On the Acquisition of Shares
Currently, the Company does not purchase shares.
According to the Article 41 of the Law of the Republic of Uzbekistan “On Joint Stock Companies and Protection of Shareholders’ Rights” the Company is entitled to acquire outstanding shares by the resolution of the General Meeting of Shareholders on the reduction of the Authorized Fund of the Company by acquisition a part of the outstanding shares in order to reduce their total number, if it is provided for by the Articles of Association, as well as for the purpose of their subsequent resale.
The Company is not entitled to make a resolution on the reduction of the Authorized Fund by acquisition a part of the outstanding shares in order to reduce their total number, if the nominal value of the shares remaining in circulation becomes lower than the minimum amount of the Authorized Fund provided for by this Law.
Shares acquired by the Company on the basis of a resolution taken by the General Meeting of Shareholders on the reduction of the Authorized Fund by acquisition shares in order to reduce their total number are redeemable upon purchase.
The resolution on the acquisition of shares shall specify the types of shares to be acquired, the number of shares of each type to be acquired by the Company, the acquisition price, the form and term of payment, as well as the period during which the acquisition of shares shall be carried out.
Unless otherwise stipulated by the Company’s Articles of Association, payment for shares upon their acquisition shall be made in cash. The period during which the shares shall be purchased cannot be less than 30 days. The Company’s purchase price for common (ordinary) shares shall be determined in accordance with the market value.
Each shareholder who is the owner of certain types of shares, the acquisition of which was decided, has the right to sell these shares, and the Company is obliged to purchase them. If the total number of shares in respect of which applications for their acquisition by the Company have been received exceeds the number of shares that can be acquired by the Company subject to the restrictions established by this Article, the shares shall be acquired from the shareholders in proportion to the stated claims.
No later than 30 days before the start of the period during which the shares are acquired, the Company is obliged to notify the shareholders who are the owners of certain types of shares. The notification shall contain the information specified in part four of this Article.
Preferred shares shall be acquired at the price provided for by the Company’s Articles of Association.
The shares placed at the Company’s disposal shall not confer voting rights, shall not be taken into account when counting votes, and dividends shall not be accrued on them. Such shares shall be sold no later than one year after they are placed at the Company’s disposal, otherwise the General Meeting of Shareholders shall make a resolution on the reduction of the Company’s Authorized Fund.
The shares that are not sold within the terms stipulated in part nine of this Article are subject to cancellation in accordance with the procedure established by the legislation.
The Company acquires its own shares independently or through professional participants in the securities market in accordance with the procedure established by legislation.
The Company is not entitled to make transactions with shares issued by it with the condition of their repurchase, as well as transfer the shares issued by it to the trust management.