The company's board of directors shall draw up the detailed draft divestiture plan, particularly the assets and liabilities that belong to the parent company and the new companies resulting from the divestiture, for submission to the General Assembly, accompanied by the following: 1. The reasons underlying the divestiture; 2. The method of dividing the assets and liabilities; 3. The nominal value of shares of the new companies resulting from the divestiture; 4. A report indicating the auditor's opinion on the detailed draft divestiture plan; 5. Default financial statements of the parent companies and the new companies resulting from the divestiture based on the value of assets, liabilities, equity, revenue and expenses of the activities divided for two years prior to the divestiture, and accompanied by a report of the auditor's opinion. 6. The draft amendment of the parent company's MOA and AOA, as well as the draft amendment of the MOA and AOA of the new companies resulting from the divestiture. 7. A memorandum of the opinion of an independent legal advisor indicating how far the divestiture conforms to the applicable legal rules and how far the company complies with all applicable legal procedures. 8. The agreements related to the post-divestiture creditors' rights with both the parent company and the new company and all actions taken with regard to the holders of bonds of all types. 9. In all cases, the financial statements shall be accompanied by an unqualified report by the company's auditor. The time span between the date of the financial statements based on which the divestiture is approved and the date of approval resolution of the General Assembly shall not exceed one calendar year. The General Assembly's approval of the divestiture shall be issued under a special resolution, unless the company's AOA provides for a higher percentage.
Interpretation and application must be checked against the official text and current version.
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