This page has been robot translated, sorry for typos if any. Original content here.

Money and credit - Ivanov V.M.

10.2. Types of Securities

In accordance with the Law of Ukraine “On Securities and Stock Exchange”, the following types of securities can be issued and circulated in Ukraine: stocks, bonds, treasury bills, savings certificates, bills, privatization securities.

A stock is a security without a fixed circulation period, which testifies to the share participation of its owner in the authorized capital of the joint-stock company, confirms membership and the right to participate in the management of the joint-stock company, gives the holder the right to receive part of the profit in the form of a dividend, as well as to participate in division of property upon liquidation of a joint stock company. Shares may be registered and bearer, preferred and ordinary.

Citizens can be owners, as a rule, of registered shares. Preferred shares give the owner a pre-emptive right to receive dividends, as well as priority participation in the division of property of a joint-stock company during its liquidation. Preferred shares may be issued with a fixed, as a percentage of their nominal value, annual dividend. Dividends are paid in the amount indicated on the shares, regardless of the amount of profit received. If the profit is insufficient, the payment of dividends on preferred shares is carried out at the expense of the reserve fund. Preferred shares may be issued in an amount not exceeding 10% of the authorized capital of the joint-stock company. The promotion must contain the following details:

• company name of the joint-stock company;

• name of the security - "share";

• serial number;

• release date;

• type of share and its nominal value;

• name of owner (for registered share);

• size of the authorized capital of the joint stock company on the day of issue of shares;

• number of shares;

• deadline for dividend payment and signature of the chairman of the board of the joint-stock company;

• seal of a joint stock company.

The decision on the issue of shares is made by the founders of the joint-stock company or the meeting of shareholders. The issue of shares by a joint-stock company is carried out in the amount of its authorized capital or for the entire value of the property of a state enterprise. An additional issue of shares is possible if all previously issued shares are fully paid for not lower than their nominal value. The issue of shares to cover losses associated with the business activities of a joint stock company is prohibited.

A joint-stock company may redeem shares from shareholders for the purpose of their subsequent resale, distribution to their employees or cancellation.

Dividends on shares are paid at the end of the year from the profit that remains at the disposal of the joint-stock company after payment of taxes stipulated by law, other payments to the budget and interest on a bank loan.

A bond is a security, which indicates that the owner has made certain monetary funds and confirms the issuer's obligation to reimburse him the face value of this security within the time stipulated in it with a fixed interest payment. There are bonds:

• enterprises;

• domestic republican and local loans. Corporate bonds are issued by enterprises of all forms

property, their associations, joint-stock and other companies and do not give their owners the right to participate in management. Bonds may be registered and bearer, interest and interest-free (target), freely traded or with a limited range of circulation. Bonds of domestic republican and local loans are issued to bearer. An obligatory requisite of targeted bonds is an indication of the goods (services) under which they are issued. The decision to issue bonds of internal republican and local loans is taken respectively by the Cabinet of Ministers of Ukraine and local councils of people's deputies. The decision shall indicate the issuer, the terms of issue and the procedure for the placement of bonds. The decision to issue bonds of enterprises is made by the issuer and drawn up in a protocol. Joint-stock companies can issue bonds in the amount of not more than 25% of the authorized capital and only after full payment of all issued shares. The issuance of enterprise bonds to form and replenish the authorized capital of issuers, as well as to cover losses associated with their business activities, is not allowed. Bonds of all types are bought by citizens exclusively at the expense of personal funds. Enterprises buy bonds at the expense of funds received at their disposal after taxes and interest for a bank loan. Income from bonds of targeted loans is not paid, their owner is given the right to purchase the relevant goods and services for which loans are issued. In the bonds of enterprises, income is paid out of the funds remaining after settlements with the budget and payment of other obligatory payments. In the event the issuer does not fulfill or untimely fulfills obligations to pay income, grants the right to purchase the corresponding goods or services on interest-free bonds or repays the amount indicated in the bond within the indicated period, the corresponding amounts are withheld in court. Funds received from the implementation of domestic republican or local loans are allocated respectively to the republican and local budgets, to extrabudgetary funds of local councils of people's deputies.

Treasury bills - a type of bearer securities that are placed exclusively on a voluntary basis among the population. They indicate that their owners have contributed funds to the budget and give them the right to receive financial income.

The following types of treasury bonds are issued:

• long-term (from 5 to 10 years);

• medium-term (from 1 to 5 years);

• short-term (up to 1 year).

The decision to issue long- and medium-term obligations is taken by the Ministry of Finance of Ukraine. Funds from the implementation of treasury obligations go to cover the current expenses of the republican budget.

Savings certificates - a written certificate of the bank on the deposit of funds, confirming the right of the depositor to receive at the end of the set term of the deposit and interest on it. Savings certificates are issued urgent (at a specific contractual percentage and for a specified period) or on demand, registered and bearer. Registered certificates are not subject to circulation, and their sale to other persons is invalid. Income from savings certificates is paid upon presentation for payment to the bank that issued these certificates. If the owner of the certificate requires the return of the deposited funds according to the urgent certificate earlier than the time stipulated in it, then he will be paid an understated percentage, the level of which is determined on contractual terms when making a deposit.

A bill of exchange is a security that indicates an unconditional monetary obligation of the drawer to pay, after the due date, a certain amount of money to the holder of the bill of exchange (bill holder).

A promissory note contains the following details:

• name "bill of exchange";

• a simple and unconditional obligation to pay a certain amount;

• indication of the due date;

• an indication of the month in which the payment should be made;

• name of the person to whom or by whose order payment should be made;

• date and place of issue of the bill;

• signature of the drawer.

A bill of exchange must contain a simple and unconditional offer to pay a certain amount, as well as the name of the one who has to pay. A promissory note is paid by the debtor.

A bill of exchange (draft) is issued by the creditor (drawer) and represents an order to the debtor to pay the indicated amount of money to a third party - the remitter within the indicated period. In order for the order of the drawer to be valid, the debtor confirms his consent to payment in the form of acceptance.

A commercial bill is issued under real commodity coverage. There is a so-called scheme for domicilizing bills of exchange (the only scheme in Ukraine today that is used by Privatbank, Eximbank, etc.):

1. The company enters into an agreement with the bank on the organization of bill circulation.

2. The client puts forward to his payer (debtor) the condition to draw up current payments for delivered products with a bill avalized by the bank. Aval - a bill guarantee, according to which the bank assumes an obligation to the owner of the bill to pay the bill (payment is not made by the bank itself).

3. The bank enters into an agreement with the debtor on the domicile of bills, which is the basis for transferring funds not to the bank account of the client’s enterprise, but to the off-balance sheet 911 account of the bank.

4. The client informs the bank of the necessary payments to its creditors.

5. Money from the debtor goes to the bank.

6. On behalf of the debtor, the bank draws up the bills necessary for the client, according to which the client is the first bill holder and the debtor is the drawer.

7. The client draws up at the bank:

• the act of acceptance and transfer of bills on the acceptance of bills from the debtor;

• an act of acceptance and transfer of bills on the transfer of bills to creditors, operations are carried out through an endorsement (endorsement);

• an act of transferring a bill of exchange to a bank in payment of remuneration under a bill circulation agreement.

8. The client transfers to its creditors bills in payment for the delivered products.

9. Customer lenders may in turn transfer these bills to their creditors.

10. The bank transfers the outstanding bills to the drawer.

Privatization securities are a special type of government securities that testify to the owner’s right to purchase part of the property of state enterprises, state funds, and land funds during the privatization process for free.

Two types of privatization securities were circulated in Ukraine: privatization property certificates and compensation certificates.

Circulation of these securities in 1998-1999 It made it possible for investors to purchase shares not for cash, but for privatization securities. Foreign investors were not limited in the right to purchase shares of privatized enterprises, although in accordance with the current legislation of Ukraine, non-residents could not directly accumulate and invest privatization securities. However, there were legal schemes for the participation of foreign investors in the privatization of Ukrainian enterprises through certificate auctions for privatization of property and compensation certificates. A foreign investor, through an authorized commercial bank, converted foreign currency into national currency and invested it in a trust company, which through an intermediary purchased shares of a privatized enterprise in the name of a foreign investor and placed them in the depository of a commercial bank, which issued a depositary receipt to a foreign investor. The banks “Ukraine”, “Privatbank”, “Aval” worked most actively with compensation certificates. Currently, with the end of certificate privatization, these securities are not traded and are not mentioned in the new version of the Law of Ukraine "On Securities and Stock Exchange".