CJSC is one of the forms of a commercial organization, the activities of which are regulated by Article 66 of the Civil Code of the Russian Federation. The number of members of a closed joint stock company may not exceed 50 people who hold a controlling stake in the community. Withdrawal from CJSC must be defined in the organization's charter.
It is necessary
- - written notice of the meeting of shareholders;
- - articles of association;
- - entry into the community register;
- - application to the court.
Instructions
Step 1
If you plan to leave the CJSC and stop participating in the commercial activities of the organization, notify all members of the community in writing about the convocation of an extraordinary meeting of shareholders.
Step 2
When creating a company, the charter of the organization is always created. It lists all the legal points of the community's activities, including the procedure for the withdrawal of participants. Withdrawal from a closed joint-stock company is possible only if the general meeting of shareholders decides to purchase your shareholding, this distinguishes a closed company from an open one, where any member can leave the community without obtaining the consent of other shareholders.
Step 3
The sale of your shares to CJSC members does not require notarization and is not subject to state registration. If shareholders pay you the cost of a controlling stake, and as a rule, there is no disagreement on this issue, all information about your withdrawal is entered in the register of shareholders - this is an internal document of the organization. The Unified State Register of Legal Entities does not monitor the change in the CJSC participants, therefore, there is no need to submit information about the change in the composition of shareholders (Federal Law No. 115-F3 dated 07.19.98., 3 208 dated 26.12.95.). This also distinguishes ZAO from OOO.
Step 4
If you plan to transfer your block of shares to a third party, then you can do this only by the unanimous decision of all members of the community. If at least one of the shareholders does not agree and wants to acquire your shares, no court will be able to help you in the matter of transferring a controlling stake to third parties, if this is not enshrined in the charter of the organization.
Step 5
In exceptional cases, if situations arise when the shareholders do not wish to purchase your block of shares, and you cannot receive your share of the funds, in order to leave the CJSC, you have the right to go to court. By order of the court, your share will be forcibly paid.
