INSTRUCTION OF CENTRAL BANK OF THE RUSSIAN FEDERATION

of October 2, 2023 No. 210-I

About procedure for carrying out by the Bank of Russia of checks of activities of issuers and participants of the corporate relations and applications to such persons of measures in the form of instructions in case of identification of violations of the law of the Russian Federation about joint-stock companies and securities

This Instruction based on parts two and third article 76.2 of the Federal Law of July 10, 2002 No. 86-FZ "About the Central bank the Russian Federation (Bank of Russia)", Item 6 of article 44 of the Federal Law of April 22, 1996 No. 39-FZ "About the security market", paragraph one of Item 2 of article 11 of the Federal Law of March 5, 1999 No. 46-FZ "About protection of the rights and legitimate interests of investors in the security market" establishes procedure for carrying out by the Bank of Russia of checks of activities of issuers and participants of the corporate relations and application to such persons of measures in the form of instructions in case of identification of violations of the law of the Russian Federation about joint-stock companies and securities.

Chapter 1. General provisions

1.1. This Instruction is applied by the Bank of Russia:

when conducting checks of activities of issuers and participants of the corporate relations, including the shareholders and persons specified in Items 19 - 22 articles 30 of the Federal Law of April 22, 1996 No. 39-FZ "About the security market" (further in case of joint mentioning - persons under surveillance of person);

in case of the direction to persons under surveillance to persons by results of checks of their activities of instructions of the Bank of Russia, obligatory for execution.

1.2. Activities of persons under surveillance of persons are performed within control and supervision of observance by issuers of requirements of the legislation of the Russian Federation on joint-stock companies and securities, including regulations of the Bank of Russia, control and supervision in the field of the corporate relations in joint-stock companies for the purpose of protection of the rights and legitimate interests of shareholders and investors, and also within control of execution by persons under surveillance by persons of instructions of the Bank of Russia.

1.3. The Bank of Russia concerning persons under surveillance of persons carries out remote inspections of separate data.

The Bank of Russia concerning issuers carries out exit inspections of activities of issuers, exit checks at the general shareholder meeting held by the issuer in presentia (further in case of joint mentioning - exit checks).

1.4. The Bank of Russia and persons under surveillance of person in connection with conducting checks perform exchange of documents (their copies) and information:

in the form of electronic documents through personal account, the reference to which is posted on the official site of the Bank of Russia on the Internet, according to the order of interaction determined by the Bank of Russia based on articles 73.1 and 76.9 of the Federal Law of July 10, 2002 No. 86-FZ "About the Central bank the Russian Federation (Bank of Russia)" (in the presence of access to personal account), except as specified, provided by this Instruction;

on the material carrier (on paper and (or) on the alienable (removable) machine data carrier).

Chapter 2. The rights and obligations of authorized representatives (employees) of the Bank of Russia when conducting checks

2.1. When conducting remote verification of separate data authorized representatives (employees) of the Bank of Russia have the right to perform the following actions:

send to the address of persons under surveillance of persons inquiries and (or) instructions of the Bank of Russia for submission of documents (information);

send to commercial and non-profit organizations, their officials, individual entrepreneurs, and also physical persons of the instruction of the Bank of Russia about submission of documents (information) according to Items 1 and 2 of article 11 of the Federal Law of March 5, 1999 No. 46-FZ "About protection of the rights and legitimate interests of investors in the security market";

carry out the analysis of the received and available materials;

carry out information analysis about activities of persons under surveillance of persons from open sources.

2.2. When conducting remote verification of separate data authorized representatives (employees) of the Bank of Russia shall notify person who sent the appeal containing data on possible violations by the person under surveillance by person of requirements of the legislation of the Russian Federation on joint-stock companies and securities, including regulations of the Bank of Russia about results of conducting verification of separate data if it is performed based on the address, in the answer to the specified address.

2.3. When conducting the exit check the head and workgroup members of the Bank of Russia created according to Item 4.4 of this Instruction (further - working group), have the right to perform the following actions:

get access to places of implementation of activities of the issuer, receive the documents concerning activities of the issuer;

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