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Title: |
Charter |
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Entities: |
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Date: |
2006 |
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Preview shows 24KB of 72KB total |
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$39 |
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ID: |
#2005978 |
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APPROVED
by the General Meeting of Shareholders
dated April 4, 2005
CHARTER
OF
SUBSIDIARY
JOINT-STOCK
COMPANY
CASPI NEFT TME
CHARTER OF SUBSIDIARY JOINT-STOCK COMPANY CASPI NEFT TME
ARTICLE 1. GENERAL PROVISIONS
| 1.1. | Subsidiary Joint-Stock Company Caspi Neft TME, hereinafter referred to as the Company, acts on the basis of the Civil Code of the Republic of Kazakhstan (the General Part) dated December 27, 1994, the Law of the Republic of Kazakhstan On Joint-Stock Companies dated May 13, 2003 (hereinafter referred to as the Law), and other legislative acts of the Republic of Kazakhstan (hereinafter referred to as the Legislation), and this Charter. |
ARTICLE 2. NAME, LOCATION AND THE TERM FOR BUSINESS ACTIVITY OF THE COMPANY
| 2.1. | Full official name of the Company: |
| in the Kazakh language: ; |
in the Russian language:  ; |
| in the English language: Subsidiary Joint-Stock Company Caspi Neft TME. |
| 2.2. | Short official name of the Company: |
in the Kazakh language:  ; |
in the Russian language:  ; |
| in the English language: SJSC Caspi Neft TME. |
The above-given names shall be used in all documents to be sent by the Company in its name or on its behalf and if the Company acts as a party in any legal relationship.
| 2.3. | Location of the executive body of the Company (Legal Address): |
50 A Gazizy Zhubanovoi Street, Aktobe, 463000, Republic of Kazakhstan.
| 2.4. | Term of Business Activity of the Company is not limited. |
ARTICLE 3. LEGAL STATUS OF THE COMPANY
| 3.1. | The Company is a legal entity and acquires all relevant rights from the moment of its state registration in the Ministry of Justice of the Republic of Kazakhstan in the procedure provided by the acting Legislation. |
| 3.2. | The Company is a commercial organization, has an independent balance sheet and performs its activity in accordance with the acting Legislation. The Company bears full responsibility for observance of the rights and lawful interests of the citizens, legal entities and the state, as well as for fulfillment of its obligations assumed. |
| 3.3. | The Company has a seal bearing its name, stamps, companys letterhead, trademarks, logotype and other attributes. |
| 3.4. | The Company has movable and real property, separated from the property of its Shareholders and bears no responsibility for their obligations. The Company is responsible for its obligations within the limits of its property. The Companys Shareholders are not responsible for its obligations and bear losses related to the Companys activity only within the limits of the value of its owned shares, except for cases provided by the legislative acts of the Republic of Kazakhstan. |
| 3.5. | Form of ownership of the Company is private. |
| 3.6. | Financial and economic activities of the Company are performed on the basis of proprietary, economic and financial independence. |
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| 3.7. | Labor relations between the Company and its employees (work regime, working hours and free time, guarantees and compensations, etc.) are regulated by the acting Legislation. |
| 3.8. | The Company has the right to obtain all necessary licenses and other permits and approvals of the state bodies in order to perform its business activity. |
| 3.9. | The Company has the right to establish and close down its branches and representations by the decision of the Board of Directors in the procedure provided for by the Legislation. |
ARTICLE 4. PURPOSES AND DIRECTIONS OF COMPANYS ACTIVITY
| 4.1. | The Company is formed for profit-seeking activity for the purpose of profit earning. To attain this goal, the Company makes any civil and legal transactions and deals, which are not prohibited by the Legislation, performs operations with property and securities, as well as performs any other legally significant actions. |
| 4.2. | Primary activities of the Company are: |
| 4.2.1. | investments into the enterprises specializing in exploration and production of oil and gas; development of oil and gas exploration and production projects; |
| 4.2.2. | prospecting and exploration of oil, gas, hydrocarbons and water reserves with the purpose to strengthen the mineral and raw material basis of the Republic of Kazakhstan on a competitive extraterritorial basis, development of oil and gas fields at the expense of both owned assets and attracted funds (investments); |
| 4.2.3. | exploration and production of oil, gas and hydrocarbons; |
| 4.2.4. | marketing, storage and sale of oil and oil products both in domestic and international market, transportation of hydrocarbons and their processed products, using any type of transport, including marine transport; |
| 4.2.5. | creating conditions ensuring stable incomes of the Shareholders; |
| 4.2.6. | securities transactions in accordance with the Legislation; |
| 4.2.7. | commercial and external economic activity in accordance with the acting Legislation. |
| 4.3. | With the availability of the License, the Company has the right to perform any other licensed activities. |
| 4.4. | The Company has the right to perform any other activities permitted by the Legislation. |
ARTICLE 5. RIGHTS AND OBLIGATIONS OF THE SHAREHOLDERS OF THE COMPANY
| 5.1. | A Shareholder of the Company has the right: |
| 5.1.1. | to participate in managerial control of the Company in the procedure provided for by the Law and by this Charter; |
| 5.1.2. | to receive dividends; |
| 5.1.3. | to receive information on activity of the Company, including financial reporting of the Company, according to the procedure established by the General Meeting of Shareholders or by the Charter; |
| 5.1.4. | to receive extracts from the registrar or nominee holder confirming its ownership to securities; |
| 5.1.5. | to offer to the General Meeting of Shareholders the candidates for election to the Board of Directors of the Company; |
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| 5.1.6. | to dispute in a judicial procedure the decisions made by the bodies of the Company; |
| 5.1.7. | to address written inquiries to the Company on activities of the Company and receive motivated answers within thirty days of the date of receipt of the inquiry by the Company; |
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