Law on the securities market in the Russian Federation. Law “On the securities market 39 f3 on the securities market

Currently, a special regulatory act on the securities market is in force. The law is intended to regulate relations that arise in connection with the issue and circulation of financial instruments. The document also defines the features of the formation and functioning of professional participants in transactions. Let us next consider the comments to the law “On the Securities Market”.

Brokerage activities

Financial instruments management

A license is not required to carry out this activity if it is related solely to the exercise by the responsible person of rights under securities. It includes trust management of financial instruments, money intended for carrying out relevant transactions or concluding contracts.

Authority

Federal Law No. 39 “On the Securities Market” requires a market participant carrying out trust management to indicate its status. If a conflict of interest has led to losses for the client, the responsible person is obliged to compensate them at his own expense in the manner prescribed by the Civil Code. The Law of the Russian Federation “On the Securities Market” defines the list of powers of the manager. In particular, the specified participant has the right to acquire financial instruments and enter into contracts that are intended for qualified investors only if the client himself is such.

Manager's responsibility

The Law “On the Securities Market” provides for a number of consequences for a responsible trading participant in the event of a violation of the regulations. These include:

1. Imposing the obligation on the manager, at the request of the Central Bank or the client, to sell financial instruments and terminate the relevant contracts.
2. Compensation for losses incurred by the investor during the sale and termination of agreements.
3. Payment of interest on the amount for which contracts were concluded or transactions were completed. The amount of interest is established according to the rules. If there is a positive difference between the amount received from the sale of financial instruments, termination or execution of agreements, and the amount paid in connection with the acquisition and sale, conclusion, termination, execution of contracts, interest is payable in the amount not covered by this difference .

A statement of claim for the application of the above consequences may be filed within 1 year from the date the client receives a report indicating violations committed.

Rights and restrictions

In accordance with the Federal Law "On the Securities Market", the manager must keep records of financial instruments acting as objects of management for each agreement. At his own discretion, this participant exercises all legal possibilities enshrined in the shares. The trust agreement may establish restrictions on voting rights. If it is absent, the responsible person bears the responsibilities associated with the ownership of the financial instruments acting as the object of the relevant transaction. If the manager is not vested with voting rights, he is required to provide information about the founder. This is necessary to form a list of entities that have the opportunity to participate in the general meeting of shareholders/participants.

In addition, the manager, at the request of the founder, is obliged to give instructions for the founder to exercise his voting rights. The responsible person may apply to the court with any claim arising from the conduct of his activities, including those in which the subjects are shareholders or other owners of financial instruments. In this case, the costs associated with the consideration of disputes are paid at the expense of the trust management object.

Depository activities

The Federal Law of the Russian Federation “On the Securities Market” recognizes the provision of services for the storage of certificates or the transfer and accounting of rights to financial instruments. The depositary, which carries out settlements based on the results of transactions concluded under agreements with trading organizers or clearing companies, is called a settlement depository. The person who uses the above services is called the depositor. A depository agreement is concluded between the participants. The Law of the Russian Federation “On the Securities Market” establishes a number of requirements for the agreement. First of all, it must be in writing. The depositary must approve the conditions under which it will carry out its activities and which act as an integral part of the agreement.

Activities related to register maintenance

It is recognized as the collection, processing, recording, storage and provision, in cases established by law, of information about the owners of financial instruments. This activity has the right to be carried out exclusively by a legal entity. The entity maintaining the register is called its holder. This may be a professional participant in transactions on the securities market. At the same time, he must have a license to carry out the relevant activities. In cases provided for by law, another professional participant also acts as a holder. The registrar cannot carry out transactions with the financial instruments of the issuer, the register of owners of which it maintains. The information base of owners is a system of recording about persons for whom personal accounts have been opened. It is formed at a specific point in time. The register also contains entries about securities that are accounted for in these accounts, about encumbrances and other data, the list of which is established by law. The holder conducts its activities in accordance with the regulations of the Central Bank and the rules approved by it. Requirements for the latter are established by the Central Bank.

Government regulation

The functioning of the market is controlled by the state. Regulation is carried out:

1. Establishing mandatory requirements for the implementation of activities by professional participants and its standards.
2. securities and prospectuses, monitoring compliance by issuers with the obligations and conditions established therein.
3. Licensing the activities of market participants.
4. Formation of a system for protecting the interests of owners and monitoring compliance with them by issuers and other entities.
5. Prohibition and suppression of activities of persons carried out without a license.

Permission specifics

Licensing of work is carried out in two ways. Entities may obtain permission to maintain a register or to act as a professional bidder. Licenses are issued based on application. Granting permission to a professional participant to conduct brokerage activities at the request of the applicant is permitted only upon the conclusion of contracts acting as derivative financial instruments, the main asset of which is the product. Licensing requirements and conditions may vary depending on the operations and transactions carried out in the course of business.

Suspension and revocation of permits

These actions are within the powers of the Central Bank. The grounds for revocation of licenses may include:

When the Central Bank makes a decision to cancel a permit to conduct professional activities, the organization is obliged to terminate its obligations within the period established by the order of the Central Bank. However, this period cannot be more than 1 year. Obligations arising under depository agreements must be terminated upon fulfillment of the conditions stipulated by the regulations of the Central Bank.

The securities market is a financial relationship between its participants, consisting in the issue and circulation of shares, bonds and other documents of material value. In other words, it is part of the financial market in which the redistribution of funds is carried out using financial instruments such as securities.

Description of 39 Federal Law

Federal Law No. 39-FZ “On the Securities Market” regulates the relations that arise during the issuance of securities and their circulation, regardless of the issuer, as well as the peculiarities of the formation and activity of individual fragments of the equity securities market.

The Federal Law on Bonds was adopted by the State Duma on March 20, 1996 and approved by the Federation Council on April 11 of the same year. The legislation was signed by the President of the Russian Federation and came into force on April 22, 1996.

The Law on the Securities Market consists of six sections, thirteen chapters with subchapters and fifty-three articles that consider certain areas of the market for shares and other expensive documents, including the process of their issue, circulation and withdrawal from circulation.

Brief content of Federal Law-39 by sections:

• Section 1 examines the general provisions of the law, explaining specific terminology and describing the scope of the legislation;
• Section 2 describes securities market participants. It consists of four chapters, which provide for professional activities in the stock brokerage market and their agents, conditions for admission of securities to auctions, activities of specialized financial communities and repository activities of legal entities;
• Section 3 covers the processes of issuing securities. This part of the law consists of four chapters and examines the features of the definition of securities, the process of their issuance, the procedure for circulation and the powers of representatives of shares;
• Section 4 provides rules for providing the securities market with the necessary information about shares. It covers the procedures and features of providing information about bonds to the central depository and shareholders;
• Section 5 establishes the rules for regulating the securities market. It consists of five chapters describing the basic principles of management, regulation of the activities of professional participants and repositories, as well as the functions and powers of the Central Bank of Russia and self-regulatory organizations;
• Section 6 covers final provisions, including liability for violating the provisions of the current law, the specifics of the turnover of foreign shares and the procedure for executing various agreements related to securities.

Legislation is constantly changing and supplemented in accordance with new legal acts in the field of promotional and exchange activities in order to eliminate ambiguous interpretation of the provisions of the law that entail unlawful transactions with valuable documents.

You may also be interested in information about the latest changes to Federal Law No. 324. More about this

Latest changes made to the law

During the latest revision of the law, held on December 31, 2017 through the adoption of amendment No. 481-FZ, Article 30.1 , providing for the conditions for the release of the issuer of securities to disclose information about them, was supplemented by paragraph 6 , which stipulates that the government of the Russian Federation has the right to determine cases in which issuers may not disclose the necessary information or limit the composition and volume of disclosed information, as well as establish the circle of persons who should not not provide data or disclose it in a limited scope.

Article 1 Federal Law No. 39 establishes the subject of regulation of the law, which is the issue and circulation of securities, as well as the activities of professional participants in the stock market and the features of supervision and control of their work.

Article 2 The Bond Law describes the basic terms that are used in legislation, including:

• Issue-grade security - any paper of value, including non-documentary paper, which simultaneously has the following properties:
  • secures simultaneously property and non-property rights, which are subject to confirmation, assignment and execution in accordance with the requirements of this legislation;
  • produced in limited edition;
  • the volume and validity period of rights in one issue are the same for everyone, regardless of the time of purchase of the paper;
• Promotion - an issue-grade security that gives its owner the right to a share of the profits from the profits of the organization that issued it, to participate in decision-making and a share of the property that remains after the liquidation of the joint-stock company. Shares are registered documents;
• Bond - an issue-grade security that assigns its owner the right to receive from the issuer an amount of money that is the nominal value of this document. The deadline for receiving the par value is stipulated directly in the bond itself. Bonds may also provide for receiving a set percentage of its nominal price or other property rights;
• Issuer - a legal entity or state executive body that bears obligations to exercise the rights of securities holders on its own behalf or on behalf of a public entity.

Article 8 The Federal Law on the stock market provides for the procedure for carrying out activities with the register of securities owners. The scope of maintaining the register includes the following actions with shares and bonds:

• collection;
• registration;
• treatment;
• storage and provision of information about documents;

Only a legal entity that has the appropriate license has the right to maintain a register. This person is called the registrar or registry holder.

The registry holder performs the following duties:

• opening and maintaining personal accounts in accordance with the rules of this legislation and regulatory documents of the Bank of Russia;
• provision of information to registered persons who have more than one percent of the issuer's voting shares in their personal accounts. The disclosed information includes data from the register on registered participants and the volume of shares recorded;
• informing registered participants about the methods and conditions for exercising the rights assigned to them by securities, if they require it;
• provision of statements of personal accounts to registered persons;
• publishing information about the loss of accounts and bankruptcy in the media, as well as filing lawsuits in court to restore lost rights to securities in the prescribed manner;
• other responsibilities in accordance with this law and other regulatory documents of the Bank of Russia.

The registrar also carries out transactions for the conversion of securities on the orders of the issuer and carries out orders of registered persons on their personal accounts. These orders must be executed within three days. It is impossible to refuse or evade them, except in cases established by regulations of the Bank of Russia.

Article 30 Federal Law No. 39 provides for the procedure for disclosing information about securities. Only information that is publicly available and does not require special access rights is subject to disclosure.

Information is disclosed in the following ways:

• in the quarterly report;
• in the issuer's consolidated financial statements;
• in messages about important information;

The first quarterly report of the year provides the following information:

• the issuer's accounting report for the previous reporting year with the auditor's report;
• financial report for the last three-month reporting period.

Subsequent quarterly reports include only information for a certain period.
Messages of important information indicate only facts that may affect changes in the value of the issuer's securities.

Download the text of the law on the securities market

For detailed information on all provisions of Federal Law No. 39-FZ of April 22, 1996 “On the Securities Market,” you can download the text of the document with the latest changes from the link below.

1. Registry holders and depositories are obliged to ensure the confidentiality of information about the person for whom a personal account (depository account) is opened, as well as information about such an account, including transactions on it.

2. The information specified in paragraph 1 of this article can be provided only to the person for whom the personal account (depo account) is opened, or his representative, as well as other persons in accordance with federal laws. Depositories have the right, upon written instructions of the depositor, to provide other persons with information about such depositor, as well as about transactions on his securities account.

3. The information specified in paragraph 1 of this article may be provided by the depositary to the persons specified in the deposit agreement in the cases established by it.

3.1. If the register holder or depositary has recorded an encumbrance of securities or registered the fact of their encumbrance, including a pledge, the information specified in paragraph 1 of this article may be provided to the person in whose favor the encumbrance of securities has been recorded (registered) in the manner established by the Bank Russia.

4. The information specified in paragraph 1 of this article may also be provided to courts and arbitration courts (judges), the Bank of Russia, and, with the consent of the head of the investigative body, to preliminary investigation bodies in cases in their proceedings, internal affairs bodies when carrying out their functions to identify, prevent and suppress crimes in the economic sphere with the consent of the head of these bodies, as well as in cases and to the extent provided for by federal law, election commissions when they exercise functions of monitoring the procedure for the formation and expenditure of funds from election funds, referendum funds, over the sources and amounts of property received by political parties, their regional branches and other registered structural units in the form of donations from citizens and legal entities, as well as the sources of funds and other property of political parties, their regional branches and other registered structural units received as a result making transactions.

5. Information about the person for whom a personal account (custody account) is opened, as well as information about the number of securities that are accounted for in the specified personal account (custody account), may also be provided to the issuer (the person obligated for the securities), if this necessary for the performance of his duties provided for by federal laws, and in other cases provided for by federal law.

5.1. Register holders and depositories are obliged to receive, in the manner established by the Bank of Russia in agreement with the Central Election Commission of the Russian Federation, and to consider requests received from the Central Election Commission of the Russian Federation, election commissions of the constituent entities of the Russian Federation for the provision of information about securities owned by candidates for deputies or for other elective positions, and in cases provided for by federal law, information on securities belonging to spouses and minor children of candidates for deputies or other elective positions, sent for the purpose of verifying the accuracy of information provided by candidates for deputies or other elective positions as provided for by the legislation of the Russian Federation on elections for other elective positions in election commissions. If the register holders and depositories have the requested information, the register holders and depositories are obliged to send the specified information to the Central Election Commission of the Russian Federation, election commissions of the constituent entities of the Russian Federation in the manner and within the time limits established by the Bank of Russia in agreement with the Central Election Commission of the Russian Federation, in the amount provided legislation of the Russian Federation on elections.

6. In the event of a violation by the registry holder or depository of the requirements of this article, the persons whose rights are violated have the right to demand compensation from the corresponding registry holder or depository for damages caused.

7. The holder of the register and the depository are responsible for violation of the requirements of this article in the manner established by the legislation of the Russian Federation.

Regulates relations arising in connection with the issue and circulation of financial instruments, regardless of the type of issuer, the rules for the creation and work of professional participants in trading platforms. Let us next consider some of the provisions of the normative act.

General information

There are various types of activities in the market. It is usually carried out by professional participants. Currently, organizations that provide various services to investors are quite common. The key task of trading platform participants is to preserve and increase capital. The basic rules are established by the regulatory act under consideration, as well as by the Central Bank of Russia. It acts as a regulator and key supervisory authority.

Dealer activity

It is associated with transactions for the purchase or sale of financial instruments. These operations, in accordance with the rules, are carried out at one’s own expense and on one’s own behalf through a public announcement of the value with an obligation to purchase/sell. Professional participants can be strictly defined entities. The purchase/acquisition of bonds and other financial instruments is carried out by legal entities that are commercial structures, as well as state corporations, if the corresponding powers are provided for by regulations governing their work.

Setting conditions

Dealer activity includes the definition of:

1. Maximum/minimum number of financial instruments for sale/purchase.
2. The period for which the price is set.

If the advertisement does not indicate other essential conditions, the professional participant must conclude a transaction at the client’s suggestion. If he evades this, in accordance with 39-FZ "On the Securities Market", a claim may be brought against him for forced execution of the established requirement or for compensation for losses suffered by the investor.

Administration

Securities management involves operations with financial instruments, funds used for transactions, as well as the conclusion of contracts. To carry it out, as a general rule, a license is required. The exception is cases when management is related only to financial instruments. The procedure for performing transactions is regulated by the regulatory act and agreement in question. When conducting activities, a professional participant must indicate that he acts as a manager.

Rights and responsibilities

If a conflict of interests between a professional participant and one/several clients, which the parties were not aware of in advance, led to transactions that caused damage to the latter, the manager is obliged to compensate for the losses at his own expense. The regulatory act under consideration establishes the rights of subjects. In particular, a professional participant, in accordance with Federal Law 39 “On the Securities Market,” can purchase financial instruments that are intended for qualified investors, as well as enter into relevant agreements. If established regulations are violated, certain negative consequences occur for the subject. Among them:

1. Imposing the obligation to sell financial instruments and terminate contracts acting as their derivatives. The corresponding requirement can be presented by the Central Bank of Russia or directly by the client himself.
2. Compensation for losses caused as a result of the sale of financial instruments and termination of contracts.
3. Payment of interest on the amount of completed transactions/signed agreements. Their size is established by If there is a positive difference between the amount received upon sale of securities/termination of contracts and the funds paid in connection with the purchase/sale of financial instruments, interest is paid in the amount not covered by it.

A statement of claim for the application of the corresponding consequences of a professional participant in transactions in violation of the requirements of 39-FZ “On the Securities Market” may be filed within a year from the date of receipt of the relevant report by the client.

Additional features

The manager may independently submit to the court any claims related to the implementation of his activities, including the right to submit which is granted to shareholders and other owners of securities. In this case, he will incur corresponding costs, including state duty. They are compensated from property acting as an object of trust management. A professional participant also has the right to instruct another entity to carry out transactions. They are carried out on behalf of the manager or trustee. Transactions are made at the expense of the property that is the object of the agreement. The manager has the right to expect remuneration. The condition for its payment is established in the contract. In addition, he has the right to compensation for expenses incurred during trust management at the expense of the relevant property. This right may not be conditional on the receipt of income from transactions.

Responsibilities

The manager must keep records of securities acting as objects of his activities, as well as for each agreement. At his own discretion, the professional participant exercises all rights established by financial instruments. The trust agreement may set restrictions. For example, to exercise the right to vote. If it is not limited, the manager fulfills the obligations regarding the ownership of securities. If there is no authority to vote at the general meeting of owners of financial instruments and investment shares, the professional participant must provide information about the founder of the agreement to compile a list of entities that have such an opportunity. The commented normative act also establishes other responsibilities. In particular, at the request of the founder, the manager gives the depositary instructions to exercise the first voting rights.

Transfer agent

He is engaged by the registrar that maintains the register of owners of financial instruments to implement some of the functions. The subject performs operations on the basis of the relevant agreement and power of attorney. In the process of carrying out their activities, transfer agents must indicate that they are working on behalf of and on behalf of the registrar, and present the necessary documents to interested parties.

Rights

They are prescribed in the contract and power of attorney. Involved entities have the right:

1. Accept documentation necessary to perform operations in the registry.
2. Provide registered and other persons with personal account statements, notifications and other information provided by the registrar.

Responsibilities

Involved entities must:

1. Take appropriate measures to identify persons who submit documents to perform the necessary transactions in the registry.
2. Provide the registrar with access to accounting materials upon his request.
3. Maintain the confidentiality of information received during the implementation of relevant operations.
4. Verify the credentials of representatives of registered persons.
5. Certify signatures of individuals according to the rules established by the Central Bank.
6. Comply with other requirements determined by the Central Bank.

The calculation of the period for performing operations in the register or for refusing to carry them out begins from the date of acceptance of the relevant documentation and powers by the involved participant. The transfer agent and the registrar must exchange information and materials in electronic form when interacting.

Rules for providing information

At the request of the entity obligated for financial instruments (issuer), the nominal holder of securities or the person who carries out mandatory centralized custody of them must provide a list of owners. It is generated on the date specified in the request. The issuer may state this requirement if the provision of this list is necessary for it to fulfill the obligations defined in federal legislation. This list is sent within fifteen days from the date of receipt of the request. If the date specified in the request occurs later than the calendar date of its receipt, then the period is calculated from the day specified in the notification.

The list of owners must indicate:

1. Type, type (category) of financial instruments and information allowing them to be identified.
2. Information about the issuer.
3. Information about the owners of securities, including a foreign company that is not a legal entity under the laws of the country in which it was formed, as well as other entities exercising rights under financial instruments, and persons in whose interests they are exercised. Information about the latter may not be included in the list. This is permitted subject to certain conditions. In particular, the person who exercises rights under financial instruments is an investment management company or a foreign organization participating in collective/joint investment schemes, both without and with the formation of a legal entity, if the number of participants is more than 50.
4. Information about persons whose rights to financial instruments are accounted for in the issuer's treasury l/s, deposit and other accounts defined in other Federal Laws, if these entities do not exercise the available legal opportunities.
5. Information allowing the identification of the persons specified in the previous two paragraphs. The list includes the number of securities owned by them.
6. International identification code of the entity that records rights to financial instruments of organizations and persons specified in clauses 3-4, including a foreign nominee holder and a foreign company that has the right to transfer and record rights.
7. Data on persons not used to form a list, as well as the number of papers for which information was not received.
8. Information on the number of financial instruments that are recorded in the accounts of unidentified entities.

Conclusion

The registry holder may require from registered entities, and the depositary - from depositors, if they act as nominal owners (including foreign ones), to provide information for the formation of lists for a specific date upon receipt of the above request. The person with the account is required to provide the necessary information to compile the list. An entity exercising rights under financial instruments in the interests of other participants, at the request of the registry holder or depository performing accounting, must send the requested data to generate a list of owners.

publishes on its official website on the Internet information and telecommunications network information about the fact of the issue of securities carried out in violation of the requirements of the legislation of the Russian Federation on securities, and about the grounds for suspending the placement of securities issued as a result of such issue;

notifies in writing of the need to eliminate violations, and also sets a deadline for eliminating violations;

Clause 5 - Lost force.

8. Professional participants in the securities market and issuers of securities have the right to appeal to the arbitration court the actions of the federal executive body for the securities market to suppress violations of the legislation of the Russian Federation on securities and the application of liability measures in the manner prescribed by the legislation of the Russian Federation.

5) foreign organizations whose securities have undergone the listing procedure on a foreign exchange included in the list approved by the federal executive body for the securities market in accordance with paragraph 4 of this article.

5. Securities of international financial organizations are allowed for public placement and (or) public circulation in the Russian Federation if the terms of their issue do not contain restrictions on the circulation of such securities among an unlimited number of persons and (or) the offer of such securities to an unlimited number of persons.

9. In the case of public placement and (or) public circulation of securities of foreign issuers in the Russian Federation, registration of rights to such securities is carried out by depositories that are legal entities in accordance with the legislation of the Russian Federation and corresponding to the requirements of regulatory legal acts of the federal executive body for the securities market securities to such depositories.

16. Persons who sign the securities prospectus of a foreign issuer on behalf of the foreign issuer are determined in accordance with the personal law of the foreign issuer, and if such an issuer is an international financial organization, in accordance with the constituent documents of this international financial organization.

17. A prospectus for securities of a foreign issuer must be signed by the foreign issuer if such a prospectus is submitted for the admission of securities of a foreign issuer:

1) for placement in the Russian Federation, including public placement;

2) for public circulation in the Russian Federation if the specified securities are not circulated on a foreign organized (regulated) financial market.

21. A Russian stock exchange that has admitted securities of foreign issuers to organized trading is obliged, in the manner and within the time limits established by the regulatory legal acts of the federal executive body for the securities market, to disclose information about such securities, including about their issuers, in a foreign language. language with its subsequent translation into Russian. Subsequent translation of this information into Russian is not required if it is disclosed in a foreign language used in the financial market.

24. The provisions of this Federal Law do not apply to relations related to the placement of securities of foreign issuers in the Russian Federation.

25. Bills of exchange, checks, bills of lading and other similar securities issued in accordance with foreign law may be circulated in the Russian Federation without complying with the conditions provided for in paragraph 1 of this article.

27. Securities of foreign issuers certifying rights in relation to the represented securities of a Russian issuer or a foreign issuer admitted to organized trading on a Russian stock exchange may be admitted to organized trading without concluding an agreement with the issuer of the relevant securities, as well as without submitting a prospectus for such securities papers

2. Qualified investors include:

1) professional participants in the securities market;

1.1) clearing organizations;

2) credit organizations;

7) Bank of Russia;

8) state corporation "Bank for Development and Foreign Economic Affairs (Vnesheconombank)";

9) Deposit Insurance Agency;

10) international financial organizations, including the World Bank, the International Monetary Fund, the European Central Bank, the European Investment Bank, the European Bank for Reconstruction and Development;

1) the total value of securities owned by this person and (or) the total amount of obligations from contracts that are derivative financial instruments and concluded at the expense of this person comply with the requirements established by the regulatory legal acts of the federal executive body for the securities market. At the same time, the said body determines the requirements for securities and other financial instruments that can be taken into account when calculating the specified total value (total amount of liabilities), as well as the procedure for its (his) calculation;

3) made transactions with securities and (or) entered into agreements that are derivative financial instruments in the quantity, volume and time frame established by the regulatory legal acts of the federal executive body for the securities market.

3) has turnover (revenue) from the sale of goods (work, services) in the amount and for the period established by the regulatory legal acts of the federal executive body for the securities market;

4) has the amount of assets according to accounting data for the last reporting year in the amount established by regulatory legal acts of the federal executive body for the securities market.

Clause 6. - Lost force.

7. Recognition of a person upon his application as a qualified investor is carried out by brokers, managers, and other persons in cases provided for by federal laws (hereinafter referred to as the person recognizing him as a qualified investor), in the manner established by the federal executive body for the securities market.

8. If a person is recognized as a qualified investor on the basis of unreliable information provided by him, the consequences provided for in Article 3 and Part Eight of this Federal Law do not apply. Recognition of a person as a qualified investor on the basis of unreliable information provided by him does not constitute grounds for the invalidity of transactions made at the expense of this person.

1. A repurchase agreement is an agreement under which one party (the seller under the repurchase agreement) undertakes, within the period established by this agreement, to transfer the ownership of securities to the other party (the buyer under the repurchase agreement), and the buyer under the repurchase agreement undertakes to accept the securities and pay for them a certain amount of money (the first part of the repurchase agreement) and under which the buyer under the repurchase agreement undertakes, within the period established by this agreement, to transfer the securities into the ownership of the seller under the repurchase agreement, and the seller under the repurchase agreement undertakes to accept the securities and pay a certain amount for them amount of money (second part of the repurchase agreement).

9. Unless otherwise provided by this article, the buyer under the repurchase agreement is obliged to transfer to the seller under the repurchase agreement under the second part of the repurchase agreement securities of the same issuer (the person who issued the securities), certifying the same volume of rights, in the same quantity as securities transferred to the buyer under a repurchase agreement under the first part of the repurchase agreement.

10. If the securities transferred under the first part of the repurchase agreement have been converted, in pursuance of the second part of the repurchase agreement, the buyer under the repurchase agreement transfers to the seller under the repurchase agreement the securities into which the securities transferred under the first part of the repurchase agreement were converted . This rule also applies to securities received by the buyer under a repurchase agreement in accordance with paragraphs 11 and 12 of this article.

1) conditions and procedure for payment of funds and (or) transfer of securities in accordance with paragraph 14 of this article. In this case, the amount of funds to be paid and (or) the number of securities to be transferred may be determined separately for each repurchase agreement, for a group of repurchase agreements and (or) for all repurchase agreements concluded between the parties on the terms specified in such a master agreement (single agreement ) or such rules;

2) the grounds and procedure for terminating obligations under one repurchase agreement, under a group of repurchase agreements and (or) under all repurchase agreements concluded between the parties on the terms specified by such a general agreement (single agreement) or such rules, including at the request of one of parties in case of non-fulfillment or improper fulfillment by the other party of obligations under the repurchase agreement. In this case, termination of obligations is allowed if one of the conditions provided for in subparagraphs 1 - 3 of paragraph 16 of this article is met.

21. The general provisions of the Civil Code of the Russian Federation on purchase and sale are applied to the repurchase agreement, if this does not contradict the rules of this article and the essence of the repurchase agreement. In this case, the seller under a repurchase agreement and the buyer under a repurchase agreement are recognized as sellers of securities, which they must transfer in fulfillment of obligations under the first and second parts of the repurchase agreement, and buyers of securities, which they must accept and pay in fulfillment of obligations under the first and second parts repurchase agreement

2. If the parties intend to conclude more than one agreement that is a derivative financial instrument, the procedure for concluding such agreements, as well as their individual conditions, can be agreed upon by the parties by concluding a general agreement (single agreement) between them and (or) determined by specifications and ( or) exchange rules and (or) clearing rules. The provisions of the master agreement apply to the relations of the parties in connection with the conclusion and execution (termination) of an agreement that is a derivative financial instrument, if this is provided for by the specified agreement.

3. An agreement that is a derivative financial instrument, as well as a general agreement (single agreement), specification and (or) rules of the exchange and (or) clearing rules may provide that certain terms of such agreement (general agreement, specification or rules of the exchange, rules clearing) are determined by approximate conditions developed for the specified agreement by self-regulatory organizations in the securities market and published in the press or posted on the Internet.

4. The general agreement (single agreement), specification and (or) rules of the exchange and (or) clearing rules may provide for the grounds and procedure for terminating obligations under all contracts that are derivative financial instruments concluded between the parties on the terms established by the specified general agreement ( a single contract), specifications or rules, including at the request of one of the parties in the event of non-fulfillment or improper performance by the other party of obligations under the contract that is a derivative financial instrument. In this case, the procedure for determining the amount of funds (amount of other property) to be transferred by the party (parties) in connection with the termination of obligations under contracts that are derivative financial instruments, as well as the period for such transfer, must be established.

The conclusion of contracts specified in paragraph one of this paragraph not at exchange trading is permitted provided that payment of sums of money, depending on the occurrence of a circumstance indicating non-fulfillment or improper fulfillment by one or more legal entities, states or municipalities of their obligations, is carried out at the expense of credit institution, broker, dealer, and the party entitled to receive such amounts of money, or the person for whose account it acts, is a legal entity.

7. The conclusion of contracts that are derivative financial instruments intended for qualified investors can only be carried out through brokers. This rule does not apply to qualified investors by virtue of federal law, as well as to cases established by the federal executive body for the securities market.

1. If the parties intend to conclude more than one repurchase agreement, and (or) an agreement that is a derivative financial instrument, and (or) an agreement of another type, the object of which is securities and (or) foreign currency, such agreements may be concluded on the terms determined general agreement (single contract). At the same time, the terms of these agreements, as well as the general agreement (single agreement), may provide that their individual terms are determined by the approximate terms of the agreements approved by the self-regulatory organization of professional participants in the securities market and published in the press or posted on the Internet.

1. This Federal Law comes into force on the date of its official publication.

2. To propose to the President of the Russian Federation and instruct the Government of the Russian Federation to bring its regulatory legal acts into compliance with this Federal Law.

The president
Russian Federation
B.YELTSIN

Moscow Kremlin