106. A strong disclosure regime is critical to a market-based system of monitoring companies and is central to shareholders’ ability to exercise their judgement and hence making use of their property rights. Shareholders and potential investors require access to timely, reliable and comparable information in sufficient detail for them to make informed decisions. There is currently a good legal and regulatory basis in Russia for obtaining basic information about a publicly listed company. The Russian JSC Law contains a list of documents that a joint-stock company is required to make available. The Securities Law and numerous regulations by the Ministry of Finance and the FCSM require additional disclosure. However, the application and enforcement of these laws and regulations is weak. 107. Since 1999, the Investor Protection Law has provided the FCSM with the authority to fine joint stock companies and their managers for violating information disclosure rules. The FCSM is required to publicly report every penalty it imposes. Important corporate events, such as major transactions, changes in the executive and supervisory structure and board of directors’ decisions, must be announced in the FCSM
newsletter, which is regularly published. Moreover, the Law explicitly makes it a broker’s duty to provide current and prospective shareholders with a complete set of documents that would shed light on the structure, activities and policies of the company.
108. Stock exchanges in Russia have taken some steps to introduce tougher disclosure requirements. However, additional action needs to be taken to improve enforcement. The exchanges need to respond to compliance failures with sanctions and if necessary de-list a company that fails to comply with information disclosure rules.