ДЕКРЕТ ПРЕЗИДЕНТА РЕСПУБЛИКИ БЕЛАРУСЬ

Decree of the President of the Republic of Belarus

No 3 of March 20, 1998

[Amended as of July 18, 2016]

On Privatization of State Property in the Republic of Belarus

 

With a view of improving the process of privatization of state property and in accordance with part three of Article 101 of the Constitution of the Republic of Belarus, I decree:

1. To establish that:

1.1. [excluded]

1.11. [excluded]

1.2. [excluded]

1.3. [excluded]

1.4. [excluded]

1.5. [excluded]

1.6. [excluded]

1.7. [excluded]

1.8. [excluded]

1.9. till the end of circulation term of inscribed privatization checks "Imuschestvo", up to 50% of state-owned shares of open joint-stock companies created prior to  January 1, 2011 in the process of transformation of state unitary leaseholding enterprises shall be exchanged for inscribed privatization checks "Imuschestvo" in accordance with the established order:

to workers of enterprises and persons equated to them – in the first-priority order within 5 months from the moment of state registration of shares on the basis of lists made by the commission on transformation of the enterprise into an open joint-stock company;

to citizens of the Republic of Belarus – through structural subdivisions of the open joint-stock company “Savings Bank "Belarusbank" in the established order;

other subjects of privatization – at specialized check auctions.

The State Committee on Property shall take a final decision on the number of shares to be exchanged for inscribed privatization checks "Imuschestvo" concerning objects in the republic ownership and respective local executive and administrative bodies – concerning objects of municipal ownership, based on the necessity to create conditions for each citizen of the Republic of Belarus to realize the right to receive a part of the state-owned property free-of-charge;

1.10. when exchanging inscribed privatization checks "Imuschestvo" for shares of open joint-stock companies in accordance with indents 2 and 3 of part one of sub-clause 1.9 of this clause, workers of enterprises and persons equated to them have the right to use checks issued to them personally, as well as checks received by donation agreements and/or inherited from close relatives (parents, children, husbands, wives, brothers, sisters, grandchildren, grandmothers, grandfathers, fathers-in-law and mothers-in-law), provided that the checks donated (inherited) are those issued to close relatives only.  All other checks shall be used by the mentioned persons in the same manner as by other subjects of privatization in compliance with indent 4 of part one of sub-clause 1.9 of this clause;

1.11. Sale of the state-owned shares of open joint-stock companies created in the process of transformation of state unitary enterprises to workers of enterprises and persons equated to them shall be carried out within 5 months from the date of state registration of the first emission of shares, but not later than 8 months from the day of taking decision on creation of the open joint-stock company, at the price 20% lower than the nominal value and for the amount not exceeding 100 base units per one buyer.  The number of shares of the first emission allocated for this purpose shall be determined on the basis of applications of workers and persons equated to them.

The sale of shares in accordance with part one of this sub-clause shall be carried out:

concerning shares being in the ownership of the Republic of Belarus – by the State Committee on Property;

concerning shares being in the ownership of administrative and territorial units – by respective local executive and administrative bodies.

The sale of shares in accordance with part one of this sub-clause shall be terminated from January 1, 2014;

1.111. [excluded]

1.12. stakes in statutory funds of commercial organizations created during transformation of leaseholding and collective (people's) enterprises and stakes in property of mentioned enterprises, belonging to the citizens of the Republic of Belarus, shares purchased by the citizens of the Republic of Belarus for monetary means on favorable conditions from the State (at the price 20 percent lower then the nominal price) or exchanged for inscribed privatization checks "Imuschestvo" as well as received in exchange for their stakes in property of leaseholding and collective (people's) enterprises during their transformation into joint-stock companies may not be alienated, except for:

donation of such stakes (shares) to close relatives (parents, children, spouses, brothers and sisters, grandchildren, grandparents), as well as parents of the spouse;

transfer of the ownership for these stakes (shares) in connection with death of a participant of the respective legal person. In this instance stakes (shares) are subject to re-registration in favour of heirs who inherited them in the established order, and in case of absence of heirs – become the property of the Republic of Belarus;

alienation of such stakes (shares) in favour of the Republic of Belarus (its administrative and territorial units) including in connection with exit of a participant of the respective legal person for permanent residence outside the Republic of Belarus;

alienation of such stakes (shares) into the statutory funds of legal persons to those legal persons, including for reduction of their statutory funds, unless otherwise set forth by the Head of State;

exchange of stakes (shares) in the statutory funds of legal persons at reorganization;

levying of execution upon these stakes (shares) according to the court decision;

alienation of stakes (shares) in the statutory funds of legal persons (except for open joint-stock companies) to participants of those legal persons;

other cases determined by the President of the Republic of Belarus.

Stakes (shares) mentioned in indent one of part one of the given sub-clause may be transferred into trust management in cases provided by the President of the Republic of Belarus.

New owner of the stakes (shares) acquired in accordance with indents two-nine of part one of this sub-clause has the right to alienate these stakes (shares) under the grounds provided by part one of this sub-clause.  The given restrictions are not applied to the Republic of Belarus and its administrative and territorial units.

The rights attested by the shares acquired by the citizens of the Republic of Belarus from the state under the conditions mentioned in indent one of part one of the given sub-clause may be transferred by a power of attorney.  Such powers of attorney are subject to registration at the republican body of state management of market of securities under the procedure specified by the Council of Ministers of the Republic of Belarus in agreement with the President of the Republic of Belarus. Till this registration the right of the person, to whom the power of attorney is issued, to participate in management of the joint-stock company may not be realized.

Amount (number) and value of stakes (shares) acquired in cases provided in indent four of part one of this sub-clause:

in the ownership of the Republic of Belarus are specified by the President of the Republic of Belarus upon presentation of the Government of the Republic of Belarus, unless otherwise provided by the Head of the State;

in the ownership of administrative and territorial units is determined by local executive and administrative bodies under the procedure established in accordance with legislation by local Councils of deputies.

Stakes (shares) received as a result of exchange in accordance with indent six of part one of this sub-clause may be alienated on the grounds established in part one of this sub-clause.

Restrictions for disposal of shares established in indent one of part one, parts two-four of this sub-clause do not cover shares of open joint-stock companies (with the exception of open joint-stock companies which ensure functioning of strategically important economy branches and/or other important state needs, according to the list approved by the Council of Ministers of the Republic of Belarus in agreement with the President of the Republic of Belarus), in the which the stake of the state in the statutory fund as of March 31, 2008:

is absent or makes 75 percent and more, from June 1, 2008;

makes more than 50 percent, from January 1, 2009.

Open joint-stock companies have the pre-emptive right to purchase shares in relation to which, in accordance with part seven of this sub-clause, do not extend the restrictions on disposal of those shares.  To exercise that right the general meeting of shareholders shall take the decision about the purchase by the open joint-stock company of its shares being alienated by the shareholders in the period till 31 December 2010, with determining of the price of their purchase, and respective information shall be placed on the Belarusian quoting automated system of the Open Joint-Stock Company "Belarusian Currency and Funds Exchange" (hereinafter -- the Funds Exchange). According to a decision of the general meeting of shareholder, the determining of the purchasing price of the said shares may be referred into the competence of the board of directors (supervisory board) of the open joint-stock company. If within 5 working days from the day of receipt by the open joint-stock company of the notice of the shareholder about the intention to sell shares owned by the latter or from the day of placing the selling order in relation to those shares at the Funds Exchange, the shares have not been purchased by the said company, they may be sold by the shareholder to any third person.

Restrictions for disposal of stakes (shares) established in parts one -- eight of this sub-clause are effective till December 31, 2010.

1.121. [excluded]

1.122. [excluded]

1.13. Emissions of shares of additional issues of open joint-stock companies processing agricultural produce*, founded during privatization of objects being in the state ownership, are performed upon consent of the President of the Republic of Belarus. Proposals about an emission of shares of additional issues shall be introduced for obtaining the consent of the President of the Republic of Belarus by the Council of Ministers of the Republic of Belarus, regional executive committees, the Minsk City Executive Committee.

This sub-clause does not cover emissions of shares of additional issues of open joint-stock companies indicated in part one of this sub-clause, related to increase (creation) of the stake of the Republic of Belarus and/or administrative and territorial units in statutory funds and also emissions carried out in accordance with decisions of the President of the Republic of Belarus;

______________________________

* For the purposes of this Decree open joint-stock companies processing agricultural produce include companies that produce products of flour-and-cereals industry, starches and starch-containing products, oils and butter, fats, milk products, meat and meat products, other foodstuffs, including production of bread, bakery and pastry, infant food, sugar, and also those carrying out processing and conservation of fruits and vegetables, primary processing of flax.

1.131. privatizations of state property is carried out without formation of plans of privatization provided by the Law of the Republic of Belarus of January 19, 1993 “On  Privatization of State Property and Transformation of State Unitary Enterprises in Open Joint-Stock Companies”;

1.14. [excluded]

1.15. Upon termination of the lease contract of property of a state enterprise that was leased, the leasehold enterprise shall return  the property to the lessor in compliance with the established procedure.

1.16. [excluded]

1.17. It is not allowed to use borrowed assets, including credits, for acquirement of state-owned shares by workers of enterprises, persons equated to them.

1.18. In case of untimely remittance to the respective budget of means received from sale of shares on favourable terms to workers of enterprises or persons equated to them, as well as dividends on state-owned shares, the tax bodies shall collect, under the uncontested procedure on the basis of information provided by privatization bodies, from the payer the principal of the payment, a fine in the amount of 10% of the due principal payment and a penalty interest at the rate envisaged by the tax legislation.

1.19. Statutory funds of open joint-stock companies being created in the process of transformation of state unitary enterprises privatization shall be formed in accordance with legislation on privatization.  An open joint-stock company the statutory fund of which is less than minimal amount determined by legislation is obliged to increase its statutory fund to the proper amount within five years from the moment of its state registration;

1.20. If a legal person of state form of ownership or with a stake of state in its statutory fund withdraws or is excluded from a membership of an economic partnership or a company, the value of stake in property, which is due to the given legal person shall be calculated in the order established for evaluation of state property during its alienation (sale), and share of profit, which is due to the given legal person, shall be calculated in accordance with balance sheet  drawn up on the date of withdrawal (exclusion).

1.21. Subsidiary responsibility of founders (participants) and owners of property of a legal person on its obligations does not cover shareholders of open joint-stock companies created in the process of transformation of state unitary and leasehold enterprises, except for the cases envisaged by legislative acts.

11. [Excluded]

2. The Council of Ministers of the Republic of Belarus shall, within a three-month period:

take measure on bringing the legislation in compliance with this Decree;

approve the procedure for transfer on a competitive basis into the management of legal and natural persons of shares, belonging to the state, of open joint stock companies created in the process of denationalization and privatization of objects being in the republic ownership.

3. Local Councils of deputies and executive and administrative bodies shall, within three-month period, bring decisions of local bodies of local government and self-government into compliance with this Decree.

4.  [Excluded]

5. This Decree enters into force from the day of its official publication, is temporary and in accordance with part 3 of Article 101 of the Constitution of the Republic of Belarus shall be submitted for consideration of the National Assembly of the Republic of Belarus.

 

President of the Republic of Belarus

A. Lukashenko

 

* unofficial translation *