LAW OF THE REPUBLIC OF UZBEKISTAN
22.07.2008.
No LRU-163
"On Securities Market"
Adopted by
the Legislative Chamber on 13 February, 2008 and
Approved by the Senate on June 27, 2008
Chapter 1.
General provisions (Articles 1-3)
Chapter 2.
Issue of securities (Articles 4-12)
Chapter 3.
Placement and circulation of securities (Articles 13-18)
Chapter 4.
Professional activities on the securities market (Articles 19-30)
Chapter 5.
Recognition of securities holders' rights (Articles 31-37)
Chapter 6.
Disclosure of information on the securities market (Articles 38-47)
Chapter 7.
Regulation of the securities market (Articles 48-52)
Chapter 8.
Rights, duties and responsibilities of the securities market participants
(Articles 53-57)
Chapter 9.
Final provisions (Articles 58-64)
CHAPTER 1.
GENERAL PROVISIONS
Article
1. The purpose and scope of this Act
The main purpose of this Law is to regulate
relations arising in the sphere of securities market.
This Law applies to the following securities: shares, corporate and government
bonds, certificates of deposit, derivative securities, and promissory notes.
Article 2.
The Law on securities market
The
legislation on the securities market comprises of the current Law and other
legislative acts.
If the
international treaty of the Republic
of Uzbekistan sets rules
other than those specified by this Law, the rules specified by the
international treaty shall apply.
Article 3.
Basic terms
The basic
terms used in this Law:
The share (stock) - emissive and inscribed security
of a perpetual maturity, which fixes the rights of its owner to receive part of
the profit of a corporation in the form of dividends, to participate in the
management of the corporation, and to receive part of the property that remains
after its liquidation;
Disclosure
of information - provision of information to interested parties
in the securities market regardless of the aims of the interested parties in
obtaining this information, and in a form guaranteeing access and delivery of
the information;
The
promissory note - a non-emissive security certifying the
unconditional obligation of the issuer, or any other party, to make a certain
amount of payment to the holder of the promissory note at a predetermined point
in time;
The
government securities - debt obligations of the Republic of
Uzbekistan, bonds issued by the authorized Cabinet of Ministers body, as well
as bonds of the Central Bank of the Republic of Uzbekistan;
The
custody account - a set of records in the bookkeeping
registers of a depositary for preserving a depositor's securities and the
rights on securities;
Statement
from depo account - a document, issued by the
depositary, certifying the rights of the depositor to securities;
The
depository operations - operations conducted by
depositaries in their books of registers in compliance with the standards of
custody operations;
The
certificate of deposit - non-emissive security certifying the
deposited sum of money with a bank, rights of the depositor (certificate
holder) to receive the original deposit with a stated interest upon maturity of
the certificate of deposit from any branch of the bank that issued this
certificate;
The
depositary's book of registers - a system of records set by
the standards of the depository operations, for storage of the securities, and
bookkeeping of the rights on securities in the depositary;
The
depositor - a person who holds a custody account in the
depositary;
Investment
assets - securities, cash and other properties recognized as
investment assets in accordance with the laws;
The
investor - legal or natural person acquiring securities on
his/her own behalf and at his/her own expense;
The
corporate bonds - bonds issued by open joint-stock companies;
Non-emissive
securities - securities that do not fall within the concept of
emissive securities in accordance with this Law;
The
bond - is an emissive security that fixes the right of its
holder to receive the face value or other equivalent property, a fixed
percentage interest of the face value, and other property rights in the period
of time provided for by it;
Bearer
securities - securities, whose property rights may be
exercised upon presentation;
The stock
exchange - a legal entity creating conditions to promote
trading exclusively in securities via organizing, and conducting public auction
trades based on established rules, and at a predetermined place and time;
Registered
securities - securities, whose exercise of property rights
requires the owners to be registered;
Emissive
securities - securities, whose each issue is subject to
homogeneous features and properties, and whose placement and circulation are
carried out under the terms of that particular issue;
The
unified state register of emissive security issues - the list
of registered emissive security issues;
The issuer
- a legal entity, which issues emissive securities and bears obligations over
such securities before their owners.
The issuer's
option - an emissive security giving the right to buy a
certain number of securities at a fixed price, and within the time period
specified therein from its issuer;
Debt
obligations of the Republic of Uzbekistan - emissive
securities certifying that their owners have deposited a sum of money into the
state budget of the Republic of Uzbekistan, and which confer the right to their
holders to receive a fixed income throughout the length of period of their
ownership;
The
securities - documents certifying either proprietorship rights
or financial obligational relations between the issuer and the owner, making
provisions for payments to the owner of these securities in the form of
dividends or interest, and also provisions for possible transfer of rights on
these securities to other entities. The value of a security is expressed in the
national currency of the Republic
of Uzbekistan;
The
securities market - a system of legal and natural
persons associated with the issue, placement and circulation of securities;
The
securities market participants - issuers of securities,
holders of securities, investors, professional participants in the securities
market, and exchanges stipulated by the legislation;
A
professional securities market participants - a legal
entity that carries out professional activities in the securities market;
The
client of a professional securities market participant (client)
- depositor or other entity using the services of professional securities
market participants;
Professional
activities in the securities market - types of
licensed activities on provision of services related to the issuance, placement
and circulation of securities;
The
security transactions - purchase and sale, gift,
inheritance of securities, inclusion of securities into the statutory fund and
other acts involving change of ownership of securities and as well as pledge of
securities;
The futures
on securities - an emissive security certifying the
obligation to buy or sell a certain number of securities at a fixed price, and
within the time period specified therein, from its issuer;
The
placement of securities - the transfer of issued securities
by the issuer to the first owners through a registered transaction;
The
Central Securities Depositary - a state depositary, which
provides a single storage system, and bookkeeping of the rights and movements
of emissive securities on the depo accounts at depositaries;
The
circulation of securities - purchase and sale, and other
actions undertaken with respect to securities resulting in the change of
ownership of securities;
The nominal
holder of securities - an entity registered in the
register of a depositary, and is also a depositor of the depositary concerned,
but not the owner of these securities.
The
issue of securities - actions of the legal entity
resulting in the origination of the securities as an object of civil rights;
The owner of
securities - an entity to whom/which securities belong by right
of ownership or any other proprietary right;
The register
of securities owners - the list of securities owners
formed as of a certain date, indicating the types, quantities, par values, and
the categories of inscribed securities held by each owner in addition to the
contact details of each entity recorded in the register;
The issue of
securities - the
act of issuance and placement of the emissive securities;
The
securities issue prospectus - a document containing information
about the issue, issuer, and also other information which may affect the
investor's decision to acquire the securities;
The
derivative securities - securities, certifying the rights
or obligations of their owners in relation to other securities issued by legal
entities, such as the stock options of the issuer, futures on securities and
other financial instruments.
CHAPTER 2.
ISSUE OF SECURITIES
Article
4. Form of the securities issue
Depending on
the form of the issue, securities may be documentary - in the form of blanks -
or non-documentary - in the form of entries in the book of register of a
depositary.
The form of
the securities issue is determined by the issuing company in a manner set forth
in the legislation.
All shares are issued in the non-documentary
form.
Article
5. Decision on issue of the emissive securities
The decision
on issue of the emissive securities must contain the following:
-
Full name of
the issuer, its address (postal address);
-
Date of
approval of the decision on issue of the emissive securities;
-
Name of the
managerial body of the company, which approved the decision on issue of the
emissive securities;
-
Name of the
emissive security and form of the issue;
-
An
indication as to whether the emissive securities are to be bearer or
registered;
-
Rights of
the securities owners;
-
Conditions
of placement of the securities;
-
Quantity of
the securities being issued;
-
Quantity of
securities already placed;
-
Face value
of the security;
-
Decision on
issue of the emissive securities may contain the other provisions in accordance
with the law.
The
decision on issue of the emissive securities must be approved by the regulatory
body of the issuer in compliance with the law and the company's charter.
Decisions on
bond issues, which are collateralized by assets, by a letter of credit, or
secured by other means set forth by the legislation, must contain information
on entities involved in the issue's credit enhancement, and also other terms
and conditions of the issue. In such instances, the decision on the issue of
bonds must be signed by the entity providing the additional guarantees.
The decision
on stock issue, as in the process of conversion of the state-owned enterprise
into an open joint-stock company, is the issue prospectus approved by the State
Committee of the Republic
of Uzbekistan on State
Property Management.
Following
the state registration of the emissive securities issue, one copy of the
decision on securities issue remains with the securities market regulating
state body, one copy remains with the issuer, and one copy along with the
documents affirming the securities issue is given to the Central Securities
Depository.
Amendment
or cancellation of the registered issue is carried out in a manner established
by the legislation.
Article
6. State
registration of the emissive securities issue
State
registration of the emissive securities issue is carried out by the securities
market regulating state authority as per application from the issuer. The
following items must be attached to the application:
-
The decision
on securities issue;
-
The
securities issue prospectus;
-
The sample
form (if the securities are issued in the documentary form);
-
Other
documents as dictated by the law.
The
securities market regulating state authority is obligated to carry out the
state registration of the securities issues, or pass a decision, backed by an
explanation, not to register the issue within thirty days from the date of
receipt of the documents submitted for registration.
During the
state registration of the issue, each copy of the decision on issue of
securities is marked with state registration, and printed with the issue's
state registration number.
The issuer
is liable for the accuracy of documents submitted for the state registration of
the issue of emissive securities.
Article
7. Refusal in the state registration of the emissive securities issue
The
main reasons for decline by the state authority to register the securities
issue are:
noncompliance of documents or the information contained therein - submitted for
State registration - with the requirements of the law on securities market;
noncompliance to the terms of decision making procedures by the issuer of the
securities;
Nonpayment
of the registration and other fees as stipulated by the law on securities
market;
Absence
of rights by the issuer to issue securities on the market.
A
decision to refuse the registration of a securities issue may be appealed
against in the court.
Article
8. Fees for the state registration of securities issue and/or to make
amendments into the previously registered securities issues
During
the registration of a securities issue with the State authority, the issuer
pays a registrations fee of 0.01% of the total value of securities to be issued
(calculated at par) to the State budget.
In
the event an issuer decides to raise the par value of an already registered
securities issue, the issuer incurs a fee of 0.01 % of the total value by which
an issue increases due to an increase in par value.
Exemptions from payment of the registration fees:
An
issue, whose prospectus has been approved by the State Property Committee of
the Republic of Uzbekistan, is exempt from the
registration fee.
In
the event an already registered issue is subject to an edition due to an
increase in the company's statutory fund, contributed by the State, then this
issuer is exempt from paying the registration fee;
In
the event, an issue or the issuer is subject to the special provisions of the
President of the Republic of Uzbekistan, or the Cabinet of Ministers of the Republic of Uzbekistan.
Article
9. The Unified State Register of emissive security
issues
The
unified state register of issued securities should contain information on names
and volumes of issued securities, and also information pertaining to the issuer
of each security, and also other information required by rules and regulations.
The
order of book-keeping of the unified state register is established by the
Cabinet of Ministers of the Republic
of Uzbekistan.
Article
10. Suspension of the emissive securities issue, recognition of the securities
issue as unsuccessful or invalid
Securities
issue may be:
-
suspended
if the issuer is found to be in violation with the requirements of the law on
securities market, or the information released by the issuer is found to be
inaccurate;
-
aborted
if the issuer fails to end its violation of the rules and/or the law, or the
issuer fails to place over 60% of its issue within a term stipulated by the
law;
-
Issue
is invalidated by the court if:
-
In
the event an issue is aborted or invalidated, all securities already issued are
subject to withdrawal, with all funds received by the issuer refunded to their
original owners in a manner stipulated by the legislation.
-
All
expenses incurred due to the abortion, or invalidation of a securities issue,
or cost associated with refunding to prospective investors, are recognized and
born by the issuer.
Article
11. Issue of government securities
Securities
issued by the government are not subject to a prior registration or a release
of the issue prospectus, and are done in conformity with the legislation.
Government
securities may be short term (original maturity less than one year), medium
term (original maturity greater than one but less than five years), and long
term (with original maturity greater than five years).
Article
12. Issue of certificates of deposit and promissory notes
Certificates
of deposit are issued in conformance with the procedures specified by the
Central Bank of the Republic
of Uzbekistan, and are
subject to the approval of the securities market regulating authorities.
Issuance
of the promissory notes is carried out in order established by the Central Bank
of the Republic
of Uzbekistan, and is
subject to the approval of the securities market regulating authorities.
CHAPTER
3. PLACEMENT AND CIRCULATION OF SECURITIES
Article
13. Terms of placement and circulation of securities
All
of the issued securities may be placed or may circulate within the Republic of Uzbekistan, unless otherwise stated by
the law.
The
Cabinet of Ministers sets the quotes and established the terms for admission
into circulation of:
Article
14. Placement of securities
Issuers
have the rights to place their securities privately, or through intermediary
banks or investment firms.
Placement
of securities may take the following forms:
-
Private
placements (placement based on a closed subscription among a limited and
predetermined group of entities, and without a public disclosure);
-
Public
placements (placement based on an open subscription among an unlimited number
of entities, and with a public disclosure or advertisement).
For
each of the forms of placement mentioned above, a minimum and a maximum issue
size is established by the legislation.
Stock
issues based on a prospectus approved by the State Property Committee of the
Republic of Uzbekistan, are placed in conformity with the orders established by
the Cabinet of Ministers of the Republic of Uzbekistan.
Banks
and investment intermediaries may forge contracts with the issuers of
securities to place issues on the best effort basis, and therefore not taking
the liability to purchase any securities that may remain unplaced.
The
volume of the issue may not exceed the size stipulated on the ruling.
The
factual number of securities placed among investors is to be included in a memo
written by the issuer on results of the issue. The order and procedures for
submitting a memo on results of the issue is determined by legislation.
Placement
of an issue must be completed by the issuer within one calendar year from the
time of the initial registration of the issue.
Public
issues may only be placed once the two weeks passes since the time the issuer
made a public disclosure about the registration of an issue.
The
issuer of securities, and any investment intermediary involved in placing the
issue, is required to ensure that an investor is familiar with the prospectus
of the issue, and the terms of placement of the issue before an investor
commits to purchasing any securities.
Article
15. Circulation of securities
Securities
are said to circulate when they are exchanged between entities on the
securities market.
Transactions
in inscribed or bearer securities concluded with legal entities are done so in
a written form and are subject to registration in an order established by the
legislation.
Terms
of payment on transaction carried out on organized securities markets are
established by the organizers of securities trading, and in some instances,
established by the purchase and sale contacts itself. In the event of a failure
to comply with the terms of payment, a transaction is invalidated.
Article
16. Organizers of securities trading
Organizers
of securities trading are considered to be:
Organizers
of securities trading mentioned in:
-
The
second paragraph of the current article, establish trading rules on securities
in agreement with the State body regulating the securities market;
-
The
third and the fourth paragraphs of the current article, should organize trading
of securities in compliance with the established legislation.
Stock
and other exchanges where securities are traded in compliance with the
legislation on securities market, and also the organizers of the
over-the-counter securities trading, need relevant licenses to carry out their
activities.
Only
those members of stock and other exchanges - operating in accordance with the
legislation on securities markets - holding licenses to carry out professional
activities on the securities market, in the form of an investment
intermediaries or trustee investment asset managers, are allowed to trade
securities.
Article
17. Placement and management of government
securities
Placement
and management of government bonds are done in a manner prescribed by the
legislation.
Article
18. Placement and management of certificates of deposit and promissory notes
Placement
and management of certificates of deposits are carried out in conformity with
the rules, established by the Central Bank of the Republic of Uzbekistan,
and approved by the securities market regulating State authority.
Placement
and management of promissory notes are carried out in conformity with the
rules, established by the Central Bank of the Republic of Uzbekistan,
and approved by the securities market regulating State authority.
CHAPTER
4. PROFESSIONAL ACTIVITIES ON THE SECURITIES MARKET
Article
19. Carrying out professional activities on the securities market
All
professional activity on the securities market is carried out on the basis of a
license issued by securities market regulating State authority, except in
circumstances where provisions are made by the legislation.
Professional
activities in the securities market consist of:
-
Investment
intermediary activities (brokerage, dealership);
-
Investment
advisory activities;
-
Investment
fund activities;
-
Investment
(asset) management activities;
-
Securities
depository activities;
-
Clearinghouse
activities;
-
Transfer-agent
activities;
-
Over-the-counter
securities trading activities.
An
applicant for license to carry out professional activities on the securities
market may be issued with a license to carry out professional activities, or
part of the professional activities applied for. License to carry out
professional activities on the securities market are issued with limitations on
merger of certain professional activities in the securities market.
Only
legal entities, with no less than two employees (with the exception of
investment funds) certified as securities market specialists, may carry out
professional activities on the securities market. Securities market specialist
certificates are issued to expire in three years.
Rules
of establishment, reorganization, liquidation, and also activities of legal
entities operating in the securities market are established by the legislation.
Article
20. Limitations on merger of certain professional activities on the
securities market
Investment
fund activities may not be combined with any other types of professional
activities.
A
transfer-agent, also acting as a securities depository, may not engage in investment
intermediary activities.
Additional
limitations on merger of professional activities and/or other operations in the
securities market are set by the securities market regulating state authority.
Article
21. Investment intermediary activities (brokerage,
dealership)
A
legal entity, operating based on a commissions contract, or in the form of a
trustee executing trades in securities on behalf of a client, is known as a
broker.
All
securities and cash, transferred from a client to a broker for the purpose of
making future transactions, or received by a broker as a result of past
transactions based on a contract with a client, must be kept in separate
account(s) open by a broker at the central securities depository and in bank
accounts respectively.
A
broker may use in his own interests the monetary funds received from his
client, if such a provision is made on the contract written with the client;
however, a broker must guarantee the fulfillment of any of the client's orders
necessitating the use of clients' funds, and guarantee the return of the
client's funds if requested by a clients.
Monetary
funds of the clients permitted for use to the broker (by some clients) to
pursue goals other than those of the clients', should be kept in a separate
accounts from funds of those clients not granting such rights to the broker. A
broker does not have the rights to transfer his own funds to these accounts,
except when a broker is returning the funds of the clients, or when a broker is
lending funds to clients in an orderly manner as established by the
legislation.
A
broker must keep a book of accounts for each client; carry out trades and
operations with securities exclusively based on clients' orders and in
accordance with contracts, and also report to clients about transactions and
operations.
A
legal entity, executing a purchase and sale transactions on securities, or
entering into repurchase agreement on its own account through publicly quoting
a transaction price, is known as a dealer. Other than quoting transaction
prices, a dealer has the rights to make a public disclosure of other essences
(i.e. conditions) of the purchase and sale contracts such as: minimum and
maximum volume of securities the dealer stands ready to purchase or sell, as
well as the length of time during which announced prices remain effective. In
the event of absence of other essences of the purchase and sale contracts, the
dealer must enter into transaction agreements based on conditions proposed by
his client. In the event of a deviation by the dealer from entering into a
purchase and sale contract over quoted securities, the dealer may be sued and
legally enforced to enter into such a contract, or be enforced to compensate
for any loss or damage to the client.
A
liquidation of a legal entity - an investment intermediary - may only take
place after a written confirmation of the return of securities to their owners
by the investment intermediary has been issued by the securities market
regulating State authority.
Article
22. Investment advisory activities
A
legal entity, rendering advisory services on matters relating to issue of
securities, placement of securities, management of securities, analysis and
forecasts relating to the securities market, and also training of securities
market specialists, is known as an investment advisor.
Article
23. Investment fund activities
A
legal entity, which is an open joint-stock company that issues shares to
attract investor funds with the purpose of investing in securities and other
investments (all in compliance with the legislation), and/or also to deposit in
bank accounts, is known as an investment fund. An investment fund may not
reorganize into any other form of legal entity. Merger, acquisition, division,
or a detachment of an investment fund is only possible with the approval of the
securities market regulating State authority.
A
discontinuation or termination of license to carry out professional activities
on the securities market, issued to an investment fund, results in a
liquidation of an investment fund in an orderly manner as established by law.
Article
24. Investment (asset) management activities
Investment
management activities carried out by a legal entity on its own behalf for a
defined period of time, to manage assets owned by another entity but entrusted
into the custody of this legal entity, and to be managed in the interest of an
entity which has entrusted such assets:
Securities,
including those received in the process of investment management;
Cash
and cash equivalents intended for investment, including those received in the
process of investment management.
Article
25. Securities depository activities
A
legal entity, rendering services pertaining to custody of securities; also,
registration, bookkeeping, and verification of rights of the securities
holders, is known as a securities depository.
A
system of securities depositories of the Republic of Uzbekistan
consists of a Central securities depository, and also securities depositories
with correspondent accounts at the Central depository.
Securities
flow within the system of depositories in accordance with the standards for
securities depository operations as established by legislation.
Securities
depositories must:
-
Give
access to the rules of securities custody at the depository for interested
parties;
-
Ensure
that all securities deposited into the custody of the depository are
safeguarded;
-
Keep
account of the quantity and the par value of for each security kept with the
depository;
-
Keep
account of securities placed as collateral, and also termination of collateral
period for securities;
-
Keep
the original documents, which have been the basis for making changes to depository
accounts, and also documents pertaining to depository operations;
-
Carry
out operations on depository accounts in accordance to the written instructions
given by depositors or a depositor's authorized person, except for
circumstances foreseen by the legislation;
-
Verify
depositors' rights to securities by issuing relevant account statements to
confirm such rights;
-
Protect
the confidentiality of information on flows and movements of securities on
depositors' accounts, except so in cases foreseen by the legislation;
-
Terminate
operations on a depositor's account, when required by the securities market
regulating State authority, antimonopoly State regulator, court of law, and
other authorized State regulators, in a manner established by the legislation;
-
Provide
necessary information to the securities market regulating State authority, tax
authority, antimonopoly State authority, court of law, and other authorized
regulating bodies; Make provisions for possibility of a damage requiring a
compensation, by acquiring insurance policies, creating special funds, or
through other means in compliance with the legislation.
-
In
the course of carrying out its depository functions and liabilities, prescribed
by part four of the current article, a securities depository is additionally
obligated to:
-
Provide
information about securities owners, necessary to form a central register, to
the central securities depository;
-
Change
contact details of securities and their issuers based on the information
supplied by the central securities depository.
Under
the legislation, securities depositories may have other obligation.
Securities
depository does not have the rights to:
-
Make
use of securities given to custody of the securities depository;
-
Keep
accounting of the rights to securities issued by the securities depository
itself;
-
Execute
transactions with securities on its behalf, or on its own account, except in
cases where securities have been issued by the depository itself.
-
Unless
otherwise stated by the legislation, the central securities depository does not
have the rights to (except in cases stated in part seven of this article):
-
Render
financial assistance to other legal entities and individuals;
-
Purchase
equities of other legal entities.
In the event
of discontinuation of securities depository activities by the securities
depository, or in the case of liquidation, the securities depository must,
within ten days, publish relevant information in the mass media.
If
a depositor instructs for a transfer of securities put into custody of a
depository - that has discontinued its normal operations or is set for
liquidation - the securities must be transferred into custody of other
depository within a week; and in the absence of such instruction, the
securities are transferred, within a term defined by the securities market
regulating State authority, into custody of the central securities depository,
where they are held until the depositor designates a securities depository
which is to take custody of the depositor's securities.
The
liquidation of a securities depository is executed only after the securities
market regulating State authority issues a written note confirming the
completion of the procedure stated in part nine of this article.
Article
26. Activities of clearing and settlement house
A
legal entity, carrying out activities on determination, and settlement of
mutual liabilities (collection, revision, correction of information and
preparation of accounting reports on transactions with securities), which also
carried out the delivery of securities upon completion of transactions, is
known as the clearing and settlement house (or chamber). The Clearing and
settlement houses receive for execution prepared securities, monetary means and
accounting documents on determining mutual liabilities based on agreements
signed among securities market participants, for whom the clearing is carried
out.
Article
27. Activities of transfer-agents
A
legal entity, whose principal function is to receive, process, and transfer
documents pertaining to the system of accounting of rights to securities, is
known as a transfer-agent.
The
clients of transfer-agents are: issuers, and entities, executing transactions
with securities.
Transfer-agents
have the rights to assist issuers in organizing and conducting the general
shareholders' meeting.
Article
28. Activities of organizers of over-the-counter securities trading
A
legal entity, (excluding an owner of a security independently trying to realize
the sale of a security over-the-counter), carrying out activities on organizing
trades in securities via accepting orders through special points/units or electronic
trading systems, and allowing investors to participate in trades without
involvement of intermediaries, is known as an over-the-counter securities
trading organizer.
The
procedure for carrying out over-the counter securities market trades is established
by the legislation.
Article
29. Bookkeeping of operations and transactions in the securities market
A
professional securities market participant keeps a book of records, of all his
operations and transactions in the securities market, in conformity with the
rules and procedures established by the legislation.
Article
30. Relationship between client and securities market participant
A
relationship between a client and a professional securities market participant
is governed by the legislation and contract.
Transactions
on behalf of the clients may only be carried out by brokers and trustee
investment managers based on contracts made between the parties.
CHAPTER
5. RECOGNITION OF SECURITIES HOLDERS' RIGHTS
Article
31. Organization of the accounting of rights to securities
The
accounting of rights to securities is carried out by securities depositories,
except in cases where special provisions are made by the legislation.
Securities
depositories keep track and record of securities owners' rights to registered
securities placed in the depositors' accounts and cumulatively accounted for in
the correspondent accounts of the securities depositories. Furthermore,
securities depositories provide a safeguarding of the securities deposited with
them, and also keep record of rights on these securities.
Article
32. Transfer of rights on securities
A
right to a security is transferred to the buyer/acquirer at the instance of
receiving, by a depository account holder from the securities depository
according to a procedure stipulated by legislation, a confirmation of the
transfer of securities into the depository account, in an orderly manner as
prescribed by the legislation.
Right
of ownership to a documentary security is transferred to the buyer/acquirer at
the instance of making a record, in a manner prescribed by the legislation, on
the security blank.
Right
of ownership to a bearer security is transferred to the buyer/acquirer at the
instance the security blank is passed into possession of the buyer/acquirer;
and in cases where a bearer security is kept and rights on it are accounted by
a security depository, the transfer of rights to the buyer/acquirer takes place
at the instance of a receipt of confirmation of a transfer of rights into the
depository account of the buyer/acquirer.
All
rights provided by a security are transferred to the buyer/acquirer at the
instance of transfer of a right to this security to the buyer/acquirer.
Article
33. Central securities depository
The
central securities depository is established in the form of a unified State
enterprise, and finances its activities by means of funds received in the
course rendering its services, and also by means of funds received from other
sources.
The
servicing fees charged by the central securities depository is established by
the securities market regulating State authority in concordance with the
Ministry of Finance of the Republic of Uzbekistan.
Article
34. The exclusive functions of the central securities depository
The
exclusive functions of the central securities depository are, to:
-
Registration
of securities, except for government securities;
-
Safeguarding
of issued registered securities (excluding government securities);
-
Keeping
a register of the owners of stocks, and corporate bonds in the form of a
central register;
-
Keeping
a register of the government's rights to securities placed for safeguarding,
and also the rights of the officials empowered by the government to manage
securities;
-
Creating
and maintaining of correspondent accounts opened by other depositories;
-
Confirmation,
and verification of the legitimacy of securities, before the securities are
traded on the exchange or over-the-counter;
-
Provision
of securities - kept at the central securities depository - to the participants
of exchange or OTC trades upon the conclusion of trade contracts;
-
Safeguarding
of the documents confirming the issue of securities, except for the government
securities;
-
Registration
of securities issued by non-resident entities, and permitted for circulation on
the territory of the Republic
of Uzbekistan;
-
Registration
of securities issued resident entities, and permitted for circulation on the
territory of the Republic
of Uzbekistan;
-
Registration
of rights to securities issued and held by investment funds;
-
Keep
a single database of depositors of the securities depositories;
-
Collection
and systemization of information on the flow of securities (except for the
government securities) through the depository accounts.
Article
35. Rights and liabilities of the central securities depository as the central
registrar
The
central securities depository may, in the course of carrying out its functions
as the central registrar, request and receive information - necessary to form a
register of the owners of stocks, and corporate bonds - from the nominal
holders of securities.
The
central securities depository may, in the course of carrying out its functions,
have other rights in accordance with the legislation.
The
central securities depository is liable, in the course of carrying out its
functions as the central register to:
Safeguard
a register, of the owners of stocks and corporate bonds, formed as of a certain
date;
Provide
information, contained in the register of the owners of stocks and corporate
bonds, in conformity with the current Law;
Protect
the confidentiality of information contained in the register of the owners of
stocks and corporate bonds.
In
conformity with the legislation, the central securities depository may have
other liabilities in the course of carrying out its function as the central
registrar.
Article
36. Rights and liabilities of a depositor
Depositor
of securities has the rights to:
-
Dispose
securities, held in his depository account with the depositary, within the
limits and in a manner prescribed by the legislation.
-
Give
orders to the securities depository on execution of operations on the
depositor's account (other than orders on a transfer of securities held as
collateral before third parties, and without presenting any documents
confirming the end of the collateral period of the securities), make queries,
and request a receipt on execution of operations;
-
Keep
any documentary securities owned by the depositor, and charge the securities
depository with registering and keeping account of the depositor's rights to
documentary and registered securities;
-
Receive
a statement of account on the depositor's account, and also a report of past
transaction on the depositor's account - held with the securities depository,
and accordance with the terms of the contract made between the depositor and
depository;
-
A
depositor may have other rights in accordance with the legislation.
A
depositor has liabilities to:
-
Notify
the securities depository of termination or changes in the credentials of the
depositor's authorized person;
-
Notify
the securities depository of any changes in the contact details of the
depository;
-
Check
for discrepancies, and inaccuracies of information in written messages and
reports received from the securities depository, and inform any detected
discrepancies to the securities depository in a timely manner.
A
depositor may carry other liabilities in accordance with the legislation.
Article
37. Guarantees of safeguarding of securities in depositories
Securities
are safeguarded, by depositories, through keeping them in special depots which
meet the requirements placed for safeguarding securities and standards for
keeping a register of securities by depositories. Safety of securities kept
with the central securities depository is provided by maintaining a system that
duplicates the information bank of the central securities depository, which
allows the retrieval of information in the event of a technical fault, or
unforeseen circumstances with the system.
Guarantees
of the safety of securities by the securities depositories, is provided in
accordance with rules and procedures established by the securities market
regulating State authority.
CHAPTER
6. DISCLOSURE OF INFORMATION ON THE SECURITIES MARKET
Article
38. General provisions on disclosure of information on the securities market
All
information on the securities market is open and public, except for information
considered confidential and whose disclosure is carried out in a manner set
forth in the legislation.
In
certain events foreseen by the legislation, securities market regulating State
authority, securities market participants, also small and micro enterprises
make the disclosure of information through:
-
Publishing
information on the mass media;
-
Supplying
reports, facts, and other information.
A
professional securities market participant, an issuer, or a stock exchange, may
require a fee for supplying an information to an investor that is not to exceed
the cost of making a copy of the information.
Article
39. Disclosure of information by the issuer
Issuer
of securities, with the exception of government securities issuers, discloses
information:
-
In
the issue prospectus;
-
In
its quarterly, and annual report of the activities of the issuer;
-
In
its report on significant events in the activities of the issuer.
The
issue prospectus must contain:
-
Full and brief names of the issuer, its
location (contact address), bank details, registration and identification
numbers of the issuer as issued by the State registering authorities, and also
by statistical and tax authorities;
-
Financial statements on results of activities
for each of the past three years, or for each completed year if the issuer has
been operating for less than three years;
-
Description of the issuer's principle business
activities and the types of products, and/or services the issuer produces
and/or renders;
-
Result of a credit rating including an
explanation of the assigned credit grade - if a credit grade assigned by an
independent rating agency;
-
Names of the issuer's supervisory and
executive board members, also information on the number of shares (as
percentage of issued shares) in the issuer held by these members.
-
A list of branches, representative offices,
and subsidiaries of the issuer; including their postal addresses;
-
A
list of the names of people affiliated with the issuer, including information
on the number and class of shares held by these people in the issuer;
-
Weighted
average number of employees of the issuer for the past three years;
-
Information
on all issues in the past three - volume of each issue, aim of each issues, and
also dividends or interest paid on each issue;
-
Information
about sanctions, litigations, and court proceedings associated with the issuer
in the past three years; also information about cases in the courts of law
where the issuer appeared as a plaintiff or defendant;
-
Terms
and conditions of the upcoming issue, in conformity with the ruling on the
issue of securities.
The
issuer's quarterly report must contain:
-
Full
and brief names of the issuer, its location (contact address), bank details,
registration and identification numbers of the issuer as issued by the State
registering authorities, and also by statistical and tax authorities;
-
Financial statements on results of activities
of the issuer for the corresponding quarter.
The
issuer's annual report must contain:
-
Full
and brief names of the issuer, its location (contact address), bank details,
registration and identification numbers of the issuer as issued by the State
registering authorities, and also by statistical and tax authorities;
-
Summary
of business activities of the issuer for the previous year;
-
Grounds
for changing the company officials by the issuer;
-
Financial
statements on results of activities by the issuer for the corresponding period;
-
A
copy of an independent auditor company's conclusion;
-
Material
facts on additional issues of securities;
-
Materials
facts on the activities of the issuer during the corresponding period;
-
Facts
considered material about the activities of the issuer are:
-
Changes
in the location (postal address) of the issuer;
-
Reorganization,
suspension, or termination of issuer's activities;
-
Decisions
made by the highest governing authorities of the issuer;
-
Changes
in the rights of securities holders;
-
Changes
among the company's (i.e. issuer's) officials;
-
Changes
in the number of issuer's branches, representative offices, subsidiary
companies;
-
Arrests
placed on property or bank accounts of the issuer, and information on law suits
against the issuer where the amount sued for exceeds 10% of the value of the
issuer's total assets; Receipt of any
credits whose value exceeds 50% of the issuer's chartered, fixed or working
capital;
-
Individual
recognition of an increase or a decrease in the value of the issuer's assets by
more than 10%;
-
Individual
transactions by the issuer, where the value of the transaction or the value of
the property involved in the transaction, exceeds 10% of the issuer's total
assets on the day of the transaction;
-
A list of significant transactions, and
transactions made with privies by the issuer during the year;
-
Receipt
or annulment of issuer's licenses, suspension or termination of the validity of
licenses to carry out specific activities;
-
Issue
of securities, cancellation of an issue, or abortion of an issue of securities;
-
Changes
in the list of companies in which the issuer holds more than or equal to 10% of
stock;
-
Approach
of settlement date on issuer's securities;
-
Payment
of interest and dividends on securities of the issuer, including the start and
end dates for payment;
-
Commencement
of bankruptcy proceedings in relation to the issuer;
-
Changes
in the stock ownership (stated as a percentage of issued equity) in the issuer
by the members of the executive body of the issuer;
-
Changes
in the list of affiliated persons of the issuer, and stating their stock
ownership in the issuer;
The
issuer must:
-
Provide
a prospectus of securities issue, and annual report to all interested parties;
-
Publish
in the mass media: information on sources and locations where interested
parties can get acquainted with securities issue prospectus, and also
information stated in the paragraphs - two, four, five, and twelve - in part two of this article, no less than two
weeks before the commencement of placement of the issue;
-
Publish
its annual report on the mass media, within three weeks of holding the general
shareholders' meeting, or a meeting of other members of the executive body of
the issuer; Provide the securities market regulating State authority with the
annual report, within two weeks of holding the general shareholders' meeting,
or a meeting of other members of the executive body of the issuer;
-
Provide
the securities market regulating State authority with its quarterly report,
within one month of completion of a corresponding quarter;
-
Publish
in the mass media, and also provide to the securities market regulating State
authority, within two business days of taking effect, information on material
facts in the activities of the issuer;
The
issuer may also provide other information to investors in accordance with
legislation.
Article 40. Disclosure of
information by the professional securities market participant
At
the request of the investor, the professional securities market participant
provides:
-
a
copy of the state registration document;
-
a
copy of the license to perform professional activities in the securities
market;
-
information
on statutory capital, own capital, and reserve funds;
-
information
on state registration of the securities issue to be purchased by an investor;
-
information
contained in the prospectus of securities purchased by an investor as well as
the prices of these securities during six weeks preceding the date of
submission of request for information by investor;
-
reporting
on the results of transactions with securities within the timeframe stipulated
in the contract.
A
professional securities market participant is obliged to notify investors of
their rights to information provided by this article.
A
professional securities market participant within two working days informs the
authorized state body on regulation of the securities market in written form of
the completion of:
-
operations
solely on securities of one issuer during one quarter;
-
a
single transaction on securities of one issuer, if the quantity of securities
on this operation makes at least 15 % of the total number of listed securities.
Article 41. Disclosure by organizer of securities trading
Organizer
of securities trading, other than the owner of securities or the holder of
property right on securities, reveals:
-
transaction
and trading rules;
-
list
of securities admitted for trading;
-
other
information as determined by the law.
The
organizer of trades provides information on results of reviews of applications,
recommendations, and complaints from investors if requested by the authorized
state body.
Article 42. Disclosure of information by the securities holder
The
owner of securities within five days from the date of the transaction, in which
he has obtained possession of 35 % or more of any type of securities of an
issuer, is obliged to implement the disclosure of this information in a manner
established by the law.
Article 43. Disclosure by investor
An
investor is required, in the order established by the law, to disclose
information about any intention to acquire independently and (or) jointly with
its affiliates 15% or more of an open joint-stock company's statutory fund as a
result of one or more transactions
Article 44. Disclosure by public
authorities on regulation of the securities market
The state
body authorized to regulate the securities market must inform investors via the
mass media or its electronic information systems about::
registered
securities issues, and issued securities, whose circulation and placement have
been suspended, resumed, invalidated or announced as failed;
issuance,
suspension, termination, or annulment of licenses on activities on the
securities market;
issuers,
professional securities market participants, and officials against whom
disciplinary actions have been taken due to violating the law on securities
market, and also the type of disciplinary action taken;
court rulings on suits brought by the
authorized securities market regulating state body.
The
authorizes securities market regulating state authority may charge fees for
providing information to investors and securities owners in accordance with
this Law within the limits of the cost of photocopying the information.
Article 45. Confidentiality of
information on the securities market
Information
about customers of professional participants of the securities market, the
status of their accounts and operations, as well as content of deals with
securities (except for the name of securities, quantity, price, date, time of
conclusion a deal and in cases of stock trades - parties, involved in trades)
is considered to be confidential.
Parties
possessing confidential information have no right to use this information to
make transactions, or pass it to others making transactions based on this
information.
People
who have access to such information are liable for disclosing confidential
information.
Article 46. Disclosure of
confidential information on the Securities Market
Disclosure
of confidential information is carried out in conformity with the procedure
established by the legislation.
Information
on customer accounts are issued to them or their representatives, state
anti-monopoly authorities, State Tax Service, Department of Justice, logistical
and financial support of courts under the Ministry of Justice of the Republic
of Uzbekistan, courts on matters falling within their competence, and to the
authorized bodies carrying an investigation or making inquiry pertaining to a
criminal case.
In
the event of the death of a client account holder, information on the client's
account is provided to the client's heirs and individuals stated by the account
holder in his will at the notary. If the deceased is a foreign national, then
information about the client's account is passed consular of the foreign country.
Details
of exchange made transactions may be provided to the courts of justice, and to
the authorities initiating a criminal case.
Confidential
information is disclosed to the securities market regulating state authority in
the event of a review of facts of violations of the securities market
legislation.
Article 47. Disclosure of
information on government securities
Disclosure
of information on government securities is done in a manner set forth in the
legislation.
CHAPTER 7. REGULATION OF THE
SECURITIES MARKET
Article 48. The principles of the state's regulation of the securities
market
State
regulation of the securities market is carried out through:
-
Licensing
and (or) setting of mandatory requirements for professional activity in the securities
market, and the stock market;
-
registration
of securities, and compliance oversight of the issuers to the conditions and
obligations stipulated on the issue decision by the issuer;
-
assurance of
information disclosure on
-
securities
as established by the legislation;
-
certification
of the professional securities market participants;
-
control
over the activities of the professional securities market participants in a
manner established by the legislation.
Article 49. Restrictions on the securities market aimed at protecting
the rights of the securities market participants
Following
are prohibited on the stock market:
-
issue
of securities without disclosing information related to the issuer or the
securities;
-
placement,
circulation, advertisement, and offer of securities, issue of which failed the
state registration in cases stipulated in this Law, or has been suspended;
-
giving
advantages to one investor over another during the public placements, or in the
process of distribution of issued securities;
-
carrying
out transactions with securities held at the owner's account, before they have
been fully paid for;
-
manipulation
in the securities market;
-
issue
of corporate bonds to form a statutory fund, to increase the statutory fund, or
to settle losses related to the financial activities of the issuer;
-
making
changes into the decisions on issue of bonds by the issuer concerning the
amount of rights on bonds set by this decision after registering of the bond
issue;
-
extortion
of securities and cash of the client over the obligations of the professional
securities market participant.
Corporate
bonds can be issued only by open joint-stock companies:
-
within
the size of their own capital as of the date of decision on bond issue,
confirmed by the conclusion of the auditing organization;
-
having
positive figures of profitability, financial solvency, financial stability and
liquidity for the past three years, confirmed by the findings of the auditing
organization, as well as by obtaining an independent credit rating, as
established by the legislation;
-
with
participation of commercial banks acting as payment agents for the payment of
funds payable to investors by issuers.
Corporate
bonds do not give their owners the right to participate in the management of an
open joint-stock company.
Acquisition,
as a result of one or more transactions by legal entities or individual persons
or group of legal entities and individuals, connected to each other by an
agreement or through controlling assets of each other, of more than 5% stake in
a bank requires notification, and if more than 20% - the prior consent of the
Central Bank of the Republic of Uzbekistan. The procedure for obtaining
preliminary consent of the Central Bank of the Republic
of Uzbekistan is determined by the
Central Bank of the Republic
of Uzbekistan.
The
issuer has no right to carry out transactions with shares issued by it under
the condition of repurchase, and transfer issued shares to trust management.
Article 50. The state body authorized to regulate the securities market
The
authorized state body on regulation of the securities market is appointed by
the President of the Republic
of Uzbekistan.
The
authorized state body on regulation of the securities market:
-
implements
public policy formation, development, monitoring and regulation of the
securities market;
-
licenses
professional activities in the securities market;
-
protects
the rights and legitimate interests of investors and owners of securities;
-
develops
regulations for promoting and regulating the securities market and its
participants;
-
establishes
requirements for the implementation of professional activity in the securities
market, the qualification requirements for the securities market specialists,
conducts their certification, and issues qualification certificates;
-
approves
the rules of issuing securities into circulation (except government
securities), rules of registering securities transactions, accounting standards
for operations and transactions with securities, rules and orders of keeping
the register of securities owners, the bookkeeping of transactions;
-
supervises
control over the compliance with the law on securities market of government
bodies, participants of the securities market, and in cases of detecting
violations of the law on securities market, issues its findings, and decides on
sanctions against the violators in accordance with the law;
-
determines
the minimum capital adequacy ratios and other indicators that limit risks in
securities transactions, as well as set minimum periods for keeping information
on operations with securities, except for government securities.
Article 51. The rights of the securities market regulating state body
The
authorized state body on regulation of the securities market may:
take
legal action in the court for the benefit of the investors, owners of
securities, and the state, without paying the state duties;
in
the event of violations of the law on securities market, within its powers to
suspend some of the operations of the securities market participant, without
suspending all of its activities;
seek
and receive information and documents within its power limits from the
government, and participants of the securities market;
establish
the order of combining professional work in the securities market.
The
securities market regulating state authority may also have other rights under
the law.
Article 52. The responsibilities of
the securities market regulating state body
The
securities market regulating state authority must:
review
requests from the participants of the securities market, and if violations of
the investors' rights have occurred, then to carry out an investigation and
take measures prescribed by the law;
follow
confidentiality of information received from the government bodies, and
participants of the securities market on the issues concerning the protection
of the rights of investors, unless disclosure of such information is foreseen
by the law;
keep
the Unified State Register of issued securities, and the register of the
professional securities market participants;
within
thirty days provide a reasoned response to the inquiries of legal entities and
individual persons on matters relating to its authority;
inform
the public about the status of the securities market and its participants.
The
authorized state body on regulation of the securities market can also incur
other obligations in accordance with the law.
CHAPTER 8. RIGHTS, DUTIES AND
RESPONSIBILITIES OF THE SECURITIES MARKET PARTICIPANTS
Article 53. Rights and responsibilities of the securities market
participants
The
participants in the securities market have the rights to:
-
insure
their risks in the securities market;
-
receive
information from the securities market regulating state authority on securities
market participants, on all events of suspension, termination of activities,
and annulment of licenses for carrying professional activities on the
securities market, violations of the legislation by the securities market
participants, and court ruling on the legal actions brought by the regulating
state body against the securities market participants and issuers;
-
submit
statements, suggestions and complaints to the state authorities;
-
take
legal action in the court as a result of violation of their rights in the
securities market, and claim for the compensation of damages.
Besides
rights under the first paragraph of this Article, investors and holders of
securities are entitled to:
-
demand
for information on the registration of the securities issue, current financial
situation of the issuer, and the prospects for its development from the issuer;
-
invest
in securities in accordance with the law and the constituent documents of the
issuer by way of financial and other means of payment, property and rights
(including property rights) with monetary value;
-
require
information in accordance with this Law from the professional securities market
participants offering their services in the securities market
The
participants of the securities market have to comply with the requirements of
the law on securities market, and terms of the contracts agreed by them at the
securities market.
The
participants of the securities market may have different rights and carry other
duties in accordance with the law.
Article 54. Responsibility of
professional participants of the securities market and issuers
The
professional securities market participants and the issuers of securities are
liable for any damages to investors within the limits of the loss inflicted:
-
for
failure to provide information to an investor as foreseen by the legislation on
the securities market, or for providing false information;
-
for
violation of the established order of issuing securities;
-
for
carrying out unfair advertising of securities, unregistered advertising of
securities in the procedure, established by law, as well as advertising of
securities, use of which is prohibited by the law;
-
conclusion
of contracts with investors, which limit the rights of investors,
responsibilities of issuers and professionals of the securities market, set by the
legislation on the securities market;
-
for
manipulating prices, as well as encouraging investors to buy or sell securities
based on deliberately distorted information about securities, issuers of
securities, prices on securities, including information provided in
advertising. Signs of price manipulation in the securities market are set by
the legislation. The fact of manipulating the prices of securities is
recognized in a judicial proceeding;
-
for
failure of execution or improper execution of the terms of agreements,
concluded with investors, as well as the conclusion of the transaction on terms
other than those specified in the contract with the investor.
The
depositary shall, except for cases specified in the first paragraph of this
article, be also responsible towards its depositor as a result of:
-
loss
or damage of the documentary securities, records on securities owners and their
securities, loss of documents supporting the issue of securities and accounting
records in the registers of the depositary. Depositary reimburses the cost of
production of the lost documentary securities or manufactures at its own
expense or issues new ones, restores lost records, documents confirming the
issue of securities and accounting entries in the registers of the depositary;
-
for
action (or inaction) resulting in the impossibility of exercising of rights
related to the securities by the depositor, the depositary compensate the
depositor for losses inflicted by it.
-
The
liability over the obligations of the issuers is born by the issuers.
Article 55. Economic
sanctions applicable to the securities market participants
Economic
sanctions are imposed on the securities market participants in the event of the
violation of the legislation on securities:
-
A penalty in
the amount from forty to seventy fold of the minimum wage is applicable for
evading from the order to halt legislative violations by repeatedly violating
the legislation within one year from the date of the ruling on disciplinary
measure against the officials;
-
A penalty in
the amount of 5% of the issue's value, but not more than the size of one
hundred minimum wages is applicable against the issuer for non-compliance with
the securities issuing procedures that result in a damage to investors;
-
A penalty in
the amount of 5% of the value of the transaction, but not more than the size of
seventy minimum wages is applicable against the professional securities market
participant for violating the rule of registering securities transactions; and
in the event of repeat violation within one year, then a penalty in the amount
of 10% of the transactions' size, but no more than the size of one hundred
minimum wages is applicable.
-
A penalty in
the amount of three to four hundred fold of the minimum wage is applicable
against the entity, which has deliberately misled investors, controlling state
bodies, and law enforcement bodies.
Article 56. Application
of the economic sanctions
Application of the economic sanctions is set by the courts and in cases
of admission of guilt by participants of the securities market in committed
offense and voluntary payment of the amount of sanctions - by authorized state
body on regulation of the securities market.
Application of the economic sanctions exceeding in aggregate 20% of the
company's book value as of the last reporting date, is exercised by allowing it
to pay in installments of equal amount during a six month period from the date
of imposition of sanctions.
Article 57. Appealing
against the rulings of the state authorities, actions (inactions) of officials
The decisions of the state bodies, actions (inaction) of their
officials, which are subject to this Act, may be appealed in court of law.
Chapter 9. FINAL
PROVISIONS
Article 58. Investor's
risks
The
choice of the securities in the form of investment objects, and the
consequences of the choice is considered to be investor's risks
Article 59. The statute
of limitations on securities
Statute of limitations for invalidation of decisions, made by the issuer
and the securities market regulating state authority, related to issuing equity
securities, annulling the issue of equity securities, transactions, committed
in the process of placement of issued securities is one year from the moment of
finish of placement of the issue of equity securities.
According to requirements of a bill holder against the endorser and
against bill drawer, the statute of limitations is one year from the day of a
protest, occurred during a fixed period, or from the date of maturity in case
of provision on turnover without costs.
According to the requirements of endorsers to each other and to a bill
drawer statute of limitations is six months from the date on which an endorser
has paid the bill, or from the date of presentation of the claim.
In other cases not covered by part one-three of this Article, as well as
with other securities the limitation period is established in accordance with
the law.
Article 60. Dispute resolutions
Disputes in the securities market are resolved in order prescribed by
the legislation.
Article 61.
Responsibility for violation of laws on Securities Market
Parties guilty of violating the law on securities market, are liable
according to the set procedures.
Article 62. Annulment of
some legislative acts
Following acts are to be recognized void:
1) The Law of the Republic
of Uzbekistan No. 918-XII
"On Securities and Stock Exchange" as of 2nd September 1993
(Bulletin of the Supreme Council of the Republic of Uzbekistan, 1993, No. 9,
Art. 325);
2) The Resolution of the Supreme Council of the Republic of Uzbekistan
as of 2nd September 1993 No. 919-XII "On the order of
introduction of the Law of the Republic of Uzbekistan"On Securities and
Stock Exchange" (Bulletin of the Supreme Council of the Republic of
Uzbekistan, 1993, N 9, Art. 326 );
3) Section XXI of the Law of the Republic of Uzbekistan as of 23rd
September 1994 No. 2022-XII "On amendments and additions to some
legislative acts of the Republic of Uzbekistan" (Bulletin of the Supreme
Council of the Republic of Uzbekistan, 1994, No. 11-12, Art. 285);
4) Section I of the Law of the Republic of Uzbekistan as of 22nd
December 1995, No. 179-I "On amendments and additions to some legislative
acts of the Republic of Uzbekistan" (Bulletin of Oliy Majlis, 1995, No.
12, Art. 269);
5) Law of the Republic
of Uzbekistan as of 25th
April 1996 No. 218-I "On mechanisms of functioning of the securities
market" (Bulletin of Oliy Majlis, 1996, No. 5-6, Art. 56);
6) Resolution of Oliy Majlis of Uzbekistan
as of 25th April 1996 No. 219-I "On the introduction of the Law
of the Republic
of Uzbekistan "On
the functioning of the securities market"" (Bulletin of Oliy Majlis, 1996,
No. 5-6, Art. 57);
7) Section V of the Law of the Republic
of Uzbekistan as of 26th
April 1996 No. 231-I "On amendments and additions to some legislative acts
of the Republic
of Uzbekistan"
(Bulletin of Oliy Majlis, 1996, No. 5-6, Art. 69);
8) Section V of the Law of the Republic
of Uzbekistan as of 30th
August 1996 No. 281-I "On amendments and additions to some legislative
acts of the Republic
of Uzbekistan"
(Bulletin of Oliy Majlis, 1996, No. 9, Art. 144);
9) Section VII of the Law of the Republic
of Uzbekistan as of 27th
December 1996 No. 357-I "On amendments and additions to some legislative
acts of the Republic
of Uzbekistan"
(Bulletin of Oliy Majlis, 1997, No. 2, Art. 56);
10) The Law of the Republic
of Uzbekistan as of 29th
August, 1998 No. 672-I "On the activity of custodians in the securities
market" (Bulletin of Oliy Majlis, 1998, No. 9, Art. 172);
11) Resolution of Oliy Majlis as of 29th August, 1998 No.
673-I "On the introduction of the Law of the Republic of Uzbekistan
"On the activity of custodians in the securities market"" (Bulletin
of Oliy Majlis, 1998, No. 9, Art. 173 );
12) Section IX of the Law of the Republic of Uzbekistan as of 20th
August 1999, No. 832-I "On amendments and additions to some legislative
acts of the Republic of Uzbekistan" (Bulletin of Oliy Majlis, 1999, No. 9,
Art. 229);
13) Law of the Republic
of Uzbekistan as of 30th
August 2001, No. 262-II "On the protection of the rights of investors in
the securities market" (Bulletin of Oliy Majlis, 2001, No. 9-10, Art.
173);
14) Resolution of Oliy Majlis of Uzbekistan
as of 30th August 2001, No. 263-II "On the introduction of the
Law of the Republic
of Uzbekistan "On
protection of the rights of investors in the securities market" (Bulletin
of Oliy Majlis, 2001, N 9-10, Art. 174);
15) Sections IV, X and XX of the Act as of 13th December 2002
No. 447-II "On amendments and additions to some legislative acts of the Republic of Uzbekistan" (Bulletin of Oliy
Majlis, 2003, No. 1, Art. 8);
16) Section III of the Law of the Republic of Uzbekistan as 27th
August 2004, No. 671-II "On amendments and additions to some legislative
acts of the Republic of Uzbekistan" (Bulletin of Oliy Majlis, 2004, No. 9,
Art. 171);
17) Article 2 of the Law of the Republic of Uzbekistan
as of 22nd September, 2005 No. LRU-7 "On amendments and additions to
some legislative acts of Uzbekistan
in connection with the streamlining of business entities" (Bulletin of
Chambers of Oliy Majlis, 2005, No. 9, Art. 311);
18) Article 2 of the Law of the Republic
of Uzbekistan as of 19th
December 2005 LRU N-14 "On amendments to some legislative acts of Uzbekistan
in connection with the reorganization of certain government bodies"
(Bulletin of Chambers of Oliy Majlis, 2005, No. 12, Art. 413);
19) Articles 10 and 30 of the Republic
of Uzbekistan as of 10th
October, 2006 No. LRU-59 "On amendments and additions to some legislative acts
of Uzbekistan in connection with the improvement of legal protection and
liberalization of financial responsibility of business entities" (Bulletin
of Chambers of Oliy Majlis of the Republic Uzbekistan, 2006, No. 10, Art. 536);
20) Article 1 of the Law of the Republic
of Uzbekistan as of 23rd
July, 2007 LRU N-104 "On amendments and additions to some legislative acts
of Uzbekistan
in the economic sphere" (Bulletin of Chambers of Oliy Majlis, 2007, No. 7,
Art. 325).
Article 63. Bringing
legislation in accordance with this Law
The Cabinet of Ministers of the Republic of Uzbekistan:
-
to bring the Government's decision in accordance with this Law;
-
to ensure the revision and abolition of laws and regulations, which
contravene this Law by public administration bodies.
Article 64. The orders
of entry into force of this Law
This Law shall come into force on the day of its official publication.
Stocks and corporate bonds, issued in form of blanks and certificates
and remaining in circulation as of the date of entry into force of this Law,
shall be subject to hand over to a depositary, and be transferred into a
non-documentary form in the manner established by the law.
Transactions with shares and corporate bonds, issued in the form of
blanks and certificates and are in circulation on the date of entry into force
of this Law shall be carried out only after they are handed to a depositary.
During the period before the transfer of shares and corporate bonds,
issued in the form of blanks and certificates, into a non-documentary form,
registers of their respective owners are formed by the Central Depositary in
order determined by the securities market regulating state authority.
The President of the
Republic of Uzbekistan
Islam Karimov
"Narodnoe slovo", 23rd July, 2008
"Collection of Laws of the Republic of Uzbekistan"
2008, No. 29-30, Art. 278
Important Disclosure: This document is the translation
of the original Law on Securities market adopted by the Legislative Chamber of
the Republic of Uzbekistan on 13 February 2008, and
approved by the Senate on 27 June 2008. This translation is intended to serve
as only as a guide to the Law on Securities Market for foreigners, and should
not be considered as the officially adopted document. Please refer to the
original documents published in Russian and Uzbek languages for important
references, judgment, or decision making. The translation was carried with
joint efforts of the Center for coordination and control over the functioning
of securities market (CSM) and National Association of Securities Market
Participants (NAUR).
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