Law of Ukraine

“On Specifics of Creating a Public Railway Transportation Public Joint Stock Company”

Date of entry into force:
March 22, 2012

The Law determines the legal, economic and organizational specifics of creating a public railway transportation public joint stock company with 100% of shares held n state ownership (hereinafter referred to as “Company”) and the management and administration of its property, and aims to ensure economic safety and protect the interests of the state.

According to Article 2 of the Law, the Company is created by decision of the Cabinet of Ministers of Ukraine. Creating the Company does not require a prior permit of the Antimonopoly Committee of Ukraine. The Company is created as a public joint stock company, with 100 percent of its shares held in state ownership, on the basis of the State Railway Transport Administration of Ukraine, and public railway enterprises, institutions and organizations, which are reorganized by merger (hereinafter referred to as “railway enterprises”). The Charter of the Company is approved by the Cabinet of Ministers of Ukraine. The founder of the Company is the state in the person of the Cabinet of Ministers of Ukraine. The Company succeeds all rights and obligations of the State Railway Transport Administration of Ukraine and railway enterprises. Promulgation of the list of railway enterprises, as approved by the Cabinet of Ministers of Ukraine, based on which the Company is being created, is the official notification for creditors of the termination of such business entities. The amount of the statutory capital of the Company is determined at the time of its creation according to the consolidated public railway property assessment protocol.

Article 3 of the Law envisages that starting from the day on which the Cabinet of Ministers of Ukraine makes the decision to create the Company, until the state registration of the Company, the State Railway Transport Administration of Ukraine, railway enterprises and business associations where 100 percent of shares (stock, interests) is owned by the state and included into the statutory capital of the Company, have no right to carry out the following without consent of the central body of executive power that ensures creation and implements state policy in the sphere of transport:
  • enter into legal relations that may result in alienation of property with value of over 5 percent of the book value of the assets of the State Railway Transport Administration of Ukraine and railway enterprises as of the date of approval of the latest balance sheet;
  • decrease the number of employees;
  • issue securities or grant loans;
  • grant leases of immovable property;
  • pledge property or transfer it into free of charge use;
  • purchase shares (stock, interests) in the statutory (combined) capital of business associations.

According to Article 4 of the Law, the statutory capital of the Company includes:
  • public railway property;
  • 100 percent of shares of joint stock companies that repair traction rolling stock and produce reinforced concrete structures and tie bars, where the authority to manage corporate interest lies with the central body of executive power that ensures creation and implements state policy in the sphere of transport;
  • state-owned shares (stock, interests) in the statutory (combined) capital of business associations created with participation of railway enterprises;
  • right of permanent use of land plots allocated for railway enterprises;
  • right of economic management of public trunk railway lines and technological structures located on them, and transmitting equipment directly used to provide for the transportation process, namely: railway stations and public tracks; tracking substations; contact network and other technological power supply devices; signaling, centralization, blocking and train movement control systems; objects and property intended directly for emergency repair works.

Before the necessary licenses and other permit documents are procured, the Company carries out its work, including work connected with state secrets, on the basis of appropriate documents received by railway enterprises, within the term of their validity. Reissuance of title documents for objects of immovable property included into the statutory capital of the Company is carried out within two years after state registration of the Company. Shares of business associations included into the statutory capital of the Company are its property. Dividends received by the Company based on the work results of business entities whose blocks of shares are included in the Company’s statutory capital, may be directed by the Company to renewal of fixed assets of such business entities. Net income of the Company, from which a portion is calculated and paid to the State Budget of Ukraine, is decreased by the amount of accumulated depreciation of the property transferred into the economic management of the Company; this amount is directed to finance capital investments into construction (reconstruction, modernization) of such assets (Article 5 of the Law).

According to Article 6 of the Law, the bodies of the Company are:
  • general meeting;
  • board of directors;
  • supervisory board;
  • revision commission.
The supreme body of the Company is the general meeting. The function of the general meeting is carried out by the Cabinet of Ministers of Ukraine.

The Company bears the entirety of obligations envisaged by the Industry Agreement between the State Railway Transport Administration of Ukraine and trade unions in relation to railway enterprises, until a new appropriate agreement is concluded. The labor relations of the employees of the State Railway Transport Administration of Ukraine and of railway enterprises continue with the Company (Article 7 of the Law).

Article 8 of the Law envisages that 100 percent of the Company shares are held in state property, and they cannot be alienated, handed over for management, pledged, used to form the statutory (combined) capital of business entities, or otherwise involved in legal relations that may result in their removal from state ownership.

The state-owned corporate interest in the Company is managed by the Cabinet of Ministers of Ukraine. The state-owned corporate interest transferred into the statutory fund of the Company is managed by the Company (Article 9 of the Law).

According to Article 10 of the Law, public trunk railway lines and technological structures located on them, and transmitting equipment directly used to provide for the transportation process, namely: railway stations and public tracks; tracking substations; contact network and other technological power supply devices; signaling, centralization, blocking and train movement control systems; objects and property intended directly for emergency repair works, are owned by the state and granted to the Company on the right of operating control. The Company may not alienate the above such property, or grant use, rent, lease, concession or management of it, pledge it, grant free of charge use of it, or include it into statutory (combined) capital of business entities, or involve it in other legal relations that may result in its alienation. Such property is not subject to privatization, sale during bankruptcy proceedings, enforced collection by court resolution, or arrest. The Company has no right to transfer property included into its statute capital to other legal entities or individuals free of charge, except for cases provided for by law.

The Law also introduces appropriate amendments to the Land Code of Ukraine, the Laws of Ukraine “On State Property Privatization”, “On the List of State Property Objects Not Subject to Privatization”, “On Restoring the Solvency of a Debtor or Declaring Them Bankrupt”, “On Licensing of Certain Types of Economic Activity”, “On the Permit System in the Field of Economic Activity” and “On Environmental Audit”.
Внимание! Информация устарела из-за того, что этот раздел временно не обновляется!


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