Rus News Journal

the Arsenal remains on a powder keg

Yesterday from - for absence of quorum the annual meeting of shareholders of Open Society " has not taken place; Machine-building factory the Arsenal on which including it was planned to re-elect board of directors. For carrying out of meeting there were no voices of one of the basic shareholders of the enterprise and the former director Sergey Koroleva which has considered meeting illegal after the board of directors has not accepted its offer on candidates. Opposition of the parties will proceed at repeated meeting of shareholders and the extraordinary meeting initiated eks - the director.
as the councillor of directors of Open Society " has told; MZ the Arsenal Erlan Kasenov, annual meeting of shareholders has not taken place yesterday from - for absence of quorum in 50 % from total of shareholders of a society. at meeting there were the shareholders possessing in aggregate 48 percent of votes. It is not enough of it to hold meeting. Was not the former general director and the owner 31 - a percentage share holding Sergey Korolev. It also has not sent the representative . Besides the statement of annual results of activity of the enterprise, acceptance of the report on profits and losses, a question of distribution of profit, modification of position on board of directors regarding requirements to candidates it was planned to re-elect board of directors also. Mister Korolev still has the day before declared that does not intend to participate in meeting of shareholders, including its illegal, as six its candidates for council have not been registered by operating administration, though he has informed on them in four ways. eks - the director has assumed that missing 20 % of voices is a representative of the state (8 % of actions) and 13 more % of the actions, which holders - physical persons - pensioners.

we Will remind, opposition between were and present general directors has begun after removal from Sergey Koroleva`s post in the last summer - the board of directors has considered financial indicators of the enterprise unsatisfactory, and degree of interest to work of the enterprise of the head insufficient. The director of the enterprise is now Michael Sapego. In the autumn of 2008 Sergey Korolev has been deduced from board of directors. In the middle of March at the enterprise employees of central administrative board of the Ministry of Internal Affairs of the Russian Federation on Severo - to the Western federal district (GU the Ministries of Internal Affairs on SZFO) have spent mass searches. Investigatory actions were made within the limits of investigation of the criminal case raised on March, 3rd by department on investigation of organised criminal activity of the main investigatory management at the Municipal Department of Internal Affairs of St.-Petersburg. Criminal case concerning officials and employees of the enterprise has been raised as regards 1 article 159 of the criminal code of Russian Federation ( The swindle made by organised group, or in especially large size ) . Present management of the enterprise named at once searches custom-made and has connected them with the corporate conflict to Sergey Korolevym. It challenges the decision of shareholders accepted in July, 2008, on re-election of board of directors and appointment as the general director of the enterprise of Michael Sapego.

Open Society Machine-building factory the Arsenal makes artillery and launchers for the Navy, the space technics, and also the compressor and cryogenic technics, the water-purifying and food equipment. According to the Center of the analysis of strategy and technologies, in 2007 the share of civil production made 75 %. An enterprise gain for three quarters 2008 - 786 million roubles, dead loss - 315 million roubles. According to the company report for the fourth quarter 2008, the basic shareholders are the former general director Sergey Korolev (31,18 %), present general director Michael Sapego (30,58 %) and Rosimushchestvo (7,89 %).

Mister Kasenov has informed that the society plans to hold repeated meeting of shareholders with the same summons which date next week will be defined by board of directors. Mister Korolev does not plan to take in it part, but the extraordinary meeting of shareholders is appointed to June, 26th under its initiative with a unique question in the summons - re-election of board of directors taking into account its nominees. Mister Kasenov has informed that other shareholders will take in it part.

the lawyer of the Swedish legal firm Mannhejmer Svartling Sergey Fedorov says that at carrying out of repeated meeting of shareholders the message on carrying out should be made not later than 20 days before date of its carrying out if the agenda does not contain a question on society reorganisation. For presence of quorum for carrying out of repeated meeting there is enough participation of the shareholders possessing in aggregate not less than 30 percent of votes of placed voting actions of a society. Thus, if the quorum is observed in the absence of the shareholder owning in 31 percent, the meeting will be competent - he speaks, noticing that carrying out of repeated meeting to extraordinary meeting of shareholders does not interfere with consideration of the questions included in the agenda on extraordinary meeting, including about the preschedule termination of powers of councillors of directors.

Sergey Fedorov says that carrying out cases of successively several meetings at the initiative of different shareholders on whom are accepted " are extended; opposite decisions. the success of contradictory shareholders serially changes, and shareholders try to challenge decisions of meetings on which decisions unprofitable to them are made. Who will appear more successful, to tell difficult .