есличо, тапками кидаццо можно, тока не слишком сильно
3. The Company’s Legal Status 3.1. The Company shall be deemed incorporated as a legal entity from the moment of its state registration.
3.2. For the attainment of its objects the Company shall be entitled to assume obligations and exercise all and any property and personal non property rights granted to limited liability companies by legislation and to perform all and any transactions permitted by law on its own behalf, to sue and be sued in court.
3.3. For the attainment of its objects the Company shall be entitled to assume obligations and exercise all and any property and personal non property rights granted to limited liability companies by legislation and to perform all and any transactions permitted by law on its own behalf, to sue and be sued in court.
3.4. The Company shall be the owner of the property acquired while performing its economic activity. The Company shall possess, use and dispose of its own property at its discretion in accordance with its activity objects and property destination.
3.5. The Company’s property shall be accounted for in its own balance.
3.6. The Company shall be liable for its obligations with all its assets. The Company shall not be liable for the obligations of the state and any Company’s member. The state shall not be liable for the obligations of the Company. The Company members shall not be liable for the Company’s obligations and shall bear the risk of loss relating to the Company’s activity to the extent of their contributions to its authorized capital. The members who failed to make contributions in full shall be jointly and severally liable for the Company’s obligations to the extent of the unpaid part of the contribution.
3.7. The Company’s constituent documents shall include its Articles of Association and Memorandum of Association.
3.8. In case of the Company’s insolvency (bankruptcy) through the fault of its members or other persons which are entitled to give mandatory instructions to the Company or otherwise have possibility to determine its actions, the said members or other persons may incur joint and several liability for its obligations in case insufficiency of its property.
3.9. The Company may create organisations having legal entity status in any business forms provided by the law independently and jointly with the other companies, partnerships, cooperatives, enterprises, institutions, organisations and individuals in the territory of the Russian Federation. The Company shall be entitled to have subsidiary and dependent companies enjoying legal entity status.
3.10. The Company may create branches and open representative offices in the territory of the Russian Federation and abroad. Branches and representative offices shall be formed by the General Meeting of Members and shall operate in accordance with Regulations thereon. Regulations on branches and representative offices shall be approved by the General Meeting of Members.
3.11. Branches and representative offices are not legal entities and shall be vested with fixed and current assets at the expense of the Company.
3.12. Branches and representative offices shall perform their activity on behalf of the Company. The Company shall be liable for the activity of its branches and representative offices. The heads of branches and representative offices shall be appointed by the General Director of the Company and shall act based on the powers of attorney issued by the Company. The powers of attorney for the heads of branches and representative offices shall be issued on behalf of the Company by its General Director or his/her substitute.
3.13. The Company’s dependent and subsidiary companies in the territory of the Russian Federation shall be created in accordance with the legislation of the Russian Federation, and outside its territory in accordance with the legislation of a foreign state at the location of the Company’s dependent or subsidiary company unless otherwise stipulated by the international treaty concluded by the Russian Federation. The grounds for recognition of the subsidiary (dependent) nature of the company shall be determined by law.
3.14. The subsidiary company shall not be liable for the debts of the parent Company. The parent Company which was entitled to give mandatory instructions to the subsidiary company shall be jointly and severally liable with the subsidiary company under transactions concluded by the latter for the fulfilment of such instructions. In case of the subsidiary company’s insolvency (bankruptcy) through the fault of the parent Company the latter shall be jointly and severally liable for the subsidiary company’s debts in case of insufficiency of its property.
3.15. The Company shall be entitled to:
- participate in the activities and create commercial companies as well as other enterprises and organisations enjoying the legal entity status within the Russian Federation and in other countries in the manner set by the law;
- participate in associations and other union types;
- participate in the activity and cooperate in any other form with the international social, cooperative and other organisations;
- acquire and sell products (jobs and services) of other companies, enterprises, unions and organisations as well as foreign companies in the Russian Federation and abroad in accordance with the effective legislation;
- exercise other rights and incur other obligations in accordance with the effective legislation.
3.16. For attainment of its objects the Company shall be entitled to acquire rights, incur obligations and perform any actions not prohibited by legislation. The Company’s activity shall not be limited to that stated in its Articles of Association. The transactions performed beyond the scope of activities set out in the Company’s Articles of Association but consistent with the law shall be valid.
|