Article 103. Management in a joint-stock company.

1. The supreme governing body of a joint stock company is the general meeting of its shareholders.
The exclusive competence of the general meeting of shareholders includes:
1) changes in the company's charter, including changes in the size of its share capital;
2) election of members of the board of directors (supervisory board) and the audit committee (auditor) of the company and early termination of their powers;
3) the formation of the executive bodies of the company and the early termination of their powers, if the company's charter does not address these issues within the competence of the board of directors (supervisory board);
4) approval of annual reports, balance sheets, accounts of profits and losses of the company and the distribution of its profits and losses;
5) the decision on the reorganization or liquidation of the company.
The Law on Joint Stock Companies may also refer other matters to the exclusive competence of the general meeting of shareholders.
Issues referred by law to the exclusive competence of the general meeting of shareholders cannot be transferred to them for the decision of the executive bodies of the company.
2. In a company with more than fifty shareholders, a board of directors (supervisory board) is created.
In the case of the creation of a board of directors (supervisory board), the company's charter in accordance with the law on joint-stock companies should define its exclusive competence. Issues attributed by the charter to the exclusive competence of the board of directors (supervisory board) cannot be referred to them by the executive bodies of the company.
3. The executive body of a company may be collegial (board, directorate) and (or) sole (director, general director). He carries out the current management of the company and is accountable to the board of directors (supervisory board) and the general meeting of shareholders.
The competence of the executive body of the company includes the resolution of all issues that do not constitute the exclusive competence of other bodies of the company's management, defined by the law or the company's charter.
By decision of the general meeting of shareholders, the powers of the executive body of the company may be transferred under a contract to another commercial organization or to an individual entrepreneur (manager).
4. The competence of the management bodies of the joint-stock company, as well as the procedure for their decision making and speaking on behalf of the company, are determined in accordance with this Code by the law on joint-stock companies and the company's charter.
5. A joint-stock company, obliged in accordance with this Code or a law on joint-stock companies to publish for public information the documents referred to in paragraph 1 of Article 97 of this Code, to verify and confirm the correctness of the annual financial statements annually involve a professional auditor who is not connected by property interests with society or its participants.
An audit of the joint-stock company’s activities, including those not obligated to publish for general information the said documents, must be carried out at any time upon the request of shareholders, whose cumulative share in the authorized capital is ten or more percent.
The procedure for conducting audits of the joint-stock company is determined by law and the company's charter.

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Links to other articles of chapter 4. Legal entities:
Article 48. The concept of a legal entity.
Article 49. Legal capacity of a legal entity.
Article 50. Commercial and non-profit organizations.
Article 51. State registration of legal entities.
Article 52. Constituent documents of a legal entity.
Article 53. Bodies of a legal entity.
Article 54. Name and location of the legal entity.
Article 55. Representative offices and branches.
Article 56. Responsibility of a legal entity.
Article 57. Reorganization of a legal entity.
Article 58. Succession in the reorganization of legal entities.
Article 59. Transfer deed and separation balance sheet.
Article 60. Guarantees of the rights of creditors of a legal entity during its reorganization.
Article 61. Liquidation of a legal entity.
Article 62. Duties of the person who made the decision to liquidate the legal entity.
Article 63. Procedure for liquidation of a legal entity.
Article 64. Satisfaction of creditors' claims.
Article 65. Insolvency (bankruptcy) of a legal entity.
Article 66. Basic provisions on business partnerships and companies.
Article 67. Rights and obligations of participants in an economic partnership or company.
Article 68. Transformation of business partnerships and companies.
Article 69. Basic provisions on a full partnership.
Article 70. Constituent agreement of a full partnership.
Article 71. Management in full partnership.
Article 72. Conducting affairs of a full partnership.
Article 73. Obligations of a participant in a full partnership.
Article 74. Distribution of profits and losses of a full partnership.
Article 75. Responsibility of participants of a full partnership for its obligations.
Article 76. Changes in the composition of participants in a full partnership.
Article 77. Exit of the participant from the full partnership.
Article 78. Consequences of leaving a member out of a full partnership.
Article 79. Transfer of a participant's share in the share capital of a full partnership.
Article 80. Enforcement of a share of a participant in the share capital of a full partnership.
Article 81. Liquidation of a full partnership.
Article 82. Basic Provisions on the Partnership on Faith.
Article 83. The foundation agreement of a limited partnership.
Article 84. Management in a limited partnership and the conduct of its affairs.
Article 85. Rights and obligations of the investor of a limited partnership.
Article 86. Liquidation of a limited partnership.
Article 87. Basic provisions on a limited liability company.
Article 88. Participants in a limited liability company.
Article 89. Constituent documents of a limited liability company.
Article 90. The authorized capital of a limited liability company.
Article 91. Management in a limited liability company.
Article 92. Reorganization and liquidation of a limited liability company.
Article 93. Transfer of a share in the authorized capital of a limited liability company to another person.
Article 94. Withdrawal of a participant in a limited liability company from a company.
Article 95. Basic Provisions on Companies with Additional Liability.
Article 96. Basic Provisions on Joint-Stock Company.
Article 97. Open and closed joint stock companies.
Article 98. Formation of a joint stock company.
Article 99. The authorized capital of the company.
Article 100. Increase of the authorized capital of a joint-stock company.
Article 101. Reduction of the authorized capital of a joint-stock company.
Article 102. Restrictions on the issue of securities and the payment of dividends of a joint-stock company.
Article 104. Reorganization and liquidation of a joint-stock company.
Article 105. Affiliated economic society.
Article 106. Dependent economic company.
Article 107. The concept of a production cooperative.
Article 108. Formation of production cooperatives.
Article 109. Property of a production cooperative.
Article 110. Management in a production cooperative.
Article 111. Termination of membership in a production cooperative and transfer of a share.
Article 112. Reorganization and liquidation of production cooperatives.
Article 113. Unitary enterprise.
Article 114. Unitary enterprise based on the right of economic management.
Article 115. Unitary enterprise based on the right of operational management.
Article 116. Consumer cooperative.
Article 117. Public and religious organizations (associations).
Article 118. Funds.
Article 119. Amendment of the charter and liquidation of the fund.
Article 120. Institutions.
Article 121. Associations of legal entities (associations and unions).
Article 122. Constituent documents of associations and unions.
Article 123. Rights and obligations of members of associations and unions.