Issuers will have to bear responsibility for theft of their shares even if the register is kept by an independent registrar, the Constitutional Court ruled
The Constitutional Court ruled that issuers are to be held responsible for stealage of shares even if the register is kept by an independent registrar. This ruling might cost “Gazprom” 9bn rubles.
An attempt to relieve issuers of the responsibility for safety of the shareholders register was made by largest corporations of the country: an appeal to the Constitutional Court was filed by “Gazprom”, TNK-BP (represented by its subsidiary “Orenburgneft”), “Gazprom neft” and Sberbank. They challenged the constitutional nature of provisions of the Law on Joint Stock Companies according to which companies with the number of shareholders exceeding 50 have to give over the register to the registrar, however are not relieved of the responsibility in case securities are stolen.
At the same time “Gazprom” (it was the first to file the claim in May 2008) and “Orenburgneft” contested not only the law itself, but to a greater extent the position of the Supreme Court of Arbitration (SCA). There had been no homogenous judicial practice until August 2005 as to lawsuits of shareholders whose rights were infringed upon, when the SCA presidium ruled that “Sibneft” (at present – “Gazprom neft”) should pay 8m rubles to Olga Zatsarinna – 143,000 shares of the company she owned were written off the accounts of the “Registrar R.O.S.T.”.
Read more (in Russian).
