vul. Shevchenka 27, of.
36,
The vertical integration provides the best framework for the optimization
of the cash flows.
THE OPTIMIZATION INTRA-GROUP CASH FLOWS
The disclosure of the intragroup transactions is regulated by two orders
of the Ministry
of Finance of Ukraine:
- # 176 of 30.07.1999, approving the Regulation (Standard) 20
"Consolidated Financial
Statements",
- # 303 of 18.06.2001, approving the Regulation
(Standard) 23 "Disclosure of
the Related parties."
THE NON-FINANCIAL
GROUP
The non-financial group is made up of the parent (holding) company and the subsidiaries. Paragraph 2 paragraph 3 P (S) 20 specifies that "intragroup transactions - transactions among parent and
subsidiaries or among subsidiaries of the same
group."
In the Commercial Code of Ukraine, as of January 16,
2003 № 436-IV, has the Article 126. Associated Enterprises. Holding Companies, which includes seven points:
1. the associated enterprises (business organization) - a group of businesses
- legal persons related economic relations and / or organizational dependence in the
form of participation
in the share
capital and / or management. Relationship among associated enterprises may be simple
and decisive.
2. A simple relationship
among the associated enterprises can occur if
one of them
has the ability
to block decisions by another
(dependent) now to be taken
in accordance with law and
/ or the constituent documents of the company
by a qualified majority vote.
3. The decisive relationship among associated enterprises arise if the
relationship among enterprises established control and subordination
by the overwhelming
participation of the controlling company of the
share capital and / or general
meetings or other bodies of
another enterprise (subsidiary), including ownership of a controlling stake. Relations decisive dependence may be established, subject to
the consent of the Antimonopoly
Committee of Ukraine.
4. The availability of simple and
decisive dependence shall be specified
in data register
state dependent (subsidiary) company and published according
to law.
(Part four of Article 126 as amended by
the Law N 2424-IV (2424-15)
of 04.02.2005)
5. Holding Company – the public Company that owns,
uses and disposes the holding corporate shares (shares) of two or
more corporate enterprises (except for shares that
are publicly owned). {Part five
of Article 126 as amended by
Law # 3528-IV (3528-15) of
15.03.2006, as amended by the Law
# 1617-VI (1617-17) dated 24.07.2009}
6. If the corporate enterprise through action or inaction of
the holding company would be
insolvent and bankrupt recognized, the holding company
has subsidiary liability for obligations
of corporate enterprise. {Part six of Article
126 as amended by Law # 3528-IV (3528-15) of 15.03.2006}
7. General principles of operation of
holding companies in Ukraine, and
especially their education, activity and elimination are governed by
Law of Ukraine
"On Holding Companies in Ukraine"
(3528-15) and other regulations. {Part seven of Article
126 as amended by Law # 3528-IV (3528-15) of 15.03.2006}
THE BANKING HOLDING GROUP
The Law of
Ukraine dated December 7, 2000 № 2121-III "On
Banks and Banking Activity" is Article 11. Banking holding group:
"Banking holding group - a banking association, which includes only banks.
Parent bank banking holding group has owned
at least 50 percent equity (share) capital or votes of
each of the
other group members, which are its subsidiaries.
The subsidiary Bank has no
right to own shares of
the parent bank. If the
subsidiary bank has acquired ownership
of the shares
of the parent
bank, it is obliged to
alienate them within a month.
The banking holding group is
allowed to create only if
the agreement provides for the
creation of their reliance on main bank
group additional organizational functions in relation to
banks - members of the group,
and a system of joint activity.
The Bank supervision of bank holding group
is on individual
and consolidated basis. The parent
bank shall submit consolidated financial and statistical
reports of the group in
accordance with this Law.
The parent bank banking holding
group responsible for the obligations
of its members
within its capital contribution to each of
them, unless otherwise provided by law or
by agreement among them. "
THE FINANCIAL HOLDING GROUP
The Law of
Ukraine, dated December 7, 2000, # 2121-III "On the Banks and the Banking Activity" has the Article 12. The Financial holding group:
"Financial holding group should consist
mostly or solely for the
institutions that provide financial services, and among
them shall be at least
one bank and the parent
company shall be a financial institution.
Parent company has owned more
than 50 percent equity (share) capital of each
member of a financial holding group.
The parent company financial holding group shall
submit supervisors consolidated financial and statistical reports of the
group in accordance with this Law.
The parent company financial holding groups in carrying out
its activities in managing and
coordinating the activities of its
members to implement legislation and regulations of the National
Bank of Ukraine
has the right
to set rules
that are mandatory for members
of the financial
holding group.
The parent company financial holding groups responsible for the obligations of its members
within its capital contribution to each of
them, unless otherwise provided by law or
by agreement among them".
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