6.1. A Member shall be entitled to:
6.1.1. Participate in managing the Company including by means of participating in the General Meetings of Members or via his/her proxy.
6.1.2. Obtain information on the Company’s activities and examine its accounting records and other documents.
6.1.3. Obtain his/her part of profits (dividends) subject to distribution among the members pro rata to his/her participatory interest in the authorised capital.
6.1.4. Elect and be elected to the Company’s management and supervisory bodies.
6.1.5. Examine the General Meeting minutes and make excerpts therefrom.
6.1.6. Obtain the part of property remaining upon settlement with the creditors or its cost in case of liquidation of the Company.
6.1.7. Appeal the actions of the Company’s officers to the appropriate bodies of the Company.
6.1.8. Make suggestions regarding the agenda falling into the competence of the General Meeting of Members.
6.1.9. Withdraw from the Company anytime regardless of the consent of the other members thereto and receive the cost of the part of the Company’s property determined based on its accounting data and pro rata to its participatory interest in the authorised capital, in the manner and within the time-frame determined by these Articles of Association and the law.
6.1.10. Exercise other rights provided to the members of a limited liability company by legislation.
6.2. A Member shall:
6.2.1. Pay his/her participatory interest in the authorised capital.
6.2.2. Observe the requirements of the Articles of Association and the terms and conditions of the Memorandum of Association as well as fulfil the resolutions of the Company’s management bodies passed within the framework of their competence.
6.2.3. Not disclose the confidential information on the Company’s activities.
6.2.4. Render assistance to the Company in performing its activities.
6.3. The number of the Company members shall not exceed fifty.
6.4. Any agreements of the Company members aimed at limiting the rights of any other member as compared with the rights granted by the effective legislation shall be void.
6.5. The Company member shall be entitled to sell or otherwise assign his/her participatory interest in the Company’s authorised capital or a part thereof to one or several members of the Company without consent of the other Company members.
6.6. The Company members shall be entitled to sell or otherwise assign their participatory interest (part thereof) to third persons. In this regard, the Company members shall have the pre-emption right in relation to the participatory interest (part thereof) in the Company’s authorised capital which is sold or otherwise alienated by the other member at the price offered to a third person and pro rata to the amount of their participatory interest.
6.7. The Company member’s participatory interest may be alienated prior to its payment in full only to the extent it is already paid.
6.8. The member intending to sell its participatory interest (part thereof) shall file a corresponding application to the General Director of the Company which shall specify the Company member to whom he/she shall sell his/her participatory interest (part thereof) and the sale price. The General Director shall immediately inform the other members of the envisaged sale of the participatory interest in order to guarantee their pre-emption right.
6.9. The member shall be entitled to alienate its participatory interest (part thereof) to third persons only if the other members fail to use their pre-emption right within one month upon being informed of the envisaged sale of the participatory interest.
6.10. Expiry of the term specified in Clause 6.9 hereof shall be grounds for concluding the participatory interest sale and purchase transaction by the member with the third persons which entails the transfer of title to the participatory interest in the statutory manner. Conclusion of the sale and purchase transaction (or other transaction) shall be grounds for introducing amendments to the Company’s Articles of Association and its Memorandum of Association to the extent they are determining the list of the Company members and the amounts of participatory interests belonging thereto.
The purchaser of the participatory interest (part thereof) in the Company’s authorised capital shall obtain all and any rights and obligations of the Company member which accrued prior to the assignment of such participatory interest (part thereof), except for the rights and obligations stipulated by part 2 of paragraph 2 of Article 8 and part 2 of paragraph 2 of Article 9 of the Federal Law on Limited Liability Companies. The member assigning his/her participatory interest (part thereof) in the Company’s authorised capital shall incur an obligation to make a contribution to the Company’s property which accrued prior to the assignment of the said participatory interest (part thereof) jointly and severally with its purchaser.
6.11. The participatory interests in the Company’s authorised capital shall pass to the heirs of individuals and to the successors of legal entities being Company members with the consent of the other Company members.
6.12. If the Company members refuse to give their consent for the transfer or redistribution of the participatory interest to the heir (successor) the participatory interest shall pass to the Company. In this regard, the Company shall pay to the heirs (the successors) the actual cost of the participatory interest determined based on the Company’s accounting data for the last reporting period preceding the date of death, reorganisation or liquidation or, with their consent, deliver to them the property of equal cost in kind.
6.13. The Company member shall be entitled to pledge his/her participatory interest (part thereof) in the Company’s authorised capital to the other Company member or to a third person upon a resolution of the General Meeting of Members of the Company adopted by the majority of votes of all the members. In this regard, the vote of the member intending to pledge his/her participatory interest (part thereof) shall be disregarded when taking the poll.
6.14. The Company shall not be entitled to purchase the participatory interests (parts thereof) in its authorised capital except for cases stipulated by the law.
6.15. In case of enforcement against the participatory interest (part thereof) of the Company member in the Company’s authorised capital for payment of the member’s debts the Company shall be entitled to pay the actual cost of the member’s participatory interest (pat thereof) to his/her creditors.
6.16. The Company members shall make contributions to the Company’s property based on the resolution by the General Meeting of Members. Such resolution shall be passed by a majority of not less than 2/3 votes of all Company members.
6.17. Contributions to the Company’s property shall be made by all the Company members pro rata to their participatory interest in its authorised capital.
6.18. Contributions to the Company’s property shall be made by money, securities, other property or property rights, or other rights subject to pecuniary valuation.
Contributions to the Company’s property shall not alter the amount and par value of the Company members’ participatory interests in the Company’s authorised capital.