, Art. 4754; the Art. 4830) (further - the Federal Law "About Non-state Pension Funds"), the subitem 14 of Item 9, Items 9. 2, 9. 3, 9.6 Articles 38, paragraph one of Item 2 of article 38.1 of the Federal Law of November 29, 2001 No. 156-FZ "About investment funds" (The Russian Federation Code, 2001, No. 49, Art. 4562; 2004, No. 27, Art. 2711; 2006, No. 17, Art. 1780; 2007, No. 50, Art. 6247; 2008, No. 30, Art. 3616; 2009, No. 48, Art. 5731; 2010, No. 17, Art. 1988; No. 31, Art. 4193; 2011, No. 48, Art. 6728; No. 49, Art. 7040, Art. 7061; 2012, No. 31, Art. 4334; 2013, No. 26, Art. 3207; No. 27, Art. 3477; No. 30, Art. 4084; No. 51, Art. 6695, Art. 6699; 2014, No. 11, Art. 1098; 2015, No. 27, Art. 4001; No. 29, Art. 4357; 2016, No. 1, Art. 47; No. 23, Art. 3301; No. 27, Art. 4225, Art. 4294; 2017, No. 18, Art. 2661; No. 31, the Art. 4830) (further - the Federal Law "About Investment Funds"), the subitem 14 of Item 1, Items 3, 4, the 8th Article 4.1-1, of Item 2 of article 4.3 of the Federal Law of July 2, 2010 No. 151-FZ "About microfinancial activities and the microfinancial organizations" (The Russian Federation Code, 2010, No. 27, Art. 3435; 2011, No. 27, Art. 3880; No. 49, Art. 7040; 2013, No. 26, Art. 3207; No. 30, Art. 4084; No. 51, Art. 6683, Art. 6695; 2014, No. 26, Art. 3395; 2015, No. 27, Art. 4001; No. 29, Art. 4357; 2016, No. 1, Art. 27; No. 27, Art. 4163, Art. 4225; 2017, No. 18, Art. 2669; No. 31, 4830) (further - the Federal Law "About Microfinancial Activities and the Microfinancial Organizations") (further in case of joint mentioning - the Federal Laws regulating activities of the financial organizations) establishes the Art.:

evaluation procedure Bank of Russia of compliance:

to qualification requirements and (or) requirements to goodwill of persons which are part of governing bodies, other officials of insurance companies, non-state pension funds, managing companies of investment funds, mutual investment funds, non-state pension funds (further - managing company) and microfinance companies (further in case of joint mentioning - not credit financial credit institutions), credit institutions (further in case of joint mentioning - the financial organizations),

to requirements to goodwill:

the persons acquiring (owning, exercising trust management) more than 10 percent (percent) of shares (shares) of credit institutions,

the persons acquiring (who are owning, exercising trust management) 10 and less percent (percent) of shares (shares) of credit institutions and being part of the group of persons acquiring (owning) more than 10 percent (percent) of shares (shares) credit institution

persons, the acquiring (owning) more than 10 percent (percent) of shares (shares) of not credit financial credit institutions,

persons, the acquiring (owning) 10 and less percent (percent) of shares (shares) of not credit financial credit institutions and being part of the group of persons acquiring (owning) more than 10 percent (percent) of shares (shares) not credit financial credit institution

persons exercising (establishing) control concerning the specified legal entities

sole executive body of the specified legal entities,

persons having the right directly or indirectly or together with other persons, the related property trust management agreements and (or) particular partnership, and (or) the order, and (or) the corporate agreement, and (or) other agreement which subject is implementation of the rights certified by shares (shares) of not credit financial credit institution to dispose of more than 10 percent of shares (share), constituting the authorized capital of not credit financial credit institution (further - persons having the order right in more than 10 percent of shares (share) of not credit financial credit institution);

procedure for the direction in the Bank of Russia of the statement for approval of the candidate for structure of governing bodies or to other position in not credit financial credit institution, and also form of the specified statement and the list of the documents and data attached to it;

procedure for approval by the Bank of Russia or motivated refusal of appointment (election) of the candidate for position in the financial organization;

procedure for the direction in the Bank of Russia of the notification on election (the termination of powers), purpose (dismissal) of persons who are part of governing bodies, other officials of the financial organization, and also form of such notification and the list of the documents and data attached to it concerning not credit financial credit institutions;

procedure for the direction person who is the board member (supervisory board) of the financial organization in the Bank of Russia of information that he voted against the solution of the board of directors (supervisory board) of the financial organization (or, being effective honesty, did not take part in vote), which could entail withdrawal (cancellation) of the license or exception of the state and other register which maintaining is performed by the Bank of Russia (further - the register);

procedure for maintaining databases which maintaining is provided by articles 75 and 76.7 of the Federal law "About the Central Bank Russian Federation (Bank of Russia)" (further - databases);

procedure for the direction persons of request about provision by the Bank of Russia of information on availability (absence) of information about person in databases, request form and the list of the documents and data attached to it, and also procedure for the direction the Bank of Russia of the answer containing required information on person, data on whom are in databases, or the answer about lack of such information.

Chapter 1. General provisions

1.1. Requirements of this provision extend to the financial organizations and are determined based on the Federal Laws regulating activities of the financial organizations.

1.2. Assessment of conformity to the qualification requirements and (or) requirements to goodwill established by the Federal Laws regulating activities of the financial organizations is performed by the Bank of Russia concerning the following persons which are part of governing bodies, and other officials of the financial organizations:

sole executive body, his deputy, members of collegiate executive body (except for microfinance company), the chief accountant and the deputy chief accountant of the financial organization (except for microfinance company, the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities), the chief accountant of microfinance company, and also candidates for these positions;

sole executive body and the chief accountant of the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities, and also candidates for these positions;

the head and the chief accountant of branch of credit institution (except for the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities), non-state pension fund, managing company, and also candidates for these positions;

internal auditor (head of service of internal audit) of insurance company, and also candidates for this position;

controller (head of internal control) of non-state pension fund, managing company, and also candidates for this position;

persons to whom are assigned (it is supposed to assign) separate obligations of sole executive body, his deputies, members of collegiate executive body, the chief accountant, deputy chief accountants of credit institution, the head, the chief accountant of branch of credit institution (further in case of joint mentioning - the leading official of credit institution (branch), sole executive body and the chief accountant of the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities, the orders providing the right the money which is on the accounts of credit institution opened in the Bank of Russia (further - the order right money);

persons, on which according to the Labor Code of the Russian Federation (The Russian Federation Code, 2002, 1, Art. 3) are assigned No. (it is supposed to assign) obligations of temporarily absent leading officials of credit institution (branch), sole executive body and the chief accountant of the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities, sole executive body, his deputy, the member of collegiate executive body, the chief accountant, the deputy chief accountant of not credit financial credit institution, the head, the chief accountant of branch of not credit financial credit institution (further in case of joint mentioning - the leading official of the financial organization (branch) or other officials of the financial organization, the specified in paragraphs five, the sixth and tenth this Item, without release from post for its absence (in cases of disease, leave, business trip) or by transfer into position of the leading official of the financial organization (branch) or other official for its absence (including for vacant post) (further - temporary fulfillment of duties);

board member (supervisory board) of insurance company, non-state pension fund, managing company;

head and chief accountant of branch of insurance company.

1.3. Assessment of conformity to requirements to goodwill is performed by the Bank of Russia also concerning the following persons.

1.3.1. Persons which are part of governing bodies, and other officials of the financial organizations:

members of collegiate executive body, deputy chief accountant of microfinance company, head or chief accountant of branch of microfinance company, candidates for these positions;

board members (supervisory board) of credit institution, microfinance company;

the deputy of sole executive body, members of collegiate executive body, the deputy chief accountant, the head and the chief accountant of branch of the non-bank credit institution having the right to implementation of money transfers without opening of bank accounts and the related other banking activities (including temporary execution of job responsibilities).

1.3.2. Physical persons or legal entities - founders (shareholders, participants) of credit institution and non-state pension fund, the acquiring more than 10 percent of shares (shares) of credit institution and non-state pension fund, and also the physical persons or legal entities exercising control concerning the specified legal entities.

For the purposes of this provision the concept of control is determined based on the criteria provided by the International accounting standard (IFRS) 10 "Consolidated financial statements" and the International accounting standard (IFRS) 11 "Joint venture" (respectively), enacted in the territory of the Russian Federation by the order of the Ministry of Finance of the Russian Federation of December 28, 2015 No. 217n "About introduction of International accounting standards and Explanations of International accounting standards in action in the territory of the Russian Federation and about recognition No. which voided some orders (separate provisions of orders) of the Ministry of Finance of the Russian Federation", the registered Ministry of Justice of the Russian Federation on February 2, 2016 40940, on August 1, 2016 No. 43044, with amendments, enacted in the territory of the Russian Federation by the order of the Ministry of Finance of the Russian Federation of June 27, 2016 No. 98n "About introduction of documents of International accounting standards in action in the territory of the Russian Federation and about recognition voided some orders of the Ministry of Finance of the Russian Federation", the registered Ministry of Justice of the Russian Federation on July 15, 2016 No. 42869.

1.3.3 Physical persons or legal entities - the founders (shareholders, participants) of credit institution who are acquiring 10 and less percent of shares (shares) of credit institution and being part of the group of persons acquiring more than 10 percent of shares (shares) of credit institution, and also physical persons or legal entities exercising control concerning the specified legal entities. The group of persons for the purpose of this provision is determined based on the criteria established by the Federal Law of July 26, 2006 No. 135-FZ "About protection of the competition" (The Russian Federation Code, 2006, No. 31, Art. 3434; 2007, No. 49, Art. 6079; 2008, No. 18, Art. 1941; No. 27, Art. 3126; No. 45, Art. 5141; 2009, No. 29, Art. 3601, Art. 3610; No. 52, Art. 6450, Art. 6455; 2010, No. 15, Art. 1736; No. 19, Art. 2291; No. 49, Art. 6409; 2011, No. 10, Art. 1281; No. 27, Art. 3873, Art. 3880; No. 29, Art. 4291; No. 30, Art. 4590; No. 48, Art. 6728; No. 50, Art. 7343; 2012, No. 31, Art. 4334; No. 53, Art. 7643; 2013, No. 27, Art. 3436, Art. 3477; No. 30, Art. 4084; No. 44, Art. 5633; No. 51, Art. 6695; No. 52, Art. 6961, Art. 6988; 2014, No. 23, Art. 2928; No. 30, Art. 4266; 2015, No. 27, Art. 3947; No. 29, Art. 4339, Art. 4342, Art. 4350, Art. 4376; No. 41, Art. 5629; 2016, No. 27, Art. 4197; 2017, No. 31, the Art. 4828) (further - group of persons).

1.3.4. The physical persons or legal entities making the transaction (transactions) directed to acquisition more than 10 percent of shares (shares) of the financial organization, and also the physical persons or legal entities exercising control concerning the specified legal entities.

1.3.5. The physical persons or legal entities owning more than 10 percent of shares (share) of credit institution, and also the physical persons or legal entities exercising control concerning the specified legal entities.

1.3.6. The physical persons or legal entities exercising trust management more than 10 percent of shares (share) of credit institution, and also the physical persons or legal entities exercising control concerning the specified legal entities.

1.3.7. The physical persons or legal entities which are making the transaction (transactions) directed to acquisition 10 and less percent of shares (shares) of credit institution, and being part of the group of persons acquiring more than 10 percent of shares (shares) of credit institution, and also physical persons or legal entities exercising control concerning the specified legal entities.

1.3.8. The physical persons or legal entities which are owning 10 and less percent of shares (share) of credit institution and being part of the group of persons owning more than 10 percent of shares (share) of the financial organization, and also the physical persons or legal entities exercising control concerning the specified legal entities.

1.3.9. The physical persons or legal entities which are exercising trust management of 10 and less percent of shares (share) of credit institution and being part of the group of persons exercising trust management more than 10 percent of shares (share) of credit institution, and also the physical persons or legal entities exercising control concerning the specified legal entities.

1.3.10. The physical persons or legal entities making the transaction (transactions) directed to establishment of control concerning shareholders (participants) of the financial organization owning more than 10 percent of shares (share) of the financial organization.

1.3.11. The physical persons or legal entities making the transaction (transactions) directed to establishment of control concerning shareholders (participants) of credit institution owning 10 and less percent of shares (share) of credit institution and these shareholders (participants) if as a result of making of such transaction (such transactions) these shareholders (participants) are part of the group of persons owning more than 10 percent of shares (share) of credit institution.

1.3.12. The physical persons or legal entities making the transaction (transactions) directed to establishment of control concerning the shareholders (participants) of credit institution who are owning 10 and less percent of shares (share) of credit institution and being part of the group of persons owning more than 10 percent of shares (share) of credit institution.

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