Article 27. Repurchase of outstanding shares by the company at the request of the shareholder of the Law on Joint Stock Companies
1. The repurchase of outstanding shares must be carried out by the company at the request of a shareholder of the company, which may be presented to them in the following cases::
1) adoption by the general meeting of shareholders of a decision on the reorganization of the company (if the shareholder participated in the general meeting of shareholders at which the issue of the reorganization of the company was considered and voted against it);
1-1) adoption by the general meeting of shareholders of a decision on delisting the company's shares (if the shareholder did not participate in the general meeting of shareholders or if he participated in this meeting and voted against the adoption of the said decision);
1-2) making a decision by the organizer of the auction on the delisting of the company's shares;
2) disagreement with the decision to conclude a major transaction and (or) the decision to conclude a transaction in which the company has an interest, adopted in accordance with the procedure established by this Law and (or) the articles of association of the company;
3) adoption by the general meeting of shareholders of a decision on amendments and additions to the company's articles of association restricting the rights to shares owned by this shareholder (if the shareholder did not participate in the general meeting of shareholders at which such a decision was made, or if he participated in this meeting and voted against the adoption of the said decision).
4) adoption by the general meeting of shareholders of a decision on amendments and (or) additions to the methodology for determining the value of shares when they are repurchased by the company on an unorganized market in terms of determining the value of shares when they are repurchased (if the shareholder did not participate in the general meeting of shareholders at which such a decision was made, or if he participated in this meeting and voted against the adoption of the said decision).
The provision of this subparagraph does not apply in case of amendments and (or) additions to the methodology for determining the value of shares when they are repurchased by the company on an unorganized market in order to bring the content of this methodology in accordance with the laws of the Republic of Kazakhstan.
1-1. The company's repurchase of outstanding shares at the request of a shareholder is carried out in accordance with the methodology for determining the value of shares when they are repurchased by the company on the unorganized securities market, approved in accordance with the procedure established by this Law.
In the case specified in subparagraph 4) of paragraph 1 of this article, a shareholder has the right to demand the repurchase of his shares in accordance with the wording of the methodology for determining the value of shares in force before the general meeting of shareholders decided to make changes and (or) additions to the methodology for determining the value of shares when they are repurchased by the company on the unorganized securities market.
2. A shareholder may, within thirty days from the date of the decision referred to in paragraph 1 of this Article or from the date of the decision by the organizer of the auction on the delisting of the company's shares, submit to the company a demand for the repurchase of his shares by sending a written application to the company.
Within thirty days from the date of receipt of the said application, the company is obliged to buy back shares from the shareholder.
3. If the number of outstanding shares of the company declared by its shareholders for repurchase exceeds the number of shares that can be repurchased by the company, these shares are repurchased from the shareholders in proportion to the number of shares owned by them.
The Law of the Republic of Kazakhstan dated May 13, 2003 No. 415.
This Law defines the legal status, procedure for the establishment, operation, reorganization and liquidation of a joint-stock company; the rights and obligations of shareholders, as well as measures to protect their rights and interests; the competence, procedure for the formation and functioning of the bodies of a joint-stock company; the powers, procedure for the election and responsibility of its officials.
President
Republic of Kazakhstan
© 2012. RSE na PHB "Institute of Legislation and Legal Information of the Republic of Kazakhstan" of the Ministry of Justice of the Republic of Kazakhstan
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