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On rural consumer cooperatives in the Republic of Kazakhstan

Source: EC section, 05/23/2013 13:16:47

 

Law of the Republic of Kazakhstan dated July 21, 1999 № 450-I 
on rural consumer cooperatives in the Republic of Kazakhstan

 

This Law defines the legal status and regulates the social relations between shareholders and rural consumer cooperatives and their associations (unions); It determines the order of creation, reorganization and liquidation of rural consumer cooperatives and their associations (unions); rights, obligations, conditions for the protection of rights and interests of shareholders and third parties;powers and responsibilities of rural consumer cooperatives and their associations (unions).

Chapter 1. General Provisions

Article 1. Legislation on rural consumer cooperatives

Legislation of the Republic of Kazakhstan on the rural consumer cooperatives is based on the Constitution of the Republic of Kazakhstan, Civil Code and consists of this Law and other regulations.

Article 2. The basic concepts used in this Law

In this Act the following definitions apply:

rural consumer cooperative – a voluntary association of citizens and (or) legal entities on the basis of membership to meet the material and other needs of its members, carried out by the association of its members property (share) contributions;

Cooperative plot – plot, which combine a certain number of shareholders and which may be created by a territorial or other grounds defined by the charter of the rural consumer cooperative;

Commissioner rural consumer cooperative – shareholder elected at a meeting of shareholders of the cooperative area and empowered to address issues at a general meeting of representatives of the rural consumer cooperative;

general meeting (meeting of authorized persons) – the highest governing body of the rural consumer cooperative;

Association (union) of rural consumer cooperatives – voluntary association of rural consumer cooperatives on the basis of the decisions of general meetings of rural consumer cooperatives to ensure the protection of their common property and other rights, coordination, representation of their interests in state bodies, local authorities and international organizations, as well as the provision of legal, information and other services to its members;

system of rural consumer cooperatives – agricultural consumer cooperatives and their associations (unions);

shareholder – a citizen (a legal entity), who made a property (share) contributions and a member of the rural consumer cooperative in the order stipulated by the Charter;

property (share) fee – fee shareholder in mutual fund rural consumer cooperative;

Mutual fund – a fund consisting of property (share) contributions made by shareholders in creating rural consumer cooperative, or accession to it, and being one of the sources of the assets of the rural consumer cooperative;

Reserve Fund – a fund that is intended to cover damages caused as a result of exceptional circumstances, the order of formation and use of which is determined by the charter of the rural consumer cooperative or association (union);

indivisible fund – a fund created by a portion of the net income of the rural consumer cooperative, the formation and use of which is determined by the charter of the rural consumer cooperative;

Representatives of members of the association (union) of rural consumer cooperatives – the authorized person on behalf of the rural consumer cooperatives, elected at the general meeting to attend the general meeting of representatives of members of the association (union), which includes the rural consumer cooperative.

Article 3. Basic principles of creation and activity of rural consumer cooperatives and their associations (unions)

Rural consumer cooperatives and their associations (unions) operate on the basis of the following principles:

voluntary entry and exit from the membership;

compulsory payment of property (share), and the membership fee;

democratic governance;

mutual aid and protection of the interests of the rural population;

the availability of information on the activities of the cooperative association (union) for all of its members.

Article 4. Rural consumer cooperative

1. The rural consumer cooperative is a voluntary association of citizens on the basis of membership to meet the material and other needs of members (shareholders), carried out by members of his association property (share) contributions.

Members of the rural consumer cooperative may be legal entities.

2. rural consumer cooperatives are non-profit organizations and may engage in business activities only in so far as it is consistent with their statutory goals.

3. Rural consumer cooperatives created by property (share) of contributions for trade, procurement, marketing, processing, servicing, distribution and other activities not prohibited by the legislation.

4. Rural consumer cooperatives can be created to meet the material and other needs not only its members, but also other people living in rural areas.

5. Rural consumer cooperative shall be deemed established for an indefinite period if the founding documents stipulate that it is created for a specified period or for a particular purpose.

Section 5. Designation of rural consumer cooperative

Rural consumer cooperative has a name that should contain the name of the cooperative, and the words “rural consumer cooperative.” Under this name the cooperative is subject to state registration.The cooperative has the right to also use the short form of the name.

Article 6. Location and address of the rural consumer cooperative

1. The seat of the rural consumer cooperative recognizes the location of its permanent executive body.

2. When you change the location of the rural consumer cooperative is obliged to inform the body carrying out state registration of legal entities on the actual address of the rural consumer cooperative, to make the necessary changes to the National Register of business identification numbers.

 

Article 7. The legal capacity of the rural consumer cooperative

1. Rural consumer cooperative is a legal entity and has the following authorized:

engage in activities designed to meet the needs of the shareholders;

engage in entrepreneurial activity in so far as it serves the purposes for which it was created;

have their branches and representative offices in the manner prescribed by the legislation of the Republic of Kazakhstan and provided for in the charter of the cooperative;

attract additional shares from shareholders and borrowings from other citizens and legal entities;

carry out foreign economic activity in the manner prescribed by the laws of the Republic of Kazakhstan;

appeal to the court acts of state bodies, acts of local governments, the actions of their officials violate the rights of a consumer cooperative;

exercise other rights of a legal entity needed to achieve the objectives of the charter of the rural consumer cooperative.

2. Certain types of activities, the list of which is determined by the legislative acts, the rural consumer cooperative may be engaged only on the basis of a license.

Article 8. Branches and representative offices of the rural consumer cooperative

1. Outside their location rural consumer cooperative has the right to establish branches and representative offices in accordance with the legislation of the Republic of Kazakhstan.

2. Co-op is obliged to inform the body carrying out the state registration, the establishment of their branches and representative offices, as well as their location.

3. Decisions regarding the establishment of branches and opening representative offices of the rural consumer cooperative received the executive body of the cooperative if the cooperative charter stipulated that such decisions are made by the general meeting (meeting of authorized persons).

Article 9. The state and the system of rural consumer cooperatives

1. State agencies and local governments are not entitled to interfere in the economic, financial and other activities of rural consumer cooperatives and their associations (unions), except in cases provided by the legislation of the Republic of Kazakhstan. Rural consumer cooperatives and their associations (unions) are developing programs of their own economic and social development.

2. The acts of government or acts of local governments that violate the rights of rural consumer cooperatives and their associations (unions) may be invalidated in the manner prescribed by the legislation of the Republic of Kazakhstan.

3. Losses caused to the rural consumer cooperatives and their associations (unions) as a result of illegal actions of state bodies, local self-government and their officials are compensated in the manner prescribed by the laws of the Republic of Kazakhstan.

Chapter 2. Creating a rural consumer cooperative

Article 10. The order of creation of rural consumer cooperative

1. Creation of rural consumer cooperative starts with a constituent assembly and completed the stateregistration of rural consumer cooperative as a legal entity.

2. Citizens may form an initiative group on preparation of the constituent assembly of the rural consumer cooperative projects and documents submitted for its consideration.

3. In cases where the rural consumer cooperative is created by citizens of several settlements, and (or) other cases may hold a constituent assembly Commissioners elected wishing to join the rural consumer cooperative in the manner and according to the norms established by the initiative group on preparation and carrying Constituent Assembly of the rural consumer cooperative.

Article 11. The Constituent Assembly of the rural consumer cooperative

1. The Constituent Assembly of the rural consumer cooperative solves the following questions:

1) decide on the establishment of the rural consumer cooperative, its firm name and location;

2) approve the list of shareholders on the basis of their statements, indicating the surname, name, patronymic, place of residence and data of identity document, as well as the location of the legal entities;

3) defines the object and purpose of the cooperative;

4) defines the composition, size and terms of property (share) contributions;

5) approve the statutes of the rural consumer cooperative;

6) elect the executive, supervisory and other bodies;

7) defines the terms of the order and the persons responsible for the state registration of rural consumer cooperative;

8) decide on other matters related to the creation of rural consumer cooperative.

2. The decision of the constituent assembly of the rural consumer cooperative registered in the minutes.Minutes of the Constituent Assembly shall be signed by the chairman and secretary of the constituent assembly.

Article 12. Charter of the rural consumer cooperative

Charter rural consumer cooperative must contain:

name and address of the cooperative;

the object and purpose of the cooperative;

order entry and order release of the shareholders of the rural consumer cooperative, including the procedure for the partition of his share in the property of the cooperative;

composition, size and order of property (share) contributions, liability for breach of obligations to make property (share) contributions;

order of formation of election (re-election) and the powers of the executive, supervisory and other bodies of the rural consumer cooperative decision-making rules;

procedures for covering members of the rural consumer cooperative for losses incurred by the cooperative;

terms of reorganization and termination of the rural consumer cooperative;

information about branches and representative offices.

By the charter of the rural consumer cooperative is a list of shareholders indicating the surname, first name, middle name, place of residence and data of the identity document.

The charter of the rural consumer cooperative may contain other provisions that do not contradict the legislation of the Republic of Kazakhstan.

Article 13. To change the statutes of the rural consumer cooperative

1. Changes in the charter of the rural consumer cooperative by a decision of the general meeting (meeting of authorized representatives) shall be adopted in accordance with the rules established by this Law.

2. Changes and additions to the charter of the rural consumer cooperative registered in the appropriate public body established by law order.

3. In relations with third parties rural consumer cooperative and its members are entitled to rely on changes in the charter of the rural consumer cooperative from the date the notice of the authority conducting the state registration of rural consumer cooperative, on any amendments to its charter or its registration in the order established by the legislative acts Republic of Kazakhstan, or from the moment the information about changing the statute of rural consumer cooperative in the National Register of business identification numbers on the basis of a court decision. However, third parties have the right to act in the light of these changes and before the onset of the above circumstances and timing.

 

Article 14. The state registration of rural consumer cooperative

1. Rural consumer cooperative is considered created from the moment of its state registration.

2. State registration of rural consumer cooperative carried out by judicial authorities in the manner determined by the legislation of the Republic of Kazakhstan on state registration of legal entities and registration of branches and representative offices.

 

Chapter 3. Membership in the rural consumer cooperatives

Article 15. Membership in the rural consumer cooperatives

1. The members (shareholders) of the rural consumer cooperative may be citizens who have reached the age of 18, and legal entities.

2. Citizens and legal entities may be members of several rural consumer cooperatives.

Article 16. Number of members of the rural consumer cooperative

1. The number of members (shareholders) of the rural consumer cooperative should not be less than two.

2. The maximum number of members of the rural consumer cooperative is not limited.

Article 17. The order of entry into the rural consumer cooperative new members

1. Admission to the rural consumer cooperative new members produced in compliance with this law and the charter of the rural consumer cooperative, issued the decision of the executive body of the rural consumer cooperative.

2. Citizen and (or) legal person wishing to become members of the agricultural cooperative of serving in the executive body of the cooperative a written application for admission to the rural consumer cooperative. The statement must contain the surname, first name, place of residence and details of the identity document, or the name and location of the legal entity.

3. The application for admission to the rural consumer cooperative shall be considered within 10 days of the executive body of the rural consumer cooperative.

Article 18. Admission to the rural consumer cooperative third party and the heirs who have received the right to share in the property of the cooperative after its creation

1. Third parties who have received the right to share in the property of the cooperative since its establishment, have a priority right to take in terms of rural consumer cooperative.

2. In case of death of a member of the rural consumer cooperative, his heirs have the right to take priority in terms of rural consumer cooperative.

Article 19. Rights of members of the rural consumer cooperative

Members of the rural consumer cooperative is entitled to:

1) join the rural consumer cooperative and leave it on a voluntary basis;

2) participate in the activities of the rural consumer cooperative, to elect and be elected to the bodies of the cooperative, to make proposals on improving the rural consumer cooperative, the elimination of deficiencies in the work of its bodies;

3) to acquire (receive) mainly to other citizens and legal entities of goods (services) rural consumer cooperative agreements to be based on sales of products and own production, private farming and fishing businesses across rural consumer cooperative;

4) enjoy the benefits provided for by the general meeting of shareholders (meeting of representatives) of the rural consumer cooperative;

5) to receive from the executive, supervisory and other bodies of the rural consumer cooperative information on their activities, including to get acquainted with the accounting data, reports and other documents in the manner determined by the charter of the rural consumer cooperative;

6) appeal to the general meeting (meeting of authorized persons) of rural consumer cooperative with complaints about the illegal actions of the executive, supervisory and other bodies of the rural consumer cooperative;

7) to appeal against the court decision of the executive, supervisory and other bodies of the rural consumer cooperative that affect their interests;

8) to receive in case of liquidation of the rural consumer cooperative value of the assets remaining after settlement with creditors, or the agreement of all the members of the cooperative part of the property in kind, proportional to its Paju;

9) to allocate its share in the assets of the rural consumer cooperative and have its price or by agreement of all the members of the cooperative – the property in kind in proportion to its Paju in the event of him.

Charter rural consumer cooperative can be established, and members of other rights that do not contradict the legislation of the Republic of Kazakhstan.

Article 20. Duties of rural consumer cooperative

Members of the rural consumer cooperative must:

1) comply with the statutes of the rural consumer cooperative;

2) implement the decisions of the general meeting (meeting of authorized representatives) of the rural consumer cooperative, executive, supervisory and other bodies of the rural consumer cooperative;

3) fulfill their obligations to rural consumer cooperatives to participate in its activities as defined by the charter of the rural consumer cooperative;

4) to make property (share) contributions to society in size, order and terms established by the charter of the rural consumer cooperative.

Members of the rural consumer cooperative may have other obligations under the Charter of the rural consumer cooperative, not contradict the legislation of the Republic of Kazakhstan.

Article 21. Termination of membership in the rural consumer cooperatives

1. Membership in the rural consumer cooperatives cease:

voluntary withdrawal of a shareholder;

exclusion of a shareholder;

loss of shareholder rights to the property of the cooperative;

the death of a citizen who is a shareholder;

liquidation of the cooperative.

2. All cases of termination of membership in the rural consumer cooperatives cooperative’s executive body shall inform the shareholders of the rural consumer cooperative.

Article 22. The voluntary withdrawal of a shareholder of the members of the rural consumer cooperative

1. In the case of voluntary withdrawal of the members of the cooperative shareholder is entitled to recovered his share in the property of the rural consumer cooperative in proportion tabled Paju in the manner prescribed by this Act.

2. Statement by the shareholder on the voluntary withdrawal from the rural consumer cooperative is considered the executive body of the cooperative within 10 days.

3. Withdrawal of a shareholder of the cooperative members is carried out in the manner prescribed by the charter of the rural consumer cooperative.

Article 23. Exclusion of a shareholder of the members of the rural consumer cooperative

1. Shareholder may be expelled from the rural consumer cooperative resolution of the general meeting (meeting of authorized representatives) of the rural consumer cooperative in the event of failure to perform without good reason of their duties established by the charter of the rural consumer cooperative, or commit willful acts detrimental to the cooperative.

2. Shareholder shall be notified in writing no later than 10 days, the executive body of the rural consumer cooperative of the reasons for submission to the general meeting (meeting of authorized persons) cooperative issue of his expulsion from the rural consumer cooperative and invited to the said general meeting (meeting of authorized persons) in which he should be entitled to express their opinions.

3. In case of absence without good reason shareholder at the general meeting (meeting of representatives) of the rural consumer cooperative, it may decide to expel him from the cooperative without his participation.

4. The shareholders are excluded from the members of the rural consumer cooperative, produced recovered share in the property of the cooperative, which is proportional tabled Paju, in the manner prescribed by this Act.

5. The decision of the general meeting (meeting of authorized representatives) of the rural consumer cooperative to exclude a shareholder of the cooperative may be appealed in court.

Article 24. Termination of membership in the rural consumer cooperatives in the event of loss of shareholder rights to the property of the cooperative

1. Shareholder who has lost the right to a share in the assets of the rural consumer cooperative, terminate its membership in the cooperative.

2. The loss of share of shareholder occur for the following reasons:

sales;

gifts;

wills;

foundations;

orders otherwise;

the court’s decision.

3. The shareholders who lost the right to share in the property of the rural consumer cooperative, inform the executive body of the rural consumer cooperative. This information to the Executive Body of the rural consumer cooperative may represent persons who have the right to share in the property of the cooperative.

4. Termination of membership in the rural consumer cooperatives in the event of loss of shareholder rights to the property of the cooperative issued the decision of the executive body of the rural consumer cooperative.

Article 25. Termination of membership in the rural consumer cooperatives in the event of the death of a citizen who is a shareholder

1. In case of death of a citizen who is a shareholder of the rural consumer cooperative, his membership in the cooperative is terminated.

2. The Executive Body of the rural consumer cooperative produces allocated a share in the property of a deceased shareholder co-operative on the day of death, proportional to its Paju, in the manner prescribed by this Act, to pay her heirs.

Article 26. Termination of membership in the rural consumer cooperatives in the event of liquidation of the cooperative

1. Elimination of the rural consumer cooperative entails the termination of the membership of all the shareholders of the cooperative.

2. In the event of liquidation of the rural consumer cooperative of its shareholders are entitled to recovered his share in the property of the cooperative, proportionate to their Paju, in the manner prescribed by this Act.

Chapter 4. Management of rural consumer cooperatives

Article 27. The bodies of the rural consumer cooperative

1. The bodies of the rural consumer cooperative are:

1) supreme body – the general meeting (meeting of authorized persons);

2) executive body – Management Board;

3) controlling body – the Audit Commission (Auditor).

2. Charter of rural consumer cooperative may provide for the establishment of other bodies of the rural consumer cooperative.

Article 28. The general meeting (meeting of authorized persons) of rural consumer cooperative

1. The general meeting (meeting of authorized persons) shall be convened as ordinary or extraordinary.

2. Shareholder rural consumer cooperative may participate in the General Meeting in person or through a representative.

As representatives of the shareholders at a general meeting of the cooperative is not entitled to act as members of the executive, supervisory and other bodies, except in cases where the principal is himself a member of the executive, respectively, control or other bodies of the cooperative.

As a representative of a shareholder of the cooperative a person is entitled to act on the basis of power of attorney.

3. Each shareholder or its representative during the vote at the general meeting shall have one vote.

4. Charter of rural consumer cooperative may be provided alternately chairmanship of shareholders (representatives of shareholders) at a general meeting of the cooperative in alphabetical or some other order.

Article 29. Meeting of shareholders of the cooperative area of ​​rural consumer cooperative

1. In cases where the shareholders of the rural consumer cooperative are residents of several settlements, or in other cases stipulated by the charter of the rural consumer cooperatives, cooperative areas can be created.

2. The cooperative station is an integral part of the rural consumer cooperative and can address issues of its activity only to the extent in which it is stipulated by the charter of the rural consumer cooperative.

3. The highest authority of the cooperative area of ​​rural consumer cooperative is the general meeting of shareholders of the cooperative area.

4. At the general meeting of shareholders of the cooperative section discusses issues of agricultural consumer cooperatives and cooperative area, as well as elected commissioners to attend the general meeting of representatives of the rural consumer cooperative in the manner and on the basis of representation determined by the charter of the rural consumer cooperative.

5. The meeting of shareholders of the cooperative area of ​​rural consumer cooperative is valid if it is attended by more than half the shareholders’ portion of the cooperative rural consumer cooperative.

6. The decision of the meeting of shareholders of the cooperative section shall be deemed adopted if voted for by more than half of the shareholders present at the meeting of shareholders of the cooperative area.

7. The decisions of the meeting of shareholders of cooperative areas rural consumer cooperatives to join the association (union) and exit from it, reorganization and liquidation of the rural consumer cooperative are binding on the general meeting authorized the rural consumer cooperative. Decisions of the meeting of shareholders of the cooperative area of ​​rural consumer cooperative on other issues are mandatory for authorized decision-making at the general meeting authorized the rural consumer cooperative.

8. The order of decision-making meeting of shareholders of the cooperative area of ​​rural consumer cooperative (secret or open ballot) is determined by the data collection.

9. Shareholder or his representative shall have one vote when deciding meeting of shareholders of the cooperative area of ​​rural consumer cooperative.

Article 30. Authorized rural consumer cooperative

1. Authorized rural consumer cooperative elected at a general meeting of the cooperative area, endowed with the powers defined by the charter of the rural consumer cooperative.

2. Authorized allowed to participate in the meeting of representatives of the rural consumer cooperative in the presence of an extract from the minutes of the general meeting of shareholders of the cooperative area, signed by the chairman and secretary of the meeting, certified by a notary.

3. Authorized rural consumer cooperative is a link between the rural consumer cooperatives and cooperative shareholders section. It organizes the activities of the cooperative area and bring to the attention of the shareholders of the cooperative land decision of the meeting authorized the rural consumer cooperative.

Article 31. Competence of the general meeting (meeting of authorized representatives) of the rural consumer cooperative

1. The competence of the general meeting (meeting of authorized representatives) of the rural consumer cooperative is defined in accordance with this Law and the charter of the rural consumer cooperative.

2. The exclusive competence of the general meeting (meeting of authorized representatives) are:

1) changes in the statute of the rural consumer cooperative, including changing the size of the property (share) fee, location and brand name, or the approval of the charter of the cooperative as amended;

2) determination of the main activities of the cooperative;

3) election of the head and members of the executive, supervisory and other bodies of the rural consumer cooperative, termination of their powers, hearing reports on their activities, determining the amount of funds for their maintenance;

4) the exclusion of the shareholders of the rural consumer cooperative;

5) approval of the internal rules of procedure for their adoption and other documents regulating the internal activities of the rural consumer cooperative;

6) the decision on the establishment of an association (union), to join the association (union) and exit from it, and the delegation of certain powers of the association (union);

7) election of the representatives of the rural consumer cooperative association (union);

8) production mandates to representatives of rural consumer cooperative associations (unions);

9) approval of the annual financial statements, the report of the Audit Commission (Auditor);

10) the procedure for covering the losses incurred by agricultural consumer cooperatives;

11) determination of the species and the order of formation and the disbursement of funds of the rural consumer cooperative;

12) the alienation of immovable property of the rural consumer cooperative, the value of which exceeds the value defined by the charter of the rural consumer cooperative;

13) the creation of and participation in economic partnerships;

14) making decisions on reorganization and liquidation of the rural consumer cooperative;

15) election of the chairman and members of liquidation commission (liquidator) and approval of the liquidation balance sheet.

3. In addition to the issues referred by this Law to the exclusive competence of the general meeting (meeting of authorized representatives), the articles of association of the rural consumer cooperative to its exclusive competence can be attributed, and other issues.

4. The general meeting (meeting of authorized persons) shall have the right, unless otherwise provided by the charter of the rural consumer cooperative, delegate authority, not subject to its exclusive competence, the executive body of the cooperative.

5. The general meeting (meeting of authorized persons) of rural consumer cooperative is entitled to take into consideration your questions to confirm or reverse the decision of the executive, supervisory and other bodies of the rural consumer cooperative.

6. The general meeting (meeting of authorized persons) of rural consumer cooperative has the right to take up any issue related to the activities of the cooperative.

Article 32. The ordinary general meeting (meeting of authorized persons) of rural consumer cooperative

1. The ordinary general meeting (meeting of authorized persons) of rural consumer cooperative shall be convened by the executive organ of the cooperative in the terms established by the charter of the rural consumer cooperative, but at least once a year.

2. The meeting, devoted to the approval of the annual financial statements of the rural consumer cooperative shall be held not later than three months after the end of the fiscal year.

Article 33. An extraordinary general meeting (meeting of authorized persons) of rural consumer cooperative

1. An extraordinary (extraordinary) general meeting (meeting of authorized persons) of rural consumer cooperative shall be convened in cases provided by this Law, the charter of the cooperative, as well as in any other cases when the convocation required by the interests of the cooperative.

2. An extraordinary general meeting (meeting of authorized persons) of rural consumer cooperative shall be convened by the executive body of the cooperative on its own initiative and at the request of the inspection commission (inspector) of the cooperative or at the initiative of shareholders (authorized shareholders) cooperative, representing not less than one-tenth of the total number of shareholders of Agriculture consumer cooperative.

If, despite the requirements of the audit commission (auditor) or shareholders of the cooperative, the executive body does not convene an extraordinary general meeting (meeting of authorized persons), it may be convened by the Audit Commission (Auditor) or shareholders (authorized shareholders) cooperative representing at least one-tenth of the total the number of shareholders of the rural cooperative of their own.

3. An extraordinary general meeting (meeting of authorized persons) of rural consumer cooperative in the process of liquidation may also be convened by the liquidation commission (liquidator).

Article 34. Procedure for convening a general meeting (meeting of authorized representatives) of the rural consumer cooperative

1. The body or the person (s) convening the general meeting (meeting of authorized persons) of rural consumer cooperative, are required no later than fifteen days before the opening of the meeting to notify its shareholders of holding (authorized) through the media or by other means.

The notice shall specify the time and place of the meeting and the proposed agenda.

2. Any shareholder (authorized) of rural consumer cooperative has the right to make proposals for the agenda of the general meeting (meeting of authorized representatives) not later than ten days before its opening. During the same period the shareholders (authorized) cooperative, representing not less than one-tenth of the total number of shareholders of the rural consumer cooperative, have the right to require the inclusion of certain issues in the agenda of the general meeting (meeting of authorized representatives).

If the request or at the request of shareholders (authorized) cooperative in the original agenda of the general meeting (meeting of authorized representatives) changes are made, the authority or person (s) convening the meeting shall be obliged, not later than seven days before the opening of the meeting to notify the shareholders (authorized) on These changes in the manner specified in paragraph 1 of this article.

3. The body or the person (s) convening the general meeting (meeting of authorized persons) of rural consumer cooperative shall consider the proposals and make a decision on inclusion or refusal to include them in the agenda of the general meeting (meeting of authorized representatives) of the rural consumer cooperative, not later than Ten days before the opening of the meeting. The body or the person (s) convening the general meeting (meeting of authorized persons) of rural consumer cooperative, if adopted, the proposals must report on amending the agenda of the shareholders (authorized), and in case of rejection of proposals for changes or additions to the agenda of the General meeting (meeting of authorized representatives) give the applicant a reasoned reply regarding the rejection not later than seven days before the opening of the general meeting (meeting of authorized representatives) of the rural consumer cooperative.

If the refusal to include the proposed agenda of the general meeting (meeting of authorized representatives) and make a decision violates the rights and legitimate interests of the applicant, he may appeal the decision in the manner provided in this Act.

Article 35. The order of the general meeting (meeting of authorized representatives) of the rural consumer cooperative

1. Regulation of the general meeting (meeting of authorized representatives) of the rural consumer cooperative is defined in accordance with this Law, the charter of the cooperative, rules and other documents regulating the internal activities of the cooperative.

2. Before opening the general meeting (meeting of authorized representatives) shall be registered arrivals shareholders (authorized) agricultural consumer cooperatives and their members. Shareholders registered on the basis of documents proving their membership in the cooperative. Authorized representatives of the shareholders must submit the relevant documents confirming their authority.Non-registered shareholder (authorized representative of the shareholder) is not counted in the quorum and shall not be entitled to vote.

3. The general meeting (meeting of authorized persons) is opened at the announced time, provided that the registration data arrived shareholders (authorized) and their representatives provide a reasonable basis to believe that an appropriate quorum.

The meeting can not be opened before the announced time, except in the case where all the shareholders (authorized) and their representatives are already registered, notified and do not object to changing the opening time of the meeting.

4. The general meeting (meeting of authorized persons) of rural consumer cooperative shall be deemed valid if the shareholders present on it (authorized) and their representatives represent more than half of the rural consumer cooperative. In cases where a decision on the issues included in the agenda, should be taken by qualified majority vote, the meeting is competent to make decisions if the shareholders present on it (authorized) and their representatives represent more than two thirds of the members of the rural consumer cooperative.

5. In the absence of a quorum the general meeting (meeting of authorized persons) of rural consumer cooperative again be held not earlier than the day after the date of the initial purpose of the general meeting.

The meeting, convened again, in the presence of a quorum of one third of the total number of shareholders (authorized) of rural consumer cooperative or their representatives. If the presence of shareholders (authorized) and their representatives are less than half of the rural consumer cooperative, such a meeting shall be entitled to take decisions only on matters that do not require a qualified majority.

6. The general meeting (meeting of authorized persons) of rural consumer cooperative opens the head of the executive body or one who performs his duties. The meeting, convened by the Audit Commission (Auditor) or shareholders (authorized) cooperative, open, respectively Chairman of the Audit Commission (Auditor), or persons performing their duties, or one of the shareholders (authorized) cooperative, called a meeting.

The general meeting (meeting of authorized persons), convened by the liquidation commission (liquidator), opened by the chairman of the liquidation commission (liquidator) or to a substitute.

7. The person opening the general meeting (meeting of authorized persons) shall elect the chairman and secretary of the general meeting (meeting of authorized representatives), the decision is taken by a simple majority of those present.

8. The Secretary of the general meeting (meeting of authorized representatives) responsible for keeping the minutes of the general meeting (meeting of authorized representatives).

The protocol signed by the chairman and secretary of the general meeting (meeting of authorized representatives).

The minutes of the general meeting (meeting of authorized representatives) filed in the minute book, which shall be kept by the executive body of the cooperative at any time submitted for inspection by any shareholder of the rural consumer cooperative. At the request of the shareholders of the cooperative they are issued by certified extracts from the minute book.

9. Prior to the discussion of issues included in the agenda of the general meeting (meeting of authorized persons) is obliged to state the quorum. Failure to comply with this requirement shall entail the invalidity of the decisions taken by the general meeting (meeting of authorized persons), before it is determined that there is a quorum.

When voting on issues specified in subparagraphs 1), 6) 10) 12) 14) paragraph 2 of Article 31 of this Law, as well as in other cases stipulated by the charter of the cooperative or the rules and other documents regulating its internal operations, it is necessary re-state the quorum immediately before the vote.

Article 36. The order of decision-making by the general meeting (meeting of authorized persons) of rural consumer cooperative

1. The general meeting (meeting of authorized persons) of rural consumer cooperative is entitled to take decisions only on the agenda, the participants of the meeting reported. This question whose inclusion in the agenda of the general meeting (meeting of authorized representatives) required the shareholders of the cooperative, deemed to be included in the agenda, even if the body or person (s) convening the meeting, did not fulfill the duties under this Act.

2. Decisions on matters referred to in subparagraphs 1), 6) 10) 12) 14) paragraph 2 of Article 31 of this Law shall be adopted by a qualified majority of three-quarters of the total number of members of the rural consumer cooperative.

When deciding on subparagraph 4 of paragraph 2 of Article 31 of this Law, the shareholder, to be deleted from the cooperative, does not participate in the vote, and belonging to him in the counting of votes is not considered.

The remaining decisions are taken by a simple majority of those present and represented at the general meeting (meeting of representatives) of the cooperative if the cooperative statute does not require adoption of more votes.

3. The decisions of the general meeting (meeting of authorized representatives) of the rural consumer cooperative are taken by open ballot, unless the articles of association or cooperative rules and other documents regulating the internal activities of the cooperative, provided by a secret ballot.

Article 37. Appeals against decisions of the general meeting (meeting of authorized representatives) of the rural consumer cooperative

The general meeting (meeting of authorized representatives) agricultural consumer cooperatives, adopted in violation of the order of the general meeting (meeting of authorized representatives) and decision-making provided for in this Law, the charter of the cooperative or the rules and other documents regulating the internal activities of the cooperative, as well as the decision of the general meeting ( Meeting authorized), contrary to the law or the charter of the cooperative, including the decision that violates the rights of a shareholder of the cooperative may be declared invalid by the court in whole or in part at the request of a shareholder of the cooperative. Such an application may be filed within six months from the date of the general meeting (meeting of authorized representatives).

Article 38. The Executive Body of the rural consumer cooperative

1. The Executive Body of the rural consumer cooperative carries out the current management of the cooperative and management of its affairs and be accountable to the general meeting (meeting of authorized persons) of rural consumer cooperative.

2. The members of the executive body of the rural consumer cooperative shall be elected in the composition and for the term specified in the statutes, and may be relieved of his duties (authorities) at any time by a decision of the general meeting (meeting of authorized representatives) of the cooperative.

3. The members of the executive body of the cooperative can only be shareholders of the cooperative.

4. Operation and decision-making executive body determined by the charter of the rural consumer cooperative.

Article 39. The competence of the executive body of the rural consumer cooperative

1. The competence of the executive body of the rural consumer cooperative includes all issues of the cooperative activity, not within the competence of the general meeting (meeting of authorized representatives) as defined in this Act, or the charter of the cooperative rules and other documents adopted by the general meeting (meeting of authorized persons).

The competence of the executive body of the cooperative are also the powers of the general meeting (meeting of authorized representatives) do not belong to its exclusive competence transferred to the executive body, in accordance with paragraph 4 of Article 31 of this Law.

2. In relations with third parties rural consumer cooperative is not entitled to rely on them to set limitations on the powers of the executive body of the cooperative. However, the rural consumer cooperative has the right to challenge the validity of transactions committed by its executive body with a third party in violation of the restrictions, if it proves that at the time of the transaction third party knew of such restrictions.

Article 40. Conflicts of interest of members of the executive body and the rural consumer cooperative

1. The members of the executive body of the rural consumer cooperative shall be prohibited:

1) without the consent of the general meeting (meeting of authorized representatives) to enter into transactions with the cooperative, aimed at obtaining property benefits from it (including the donation contract, loan, gratuitous use, sale and others.);

2) to receive a commission from both the co-op itself and from third parties for transactions entered into cooperative with third parties;

3) act on behalf of or for the benefit of third parties in their relations with the cooperative;

4) engage in business activities that compete with the activities of the cooperative.

2. The restrictions referred to in subparagraphs 1) – 3) of paragraph 1 of this Article shall also apply toclose relatives and in-law members of the executive body of the rural consumer cooperative.

Article 41. The Audit Commission (Auditor) of the rural consumer cooperative

1. In order to exercise control over financial and economic activities of the executive body of the rural consumer cooperative may be formed by the Audit Commission from among the shareholders of the cooperative.

Execution of functions of the Audit Commission may be entrusted to one of the shareholders of the cooperative as the sole auditor.

2. The Audit Commission or the Auditor of the rural consumer cooperative shall be elected by the general meeting (meeting of authorized persons) for a period specified in the charter of the cooperative.

3. The members of the audit commission (auditor) can not simultaneously be members of the executive body of the rural consumer cooperative.

4. The Audit Commission (Auditor) of the rural consumer cooperative is accountable to the general meeting (meeting of authorized persons) of rural consumer cooperative.

5. The Audit Commission (Auditor) shall have the right at any time to perform the audit of financial and economic activity of the executive body of the rural consumer cooperative. The Audit Commission (Auditor) has for this purpose an unconditional right of access to all documents of the cooperative. At the request of the audit commission (auditor) of the members of the executive body are obliged to give the necessary explanations in writing or orally.

6. The Audit Commission (Auditor) compulsory checks annual financial statements of the rural consumer cooperative prior to their approval by the general meeting (meeting of authorized persons).The general meeting may not approve the annual financial statements without the conclusion of the audit commission (auditor) or the auditor’s report.

7. Operation of the Auditing Commission (Auditor) of the rural consumer cooperative is defined by statute and regulations and other documents regulating the internal activities of the cooperative.

Article 42. Appeals against the decisions and actions of the executive, supervisory and other bodies of the rural consumer cooperative

1. The decisions and actions of the executive, supervisory and other bodies of the rural consumer cooperative may be appealed to the rural consumer cooperative shareholders in general meeting (meeting of authorized persons) of rural consumer cooperative or may be challenged in court.

2. The decisions and actions of the head of the executive body of the rural consumer cooperative may be appealed to the executive body and the general meeting (meeting of authorized persons) or a co-op can be appealed in court.

Article 43. External audit of rural consumer cooperative

1. For the verification and validation of the annual financial statements of the rural consumer cooperative, as well as the current state of its affairs shall be entitled to the cooperative in cases and manner provided for in its charter, engage an auditing organization that does not share property interests with the cooperative, the members of the executive, supervisory and other bodies or shareholders (external audit).

2. Legislative acts may be set for mandatory audit of the annual financial statements for all the rural consumer cooperatives engaged in certain types of business activities.

3. Shareholder rural consumer cooperative has the right to request an audit of their financial statements by the cooperative.

4. If the executive body of the rural consumer cooperative evades audit the financial statements of the cooperative when audit is required, or when it requires shareholder of the cooperative, the audit can be appointed by a court decision, taken at the request of the person concerned or shareholder of the cooperative.

Article 44. Public financial statements of the rural consumer cooperative

Rural consumer cooperative is obliged to publish for general information financial statements for the relevant year.

Chapter 5. The property is rural consumer cooperative

Article 45. Property of the rural consumer cooperative, the sources of its formation

1. The owner of the property on the balance of the rural consumer cooperative, a rural consumer cooperative as a legal entity.

2. The property of the rural consumer cooperative is formed by combining the property (share) contributions from its members (shareholders).

3. General Meeting (Meeting of Commissioners) rural consumer cooperative may establish additional (target) property (share) fee.

4. In addition to property (share) and additional contributions, the sources of forming the property of the rural consumer cooperative are income from entrepreneurial activities of the rural consumer cooperative and created their subsidiaries and affiliates, as well as income from its own resources in economic partnerships, joint-stock companies, banks, securities papers and other sources not prohibited by the legislation of the Republic of Kazakhstan.

5. Rural consumer cooperatives to fulfill its statutory objectives can create economic partnerships, agencies, branches and representative offices, meet the statutory goals of rural consumer cooperatives.

6. Property for institutions established rural consumer cooperatives, is assigned to them on the basis of operational management.

7. Gains derived by rural consumer cooperatives, may not be distributed among its members and sent to the authorized purposes.

8. The disposition of property owned by the rural consumer cooperative, by a decision of the general meeting (meeting of authorized representatives) of the cooperative.

Article 46. The property (share) fee

1. The minimum size of the property (share) fee to create a cooperative is determined by the constituent assembly of the rural consumer cooperative.

2. The minimum size of the property (share) fee for re-entering the shareholders, after the establishment of the cooperative, determined by the charter of the rural consumer cooperative.

3. Charter of rural consumer cooperative can be limited to a maximum size of property (share) fee. Such a restriction can not be established in respect of a particular shareholder.

4. The amount of additional (target) property (share) fee is determined by the general meeting (meeting of authorized persons) of rural consumer cooperative.

5. property (share) fee can be paid in cash, securities ,. things, property rights, including the right to land and the right to intellectual property and other assets.

It is not allowed to contribute to the form of moral rights and other intangible benefits.

6. Contributions to the shareholders in kind or in the form of property rights are valued in monetary terms by agreement of all the shareholders or by the decision of the general meeting (meeting of authorized representatives) of the rural consumer cooperative. If the value of the contribution exceeds the amount equivalent to twenty thousand sizes of monthly calculation index, its assessment should be confirmed by an independent expert.

7. In cases where, as a contribution to the cooperative transferred the right to use the property, the size of this contribution is determined by user fees, calculated for the entire period specified by the general meeting (meeting of authorized persons) of rural consumer cooperative.

Without the consent of the general meeting (meeting of authorized representatives) of the rural consumer cooperative early withdrawal of the property, which is the right to use the property (share) contribution is not permitted.

Unless otherwise provided in the articles of association of the rural consumer cooperative, the risk of accidental loss or damage to the property transferred to the use of the cooperative, the responsibility of the property owner.

8. Deadline for submitting property (share) of contributions determined by the charter of the rural consumer cooperative.

Article 47. The funds of the rural consumer cooperative

1. In carrying out its activities the rural consumer cooperative has the right to form the following funds:

1) share;

2) nedelimыy;

3) development of rural consumer cooperatives;

4) reserve;

5) stimulation and social support of the shareholders;

6) other funds in accordance with the charter of the rural consumer cooperative.

2. Mutual fund rural consumer cooperative is composed of property (share) contributions from members of the cooperative and is one of the sources of the assets of the cooperative.

3. The source of the formation of other funds of the rural consumer cooperative are the proceeds of the cooperative, and other sources not prohibited by the legislation.

4. The procedure of formation and use of funds of the rural consumer cooperative, their redistribution are set by the general meeting (meeting of authorized persons) of rural consumer cooperative.

Article 48. The shares of the shareholders in the assets of the rural consumer cooperative

1. The property is owned by the rural consumer cooperative, is divided into shares of its members (shareholders) and the indivisible fund.

2. Citizens working under an employment contract in the rural consumer cooperative and non-cooperative’s shareholders can not claim a share in the assets of the rural consumer cooperative.

3. Objects indivisible fund rural consumer cooperative and value terms are determined by the general meeting (meeting of authorized persons) of rural consumer cooperative.

4. In determining the proportion of shareholders in the assets of the rural consumer cooperative of the value of the assets of the cooperative are deducted the cost of indivisible fund, as well as the resulting losses and liabilities at the date of determining the share of the shareholder. The share of the shareholder in the resulting value of the property of the cooperative is proportional to his property (share) contributions.

5. Charter of rural consumer cooperative or the general meeting (meeting of authorized persons) can be set and the procedure for determining the change in the shares of shareholders in relation to the contribution of each of them in education and the increase of the rural consumer cooperative property.

6. Each shareholder of the rural consumer cooperative has the discretion to sell, donate, bequeath, to lay their share or dispose of it otherwise complies with the conditions stipulated by this law and the charter of the rural consumer cooperative.

7. Before making any transactions with its share in the assets of the rural consumer cooperative shareholder is obliged to submit an application to the executive body of the cooperative in terms defined by the charter of the cooperative, demanding the partition of his share from the common property of the rural consumer cooperative.

Article 49. The Order of the rural consumer cooperative shareholder of his share in the property of the cooperative

1. The share of a shareholder in the assets of the rural consumer cooperative may be alienated or mortgaged until full payment of property (share) fee only in the extent to which the fee has already been paid.

2. Shareholder rural consumer cooperative may sell or otherwise hand over his share in the property of a cooperative or a portion of one or more shareholders of the cooperative of their choice. Similarly, the rural consumer cooperative shareholder has the right to lay a stake in ensuring its obligations to the other shareholder of the cooperative. Concorde co-op or other shareholders to commit these transactions is not required.

Article 50. The possibility of alienation of the share of the rural consumer cooperative shareholder to a third party

1. The alienation of the rural consumer cooperative shareholder its share (part of it) to third parties or pledge of a share (part thereof) to secure the obligations of a shareholder to a third party is allowed.

2. Charter of rural consumer cooperative may provide that the sale of shares to a third party is permitted only under certain conditions.

Article 51. Pre-emptive right to purchase the alienated share

1. The shareholders of the rural consumer cooperative enjoy a priority to third parties the right to purchase a share of a shareholder or part to be sold by any of the shareholders. That right can take advantage of every shareholder. If shareholders who wish to take advantage of the preferential right of purchase, and a few articles of association or other cooperative shareholders agreement provides otherwise, a preferential right to purchase a share (part thereof) is carried out shareholders in proportion to their share in the property of the cooperative.

2. Within seven days of receipt of the shareholder of the rural consumer cooperative notice of offer for sale the share of the executive body shall notify all shareholders of the cooperative. Shareholder of the cooperative, who wishes to exercise the pre-emptive right to purchase shall within seven days inform the executive body of the cooperative, pointing out that he intends to buy a share offered for sale in whole or in part.

3. If the aggregate value of the bids does not exceed the size of the share sold, each of the shareholders acquires that part, which he pointed out in his notification. The rest of the share may be alienated to a third party if prior to such alienation is not received other proposals from the shareholders of the rural consumer cooperative.

4. If the sale of shares or part thereof in violation of the preemptive right of any shareholder of the rural consumer cooperative may, within three months, ask the court to transfer the rights and obligations of the buyer.

5. The right of priority purchase of alienated share carried out by any method of sale of shares, including the auction.

6. The assignment of preemptive right to purchase a share is not allowed.

7. In the case of the acquisition of alienated share or part of a shareholder (shareholders) of the cooperative, its share in the assets of the cooperative increases.

8. The provisions of this Article shall apply also in the alienation of a share of a barter agreement.

9. When the reluctance of shareholders to take advantage of the preferential right to purchase a share or part of it when it is sold to a third party pre-emption rights can benefit himself rural consumer cooperative.

Article 52. Sale of shares a shareholder of rural consumer co-operative in case of failure of other shareholders to purchase a share

1. Charter of rural consumer cooperative may provide for the prohibition or restriction of the sale of rural consumer cooperative shareholder its share of third parties (such as the sale of shares only to other shareholders of the cooperative or a limited number of third parties). Selling in this case should be made subject to such prohibitions or restrictions.

2. In the event that the sale of shares due to circumstances beyond the control of the seller, can not be made in compliance with the prohibitions and restrictions provided for in paragraph 1 of this Article, a shareholder who wishes to sell its stake, the right to appeal to the rural consumer cooperatives ransom this share or allow its sale to a third party.

Selecting one of these options is made by the general meeting of shareholders of the cooperative.

3. If the share repurchase rural consumer cooperative share price is determined by agreement of the parties, and if no agreement is reached – by the court.

4. With the consent of the rural consumer cooperative to sell the share to a third person co-op shareholders retain a preferential right to purchase a share.

Article 53. Consequences of foreclosure rural consumer cooperative share shareholder

1. After the buyback rural consumer cooperative share shareholder and after the share repurchase cooperative shareholder of the cooperative agreement between the parties is obliged to offer the other shareholders to buy the stake at a price determined by the general meeting (meeting of authorized representatives) of the rural consumer cooperative.

2. In the case where the intention to acquire a stake express several shareholders, the share is divided between them in proportion to their share in the property of the rural consumer cooperative.

The size of the share purchased by a shareholder, is added to the size of the share, which is owned by this shareholder before the redemption. At the same time it observed the possibility of limiting the size of the share, which may belong to one shareholder of the cooperative.

3. Rural consumer cooperative by decision of the general meeting (meeting of authorized representatives) have the right to sell the repurchased share on behalf of the co-operative third person.

Article 54 was recovered share of the shareholder, subject to the exclusion of the rural consumer cooperative

1. Select a share of the shareholder, subject to the exclusion of the rural consumer cooperative, by decision of the general meeting (meeting of authorized representatives).

2. If a shareholder causing rural consumer cooperative intentional harm to the cooperative or its shareholders are entitled to demand compensation for damage from the causer by a dedicated unit.

3. In the event that the parties failed to agree on the recoverable damages and allocated share of the shareholder to be deleted, disputes are resolved in court.

Article 55. Property Liability of rural consumer cooperative and its members

1. Rural consumer cooperative is liable for its obligations with all property belonging to it and is not liable for the obligations of other shareholders.

2. The members (shareholders) of the rural consumer cooperative shall, within three months after the approval of the annual balance sheet to cover the resulting losses (excluding loss from business), through additional contributions. In case of default of this obligation cooperative may be liquidated by a court order at the request of creditors.

3. The subsidiary responsibility for the obligations of the shareholders of the rural consumer cooperative is determined in the manner prescribed by the civil legislation of the Republic of Kazakhstan.

Chapter 6. Reorganization and liquidation of the rural consumer

cooperative

Article 56. Reorganization of rural consumer cooperative

1. The reorganization of rural consumer cooperative (merger, acquisition, division, separation) can be carried out voluntarily by the decision of the general meeting (meeting of authorized representatives) of the cooperative. The alienation of a share or other changes in the composition of shareholders of the cooperative is not a reorganization of the rural consumer cooperative.

2. In the cases established by legislative acts, forced restructuring of rural consumer cooperative in the form of its division or separation from its structure of one or more co-operatives by the decision of the court.

3. Rural consumer cooperative can not be converted to other types and forms of legal entities.

Article 57. The merger, joining rural consumer cooperatives

1. Merger of two or more of the rural consumer cooperatives is carried out by the complete reunification of the property of these cooperatives. As a result of the merger, a new society, and merging cooperatives cease. Thus all the rights and obligations of each of the co-operatives involved in the merger are transferred to the newly established cooperatives in accordance with the transfer act.

2. The accession of one or more rural cooperatives to another rural consumer cooperatives is carried out by incorporating assets of the merged cooperatives in the property of the acquired cooperative. At the same time of the merging cooperatives cease, and all their rights and obligations are transferred in accordance with the transfer act to Consolidating the cooperative, which is made in the charter relating to the reorganization changes.

3. The executive bodies of the rural consumer cooperatives involved in the merger, acquisition, prepare draft contract on merger, acquisition and proposed to the general meeting (meeting of authorized representatives) of each co-op questions on merger, acquisition and approval of the merger agreement, accession.

The agreed text of the merger agreement, merger signed by authorized executive bodies of the cooperative.

The merger agreement, merger must contain information about the company name, location and address of each of the participating in the merger, joining co-operatives, the basic data of their balance sheets, as well as provide for the procedures and conditions of merger, takeover.

4. Each of the parties to the merger, accession rural consumer cooperative shall, within two months from the date of the general meeting (meeting of authorized persons) decision on the merger, acquisition direct all its creditors written notice of a merger, acquisition, and put an announcement in the official press. The notification (announcement) attached information about other participants in the merger, acquisition cooperatives, referred to in paragraph 3 of this article.

Creditors have the right to co-operatives within two months from the date of receipt of the notification or the publication of a notice to require additional guarantees from the cooperative or the early termination or the execution of cooperative related liabilities and damages. The requirements directed to the cooperative in writing, and copies thereof may be submitted to the body carrying out state registration of the cooperative.

5. Each of the participating in the merger, accession rural consumer cooperative shall from the date of the general meeting (meeting of authorized persons) decision on the merger, acquisition report this decision to creditors for obligations arising after the decision.

On the basis of the merger agreement, shareholders of the merging cooperatives joining connecting cooperatives at the general meeting (meeting of representatives) take the newly formed cooperative statutes and elect the executive, supervisory and other bodies of the cooperative.

Article 58. Separation, isolation of rural consumer cooperative

1. Separation of the rural consumer cooperative is carried out by dividing the assets of the cooperative between two or more emerging rural consumer cooperatives. At the same time the rights and responsibilities shared by the cooperative transferred to the newly emerging cooperatives in accordance with the separation balance sheet.

2. Allocation of rural consumer cooperative of one or more rural consumer cooperatives is carried out through the allocation of part of the property of the cooperative and its transfer to one or more emerging cooperatives.

In this part of the rights and obligations of the reorganized cooperative moves to emerging co-operatives in accordance with the separation balance sheet.

3. The executive body of the reorganized rural consumer cooperative is preparing a plan of separation, isolation and draft statutes for the newly emerging cooperative and proposed to the general meeting (meeting of authorized representatives) questions about the division, separation of the cooperative, approving the plan of separation, isolation, Charter emerging cooperatives and the separation balance sheet, as well as the election of the executive, supervisory and other bodies of the newly formed cooperatives.

4. If the articles of association of the rural consumer cooperative otherwise provided by its division, separation, each shareholder is entitled to receive a share in the property of the cooperative each of the newly formed cooperatives equal to its share in the assets of the reorganized cooperative.

5. Rural consumer cooperative shall from the date of the general meeting (meeting of authorized persons) decision on division, separation of the decision to report to creditors for obligations arising after the decision.

6. Rural consumer cooperative shall, within two months from the date of the general meeting (meeting of authorized persons) decision on division, separation send all its creditors written notice of division, separation, and put an announcement in the official press. The notification (announcement) included the separation balance sheet, as well as information about the company name, location and address of each of the newly formed cooperatives.

7. Lenders reorganized rural consumer cooperative shall be entitled, within two months from the date of receipt of the notification (Publications) require the cooperative’s early termination or execution of cooperative related liabilities and damages. The requirements directed to the cooperative in writing, and copies thereof may be submitted to the body carrying out state registration of the cooperative.

8. The rural consumer cooperatives, resulting from the separation, isolation of rural consumer cooperative, are jointly and severally liable for its obligations within a year from the date of registration of new cooperatives.

Article 59. Consequences of failure court decision on forced division, separation of rural consumer cooperative

1. If the executive body of the rural consumer cooperative authorized to carry out the separation, isolation in the forced reorganization of the court decision, does not carry out the separation, the allocation of the cooperative in the period specified in the court decision, the court appoints a trusteeof property of the cooperative, and requests him to carry out the separation, the allocation of from the assets of the cooperative reorganized cooperative.

2. Since the appointment of a trustee to it the powers to manage the rural consumer cooperative, executive, supervisory and other bodies of rural consumer cooperatives cease to exist.

3. The trustee acts on behalf of the rural consumer cooperative in the court of the separation balance sheet and sends it for approval to the court together with the founding documents of the cooperative resulting from the separation, isolation. Court approval of these documents is the basis for state registration of the newly formed cooperatives.

Article 60. The state registration of legal entities resulting from the reorganization of the rural consumer cooperative

1. State registration of rural consumer cooperative resulting from the reorganization carried out in accordance with the legislation of the Republic of Kazakhstan on state registration of legal entities and registration of branches and representative offices.

2. At the confluence of rural consumer cooperatives state registration is made by the registration authority at the location of the newly formed agricultural consumer cooperative.

Upon accession, the rural consumer cooperatives state registration is made by the registration authority at the location of the Consolidating rural consumer cooperative.

In the separation, the allocation of rural consumer cooperatives state registration is the registration authority for the location of the reorganization of the rural consumer cooperative. This data is reported by the registering authority of state registration of the new rural consumer cooperatives bodies, carrying out state registration of legal persons at the location of the newly formed agricultural consumer cooperatives.

3. The state registration of rural consumer cooperative resulting from the reorganization, produced by the body carrying out state registration of legal entities at the end of the period granted to creditors for a statement of requirements in the reorganization of cooperatives. If the body carrying out state registration of legal entities, received a copy of the claims of creditors participating in the restructuring of rural consumer cooperatives, the newly emerging rural consumer cooperative is registered upon presentation of proof of fulfillment of these requirements or lack of lenders state their objections to the reorganization.

4. If within one year from the day when the general meeting (meeting of authorized persons) of the last of the parties to the reorganization of the rural consumer cooperatives, it was decided to reorganize the statement on state registration is not submitted or not submitted the necessary evidence (paragraph 3) Reorganization shall be deemed failed.

5. Rural consumer cooperatives involved in the reorganization, except merger and separation, cease its activities with the state registration of the newly formed agricultural consumer cooperatives and are excluded from the National Registry of business identification numbers.

Clamp rural consumer cooperative ceases its activities with the registration of its accession to other rural consumer cooperatives and is excluded from the National Registry of business identification numbers.

Article 61. Liquidation of the rural consumer cooperative

1. The rural consumer cooperative may be liquidated by decision of its general meeting or by the court in accordance with the legislation of the Republic of Kazakhstan.

2. The General Meeting of the rural consumer cooperative, take a decision on its liquidation, appoint a liquidation commission (liquidator) and establish the procedure and terms of liquidation of the rural consumer cooperative.

3. In case of liquidation of the rural consumer cooperative property of its indivisible fund is not subject to section and based on the decision of the general meeting of the liquidated agricultural consumer cooperative is transferred to another (other) rural consumer cooperatives (rural consumer cooperatives) to replenish it (them) indivisible fund.

4. Property of rural consumer cooperative, remaining after satisfaction of creditors’ claims, except for the property indivisible fund shall be distributed among the shareholders in proportion to their property (share) contributions.

Chapter 7. Association (unions) in the rural consumer

Cooperation of the Republic of Kazakhstan

Article 62. Basic principles of creation and activity of associations (unions)

1. Associations (unions) in the rural consumer cooperatives are voluntary and, as a rule, on a territorial basis.

2. Associations (unions) are non-profit organizations and act on the basis of the statute and memorandum of association.

3. Associations (unions) are coordinating the activities of its members, as well as represent and protect common property interests.

Associations (unions) have the right to carry out other functions that do not contradict the legislation of the Republic of Kazakhstan, provided by the memorandum of association or articles of association.

4. The members of the association (union) retain independence and the rights of a legal entity.

5. The members of the association (union) can be other legal entities that share their goals and objectives.

6. Associations (unions) are not liable for the obligations of its members. The members of the association (union) shall bear subsidiary liability for its obligations in the amount and in the manner provided for by the constituent documents.

7. association (union) may engage in business activities only in so far as it is consistent with their statutory goals. Income from business associations (unions) are sent to cover the costs and the implementation of statutory activities of associations (unions).

8. The association (union) shall be entitled to exercise the powers provided for by the memorandum and articles of association (union).

9. To create an association (union) is determined by the memorandum of association.

10. The decision to establish an association (union) is taken by the Constituent Assembly, which on the basis of applications to join the association (union) approves the list of its members and the articles of association (the union). The Constituent Assembly elected bodies association (union):

1) The executive body of the association (union) – the board;

2) The chairman of the executive body of the association (union);

3) The Audit Commission (Auditor) association (union).

11. The articles of association (union) shall contain:

1) the name of the association (union);

2) The location of the association (union);

3) the subject, objectives of the association (union) and its powers;

4) the procedure for joining the association (union);

5) the procedure for withdrawal or expulsion from the association (union);

6) the procedure for the election, composition and competence of the association (union);

7) the procedure for decision-making body of the association (union), including decisions taken unanimously or by a qualified majority;

8) The rights and obligations of members of the association (union);

9) the procedure for formation and use of the property association (union);

10) information about branches and representative offices of an association (union);

11) the procedure for reorganization and liquidation of an association (union);

12) the procedure for the distribution of property remaining after liquidation of the association (union);

13) other provisions that do not contradict legislation.

12. Association (Union) is considered created from the moment of its state registration in the order established by the legislation of the Republic of Kazakhstan on state registration of legal entities and registration of branches and representative offices.

13. The relationship between the association (union) and its members are determined by statute, the founding treaties and agreements.

Article 63. The property of the association (union)

1. The owner of the property association (union) is the association (union) as a legal entity.

2. The property of the association (union) the property is located, formed by contributions from members of the association (union) and the income derived from the business association (union) and he created enterprises, subsidiaries and affiliates, as well as other sources not prohibited by the legislation of the Republic of Kazakhstan .

3. An association (union) can form the following funds:

1) property;

2) development of rural consumer cooperatives;

3) reserve;

4) other funds in accordance with the bylaws of the association (union).

4. In order to implement its goals the association (union) can have and create economic partnerships, medical, educational and other institutions, branches and representative offices, and may also be a member of business partnerships and other legal entities to exercise their rights in the manner prescribed by the legislation of the Republic of Kazakhstan.

5. Property of the institutions set up an association (union), is fixed on the basis of operational management.

Article 64. Bodies of the association (union)

1. Management Association (Union) exercise general meeting of the members of the association (union) and the executive body of the association (union).

2. The supreme body of the association (union) is the general meeting of the members of the association (union). The rate of representation of members of the association (the union) is established by the charter of association (union) accepted and approved by the general meeting of representatives of members of the association (union). The decision to increase rates of representation adopted by the executive body of the association (union) with subsequent approval at a general meeting of representatives of members of the association (union). Reducing the norms of representation under the rules specified in the articles of association (the union) is not allowed.

3. The executive body of the association (union) is the board of the association (union).

4. The controlling body of the association (union) is the Audit Commission (Auditor) association (union).

Article 65. Representatives of the members of the association (union)

1. Representatives of members of the association (union) shall be elected at a general meeting of members of the association (union) and empowered to resolve all issues at general meetings of representatives of members of the association (union).

2. The articles of association (the union) may provide for the transfer of votes of the representatives of members of the association (union) to each other if they are elected from one of the rural consumer cooperative or association (union). In this case, a representative member of an association (union) has as many votes as a proxy.

3. The representative of a member of an association (union) is allowed to participate in the general meeting in the presence of representatives of the power of attorney issued by a member of the association (union), from which the elected representative.

Article 66. Powers of the general meeting of representatives of members of the association (union)

1. The general meeting of the members of the association (the union) is competent to determine all matters relating to the activities association (union).

2. There may be convened ordinary and extraordinary general meetings of representatives of members of the association (union). The terms and procedures for convening general meetings of representatives of members of the association (union) shall be determined by the charter of association (union).

3. The exclusive competence of the general meeting of representatives of members of the association (union) are:

1) adoption of the articles of association (the union), amendments and supplements thereto;

2) approval of the internal rules of procedure for their adoption and other documents regulating the internal activities of the association (union);

3) the definition of the main activities of the association (union);

4) election of the chairman and board members, members of the audit commission (auditor) association (union) and the termination of their powers, hearing reports on their activities;

5) admission to the association (union) and the exclusion from it;

6) determining the amount of contributions from members of the association (union);

7) approval of annual reports on the activities of an association (union);

8) alienation of property association (union);

9) determining the types, sizes and conditions for the formation and use of funds association (union);

10) making decisions on reorganization and liquidation of an association (union);

11) other issues falling within the exclusive competence of the general meeting of representatives of members of the association (union) articles of association (the union).

4. Issues referred by this law and the charter of the association (union) to the exclusive competence of the general meeting of representatives of members of the association (union) can not be transferred to other bodies to address the association (union).

Article 67. The procedure for the decision by the general meeting of representatives of members of the association (union)

1. The general meeting of the members of the association (the union) is valid if it is attended by not less than two-thirds of the representatives of the members of the association (union). The general meeting of representatives of members of the association (union) shall be deemed adopted if voted for by at least half of the representatives of the members of the association (union) present at the general meeting.

2. The representative of a member of an association (union) shall have one vote in the decision-making by the general meeting of representatives of members of the association (union).

3. The decision of the general meeting of representatives of members of the association (union) may be appealed to members of the association (union) in court.

Article 68. The Board association (union)

1. The Board of the association (union) is the executive body of the association (union), and accountable to the general meeting of representatives of members of the association (union). The Management Board shall exercise the powers defined by this Law and the charter of the association (union), except for the powers assigned to the exclusive competence of the general meeting of representatives of members of the association (union).

2. The competence of the board of the association (union) are:

1) guide the overall activities of the association (union);

2) Implementation of the Mission Association (union) government and other bodies, as well as in international organizations;

3) the preparation and holding of general meetings of representatives of members of the association (union);

4) representation of the general meeting of representatives of members of the association (union) of the report on the work of the association (union) in the period between general meetings of representatives;

5) appointment and dismissal of deputy chairman of the association (union), as well as heads of agencies and other departments;

6) To ensure efficient use of manpower, material and financial resources of the association (union);

7) decide on the creation of business partnerships, institutions, separate subdivisions, including branches, as well as participation in business partnerships or other legal entities;

8) The presentation of the budget and regulations on Foundations Association (Union) for the approval of the general meeting of representatives of members of the association (union);

9) Issuance of powers of attorney to conclude contracts;

10) other powers specified in the charter of the association (union).

3. Meetings of the board of the association (union) carried out at intervals prescribed bylaws of the association (union), but not less than once a quarter. Board association (union) power to determine if the board meeting of the association (the union) is present at least half of its members, including the chairman of the association (union) or his deputy.

4. The chairman and board members of the association (union) shall be elected for a term specified in the bylaws of the association (union). Chairman and board members of the association (union) can be released from his duties (authorities) at any time by a general meeting of representatives of members of the association (union). Prematurely elected chairman or board member of an association (union) shall be elected for a term of office of the previous chairman or board member of an association (union).

5. Charter of the association (union) are defined decision-making procedure and the procedure for registration of chairman of the association (union) and his deputies, and identifies issues on which decisions can be taken alone.

6. The Chairman of the Board association (union), his deputies and other members of the board are responsible for their decisions in accordance with the bylaws of the association (union) and the laws of the Republic of Kazakhstan.

7. The members of the board of the association (union) can not be members of the Audit Commission (Auditor) association (union).

Article 69. The Audit Commission (Auditor) association (union)

1. The Audit Commission (Auditor) Association (Union) controls the operations of the association (union) and reports to the general meeting of representatives of members of the association (union). The members of the Audit Commission (Auditor) association (union) can be elected only members of the association (union) of the number of their representatives to the general meeting.

2. Revision Commission of association (union) shall elect from among its members by open ballot Chairman of the Audit Commission of an association (union).

3. The Audit Commission (Auditor) Association (Union) is guided in its activities by this law, the charter of the association (union), Regulations on the Audit Commission (Auditor) Association (Union), approved by the general meeting of representatives of members of the association (union).

Article 70. Reorganization and liquidation of an association (union)

1. Reorganization of the association (union) – merger, consolidation, division, separation, transformation – by a decision of the general meeting of representatives of members of the association (union) and other grounds provided by the legislation of the Republic of Kazakhstan.

2. Transformation of an association (union) is produced by a unanimous decision of the representatives of the members of the association (union).

3. Elimination of the association (the union) is decided upon by the general meeting of representatives of members of the association (union) or otherwise in accordance with the legislation of the Republic of Kazakhstan.

4. The general meeting of the members of the association (union) or take a decision on the liquidation of the association (union) body shall appoint a liquidation commission (liquidator) and establish the procedure and terms of liquidation of an association (union).

5. Elimination of association (union) of its assets remaining after satisfaction of creditors shall be distributed among the members of the association (union) in proportion to the membership fee, determined by the founding treaty.

Article 71 The Central Authority of the rural consumer cooperatives of the Republic of Kazakhstan

1. Associations (unions) of rural consumer cooperatives may voluntarily unite into associations (unions) – the central body.

2. The Central Authority of the rural consumer cooperatives of the Republic of Kazakhstan in accordance with the memorandum and articles shall be entitled to:

1) To coordinate the activities of the rural consumer cooperatives and their associations (unions);

2) to represent the interests of rural consumer cooperatives and their associations (unions) in government agencies, non-governmental organizations, as well as in the international cooperative movement;

3) to develop a cooperative democracy and maintain business relations between its constituent States;

4) To protect the rights and property (ownership) of rural consumer cooperatives and their associations (unions), and the shareholders; to provide them with legal, methodological and other practical assistance;

5) to develop foreign economic and other ties in the international cooperative movement, to promote investment;

6) Prepare the economic development program of rural consumer cooperatives, to develop basic and applied research on the most important areas of activity;

7) to participate in the formation of market infrastructure, the development of information and educational services;

8) perform other functions and powers not contradicting the legislation of the Republic of Kazakhstan.

3. Establishment and operation of a central body of the rural consumer cooperatives are governed by Chapter 7 of this Act.

4. The Central Authority of the rural consumer cooperatives of the Republic of Kazakhstan in the form of an association (union) shall be subject to state registration in the order established by the legislation ofthe Republic of Kazakhstan on state registration of legal entities and registration of branches and representative offices.

Chapter 8: Transitional provisions

Article 72. Activities of consumer cooperatives and their associations (unions) established before the enactment of this Act

1. Consumer cooperatives and their associations (unions) of the system of consumer cooperatives started before the entry into force of this Act shall, within six months from the date of enactment of this Act to make appropriate changes in their founding documents.

2. Until the constituent documents in compliance with this law, consumer cooperatives and their associations (unions) are guided by the provisions of the existing constituent documents to the extent not inconsistent with the Civil Code of the Republic of Kazakhstan and this Act.

3. If the state registration of changes in the statutes of existing associations (unions) of Consumer Cooperatives representation of the Treaties is required.

Article 73. The economic rights of the shareholders of consumer cooperatives Consumer Cooperatives

Property rights of shareholders consumer cooperatives system of consumer cooperatives that arose prior to the enactment of this Act, remain.

The president

Republic of Kazakhstan

N. Nazarbayev

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