Topic 6. LEGAL STATUS OF A CREDIT ORGANIZATION

The concept and features of a credit organization

The legal status of credit institutions is regulated by the norms of various branches of law:

▪ in general aspects, such as the legal status of a business entity - by the norms of constitutional law,

▪ directly, as the legal status of the subject, civil law relations - the norms of civil law;

▪ as the legal status of the subject of banking relations, that is, the subject of relations with the Bank of Russia, regarding compliance and execution of the rules for conducting banking operations - the norms of banking law.

The Constitution of the Russian Federation and other federal laws provide for certain guarantees of the legal status of a credit institution. For example, articles 8, 34, 35 of the Constitution of the Russian Federation provide guarantees against illegal competition, against monopolization. It is important that these guarantees really work in the banking system. We will return to this issue in chapter IX of this book.

It is necessary to distinguish between the legal status and the legal status of a credit institution.

The general legal status (legal capacity, rights and obligations) is the same for all Russian credit institutions.

The legal status of all is different, depending on what civil law relations the credit institution enters into. They may be more or, conversely, less. Here everything depends on the entrepreneurial activity of the credit institution, on how effective its banking business is.

However, appropriate guarantees must be created here as well. Their meaning is to create equal conditions for the entrepreneurial activity of all subjects in the country's economy. To do this, the law should provide for equal business conditions, on the one hand, and more flexible forms of this business, on the other.

In the meantime, the Federal Law “On Banks and Banking Activities,” in our opinion, provides a primitive set of opportunities for choosing organizational and legal forms of banking entrepreneurship.

If we analyze only the dogma of banking law, it turns out that banking legislation provides only for universal banks and other credit organizations. In some cases, the law does not contain signs of such a thing as a state bank, although in practice some banks, in our opinion, are state-owned. There are no concepts of a specialized and regional bank in the legislation. In this sense, the set of statuses is very uniform (Shevchuk D.A.).

This might be appropriate for a stable economy, but not for Russia's transitional economy.

In Russia, there are still problems with legality in the banking system; it would be useful to use a variety of organizational and legal forms and types of credit institutions. Moreover, these should not just be economic or financial concepts, but clear definitions enshrined in law. So far there is no such clarity. Therefore, a bank may, for example, be called a savings bank, but be no different from other banks other than the name.

In other countries, these issues are resolved unambiguously.

For example, the Italian banking system provides for state-owned banks.

Or, for example, let's look at the Swiss banking system. This is a flexible and extensive system. It has large banks, private banking houses, regional banks, savings banks, and loan banks. There are 29 cantonal banks in Switzerland (the so-called “house banks” of the cantons, which operate specifically and primarily in the canton). All of them are state-owned: the state is responsible for their obligations, and management is carried out with the participation of local governments. They are universal. The same applies to savings banks and regional banks. This is a very large and heterogeneous group. Some of these institutions are owned by the state, and some are organized in the form of partnerships. However, regardless of the form of ownership, the target market here is local. The largest (more than 1000) is a group of loan banks organized according to the German system. These cash desks issue loans only to their members.

One could give other examples of the fact that in many modern foreign countries there is an extensive banking system and the current legislation provides for various types of banks, and not just their general legal status.

However, let us now turn to the analysis of the dogma of banking law.

A credit organization is a concept that is common to banks and non-bank credit organizations. A bank is a type of lending institution.

The Federal Law “On Banks and Banking Activities” (Article 1) provides the definition of a credit organization: “A credit organization is a legal entity that, in order to make profit as the main purpose of its activities, is based on a special permit (license) of the Central Bank of the Russian Federation (Bank of Russia ) has the right to carry out banking operations provided for by this Federal Law. A credit organization is formed on the basis of any form of ownership as a business company."

This definition contains several significant features.

Firstly, a credit institution is a legal entity. In paragraph 1 of Art. 48 of the Civil Code of the Russian Federation states: “A legal entity is an organization that has separate property in ownership, economic control or operational management and is liable for its obligations with this property, can acquire and exercise property and personal non-property rights in its own name, bear obligations, be a plaintiff and defendant in court. Legal entities must have an independent balance sheet or estimate."

Since the Federal Law says that a credit institution is a business entity that is formed on the basis of any form of ownership, then, therefore, its property as a legal entity cannot belong to it otherwise than on the basis of ownership.

The fundamental understanding of a credit organization as a legal entity and a number of financial issues related to this understanding is based on the provision enshrined in paragraph 2 of Art. 48 of the Civil Code of the Russian Federation, which states that “in connection with the formation of the property of a legal entity, its founders (participants) may have obligatory rights in relation to this legal entity or real rights to its property. To legal entities in respect of which their participants have obligatory rights include business partnerships and societies, production and consumer cooperatives..."

Due to the fact that a credit organization can only be created as a business company, then, consequently, its participants have only liability rights in relation to it. We shall return to this question of the rights of obligations when we consider the question of the statutory fund of a credit institution.

According to Art. 7 of the Federal Law, a credit institution must have a name. A credit institution has a firm (full official) name in Russian, may have a name in another language of the peoples of the Russian Federation, an abbreviated name and a name in a foreign language. The credit institution has a seal with its trade name.

The corporate name of a credit organization must contain an indication of the nature of the activities of this legal entity through the use of the words “bank” or “non-bank credit organization,” as well as an indication of its organizational and legal form.

When considering an application for registration of a credit organization, the Bank of Russia is obliged to prohibit the use of the name of the credit organization if the proposed name is already contained in the Book of State Registration of Credit Organizations. The use of the words “Russia”, “Russian Federation”, “state”, “federal” and “central”, and words and phrases derived from them in the name of a credit organization is permitted in the manner established by legislative acts of the Russian Federation.

No legal entity in the Russian Federation, with the exception of one that has received a license to carry out banking operations from the Bank of Russia, may use in its name the words “bank”, “Credit organization” or otherwise indicate that this Legal entity has the right to carry out banking operations. operations.

A credit organization must have a charter. A credit organization has a charter approved in the manner prescribed by federal laws.

In accordance with the requirements of the Federal Law, the charter of a credit organization must contain:

1) corporate (full official) name, as well as all other names established by federal law;

2) an indication of the organizational and legal form;

3) information about the location (postal address) of management bodies and separate divisions;

4) a list of banking operations and transactions carried out in accordance with Art. 5 of the Federal Law "On Banks and Banking Activities";

5) information on the amount of authorized capital;

6) information about the system of management bodies, including executive bodies, and internal control bodies, about the procedure for their formation and their powers;

7) other information provided for by federal laws for the charters of legal entities of the specified organizational and legal form.

A credit institution is obliged to register with the Bank of Russia all amendments and additions it makes to its charter. The Bank of Russia, within a month from the date of submission of all duly executed documents, makes a decision on registration of amendments and additions to the charter of a credit institution.

Secondly, the main goal of a credit organization is to make a profit. A credit organization is a commercial organization. In paragraph 1 of Art. 50 of the Civil Code of the Russian Federation states that "legal entities may be organizations pursuing profit-making as the main goal of their activities (commercial organizations) or not having profit-making as such a goal and not distributing the profits received among participants (non-profit organizations)". In paragraph 2 of Art. 50 of the Civil Code of the Russian Federation provides that "legal entities that are commercial organizations may be created in the form of business partnerships and companies, production cooperatives, state and municipal unitary enterprises."

A legal entity must be registered with the appropriate government agency. Credit institutions are registered by the Bank of Russia.

Thirdly, the credit institution is endowed with special legal capacity. This means that it operates on the basis of its charter and permission (license) issued by the Bank of Russia.

Legal capacity is the legal capacity of a person to acquire certain rights and obligations. For a credit institution, this is the special legal capacity of a legal entity. Special legal capacity means that a legal entity as a business entity can carry out only those activities that are provided for by the charter. Consequently, a legal entity can be a participant only in those legal relations that are due to these types of activities.

The legislation provides that certain types of business activities are legal only if they are carried out on the basis of an appropriate license.

Credit institutions operate on the basis of licenses issued by the Bank of Russia.

Fourthly, the credit institution carries out banking operations, which, as stated in Art. 1 of the Federal Law are provided for in the same Federal Law. Note that Art. 1 of the Federal Law does not use the term "transactions", while Art. 5 of the same Law, which is called "Banking Operations and Other Transactions of a Credit Organization", specifies not only a list of banking operations, but also a list of transactions. The list of transactions is not closed, since in addition to the specified list, a credit institution, as stated in the same article, can make other transactions.

Fifthly, a credit organization can be created and operate only in the form of a business entity. According to the civil legislation, only a joint-stock company, a limited liability company and an additional liability company can be the organizational and legal form of a credit institution. This means that the founders of a credit organization cannot use other organizational and legal forms of institutions, cooperatives and other organizational and legal forms in the process of its creation, except as a business company.

Bank - a credit institution that has the exclusive right to carry out the following banking operations in aggregate: attraction of funds from individuals and legal entities to deposits, placement of these funds on its own behalf and at its own expense on the terms of repayment, payment, urgency, opening and maintaining bank accounts of individuals and legal entities.

Non-bank credit institution - a credit institution that has the right to carry out certain banking operations provided for by federal law. Permissible combinations of banking operations for non-bank credit institutions are established by the Bank of Russia.

According to the current banking law, there are two types of non-bank credit organizations: - settlement non-profit organizations; - collection services. [20]

Settlement non-profit organizations have the right to carry out the following banking operations:

1) opening and maintaining bank accounts of legal entities;

2) carrying out settlements on behalf of legal entities, including correspondent banks, on their bank accounts.

Depending on the functional purpose, NPOs can provide services to legal entities, including credit institutions, in the interbank, foreign exchange and securities markets, make settlements with plastic cards, collect funds, bills, payment and settlement documents, and provide cash services to legal entities. , operations for the purchase and sale of foreign currency in a non-cash form, as well as transactions provided for by their charters, registered in the manner established by the Instruction of the Bank of Russia dated July 23, 1998 No. 75-I.

NCOs are not entitled to attract funds from legal entities and individuals in deposits for the purpose of placing them on their own behalf and at their own expense.

Settlement NBCOs are entitled to provide loans to clients participating in settlements to complete settlements on completed transactions in the manner determined by the Model Regulations of the Bank of Russia on the activities of the relevant settlement NBCOs and (or) their charter, on the terms of repayment, urgency, payment, security within the limits established by N6 regulations , H16. At the same time, the provision of loans at the expense of reserves (funds) specially created by the participants in the calculations is carried out within the framework of the powers granted by the participants.

Settlement NBCOs are entitled to place temporarily free cash only in the form of investments in securities of the Government of the Russian Federation classified by the Bank of Russia as investments with zero risk, and also to keep them on correspondent accounts with the Bank of Russia and in credit institutions engaged in settlement activities.

Within the limits granted by the license of the Bank of Russia, settlement NCOs are entitled to carry out operations provided for by their charter in national (Russian rubles) and foreign currencies.

Collection organizations, on the basis of a license issued by the Bank of Russia, are entitled to carry out the following banking operation: collection of funds, bills of exchange, payment and settlement documents.

These operations must be carried out in accordance with the current instructions of the Bank of Russia on these issues. [21]

Since the activities of cash collection organizations are mainly associated with the emergence of operational risks, no requirements for prudential regulation, including the minimum amount of capital, are established for cash collection organizations.

Collection of funds, bills of exchange, payment and settlement documents must be provided with reliable protection. Security can be carried out by an organization specializing in the provision of such services, on the basis of an appropriate agreement with a non-bank credit institution, or by the non-bank credit institution's own security service.

In the event that security will be carried out by its own security service, a non-bank credit institution, after registering with the Bank of Russia, must agree on the charter of the security service in the internal affairs bodies at its location. In order to obtain a license to carry out collection operations, such a non-bank credit institution must submit to the territorial office of the Bank of Russia notarized copies of the following documents: the charter of the security service agreed with the internal affairs bodies; permission of the internal affairs body for the storage and use of service weapons; documents confirming the ownership or lease of cars.

If the collection protection will be carried out by an organization specializing in security activities, such a non-bank credit organization, in order to obtain a license to carry out collection operations, must submit to the territorial office of the Bank of Russia notarized copies of the documents of the organization specializing in security activities: certificates of state registration; charter; licenses for security activities; permission of the internal affairs body for the storage and use of service weapons; a security agreement with this organization and documents of the collection organization confirming the right of ownership or lease for cars.

The share of non-banking organizations in the banking system is very insignificant. Meanwhile, non-bank credit organizations could more successfully resolve some issues. Chief among them is the question of calculations. The Bank of Russia, unfortunately, was not able to solve the task set before it of creating a global all-Russian electronic settlement system that could carry out settlements throughout the country in real time. It was assumed that all these problems would be solved with the help of satellite communications. But all this activity has not received development. Whereas the problem of settlements could be solved more successfully and with less risk for clients by non-bank credit institutions.

Russian banks interact with credit organizations of foreign countries, so the law regulates, firstly, these relationships, secondly, defines the concept of a foreign bank under Russian law, and, thirdly, regulates foreign investment.

The cited Federal Law says: "A foreign bank is a bank recognized as such under the laws of a foreign state in whose territory it is registered."

Legal capacity of a credit organization

The legal capacity of a credit institution is a special case of the legal capacity of a legal entity.

In Art. 49 of the Civil Code of the Russian Federation states that a legal entity may have civil rights corresponding to the objectives of the activity provided for in its constituent documents, and bear the obligations associated with this activity.

Commercial organizations, with the exception of unitary enterprises and other types of organizations provided for by law, may have civil rights and bear civil obligations necessary to carry out any type of activity not prohibited by law.

A legal entity may engage in certain types of activities, the list of which is determined by law, only on the basis of a special permit (license). A legal entity may be restricted in its rights only in cases and in the manner prescribed by law. The decision to restrict rights may be appealed by a legal entity to the court. The legal capacity of a legal entity arises at the time of its creation (clause 2, article 51 of the Civil Code of the Russian Federation) and terminates at the time of completion of its liquidation (clause 8, article 63 of the Civil Code of the Russian Federation). The right of a legal entity to carry out activities for which a license is required arises from the moment such a license is received or within the period specified in it and terminates upon the expiration of its validity period, unless otherwise provided by law or other legal acts.

Federal Law "On Banks and Banking" in Art. 5 "Banking operations and other transactions of a credit institution" refers to banking operations:

1) attraction of funds of individuals and legal entities in deposits (on demand and for a certain period);

2) placement of the raised funds specified in paragraph 1 of part one of this article on one’s own behalf and at one’s own expense; [22]

3) opening and maintaining bank accounts of individuals and legal entities;

4) making settlements on behalf of individuals and legal entities, including correspondent banks, on their bank accounts;

5) collection of funds, bills of exchange, payment and settlement documents and cash services for individuals and legal entities;

6) purchase and sale of foreign currency in cash and non-cash forms;

7) attraction to deposits and placement of precious metals;

8) issuance of bank guarantees;

9) making money transfers on behalf of individuals without opening bank accounts (except for postal transfers). [23]

In addition to the listed banking operations, a credit institution is entitled to carry out the following transactions:

1) issuance of guarantees for third parties, providing for the fulfillment of obligations in cash;

2) acquisition of the right to demand from third parties the fulfillment of obligations in cash;

3) trust management of funds and other property under an agreement with individuals and legal entities; [24]

4) carrying out transactions with precious metals and precious stones in accordance with the legislation of the Russian Federation;

5) leasing to individuals and legal entities special premises or safes located in them for storing documents and valuables;

6) leasing operations;

7) provision of consulting and information services.

The credit organization is entitled to carry out other transactions in accordance with the legislation of the Russian Federation. All banking operations and other transactions are carried out in rubles, and in the presence of an appropriate license from the Bank of Russia - in foreign currency. The rules for conducting banking operations, including the rules for their material and technical support, are established by the Bank of Russia in accordance with federal laws. The rules for authorized banks to carry out operations and transactions with foreign currency and with securities in foreign currency without obtaining separate permits (licenses) for conducting foreign exchange transactions related to the movement of capital are established by Ordinance of the Bank of Russia dated March 27, 1998 No. 193-U.

A credit organization is prohibited from engaging in production, trade and insurance activities.

Federal Law "On Banks and Banking" in Art. 6 "The activities of a credit institution in the securities market" explains that, in accordance with the license of the Bank of Russia for banking operations, the bank has the right to issue, purchase, sell, record, store and other operations with securities that perform the functions of a payment document, with securities , confirming the attraction of funds to deposits and bank accounts, with other securities, the implementation of transactions with which does not require a special license in accordance with federal laws, and is also entitled to exercise trust management of these securities under an agreement with individuals and legal entities.

A credit organization has the right to carry out professional activities in the securities market in accordance with federal laws. [25]

Authorized capital and other funds of a credit organization

The authorized capital of a credit organization is made up of the amount of contributions of its participants and determines the minimum amount of property that guarantees the interests of its creditors. This definition is contained in Art. 11 of the Federal Law "On Banks and Banking".

Depending on the organizational and legal form of the credit institution, this may be share capital, in which the authorized capital consists of a certain number of shares divided between the founders (participants) of the economic company, or share capital denominated in shares.

Bank of Russia Instruction No. 23-I dated July 1998, 75 provides that a credit institution must declare and agree with a Bank of Russia territorial office a reduction in its charter capital in accordance with the procedure established by this Instruction if, at the end of the second and each subsequent financial year, the value of net assets (own funds ) of the credit institution will be less than its authorized capital.

The decision to reduce the charter capital of a credit institution to the amount of its net assets (own funds) is taken at the annual (ordinary) general meeting of participants in the credit institution.

The own funds of a credit institution, according to Bank of Russia Instruction No. 1 of October 1997, 1, include authorized capital, funds and profit. [26]

The Bank of Russia sets the minimum authorized capital for newly registered credit institutions. The standard for the minimum authorized capital may be set depending on the type of credit institution.

The federal law provides that the decision of the Bank of Russia to change the minimum amount of the authorized capital shall enter into force no earlier than 90 days after the day of its official publication. For newly registered credit institutions, the Bank of Russia applies the minimum authorized capital requirement that is in force on the date of submission of documents for registration and obtaining a license.

The Bank of Russia does not have the right to require previously registered credit institutions to change their authorized capital.

Chapter 4 of Instructions of the Central Bank of July 23, 1998 No. 75-I provides that the minimum amount of authorized capital for newly created credit institutions is established by the Bank of Russia in accordance with the requirements of the Federal Law "On Banks and Banking Activity". It also says that the authorized capital of a credit institution created in the form of a joint-stock company is made up of the nominal value of its shares acquired by the founders of the credit institution. The authorized capital of a credit institution set up in the form of a limited liability company or an additional liability company is made up of the nominal value of the shares of its founders.

The Bank of Russia sets the maximum amount of the non-monetary part in the authorized capital of credit institutions.

Instruction No. 75 provides that contributions to the charter capital of a credit institution may be in the form of:

▪ funds in the currency of the Russian Federation. As already mentioned, the Central Bank's Instruction No. 30-U dated September 1998, 365 allows payment of contributions to the authorized capital of credit institutions in foreign currency;

▪ tangible assets (bank building or premises in which the credit institution is located, with the exception of unfinished construction). Tangible assets must be assessed and reflected in the balance sheet of the credit institution in the currency of the Russian Federation.

CBR Directive No. 31-U dated December 1998, 474 established that, subject to the permission of the Board of Directors of the Bank of Russia, the participants (shareholders) of a credit institution have the right to pay for the authorized capital of a credit institution being created and to increase the authorized capital of an existing credit institution with other non-monetary assets belonging to them. funds or bank building (premises). The maximum size and composition of such assets are determined by the Board of Directors of the Bank of Russia.

Instruction No. 75 of the Bank of Russia also provides for the following points.

▪ A contribution cannot be made in the form of property if the right to dispose of it is limited in accordance with federal legislation or previously concluded agreements.

▪ The monetary value of tangible assets contributed to pay for part of the authorized capital of a credit organization upon its creation is approved by the general meeting of founders.

▪ Monetary valuation of tangible assets contributed to pay for part of the authorized capital of a credit organization operating in the form of a joint stock company is carried out by the board of directors of the credit organization.

▪ In cases provided for by federal laws, tangible assets contributed to pay for part of the authorized capital of a credit organization are valued by an independent appraiser.

▪ Cash and tangible assets contributed to the authorized capital of a credit organization in the prescribed manner become its property.

▪ The maximum size (standard) of the non-monetary part of the authorized capital of a credit organization being created should not exceed 20 percent. As already mentioned, in accordance with the instructions of the Bank of Russia dated June 8, 1999 No. 571-U, federal loan bonds with a constant coupon income can be used to pay for shares (shares) of created and existing credit organizations. The maximum size of the portion of the authorized capital of a credit organization paid with bonds may be no more than 25 percent of the total authorized capital of the credit organization.

▪ If tangible assets are contributed to the authorized capital of a credit organization, documents must be submitted confirming the right of the founders (participants) to contribute them to the authorized capital of the credit organization.

It is prohibited to use borrowed funds to form the charter capital of a credit institution, except as otherwise provided by federal laws.

Funds from the federal budget and state off-budget funds, free cash and other objects of property administered by federal government bodies cannot be used to form the authorized capital of a credit institution, except as otherwise provided by federal laws.

The funds of the budgets of the constituent entities of the Russian Federation, local budgets, free cash and other objects of property held by state authorities of the constituent entities of the Russian Federation and local self-government bodies may be used to form the authorized capital of a credit institution on the basis of a legislative act of a constituent entity of the Russian Federation or a decision local self-government body in the manner prescribed by federal laws.

The authorized capital guarantees the claims of creditors. However, the specificity of a credit institution lies in the fact that it includes in circulation not only its own, but also other people's money. Therefore, a certain guarantee of reliability, liquidity and solvency is its own funds.

In Art. 64 of the Federal Law "On the Central Bank of the Russian Federation (Bank of Russia)" provides that the maximum amount of large credit risks is set as a percentage of the total amount of large risks and the credit institution's own funds. Large credit risk is the volume of loans, guarantees and guarantees in favor of one client in the amount of more than 5 percent of the credit institution's own funds. The maximum amount of major credit risks may not exceed 25 percent of a credit institution's own funds.

According to Art. 73 of the Federal Law "On the Central Bank of the Russian Federation (Bank of Russia)", the Bank of Russia establishes methods for determining its own funds, assets, liabilities and the amount of risk on assets for each of the standards, taking into account international standards and consultations with banks, banking associations and unions.

The Bank of Russia has the right to establish differentiated standards and methods for their calculation by types of banks and other credit institutions. The Bank of Russia officially announces the forthcoming change in the standards and methods for their calculation no later than one month before they are put into effect. Mandatory economic standards for the activities of banks Established by the Instruction of the Bank of Russia dated October 1, 1997 No. 1-I "On the procedure for regulating the activities of banks."

Taking into account this norm, as well as the relevant norms of the Federal Law "On Banks and Banking Activities", which stipulate the requirements for compliance with the standards, it is necessary to consider the problem of determining the own funds of a credit institution. The problem of determining the own funds of a credit institution has legal, financial and accounting aspects.

It has legal significance insofar as there is a connection with the authorized capital. The concept of authorized capital in a certain way correlates with the concept of "main and additional capital". In addition, it must be borne in mind that if, say, authorized capital cannot be formed with borrowed funds (in accordance with Article 11 of the Federal Law "On Banks and Banking Activities"), then additional capital under certain conditions is possible. This circumstance is essential for understanding the mechanisms of formation of the capital of a credit institution and its assessment not only from the point of view of reliability, but also from the point of view of legitimacy.

In the Regulations of the Bank of Russia dated June 1, 1998 No. 31-P “On the methodology for calculating the own funds (capital) of credit institutions” [27] (as amended by the Directives of the Bank of Russia dated June 15, 1999 No. 576-U, dated February 4, 1999 year No. 496-U and dated December 31, 1998 No. 473-U) it is said: “The amount of equity (capital) of credit institutions in accordance with the methodology established by the Bank of Russia is determined as the sum of fixed capital and additional capital.” [28]

It is interesting to note that the additional funds include subordinated loans. [29]

Acquisition as a result of one or several transactions by one legal entity or individual, or by a group of legal entities and (or) individuals linked by an agreement, or by a group of legal entities that are subsidiaries or affiliates of each other, more than 5 percent of shares (shares) credit institution requires notification of the Bank of Russia, more than 20 percent - prior consent of the Bank of Russia.

The Bank of Russia not later than 30 days from the date of receipt of the application informs the applicant in writing about its decision - consent or refusal. Refusal must be motivated. If the Bank of Russia does not inform about the decision taken within the specified period, the transaction for the purchase and sale of shares (stakes) in a credit institution is considered resolved.

The procedure for preliminary approval of the acquisition of more than 20 percent of the shares (shares) of a credit institution is established by the Instruction of the Central Bank of July 23, 1998 No. 75-I, which provides for the following:

1. Acquisition as a result of one or several transactions by one acquirer, or by a group of acquirers interconnected by an agreement, or by a group of acquirers who are subsidiaries or dependents of each other (Articles 105 and 106 of the Civil Code of the Russian Federation), more than 20 percent of the shares ( shares) of a credit institution must be previously agreed with the Bank of RUSSIA. At the same time, prior consent must be obtained for each acquisition of a share of more than 20 percent of the authorized capital of a credit institution (in the letter of the Central Bank of July 28, 1999 No. shares) of a credit institution due to a decrease in its authorized capital. In this case, no additional acquisition of shares (shares) as a result of new transactions takes place, and therefore no prior approval from the Bank of Russia is required).

2. The legal entities mentioned above have the right to acquire more than 20 percent of the shares (shares) of an operating credit institution (including acquisition on the secondary market) if they have a stable financial position and have been operating for three years.

3. A transaction that results in the acquirer owning more than 20 percent of the shares (shares) of a credit institution without prior consent from the Bank of Russia is invalid.

4. The obligation to obtain prior consent from the Bank of Russia for the acquisition of more than 20 percent of the shares (shares) of a credit institution lies with the acquirer (purchasers linked by an agreement, being subsidiaries or dependents of each other (Articles 105 and 106 of the Civil Code of the Russian Federation) or A request for prior consent from the Bank of Russia for such an acquisition of shares (shares) in a credit institution shall be submitted to the territorial office of the Bank of Russia that supervises the activities of the credit institution, the shares (shares) of which are being acquired by the acquirer (one of the related purchasers) or an authorized person.

The concepts of subsidiary and dependent companies are given in Art. 105 of the Civil Code of the Russian Federation, which provides that a business company is recognized as a subsidiary, if another (main) business company or partnership, by virtue of its predominant participation in its authorized capital, or in accordance with an agreement concluded between them, or otherwise has the ability to determine decisions made by such society. A subsidiary company is not liable for the debts of the main company (partnership). The parent company (partnership), which has the right to give the subsidiary, including under an agreement with it, instructions binding on it, is jointly and severally liable with the subsidiary for transactions concluded by the latter in pursuance of such instructions. In case of insolvency (bankruptcy) of a subsidiary due to the fault of the main company (partnership), the latter bears subsidiary liability for its Debts. Participants (shareholders) of a subsidiary company have the right to demand compensation from the main company (partnership) for losses caused through its fault to the subsidiary company, unless otherwise provided by laws on business companies.

According to Art. 106 of the Civil Code of the Russian Federation, a business company is recognized as dependent if another (predominant, participating) company has more than 20 percent of the voting shares of a joint-stock company or 20 percent of the authorized capital of a limited liability company. A business company that has acquired more than 20 percent of the voting shares of a joint-stock company or 20 percent of the authorized capital of a limited liability company is obliged to immediately publish information about this in the manner prescribed by laws on business companies. The limits of mutual participation of economic companies in each other's charter capitals and the number of votes that one of such companies can use at a general meeting of participants or shareholders of another company are determined by law.

The application for the possibility of acquiring more than 20 percent of shares (shares) must indicate the absence or existence of a relationship between the acquirers of shares (shares) and other acquirers and (or) owners of shares (shares) of the credit institution, as well as the nature of such a relationship, agreement, mutual participation in each other's capital or any other form of connection.

5. The possibility of issuing prior consent for the acquisition of more than 20 percent of the shares (shares) of a credit institution is considered by the territorial office of the Bank of Russia on the basis of the following documents attached to the application:

▪ notarized copies of documents confirming the state registration of legal entities (represented by the founders of a credit organization acquiring more than 20 percent of the shares (shares) of legal entities);

▪ notarized copies of the constituent documents of the legal entity - the acquirer; [thirty]

▪ audit reports on the reliability of the financial statements of acquirers - legal entities, with the attachment of balance sheets and profit and loss statements for the last three years of activity, balance sheets as of the last reporting date with marks from the State Tax Service of the Russian Federation (now the Ministry of the Russian Federation for Taxes and Duties );

▪ confirmation from the State Tax Service of the Russian Federation that there are no debts on obligations to the federal budget, the budget of a constituent entity of the Russian Federation and the local budget;

▪ calculations of the net assets (equity) indicator and the current liquidity ratio (when determining the adequacy of the equity of a person acquiring more than 20 percent of shares (shares) when creating a credit organization or increasing its authorized capital, shares (shares) in the part that are cross-border are not taken into account ownership with another participant of a credit organization (mutual participation in the authorized capital), as well as shares (shares) in the part that is cross-owned by the participant and the credit organization (mutual participation in the authorized capital);

▪ a list of participants of a legal entity - the acquirer of shares (shares) of a credit institution (open joint-stock companies and closed joint-stock companies with more than 50 shareholders present a list of their shareholders owning more than 5 percent of the shares);

▪ conclusion of the federal antimonopoly authority on compliance with antimonopoly rules.

The territorial branch of the Bank of Russia considers the submitted documents within thirty days from the date of their receipt and, taking into account the financial position of the acquirer(s) of the shares (shares) of the credit institution (including the sufficiency of funds to pay for the share (shares) in the authorized capital of the credit institution), informs in writing the applicant about his decision - consent or refusal.

The same provisions of Instruction No. 75-I apply when acquiring stakes (shares) in an operating credit institution (including acquisition on the secondary market).

Regulation of the Central Bank of March 26, 1999 No. 72-P establishes that when an individual acquires shares (shares) in the authorized capital of a newly created credit institution or when acquiring more than 20 percent of the shares (shares) of an existing credit institution, the credit institution must submit to the territorial office of the Bank Russia, supervising its activities, documents necessary to verify the legality of paying the authorized capital of a credit institution at the expense of the specified individual and confirming his satisfactory financial position.

The Bank of Russia has the right to refuse to give consent to a transaction for the sale of more than 20 percent of the shares (stakes) of a credit institution if it establishes an unsatisfactory financial position of the purchasers of shares (stakes), violates antimonopoly rules, and in other cases provided for by federal laws.

Legal status of founders (participants) of a credit organization

It is necessary to distinguish between the civil law and banking status of the founders, (participants) of a credit institution.

The founders of the bank do not have the right to withdraw from the membership of the bank during the first three years from the date of its registration.

The founders (participants) of a credit institution shall not have the right of ownership of the property and funds invested by them in the charter capital of the credit institution. They only have the right to claim.

However, the Federal Law "On Limited Liability Companies" in Art. 22 provides that a member of the company has the right to pledge his share (part of the share) in the authorized capital of the company to another member of the company or, if this is not prohibited by the charter of the company, to a third party with the consent of the company by decision of the general meeting of members of the company, adopted by a majority vote of all members of the company, if the need for a larger number of votes to make such a decision is not provided for by the charter of the company. The votes of a company participant who intends to pledge his share (part of a share) are not taken into account when determining the voting results.

In accordance with the general rules enshrined in paragraph 1 of Art. 336 of the Civil Code of the Russian Federation, any property, including property rights, can be pledged. The commented article deals specifically with the pledge of rights. This type of pledge is regulated by paragraph 3 of Art. 335, paragraph 2 of Art. 336 of the Civil Code, as well as the articles of Section IV ("Pledge of Rights") of the Law "On Pledge".

From the commented article follows the possibility of a direct prohibition to pledge a share (part of a share) in the authorized capital of a company only to a third party. The general rule in the charter on the prohibition of pledge of a share (part of a share) does not apply to relations between participants who have the right to pledge their share.

The commented article provides for a special procedure for making a decision on the pledge of a share (part of a share) at a general meeting of shareholders and by a qualified majority. Violation of one and (or) another requirement equally entails the recognition of the corresponding decision as invalid.

A credit organization operating in the form of a limited liability company is obliged to pay the participant who has submitted an application for withdrawal from the credit organization the actual value of his share or, with the consent of the participant in the credit organization, to give him property of the same value in kind. The actual value of the share to be paid to the participant withdrawing from the credit institution is determined on the basis of the financial statements of the company for the year during which the application for withdrawal from the credit institution was submitted, and corresponds to the part of the value of the credit institution’s own funds proportional to the nominal value of the credit organization of the participant in the authorized capital. In order to determine the actual value of the share to be paid to a participant withdrawing from the credit institution, the credit institution's own funds are calculated taking into account the nominal value of the participants' shares (balance sheet account No. payment of the actual value of the shares to which should be carried out at the end of the reporting year.

The credit institution is obliged to pay the participant withdrawing from it the actual value of the share or, with the consent of the member of the credit institution, to give him property of the same value in kind within six months from the end of the financial year in which the application for withdrawal from the credit institution was submitted, unless a shorter period stipulated by the charter of the credit institution.

If a member of a credit institution has not fully paid his contribution to the charter capital, then the credit institution shall be obliged to pay him the actual value of his share, proportional to the paid part of the contribution.

If a participant withdraws from the credit institution, his share is transferred to the credit institution from the moment of filing an application for withdrawal from the credit institution, with the share reflected in the credit institution's accounting in its nominal terms.

Payment of contributions to the authorized capital of credit institutions in foreign currency

Starting from December 1, 1997, and until September 30, 1998, there was a ban on the formation of the authorized capital of a credit institution in foreign currency.

Instruction of the Bank of Russia dated September 26, 1997 No. 523 “On the procedure for the formation of the authorized capital of a credit organization in the currency of the Russian Federation” stated that in order to ensure a uniform procedure for the formation of the authorized capital of credit organizations in the currency of the Russian Federation, starting from December 1, 1997, newly created credit organizations are prohibited from using foreign currency when making payments for the payment of shares in their authorized capital. Operating credit organizations that increase their authorized capital after December 1, 1997 due to additional contributions from participants or changes in the par value of shares are required to make payments for payment of authorized capital only in the currency of the Russian Federation. [31]

However, after the crisis on August 17, 1998, the situation changed, and the Bank of Russia lifted this ban. Instruction of the Central Bank of September 30, 1998 No. 365-U “On the abolition of the ban on payment of contributions to the authorized capital of credit institutions in foreign currency” states that in accordance with the decision of the Board of Directors of the Bank of Russia, the Central Bank of the Russian Federation, pending special instructions, allows payment contributions to the authorized capital of credit institutions in foreign currency. Reflection of the authorized capital of credit institutions in accounting is carried out in the currency of the Russian Federation. [32]

The procedure for paying the authorized capital in foreign currency is provided for by the Central Bank of Russia Directive No. 19-U dated March 1999, 513 “On the procedure for paying the authorized capital of credit institutions in foreign currency and reflecting the corresponding transactions in accounting accounts,” [33] which states that the founders (participants ) a credit organization - residents and non-residents - has the right to make full or partial payment of the authorized capital of created and operating credit organizations in foreign currency in non-cash or cash forms in the Procedure established by the legislation of the Russian Federation and the Cited Instruction. Payment for shares (stakes) of credit institutions in foreign currency in the manner established by the legislation of the Russian Federation and the cited Directive does not require residents to obtain permission from the Bank of Russia to carry out foreign exchange transactions related to the movement of capital. Legal entities cannot pay for shares (shares) of credit institutions in foreign currency in cash.

Further, this Instruction states that payment for shares (stakes) of a credit institution in foreign currency in a non-cash manner is carried out by residents at the expense of their own foreign exchange funds from their current foreign currency accounts with authorized resident credit institutions. Payment for shares (stakes) of a credit institution in foreign currency shall be made by resident credit institutions from their correspondent accounts with authorized resident credit institutions or non-resident credit institutions.

Founders (participants) of credit institutions who are non-residents pay for shares (shares) from their foreign currency accounts with authorized resident credit institutions or from accounts with non-resident banks.

To credit funds received from founders (participants) in foreign currency in payment for shares (shares), credit organizations open correspondent accounts in Vneshtorgbank or Sberbank of Russia in accordance with the established procedure (clause 1.16 of Part I of the Rules for Maintaining Accounting in Credit Institutions Located on the Territory of the Russian Federation). Federation, dated June 18, 1997 No. 61) [34] with a regime for maintaining accounts corresponding to their names.

Payment by non-residents of shares (stakes) in credit institutions in foreign currency is carried out after obtaining permission from the Bank of Russia in accordance with the requirements of Bank of Russia Regulation No. charter capital of a registered credit institution at the expense of non-residents”, which states that the participation of a non-resident in the formation of the charter capital of a resident credit institution is possible only after obtaining permission from the Bank of Russia.

At the same time, a resident credit institution registered in the form of an open joint-stock company may be given permission to sell shares to non-residents in the primary market (without specifying the alleged non-resident shareholders), if the total share of foreign investors following the results of the issue does not exceed one percent of its authorized capital.

Permission to increase the authorized capital at the expense of non-residents is issued:

a) a territorial branch of the Bank of Russia or OPERU-2 (depending on which of these bodies supervises the activities of the credit institution), if, as a result of an increase in the authorized capital, non-residents will own up to one percent (inclusive) of shares in the authorized capital of the credit institution;

b) the central office of the Bank of Russia, if, as a result of an increase in the authorized capital, non-residents will own more than one percent of the shares in the authorized capital of the credit institution. Credit institutions supervised by the Second Operational Department send a package of documents to OPERA-2, which, within one month from the date of receipt of these documents, sends its opinion to the Banking and Audit Licensing Department.

The Directive of the Central Bank of March 19, 1999 No. 513-U states that founders (participants) can pay in foreign currency for shares (stakes) of credit institutions, both licensed by the Bank of Russia to conduct banking operations in foreign currency, and not having such a license . Credit institutions that do not have a license to conduct banking operations in foreign currency may use the foreign currency received as payment for shares (shares) only for economic purposes for carrying out foreign economic activity without obtaining a special permit from the Bank of Russia. The value of shares (stakes) in credit institutions, if paid in foreign currency, is determined by the general meeting of founders (members) of the credit institution or by the board of directors (supervisory board) (hereinafter referred to as the authorized body) in accordance with the procedure established by the legislation of the Russian Federation and Bank of Russia regulations, with taking into account the requirements of this Instruction.

When paying for shares (shares) of credit institutions with funds in foreign currency, the single European currency euro and the national currency of the following countries can be used: Australia, Austria, Belgium, Great Britain, Germany, Greece, Denmark, Ireland, Spain, Italy, Canada, Luxembourg, the Netherlands, New Zealand, Norway, Portugal, USA, Finland, France, Sweden, Switzerland, Japan.

By decision of the authorized body of a credit institution, payment for shares (stakes) of credit institutions may be made in foreign currency in accordance with paragraph 1.6 of the CBR Directive No. 19-U dated March 1999, 513. The authorized body of the credit institution shall establish the value at which payment for shares (shares) must be made in the currency of each country in which payment of the authorized capital of the credit institution is allowed, as well as in Russian rubles. The nominal value of shares (stakes) of credit institutions paid in foreign currency must be expressed in constituent documents and lists of founders (participants) only in rubles and recorded on separate personal accounts of founders (participants) on balance sheets of the second order.

Payment of the authorized capital of credit institutions with federal loan bonds with a constant coupon income and cash

CBR Directive No. 8-U, dated June 1999, 571, "On the Procedure for Payment for Interests (Shares) in Credit Institutions with Federal Loan Bonds with a Constant Coupon Income and in Cash" provides for the procedure for payment for shares (shares) in credit institutions with federal loan bonds with a constant coupon income issued by in accordance with the Decree of the Government of the Russian Federation of December 12, 1998 No. 1787-r "On Novation of Government Securities", as well as the Regulations "On the Procedure for Novation of Government Short-Term Zero-Coupon Bonds and Federal Loan Bonds with Constant and Variable Coupon Income with Terms redemption until December 31, 1999 and put into circulation before the announcement of the Government of the Russian Federation and the Central Bank of the Russian Federation dated August 17, 1998 by replacing, in agreement with their owners, with new obligations and partial payment of funds "approved by the Ministry of Finance of the Russian Federation II and the Bank of Russia on December 21, 1998 No. 258 and 375-T (with subsequent amendments and additions).

Bonds can be used to pay for shares (shares) of established and operating credit institutions.

Clause 1.2 of CBR Directive No. 571-U states that the maximum amount of the part of the charter capital of a credit institution paid up in bonds may not exceed 25 percent of the total charter capital of a credit institution, taking into account the bonds contributed, as well as taking into account the previously paid shares (shares) bonds. This paragraph of the Instruction applies regardless of the amount of the authorized capital paid up by other types of non-monetary funds.

Bonds accepted as payment for shares (shares) must belong to the owner of the bonds on the basis of ownership and not be encumbered with any obligations.

The decision of the authorized body of a credit institution, and for newly created credit institutions - the general meeting of founders (participants) must determine the total amount of the authorized capital (or its increase) paid in bonds, as well as the price of bonds at which they are accepted as payment for shares (shares) .

The price of bonds when paying for shares (shares) is approved in accordance with Art. 34 of the Federal Law "On Joint Stock Companies" and Art. 15 of the Federal Law "On Limited Liability Companies".

The method and procedure for determining the price of bonds when paying for shares must be indicated in the issue prospectus (for credit institutions created and operating in the legal form of a joint stock company). [35]

The Bank of Russia recommends determining the price of bonds when paying for shares (shares), taking into account that it is a multiple of the par value of a share (its part) or the par value of a share (its part).

The price of bonds when paying for shares (shares) cannot be more than the market price of bonds on a certain date:

the date of the decision to issue securities paid for by bonds - for credit institutions established in the organizational and legal form of a joint-stock company;

the date of adoption by the authorized body of a decision to pay for shares in bonds - for credit institutions established in the organizational and legal form of a limited (additional) liability company.

Here, the market price is understood as the weighted average for the last five consecutive trading days, formed on the basis of the results of trading sessions.

Payment for shares (shares) in bonds is carried out within the time limits established by federal laws and regulations of the Bank of Russia, as well as by the registered decision on the issue of securities and the prospectus for the issue of securities (if the registration of the issue is accompanied by the registration of the prospectus for the issue of securities).

On the timing of payment of the authorized capital of a credit organization, see: Federal Law “On Banks and Banking Activities”, Instruction of the Central Bank of July 23, 1998 No. 75-I. Depository accounting of bonds is carried out in the manner established by the Bank of Russia. [36]

Features of payment by bonds for the authorized capital of credit institutions established in the organizational and legal form of a joint-stock company:

▪ to pay for shares, bonds, on behalf of the resident bond owner, are transferred to the “Blocked for payment of the authorized capital” section of the bond owner’s securities account;

▪ to pay for shares, bonds on behalf of the non-resident bond owner are transferred to the section “Non-resident securities for payment for shares of credit institutions - payment from account “C” of the bond owner’s securities account.”

The Bank of Russia is appointed as the operator of the section “Blocked for payment of authorized capital”, “Non-resident securities for payment for shares of credit institutions - payment from account “C” of the bond owner’s securities account.”

The credit institution opens (if necessary) a depo account and appoints the depo account of the Bank of Russia credit institution as the operator of the "Blocked against payment of authorized capital" section.

Procedure for establishing and licensing a credit organization

Articles 12-13 of the Federal Law on the Bank of Russia provide that credit institutions are subject to state registration with the Bank of Russia.

The Bank of Russia carries out the state registration of credit institutions and maintains the Book of State Registration of Credit Institutions. For the registration of credit institutions, a fee is charged in the amount determined by the Bank of Russia, but not more than 1 percent of the declared authorized capital of the credit institution.

According to the CBR instruction No. 24-U dated November 1998, 421, the fee for the state registration of a credit institution is set at 0,1 percent of the authorized capital of a credit institution specified in its charter, and for opening a branch - at a rate of 100 times the minimum wage established by federal law at the time of notification of the Bank of Russia about the opening of a branch. This fee goes to the federal budget. A banking license for a credit institution is issued after its state registration in accordance with the procedure established by federal law.

Credit institutions acquire the right to carry out banking operations from the moment they receive a license issued by the Bank of Russia. Banking operations are carried out only on the basis of a license issued by the Bank of Russia in the manner prescribed by federal law. Licenses issued by the Bank of Russia are recorded in the register of issued banking licenses.

The register of licenses issued to credit institutions is subject to publication by the Bank of Russia in the official publication of the Bank of Russia (the Bulletin of the Bank of Russia) at least once a year. Changes and additions to the said register are published by the Bank of Russia within one month from the date of their entry into the register. The banking license shall indicate the banking operations to which the given credit institution is entitled, as well as the currency in which these banking operations may be carried out. A license for banking operations is issued without limitation of its validity period.

The implementation by a legal entity of banking operations without a license entails the collection from such a legal entity of the entire amount received as a result of these operations, as well as the collection of a fine in the double amount of this amount to the federal budget. Recovery is carried out in court at the suit of the prosecutor, the relevant federal executive body authorized to do so by federal law, or the Bank of Russia.

The Bank of Russia has the right to file a claim with an arbitration court for the liquidation of a legal entity carrying out banking operations without a license.

Citizens who illegally carry out banking operations bear civil, administrative or criminal liability in accordance with the procedure established by law.

In Art. 14 of the cited Federal Law says that for the state registration of a credit institution and obtaining a license for banking operations, the following documents are submitted:

1) an application for the state registration of a credit institution and the issuance of a license to carry out banking operations;

2) the memorandum of association, if its signing is provided for by federal law;

3) articles of association;

4) minutes of the meeting of founders on the adoption of the charter and on the approval of candidates for appointment to the positions of heads of executive bodies and the chief accountant;

5) certificate of payment of the state fee;

6) copies of certificates of state registration of founders - legal entities, audit reports on the reliability of their financial statements, as well as confirmation by the State Tax Service of the Russian Federation of the fulfillment of obligations by the founders - legal entities to the federal budget, budgets of constituent entities of the Russian Federation and local budgets for the last three years ; [37]

7) declarations on the income of the founders - individuals, certified by the authorities of the State Tax Service of the Russian Federation, confirming the sources of origin of funds contributed to the authorized capital of the credit institution (see letter of the State Tax Service of the Russian Federation dated November 30, 1998 No. ShS-6-08 / 855);

8) questionnaires of candidates for the positions of heads of executive bodies and chief accountant of the credit institution, filled in by them and containing information:

▪ about the presence of these persons with a higher legal or economic education (with the presentation of a copy of the diploma or a substitute document) and at least one year of experience in managing a department or other division of a credit institution related to banking operations, and in the absence of special education - management experience such a unit for at least two years;

▪ about the presence (absence) of a criminal record.

In Art. 15 of the Federal Law establishes that when submitting the Documents listed in Art. 14 of the Federal Law, the Bank of Russia shall issue to the founders of a credit institution a written confirmation of receipt from them of the documents necessary for the state registration of a credit institution and obtaining a license for banking operations.

A decision on the state registration of a credit institution and the issuance of a license for banking operations or on a refusal to do so shall be made within a period not exceeding six months from the date of submission of all documents provided for by the Federal Law.

After the Bank of Russia makes a decision on the state registration of a credit institution and the issuance of a license for banking operations, the Bank of Russia within three days notifies the founders of the credit institution with a requirement to pay 100 percent of its declared authorized capital within a month and issues a certificate of state registration of the credit institution to the founders .

Non-payment or incomplete payment of the authorized capital within the established period shall be grounds for annulment of the decision on the state registration of a credit institution.

In order to pay for the authorized capital, the Bank of Russia opens a correspondent account with the Bank of Russia for a registered credit institution, the details of which are specified in the Bank of Russia's notification of the state registration of a credit institution and the issuance of a banking license.

Upon presentation of documents confirming the payment of 100 percent of the declared authorized capital of the credit institution, the Bank of Russia within three days shall issue to the credit institution a banking license.

A credit institution is obliged to notify the Bank of Russia of all changes in the personnel of the heads of executive bodies and of the replacement of the chief accountant within two weeks from the date of such a decision. The message on the appointment of a new head and (or) chief accountant must contain the information provided for in paragraphs. 8 art. 14 of the cited Federal Law. The Bank of Russia, within a month, agrees to these appointments or submits a reasoned refusal in writing on the grounds provided for in Art. 16 of the Federal Law.

The grounds and procedure for refusing state registration of a credit institution and issuing a license to carry out banking operations are provided for in Art. 16 of the Federal Law:

1) non-compliance with the qualification requirements for the proposed candidates for the positions of heads of executive bodies and (or) chief accountant. Non-compliance with the qualification requirements for the specified persons means:

▪ they do not have a higher legal or economic education and experience in managing a department or other division of a credit institution related to banking operations, or have at least two years of experience in managing such a division;

▪ having a criminal record for committing crimes against property, economic and official crimes;

▪ commission during the year of an administrative offense in the field of trade and finance, established by a resolution of the body authorized to consider cases of administrative offenses that has entered into legal force;

▪ the presence, within the last two years, of termination of an employment agreement (contract) with the specified persons at the initiative of the administration on the grounds provided for in clause 2 of Art. 254 Labor Code of the Russian Federation;

2) the unsatisfactory financial position of the founders of the credit institution or their failure to fulfill their obligations to the federal budget, the budgets of the constituent entities of the Russian Federation and local budgets over the past three years;

3) non-compliance of documents submitted for state registration of a credit institution and obtaining a license with the requirements of federal laws.

The decision to refuse state registration and issue a license must be communicated to the founders of a credit institution in writing. It must be motivated. Refusal of state registration and issuance of a license, failure of the Bank of Russia to adopt an appropriate decision within the established period may be appealed to an arbitration court.

In Art. 17 of the cited Federal Law provides that for state registration of a credit organization with foreign investments and a branch of a foreign bank and their obtaining a license to carry out banking operations, in addition to the documents specified in Art. 14 of the Federal Law, a foreign legal entity additionally represents:

1) a decision on his participation in the creation of a credit organization on the territory of the Russian Federation or on the opening of a bank branch;

2) a document confirming the registration of a legal entity and balance sheets for the three previous years, confirmed by an audit report;

3) written consent of the relevant control body of the country of his residence to participate in the creation of a credit organization on the territory of the Russian Federation or to open a bank branch in cases where such permission is required by the legislation of the country of his residence. A foreign individual provides confirmation from a first-class (according to international practice) foreign bank of the person's solvency.

In addition, Art. 18 of the Federal Law establishes additional requirements for the establishment and operation of credit institutions with foreign investment and branches of foreign banks. The size (quota) of participation of foreign capital in the banking system of the Russian Federation is established by federal law on the proposal of the Government of the Russian Federation, agreed with the Bank of Russia. The specified quota is calculated as the ratio of the total capital owned by non-residents in the authorized capital of credit institutions with foreign investment and the capital of branches of foreign banks to the total authorized capital of credit institutions registered in the Russian Federation The Bank of Russia stops issuing banking licenses to banks with foreign investment, branches of foreign banks upon reaching the established quota. A credit institution must obtain prior permission from the Bank of Russia to increase its authorized capital at the expense of non-residents' funds, to alienate (including sell) its shares (stakes) in favor of non-residents, and resident members of a credit institution - to alienate their shares (stakes) credit institution in favor of non-residents. The above transactions for the alienation of shares (stakes) to non-residents, made without the permission of the Bank of Russia, are invalid, except for the cases provided for by part five of this article.

The Bank of Russia has the right to impose a ban on increasing the authorized capital of a credit institution at the expense of non-residents' funds and on the alienation of shares (stakes) in favor of non-residents, if the result of this action is to exceed the quota for participation of foreign capital in the banking system of the Russian Federation.

A statement of intent to increase the authorized capital of a credit institution at the expense of non-residents' funds and on the alienation of shares (stakes) in favor of non-residents is considered by the Bank of Russia within two months from the date of submission of the application. The result of its consideration is the permission of the Bank of Russia to conduct the operation indicated in the application or a reasoned refusal in writing.

The Bank of Russia shall have the right, upon agreement with the Government of the Russian Federation, to establish restrictions on banking operations for credit institutions with foreign investments and branches of foreign banks, if in the relevant foreign states banks with Russian investments and branches of Russian banks are subject to restrictions in their establishment and activities.

The Bank of Russia has the right to establish, in accordance with the procedure established by the Federal Law "On the Central Bank of the Russian Federation (Bank of Russia)", additional requirements for credit institutions with foreign investments and branches of foreign banks regarding mandatory ratios, the procedure for reporting, approval of the composition of management and the list of banking operations, as well as regarding the minimum amount of the authorized capital of newly registered credit institutions with foreign investments and the minimum amount of capital of newly registered branches of foreign banks.

Currently, the "Regulations on the Peculiarities of Registration of Credit Institutions with Foreign Investments and on the Procedure for Obtaining Prior Permission from the Bank of Russia to Increase the Authorized Capital of a Registered Credit Institution at the expense of Non-Residents' Funds", approved by Order No. 23-1997 of April 02, 195, are in force.

Revocation of a license from a credit institution

Revocation of a license is an extreme measure applied by the Bank of Russia in the exercise of supervision.

In Art. 19 of the Federal Law "On the Central Bank of the Russian Federation (Bank of Russia)" states that in case of violation of federal laws, regulations and instructions of the Bank of Russia, mandatory standards established by it, failure to provide information, submission of incomplete or inaccurate information, as well as "committing actions, pose a real threat to the interests of depositors and creditors, the Bank of Russia has the right, by way of supervision, to apply to a credit institution the measures established by the Federal Law.

In Art. 20 of the Federal Law provides for the following grounds for revoking a banking license.

1) establishing the unreliability of the information on the basis of which the license was issued,

2) delay in the commencement of banking operations provided for by the license for more than a year from the date of its issuance;

3) establishing the facts of unreliability of reporting data, delays of more than 15 days in the submission of monthly reports (reporting documentation);

4) carrying out, including one-off, banking operations not provided for by the license of the Bank of Russia;

5) failure to comply with the requirements of federal laws regulating banking activities, as well as regulations of the Bank of Russia, if during the year the credit organization was repeatedly subject to measures provided for by the Federal Law “On the Central Bank of the Russian Federation (Bank of Russia)”;

6) the inability of the credit institution to satisfy the claims of creditors on monetary obligations and (or) to fulfill the obligation to make mandatory payments within one month from the date of their execution, if the claims against the credit institution in the aggregate amount to at least one thousand minimum wages established by the federal by law;

7) repeated during the year culpable failure to comply with the requirements contained in the executive documents of the courts, arbitration courts for the recovery of funds from the accounts (deposits) of the clients of the credit institution in the presence of funds on the account (deposit) of these persons.

Revocation of a license for banking operations on other grounds, except for those listed, is not allowed.

A notice of revocation of a license to carry out banking operations is published by the Bank of Russia in the official publication of the Bank of Russia (Bulletin of the Bank of Russia) within a week from the date of adoption of the relevant decision.

From the moment a credit organization revokes a banking license:

1) the deadline for fulfilling the obligations of the credit institution is considered to have come. The credit institution's obligations in foreign currency are recorded in rubles at the exchange rate of the Bank of Russia in effect on the date of revocation of the credit institution's banking license;

2) the accrual of interest, as well as penalties (fines, penalties) and other financial (economic) sanctions on the obligations of the credit institution, is terminated;

3) the execution of enforcement documents on property penalties is suspended, with the exception of the execution of enforcement documents issued on the basis of court decisions on the collection of arrears of wages, payment of royalties under copyright agreements, alimony, as well as compensation for damage caused to life and health, and moral damage which entered into legal force until the credit institution’s license to carry out banking operations was revoked; [38]

4) until the creation of a liquidation commission (liquidator) or the appointment of a bankruptcy trustee by the arbitration court, it is prohibited to conclude transactions with a credit organization and fulfill obligations under transactions of a credit organization (except for transactions related to current utility and operating payments of a credit organization, as well as with the payment of severance pay and remuneration of persons working under an employment agreement (contract), within the cost estimate agreed upon with the Bank of Russia or with an authorized representative of the Bank of Russia if appointed). [39]

Author: Shevchuk D.A.

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Producing solar energy in space is becoming more feasible with the advent of new technologies and the development of space programs. The head of the startup Virtus Solis shared his vision of using SpaceX's Starship to create orbital power plants capable of powering the Earth. Startup Virtus Solis has unveiled an ambitious project to create orbital power plants using SpaceX's Starship. This idea could significantly change the field of solar energy production, making it more accessible and cheaper. The core of the startup's plan is to reduce the cost of launching satellites into space using Starship. This technological breakthrough is expected to make solar energy production in space more competitive with traditional energy sources. Virtual Solis plans to build large photovoltaic panels in orbit, using Starship to deliver the necessary equipment. However, one of the key challenges ... >>

Random news from the Archive Iogear GUD3C02 Portable Docking Station 04.05.2017 Iogear's range of USB-C Ultra-Slim Dual Display Docking Station with Power Delivery (GUD3C02), designed to connect to a USB-C port, has expanded its range. According to the manufacturer, the Iogear GUD3C02 dock allows you to connect up to ten peripheral devices to your laptop, such as a keyboard, mouse, monitor, external drive or printer. To do this, there are three USB 3.0 Type-A ports, one of which supports fast charging; slots for SD, MMC and microSD cards; Gigabit Ethernet port; HDMI (with 4K support), mini-DisplayPort (also with 4K support) and VGA video outputs, as well as analog audio input and output. The USB-C port used to connect a laptop can be used to charge it. The maximum power consumption is 60 watts. The price of GUD3C02 is approximately equal to $130. Sales have already begun.

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