Russian Companies Legal Forms
Joint stock companies are also capital companies and are governed by the Civil Code, Federal Law No. 208-FZ of 26 December 1995 on Joint Stock Companies (the “JSC Law”), the Registration Law and Federal Law No. 39-FZ of 22 April 1996 on the Securities Market (the “Securities Market Law”) and the laws promulgated by the CBR. A branch may perform all the functions of a representative office and engage in commercial activities. As part of the parent company, a branch carries on business activities on its behalf. In other words, all contracts are concluded by the branch exclusively in the name of the parent company. A JSC only discloses its founding shareholders in its commercial register of the Russian tax register. Founding shareholders are listed in the same section of the document that discloses ownership of LLCs (“Information about founders (participants) of the legal entity”), but the date corresponding to the amount of equity is only a start date. There are other specific forms of legal entities, such as economic partnership, which mainly aims at the joint management of intellectual property rights (but beyond that, it is not very applicable). However, the prohibition on acquiring or holding shares/shares in other companies and partnerships and the disclosure of their business activities by an economic partnership preclude in principle the use of this commercial structure for commercial commercial transactions or as holding companies for joint ventures. There are also non-commercial forms of organization that can be used for charities, trade associations, and other non-profit organizations.
Previously, a non-public joint-stock company was known as a closed joint-stock company (закрытое) (CJSC or ЗАО). Private joint-stock companies were not required to immediately re-register as non-public joint-stock companies; As a result, some companies still have “closed corporation” in their name. Private corporations do not have to publicly announce their shareholders. All public companies must disclose their shareholders quarterly through one of the disclosure websites listed above. Previously, a public joint-stock company was known as an open joint-stock company (открытое) (OAO or ОАО). Although public corporations have been required to re-register as public corporations, some companies still have “open corporations” in their name. LLC is the most popular legal entity due to the ease of registration and simplified taxation. LLC can be registered within 3 business days of submission of documents. In most cases, LLCs are eligible for simplified taxation: 15% income tax or 6% income tax.
[2] The corporate structures of Russian companies are governed by Chapter Four of the Russian Civil Code. Under Russian law, trading companies can follow one of six different business structures. The two most common business structures are limited liability companies and joint-stock companies. These are the two different types of entities that we are going to discuss in this article. A limited liability company (“obshchestvo s ogranichennoy otvetstvennostyu” – an “LLC”) is referred to by the abbreviation “OOO” or “LLC” before or after its name. It is one of the simplest forms of Russian legal entity and is often used by foreign investors for a wholly-owned subsidiary. Russian companies may have one of different types of legal status. A company may operate as a limited liability company or as a public or private corporation, or may be managed by a sole proprietor. Other types of commercial and non-commercial organizations are also recognized.
Any type of activity (subject to licensing), with the exception of the creation of other legal entities, the issuance of bonds and other securities, advertising However, a representative office may perform representative functions on behalf of the parent company, including the organization of marketing and advertising in Russia. It can also assist in other commercial and legal transactions between the parent company and Russian organizations, including the rental of real estate. Unlike in Europe, an LLC is only considered established if it is registered by the tax authorities in the Russian Commercial Register (Unified National Register of Legal Entities).