FEDERAL LAW OF THE RUSSIAN FEDERATION

of July 21, 2014 No. 218-FZ

About modification of separate legal acts of the Russian Federation

Accepted by the State Duma of the Russian Federation on July 4, 2014

Approved by Council of the Russian Federation on July 9, 2014

Article 1

Article 25 of the Federal law "About Banks and Banking Activity" (in edition of the Federal Law of February 3, 1996 No. 17-FZ) (Sheets of the Congress of People's Deputies of RSFSR and the Supreme Council of RSFSR, 1990, No. 27, Art. 357; The Russian Federation Code, 1996, 6, the Art. 492) to state to No. in the following edition:

"Article 25. Mandatory reserve requirements

The credit institution shall fulfill mandatory reserve requirements according to the procedure, established by the Bank of Russia according to the Federal Law "About the Central Bank Russian Federation (Bank of Russia)".

The credit institution shall have in the Bank of Russia of accounts (account) for storage of required reserves. The procedure for opening of the specified account (the specified accounts) and implementation of transactions on it is established (it) the Bank of Russia.".

Article 2

Bring in the Federal Law of December 26, 1995 No. 208-FZ "About joint-stock companies" (The Russian Federation Code, 1996, No. 1, Art. 1; 2001, No. 33, Art. 3423; 2006, No. 1, Art. 5; No. 31, Art. 3445; 2012, No. 53, Art. 7607; 2013, No. 51, Art. 6699; No. 52, Art. 6975) following changes:

Article 1 to add 1) with Item 1.1 of the following content:

"1.1. Provisions of this Federal Law on open joint stock companies are applied to public joint stock companies in the part which is not contradicting the Civil code of the Russian Federation (in edition of the Federal Law of May 5, 2014 No. 99-FZ "About modification of Chapter 4 parts one of the Civil code of the Russian Federation and about recognition voided separate provisions of legal acts of the Russian Federation")".;

2) Item 1 of Article 38:

a) after words of "Federal Law" to add with words ", except as specified, provided by this Federal Law";

b) add with the paragraph of the following content:

"Payment of bonds which are not converted into shares of society is performed at the price which is determined or the procedure for determination of which is established by sole executive body if the solution of the specified question is not carried by the charter of society to competence of the board of directors (supervisory board) of society or collegiate executive body of society.";

3) in paragraph three of Item 1 of Article 57 of the word "requirements of items 4 and the 5th Article 185" shall be replaced with words "requirements of Items 3 and 4 of Article 185.1".

Article 3

Bring in the Federal Law of April 22, 1996 No. 39-FZ "About the security market" (The Russian Federation Code, 1996, No. 17, Art. 1918; 2002, No. 52, Art. 5141; 2004, No. 31, Art. 3225; 2005, No. 11, Art. 900; No. 25, Art. 2426; 2006, No. 1, Art. 5; No. 2, Art. 172; No. 31, Art. 3437; 2007, No. 1, Art. 45; No. 22, Art. 2563; No. 50, Art. 6247, 6249; 2009, No. 1, Art. 28; No. 18, Art. 2154; No. 48, Art. 5731; 2010, No. 31, Art. 4193; No. 41, Art. 5193; 2011, No. 7, Art. 905; No. 23, Art. 3262; No. 48, Art. 6728; No. 50, Art. 7357; 2012, No. 25, Art. 3269; No. 31, Art. 4334; No. 53, Art. 7607; 2013, No. 26, Art. 3207; No. 30, Art. 4043, 4082, 4084; No. 51, Art. 6699) following changes:

Shall be replaced with words 1) in part eleven of Article 7 of the word "in system of maintaining the register" "in the register";

Shall be replaced with words 2) in Item 3 of Article 7.1 of the word of "five working days" "seven working days";

3) in Article 8:

a) ceased to be valid according to the Federal Law of the Russian Federation of 29.06.2015 No. 210-FZ

b) in the paragraph the second Item 3 of the word "about registered persons;" shall be replaced with words "about registered persons. If accounting of the rights to securities of such persons is performed by the nominee holder, the foreign nominee holder or the foreign organization having the right to perform accounting and transition of the rights to securities according to its personal law the international code of identification of the specified person is specified;";

Item 6 of Article 8.2 to add 4) with the offer of the following content: "The specified account can be opened for the foreign organization, not being the legal entity according to the country right where this organization is founded.";

Item 4 of Article 8.3 to add 5) with the offer of the following content: "The nominee holder performing accounting of the rights to securities of owners and (or) other persons who according to the Federal Law or the personal law of such other persons perform it is right on securities, have the right to participate in general meeting of owners of securities and to vote concerning the agenda without power of attorney according to instructions of such persons.";

6) in Article 8.4:

a) the paragraph one of Item 1.1 to add with offers of the following content: "Determination of person as the owner of securities or the other person performing the rights on the Russian securities considered on the custody account of the foreign nominee holder is performed according to the personal law of specified persons. As the owner of the specified securities there can be foreign organization, not being the legal entity according to the country right where this organization is founded.";

b) add Item 2 with paragraphs of the following content:

"The foreign nominee holder performing accounting of the rights to securities of owners and (or) other persons who according to their personal law perform it is right on securities, have the right to participate in general meeting of owners of the Russian securities and to vote concerning the agenda without power of attorney according to instructions of such persons.

The foreign organization having the right according to its personal law to perform accounting and transition of the rights to securities, considering the rights to the Russian securities of owners and (or) other persons who according to their personal law perform is right on securities, has the right to participate in general meeting of owners of the Russian securities and to vote concerning the agenda without power of attorney according to instructions of such persons.";

c) in Item 11:

the paragraph one to add with the words "and (or) to schemes of joint investment both with education, and without formation of legal entity if the number of participants of such other schemes of joint investment exceeds 50";

add paragraph two with the words "and (or) to schemes of joint investment both with education, and without formation of legal entity if the number of participants of such other schemes of joint investment exceeds 50";

To add 7) with Article 8.8 of the following content:

"Article 8.8. Features of participation in general meeting of persons which rights to securities are considered by the nominee holder

1. The owner of securities and the other person who according to the Federal Law or its personal law performs the rights on securities, the rights to which are considered by the nominee holder or the foreign nominee holder, have the right to participate in general meeting of owners of such securities personally or by directing to the nominee holder or the foreign nominee holder to vote definitely if it is provided by the contract with the nominee holder or the foreign nominee holder. The procedure for giving such instructions is determined by the contract with the specified nominee holders. When implementing of the specified right provision of such agreement and assurance of receipt of the instructions provided by this Item are not required.

2. The issuer of securities or person obliged on securities has the right and if in the register of owners of securities the personal account of the nominee holder of the central depositary is opened, - shall provide possibility of participation in general meeting of owners of securities by the direction of the electronic document (electronic documents) signed by the digital signature (further - the document on vote). The registrar or the other person performing maintaining the register of owners of securities at the request of the issuer of securities or person obliged on securities sends to the central depositary and the nominee holder registered in the register of owners of securities information containing in voting bulletin, in electronic form, signed by the digital signature.

3. The document on vote is created by the nominee holder or the foreign nominee holder based on the instructions received from the owner of securities and the other person who according to the Federal Law or its personal law performs the rights on securities.

The document on vote shall contain the information about owners of securities and about other persons which according to the Federal Law or the personal law performs the rights on securities, about the number of the securities belonging to such persons and also results of their vote on each question of the agenda of general meeting of owners of securities.

The nominee holder directs the document on vote created by him, and also documents on vote created by nominee holders, being its depositors, to the registrar or the other person performing maintaining the register of owners of securities and if such nominee holder is depositor of other nominee holder, - to such nominee holder.

The document on vote created by the nominee holder, and also the documents on vote received by it from other nominee holders are transferred to the registrar or the other person performing maintaining the register of owners of securities, signed by the digital signature of the nominee holder or the central depositary for which personal accounts in the register are opened.

4. Voices of persons participating in general meeting of owners of securities by the method specified in Item 2 of this Article are considered in case of determination of quorum of general meeting of owners of securities, counting of votes and summing up vote provided that the document on vote is received before the established end date of acceptance of voting bulletins. The document on vote is subject to storage according to the procedure and the terms provided for storage of bulletins.

5. The foreign nominee holder in case of creation of the list of persons having the participation right in general meeting of owners of the securities having the right not to provide information specified in Item 6 of Article 8.3 and Item 10 of article 8.4 of this Federal Law, to depositary at which to it the custody account of the foreign nominee holder is opened. In this case persons which are subject to inclusion in the list of persons having the participation right in general meeting of owners of securities are determined on the basis of the information provided by the foreign nominee holder to depositary at which to it the custody account of the foreign nominee holder, not later than five working days before date of general meeting of owners of securities is opened. The foreign nominee holder in this case provides the following information:

1) document (documents) on vote;

2) the information about persons who are subject to inclusion in the list of the persons having the participation right in general meeting of owners of securities and who did not instruct in vote definitely;

3) data on the foreign organizations which are performing accounting and transition of the rights to securities according to their personal law and did not provide information specified in subitems 1 and 2 of this Item and also on the number of securities concerning which information on their owners and other persons performing the rights on such securities is not provided.

6. In case of electronic interaction with the central depositary in the cases provided by this Article, rules of such interaction, including formats of messages of electronic documents are established by the central depositary.

7. The rules provided by this Article are applied also to the relations connected with participation in general meeting of bondholders with obligatory centralized storage.";

To add Article 17 with Items 8 - 12 following contents:

"8. The decision on release of documentary bonds with obligatory centralized storage without mortgage providing if such bonds do not grant to their owners other rights, except the right to nominal value or nominal value and percent from nominal value, and payment of nominal value and percent on such bonds is performed only by money, can consist of the first part containing the rights of bondholders and other general terms determined in a general way for one or several bond issues (further - the program of bonds), and the second part containing specific conditions of separate bond issue.

9. The program of bonds shall contain:

1) full name of the issuer and place of its stay;

2) decision date about approval of the program of bonds which is the decision on placement of bonds within the program of bonds, and the name of authorized body of the issuer who made the decision on approval of the program of bonds;

3) the rights of bondholders determined in a general way;

4) maximum amount of nominal values of bonds which can be placed within the program of bonds;

5) the maximum repayment period of the bonds placed within the program of bonds;

6) effective period of the program of bonds (term during which conditions of separate bond issue within the program of bonds can be approved);

7) the signature of person performing functions of executive body of the issuer and the issuer's seal.

10. The program of bonds in addition to the data specified in Item 9 of this Article may contain other data.

11. The document containing conditions of separate bond issue within the program of bonds affirms person performing functions of sole executive body of the issuer if approval of conditions of separate bond issue within the program of bonds is not referred by the charter (the constituent document) of such issuer to competence of other body of the issuer. The description or sample of the certificate is attached to the document specified in this Item.

12. State registration of the program of bonds is performed by the rules provided for state registration of bond issue. The decision on state registration of separate bond issue within the program of bonds is made within 10 working days and if state registration of such bond issue is followed by registration of the prospectus of bonds, - within 30 days from the date of receipt of the documents submitted for state registration of bond issue.";

Article 18 to add 9) with part six of the following content:

"In case of modification of the decision on release of issued securities regarding the data containing in the certificate of such securities, earlier issued or drawn up certificates are subject to replacement.";

10) in Article 22:

a) add Item 1 with the subitem 8 of the following content:

"8) in case of state registration of separate bond issue, the bonds placed within the program if the prospectus of bonds is registered along with state registration of the program of bonds.";

b) add with Item 2.1 of the following content:

"2.1. The prospectus of bonds can be registered along with registration of the program of bonds. In this case the data provided by the subitem 4 of Item 2 of this Article can not be specified.";

11) in paragraph three of Item 6 of Article 24.1 of the word", reflecting creation by the issuer of the corresponding accounting (financial) records," to exclude;

12) in Article 27.5-2:

a) state the name in the following edition:

"Article 27.5-2. Features of issue and circulation of exchange and commercial bonds";

b) in Item 1:

the paragraph one after the words "Bond emission" to add with words ", including within the program of bonds,";

declare subitem 2 invalid;

c) declare Item 3 invalid;

d) add Item 6 with offers of the following content: "If after the admission of exchange bonds to the organized biddings and prior to their placement by the issuer who does not perform disclosure of information according to item 4 of article 30 of this Federal Law the accounting (financial) records for the corresponding accounting period are constituted and (or) there were new circumstances which can have significant effect on decision making about acquisition of exchange bonds, the changes reflecting the specified circumstances shall be made to the avenue of exchange bonds. Information containing in such changes shall be opened prior to placement of exchange bonds in the same order in which information containing in the prospectus of exchange bonds reveals.";

e) add with Item 6.1 of the following content:

"6.1. If exchange bonds are issued within the program of bonds, the exchange admitting such bonds to organized trading shall:

1) to assign identification number to the program of bonds;

2) to assign the identification number to separate bond issue within the program of bonds including the identification number assigned to the program of bonds;

3) to check observance by the issuer of the requirements of the legislation of the Russian Federation determining procedure and conditions of decision making about approval of the program of bonds, approvals of the document containing the second part of the decision on release of exchange bonds, and other requirements which observance is necessary when implementing issue of exchange bonds within the program of bonds.";

e) declare Item 7 invalid;

g) in Item 10 of the word", but no later than one month from start date of placement of exchange bonds" to exclude;

h) add with Items 14 - 16 following contents:

"14. Bond emission, including within the program of bonds, without mortgage providing, placed by the closed subscription, can be performed without state registration of their release (additional release), registration of the prospectus of bonds, state registration of the report (submission by the issuer to the Bank of Russia of the notification) on release results (additional release) of bonds in case of simultaneous observance of the conditions specified in subitems 3 - the 5th Item 1 of this Article if identification number is assigned to their release (additional release) by the central depositary. The bonds answering to the conditions specified in this Item hereinafter are referred to as as commercial bonds.

15. The central depositary in case of assignment of identification number to release (additional release) of commercial bonds shall check observance by the issuer of the requirements of the legislation of the Russian Federation determining procedure and conditions of decision making about placement of commercial bonds, approvals of the decision on release (additional release) of commercial bonds, and other requirements which observance is necessary when implementing issue of such bonds.

16. No later than the next day after date of completion of placement of commercial bonds or end date of term of placement of commercial bonds the central depositary shall notify on results of placement of commercial bonds the Bank of Russia in the procedure established by it. The notification on results of placement of commercial bonds shall contain the data determined according to Item 3 of article 25 of this Federal Law.";

13) in Article 27.6:

a) the paragraph one of Item 1 to add with words "if other is not provided by this Federal Law";

b) the paragraph one of Item 2 after the word "is allowed" to add with words "if other is not provided by this Federal Law,";

Shall be replaced with words 14) in part six of Article 29 of the word "in system of maintaining the register" "in the register";

Item 6 of Article 29.6 to declare 15) invalid;

16) in Article 51.1:

a) in the subitem 5 of Item 2 of the word "approved by the Bank of Russia according to item 4" shall be replaced with words "specified in item 4";

b) in Item 3 of the word "Securities" shall be replaced with words "If other is not provided by this Article, securities";

c) state item 4 in the following edition:

"4. If other is not provided by this Article, the securities of foreign issuers conforming to requirements of Items 1 and 2 of this Article can be allowed to the public address in the Russian Federation according to the decision of the Russian exchange on their admission to the organized biddings. Such decision can be made by the Russian exchange if concerning the specified securities, except for securities of international financial institutions, the procedure of listing at the foreign exchange entering the list approved by the Bank of Russia is begun or complete, and the legislation of the Russian Federation or foreign law do not set restrictions according to which the offer of the specified securities in the Russian Federation to the unrestricted group of people is not allowed.";

d) add with Items 4.1 - 4.3 following of content:

"4.1. The securities of the foreign issuer conforming to requirements of Items 1 and 2 of this Article can be allowed to the public address in the Russian Federation according to the decision of the Russian organizer of trade on their admission to the organized biddings without the conclusion of the contract with the specified issuer if securities of the foreign issuer at the same time correspond to the following conditions:

1) are admitted to organized trading without their inclusion in the quoted list;

2) are included in the main (official) list of securities of the foreign exchange entering the list specified in item 4 of this Article. The Bank of Russia has the right to determine the main (official) lists of the foreign exchanges, inclusion in which is condition for the admission of securities to the public address in the Russian Federation;

3) information on securities and on their issuer reveals in Russian or in the foreign language used in the financial market according to requirements of the foreign exchange at which securities are included in the main (official) list;

4) the foreign law does not set restrictions according to which their offer in the Russian Federation to the unrestricted group of people is not allowed.

4.2. Observance of requirements of the subitem 2 of Item 4.1 of this Article for the admission to the public circulation of bonds of foreign issuers is not required if the specified bonds conform to requirements of regulations of the Bank of Russia.

4.3. In case of the admission of foreign securities according to Items 4.1 and 4.2 of this Article of the requirement of items 4 and 21 these Articles are not applied to the organized biddings.

Requirements of this Federal Law on disclosure of information by the issuer of securities are not applied to the foreign issuer whose securities are admitted to organized trading according to Items 4.1 and 4.2 of this Article.";

e) add Item 5 with the paragraph of the following content:

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