Statute and structure of “AzerGold” CJSC approved

The Cabinet of Ministers has passed a decision on approval of the Statute and structure of “AzerGold” Closed Joint-Stock Company (CJSC).

The Company has been established based on the decree signed by the President Ilham Aliyev.

“AzerGold” CJSC, shares of which belong to the state, will perform the study, research, exploration, management, as well as extraction, processing and sale of precious and non-ferrous metal ore deposits, implementation of new technologies in this field, modernization and efficient use of material and technical base, and other activities related to the development of the industry.

According to the statute, all shares of the Company belong to the state. The Company’s operations are guided by the Constitution of the Republic of Azerbaijan, international contracts supported by the Republic of Azerbaijan, Civil Code, other laws of the country, Presidential decrees and resolutions, decisions and resolutions of the Cabinet of Ministers, other normative legal acts, as well as this Statute.

The Company is a legal entity and has an independent balance, a settlement account and other accounts at banking institutions.

The Company has its own property and is responsible for its obligations with this property. The Company is entitled to conclude agreements, contracts according to the law, acquire and exercise property and non-property rights on its own behalf, as well as incurs obligations, acts as a pretendant and defendant party in the court.
The statute capital of the Company is 2 000 000 (two million) manats, consists of face value of its shares, and 2 000 000 (two million) simple shares, face value of which is 1 (one) manat. The supreme governing body of the organization is the general assembly of its shareholders. The Supervisory Board of the Company is a body conducting general management and supervision over the activities of the Company and not having executive competencies. The Supervisory Board consists of 5 (five) members who are appointed and dismissed by the Ministry of Economy. Its composition comprises the representatives of the Ministry of Economy (2 people), Ecology and Natural Resources (1 person), Finance (1 person) and State Committee on Property Issues (1 person). The ministry appoints and dismisses the members of the Supervisory Board, as well as terminates their employment untimely.

The Executive Board of the Company is a collegial executive body of the Company. The chairman of the CJSC carries out the Company’s activities, determines the segregation of duties among the members of the Executive Board, as well as organizes the Executive Board’s activities and approves its procedural rules.

An audit committee consisting of 3 (three) members is established to audit the Company’s financial and economic activities. The members of the Company’s audit committee are appointed and dismissed by the Ministry. Reorganization and liquidation of the Company is conducted by the President of Azerbaijan. Changes to the statute can be made only if agreed with the President.