This document provides a comparative outline of the types of business activity forms available to foreign companies in Russia, including branches, representative offices, subsidiary companies (LLCs), and branches of LLCs. It outlines the general information, registration requirements, fees, ownership structures, legal address needs, asset rules, permitted activities, reporting obligations, liability issues, governing documents, additional registration steps, and management rules for each of these business entity types.
Мы сравнили виды юридических лиц/ форм ведения бизнес для иностранных компаний в России (филиал, представительство, дочерняя компания (ООО), филиал 000) по следующему ряду параметров: общие сведения, регистрация, стоимость регистрации, требования к форме собственности, юридический адрес, активы, деятельность, обязательные корпоративные процедуры, отчетность, ответственность, учредительные документы, система управления.
By 1 April 2015 foreign companies’ branches and representative offices that were accredited and were running operations based on a permit to establish representative offices in the Russian Federation on 1 January 2015, and whose accreditation or permit does not expire before 1 April 2015, are obliged to submit files to the Interdistrict Inspectorate of the No. 47 Federal Tax Service for Moscow.
We are pleased to share with you «Establishing Legal Entity in Russia», a concise and practical legal guide focused on explaining the structure of commercial companies in our jurisdiction.
The publication was prepared by members of Lidings’ corporate and M&A team as part of a joint project initiated by the International Lawyers Network.
Information on establishing a basic investment vehicle in Russia (LLC), which could be helpful for foreign investors intending to participate in foreign direct investments projects in Russia.
Slovak or foreign investors entering the Slovak market may choose between several corporate forms. The fundamental law in this area is the Slovak Commercial Code. The Commercial Code regulates the corporate forms and business (entrepreneurial) activities that are defined as systematic activities conducted independently by an entrepreneur (either an individual or legal entity), in their own name and under their own responsibility for the purpose of making a profit.
We are pleased to share with you «Establishing a Business Entity in Russia», a concise and practical legal guide focused on explaining the structure of commercial companies in our jurisdiction.
The publication was prepared by Ms. Ksenia Stepanischeva, Senior Associate of Lidings’ corporate and M&A practice, as part of a joint project initiated by the International Lawyers Network.
Мы сравнили виды юридических лиц/ форм ведения бизнес для иностранных компаний в России (филиал, представительство, дочерняя компания (ООО), филиал 000) по следующему ряду параметров: общие сведения, регистрация, стоимость регистрации, требования к форме собственности, юридический адрес, активы, деятельность, обязательные корпоративные процедуры, отчетность, ответственность, учредительные документы, система управления.
By 1 April 2015 foreign companies’ branches and representative offices that were accredited and were running operations based on a permit to establish representative offices in the Russian Federation on 1 January 2015, and whose accreditation or permit does not expire before 1 April 2015, are obliged to submit files to the Interdistrict Inspectorate of the No. 47 Federal Tax Service for Moscow.
We are pleased to share with you «Establishing Legal Entity in Russia», a concise and practical legal guide focused on explaining the structure of commercial companies in our jurisdiction.
The publication was prepared by members of Lidings’ corporate and M&A team as part of a joint project initiated by the International Lawyers Network.
Information on establishing a basic investment vehicle in Russia (LLC), which could be helpful for foreign investors intending to participate in foreign direct investments projects in Russia.
Slovak or foreign investors entering the Slovak market may choose between several corporate forms. The fundamental law in this area is the Slovak Commercial Code. The Commercial Code regulates the corporate forms and business (entrepreneurial) activities that are defined as systematic activities conducted independently by an entrepreneur (either an individual or legal entity), in their own name and under their own responsibility for the purpose of making a profit.
We are pleased to share with you «Establishing a Business Entity in Russia», a concise and practical legal guide focused on explaining the structure of commercial companies in our jurisdiction.
The publication was prepared by Ms. Ksenia Stepanischeva, Senior Associate of Lidings’ corporate and M&A practice, as part of a joint project initiated by the International Lawyers Network.
When setting up a company in Russia, this raises a question about what options are available to finance an OOO (LLC) and what the benefits each brings. In our article we will attempt to explain the basics.
There are no limitations for foreign investors when it comes to setting up companies. A foreign natural or legal person may establish any form of company either together with other foreign or Slovak persons or alone as a sole shareholder. In this respect, foreign natural and legal persons enjoy the same rights and bear the same obligations as Slovak persons and may not be discriminated against.
The work discusses key legal aspects of establishing business presence in Russia, providing an overview of existing forms of doing business, as well as specific recommendations on choosing of optimal form of entity, issues of corporate governance and ongoing management, foreign investment, thin capitalization, migration issues of employing expatriates and currency control regulation issues. Author of the guide emphasize the latest amendments of the Civil legislation of the Russian Federation, particularly regulations on legal entities. This material may be of practical interest for businessmen of all levels, planning to enter the Russian market, as it contains answers on key questions the potential investors may have in the course of choosing a legal form for doing business in Russia.
Slovak or foreign investors entering the Slovak market may choose between several corporate forms. The fundamental law in this area is the Slovak Commercial Code. Read more in our 2019 guide for company formation!
This booklet is made to offer you support in managing the inevitable complications created in the aftermath of the economic crisis but to also give you solid arguments for a better business development in Romania.
Florentin Tuca, Managing Partner, Tuca Zbarcea & Asociatii
In order to set up a company in Romania, you first need to choose the type of business form, to prepare the file and to submit the application at the Trade Register. Note that the most common forms of business used in Romania are the Limited Liability Company along with the Joint Stock Company and Branches.
Czech or foreign investors entering the Czech market may choose between several corporate forms. The fundamental law in this area is the Civil Code and Business Corporations Act.
There are no limitations for foreign investors when it comes to setting up companies. A foreign natural or legal person may establish any form of company either together with other foreign or Czech persons, or alone as a sole shareholder. In this respect, foreign natural and legal persons enjoy the same rights and bear the same obligations as Czech persons and may not be discriminated against.
The main types of companies in Poland are Partnerships (Registered Partnership, Professional Partnership, Limited Partnership, Limited Joint-Stock Partnership) and Capital companies (Limited Liability Company, Joint-Stock Company). There are also 2 other alternatives (Branch and Sole Proprietorship), but special conditions apply.
Find out all details about each of these forms of business in our 2017 Guide: Company Formation in Poland!
Investment vehicles available for foreign investors in China: The Representative Office. How to set up a representative office (RO) in China. Its features, maintenance, taxation.
“Better Business in Romania” compiles important pieces of information regarding the legislative climate applicable to investments in various areas of interest, starting from Corporate Law (aspects concerning the setting-up, management, acquisition, merger, and dissolution of a company), Real Estate, Creditor and Debtor Disputes, Employment, Public Contracts, Competition, Energy, Capital Market, Financial Institutions, Intellectual Property, Pharmaceuticals, Environmental law, Product Liability and Consumer Contracts, Insolvency, as well as Criminal Law and Taxation.
For the first time, a dedicated chapter on Personal Data Protection was added to the table of contents.
“Better Business in Romania” is made to offer foreign investors looking for investment opportunities in Romania a preliminary account of the legal framework in Romania. The information and opinions herein should not be treated as a comprehensive study and should not be construed or used as substitute for specific legal advice.
Czech or foreign investors entering the Czech market may choose between several corporate forms. The fundamental law in this area is the Civil Code and Business Corporations Act.
The most important changes that were introduced to the Russian Tax Code, accounting and audit law in 2015 and will come into force on January 01, 2016. recommendations about the latest transfer pricing practices as and taxation of interests for intra-group loans.
We are informing our readers about the most important changes in Russian legislation: news on legal estate forms, other amendments to civil legislation, state registration of companies, LLCs, staff leasing, foreign branches and representative offices accreditation, work permits, etc.
When setting up a company in Russia, this raises a question about what options are available to finance an OOO (LLC) and what the benefits each brings. In our article we will attempt to explain the basics.
There are no limitations for foreign investors when it comes to setting up companies. A foreign natural or legal person may establish any form of company either together with other foreign or Slovak persons or alone as a sole shareholder. In this respect, foreign natural and legal persons enjoy the same rights and bear the same obligations as Slovak persons and may not be discriminated against.
The work discusses key legal aspects of establishing business presence in Russia, providing an overview of existing forms of doing business, as well as specific recommendations on choosing of optimal form of entity, issues of corporate governance and ongoing management, foreign investment, thin capitalization, migration issues of employing expatriates and currency control regulation issues. Author of the guide emphasize the latest amendments of the Civil legislation of the Russian Federation, particularly regulations on legal entities. This material may be of practical interest for businessmen of all levels, planning to enter the Russian market, as it contains answers on key questions the potential investors may have in the course of choosing a legal form for doing business in Russia.
Slovak or foreign investors entering the Slovak market may choose between several corporate forms. The fundamental law in this area is the Slovak Commercial Code. Read more in our 2019 guide for company formation!
This booklet is made to offer you support in managing the inevitable complications created in the aftermath of the economic crisis but to also give you solid arguments for a better business development in Romania.
Florentin Tuca, Managing Partner, Tuca Zbarcea & Asociatii
In order to set up a company in Romania, you first need to choose the type of business form, to prepare the file and to submit the application at the Trade Register. Note that the most common forms of business used in Romania are the Limited Liability Company along with the Joint Stock Company and Branches.
Czech or foreign investors entering the Czech market may choose between several corporate forms. The fundamental law in this area is the Civil Code and Business Corporations Act.
There are no limitations for foreign investors when it comes to setting up companies. A foreign natural or legal person may establish any form of company either together with other foreign or Czech persons, or alone as a sole shareholder. In this respect, foreign natural and legal persons enjoy the same rights and bear the same obligations as Czech persons and may not be discriminated against.
The main types of companies in Poland are Partnerships (Registered Partnership, Professional Partnership, Limited Partnership, Limited Joint-Stock Partnership) and Capital companies (Limited Liability Company, Joint-Stock Company). There are also 2 other alternatives (Branch and Sole Proprietorship), but special conditions apply.
Find out all details about each of these forms of business in our 2017 Guide: Company Formation in Poland!
Investment vehicles available for foreign investors in China: The Representative Office. How to set up a representative office (RO) in China. Its features, maintenance, taxation.
“Better Business in Romania” compiles important pieces of information regarding the legislative climate applicable to investments in various areas of interest, starting from Corporate Law (aspects concerning the setting-up, management, acquisition, merger, and dissolution of a company), Real Estate, Creditor and Debtor Disputes, Employment, Public Contracts, Competition, Energy, Capital Market, Financial Institutions, Intellectual Property, Pharmaceuticals, Environmental law, Product Liability and Consumer Contracts, Insolvency, as well as Criminal Law and Taxation.
For the first time, a dedicated chapter on Personal Data Protection was added to the table of contents.
“Better Business in Romania” is made to offer foreign investors looking for investment opportunities in Romania a preliminary account of the legal framework in Romania. The information and opinions herein should not be treated as a comprehensive study and should not be construed or used as substitute for specific legal advice.
Czech or foreign investors entering the Czech market may choose between several corporate forms. The fundamental law in this area is the Civil Code and Business Corporations Act.
The most important changes that were introduced to the Russian Tax Code, accounting and audit law in 2015 and will come into force on January 01, 2016. recommendations about the latest transfer pricing practices as and taxation of interests for intra-group loans.
We are informing our readers about the most important changes in Russian legislation: news on legal estate forms, other amendments to civil legislation, state registration of companies, LLCs, staff leasing, foreign branches and representative offices accreditation, work permits, etc.
Similar to Types of Business Activity Forms for Foreign Companies in Russia (20)
Презентация "Факторинг" на семинаре по хеджированию валютных рисков и управлению ликвидностью в России.
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Accountor hosted another TaXmas event at the Embassy of Finland as it has been doing for already more than 6 years.
The first speaker, Olga Mazina, Head of Tax Consulting, talked about the taxation changes anticipated in 2017. Olga outlined the changes in the taxation of electronic services supplied by foreign providers, as well as the upcoming changes in transfer pricing and other significant changes in tax and accounting regulations.
Accountor hosted another TaXmas event at the Embassy of Finland as it has been doing for already more than 6 years.
The second speaker, Pavel Antonov, Head of Legal Department, talked about the latest court practice, giving an account of civil and tax disputes. Pavel chose the most relevant and interesting examples from the latest court practice and gave recommendations for foreign companies operating in Russia.
Accountor hosted another TaXmas event at the Embassy of Finland as it has been doing for already more than 6 years.
The third speaker, Olga Nazarenko, Chief Accountant, talked about the most effective ways to automate financial reporting and presented Accountor Reporting, our application for accounting and reporting. This tool allows accessing financial information anywhere from any device and provides clear reporting. All reports can be customized to meet any company’s needs. Accountor Reporting allows preparing financial statements faster and eliminates the risk of human error.
27.10.2016 г. Семинар компании Аккаунтор и АО "Райффайзенбанк" на тему "Хеджирование валютных рисков и управление ликвидностью в России". Презентация Ильи Дулина, директора по продуктам казначейства АО «Райффайзенбанк».
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According to Chapter 33 “Trade Levy” of the Russian Federation Tax Code and Article 1 of the Law of the City of Moscow № 62 of 17.12.2014 “On the Trade Levy” (hereinafter referred to as the Law of the City of Moscow № 62), trade levy is being introduced within the territory of Moscow on July 1, 2015.
Foreigners living in Russia often ask us about some particularities with the legal system in Russia. Today we answer one of these frequently asked questions
Civil, business, contract and corporate laws were significantly amended in 2015, and very important Supreme Court rulings have been issued. Both these new amendments and rulings will affect and shape all business structures in 2016.
A practical case study based on Accountor Russia’s experience of business processes review, optimization and internal management of changes. This presentation dispenses professional advice and tools which allow addressing complex and challenging issues that many companies face today.
In this article we are answering two frequently asked questions among our clients:
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India Orthopedic Devices Market: Unlocking Growth Secrets, Trends and Develop...Kumar Satyam
According to TechSci Research report, “India Orthopedic Devices Market -Industry Size, Share, Trends, Competition Forecast & Opportunities, 2030”, the India Orthopedic Devices Market stood at USD 1,280.54 Million in 2024 and is anticipated to grow with a CAGR of 7.84% in the forecast period, 2026-2030F. The India Orthopedic Devices Market is being driven by several factors. The most prominent ones include an increase in the elderly population, who are more prone to orthopedic conditions such as osteoporosis and arthritis. Moreover, the rise in sports injuries and road accidents are also contributing to the demand for orthopedic devices. Advances in technology and the introduction of innovative implants and prosthetics have further propelled the market growth. Additionally, government initiatives aimed at improving healthcare infrastructure and the increasing prevalence of lifestyle diseases have led to an upward trend in orthopedic surgeries, thereby fueling the market demand for these devices.
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As an Army veteran dedicated to lifelong learning, I bring a disciplined, strategic mindset to my pursuits. I am constantly expanding my knowledge to innovate and lead effectively. My journey is driven by a commitment to excellence, and to make a meaningful impact in the world.
RMD24 | Debunking the non-endemic revenue myth Marvin Vacquier Droop | First ...BBPMedia1
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Who might benefit? Anyone and everyone leading folks from the shop floor to top floor.
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[Note: This is a partial preview. To download this presentation, visit:
https://www.oeconsulting.com.sg/training-presentations]
Sustainability has become an increasingly critical topic as the world recognizes the need to protect our planet and its resources for future generations. Sustainability means meeting our current needs without compromising the ability of future generations to meet theirs. It involves long-term planning and consideration of the consequences of our actions. The goal is to create strategies that ensure the long-term viability of People, Planet, and Profit.
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LEARNING OBJECTIVES
1. Develop a comprehensive understanding of the fundamental principles and concepts that form the foundation of sustainability within corporate environments.
2. Explore the sustainability implementation model, focusing on effective measures and reporting strategies to track and communicate sustainability efforts.
3. Identify and define best practices and critical success factors essential for achieving sustainability goals within organizations.
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1. Introduction and Key Concepts of Sustainability
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3. Measures and Reporting in Sustainability
4. Sustainability Implementation & Best Practices
To download the complete presentation, visit: https://www.oeconsulting.com.sg/training-presentations
Accpac to QuickBooks Conversion Navigating the Transition with Online Account...PaulBryant58
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As a business owner in Delaware, staying on top of your tax obligations is paramount, especially with the annual deadline for Delaware Franchise Tax looming on March 1. One such obligation is the annual Delaware Franchise Tax, which serves as a crucial requirement for maintaining your company’s legal standing within the state. While the prospect of handling tax matters may seem daunting, rest assured that the process can be straightforward with the right guidance. In this comprehensive guide, we’ll walk you through the steps of filing your Delaware Franchise Tax and provide insights to help you navigate the process effectively.
Types of Business Activity Forms for Foreign Companies in Russia
1. ACCOUNTOR
Sadovnicheskaya naberezhnaya 79 Shpalernaya ul. 54 Moscow Stockholm
115035 Moscow, Russia 191015 St. Petersburg, Russia St. Petersburg Oslo
+7 495 788 00 05 +7 812 325 82 94 Kyiv Copenhagen
accountor.ru accountor.ru Helsinki Utrecht
info@accountor.ru info@accountor.ru
TYPES OF BUSINESS ACTIVITY FORMS FOR FOREIGN COMPANIES IN RUSSIA.
COMPERATIVE OUTLINE:
BRANCH – REPRESENTATIVE OFFICE (REP. OFFICE) – SUBSIDIARY
COMPANY (LLC) –BRANCH OF LLCIN RUSSIA
2. ACCOUNTOR
Sadovnicheskaya naberezhnaya 79 Shpalernaya ul. 54 Moscow Stockholm
115035 Moscow, Russia 191015 St. Petersburg, Russia St. Petersburg Oslo
+7 495 788 00 05 +7 812 325 82 94 Kyiv Copenhagen
accountor.ru accountor.ru Helsinki Utrecht
info@accountor.ru info@accountor.ru
Table of Content
General information 3
Registration information 4
Registration Fees 5
Ownership Requirements 6
Legal Address 7
Assets 8
Activity 9
Obligatory corporate procedures 10
Reporting 11
Liability 13
Constituent Documents 14
Additional Procedures –Anti-monopoly Regulations 15
Management 16
3. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 3
General information
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
1. A Branch can perform
commercial and marketing
activities, represent the interests
of a foreign company and defend
them only within the confines of
the Parent Company’s activites.
1. A Repoffice can perform
marketing activities, represent
the interests of a foreign company
and defend them only within the
confines of the Parent Company’s
activities, but cannot perform
commercial activities.
1. A Subsidiary company can
perform marketing and any
commercial activities stipulated
by Russian legislation.
1. A Branch of an OOO can
perform commercial activities
on behalf of OOO.
2. The Branch can obtain
certain types of licenses on
execution of commercial activity.
2. The Repoffice cannot
obtain licenses for commercial
activities.
2. A Subsidiary Company can
obtain licenses for certain
commercial activities.
2. A Branch of an OOO cannot
obtain licenses.
3. Branches and Repoffices are not legal entities, but separate
subdivisions of a foreign Company (part of a foreign company which is
based somewhere other than the company).
Branches and Repoffices cannot create subdivisions.
4. A Subsidiary company is
an independent Russian legal
entity.
Subsidiary companies can create
their own subdivisions (Branches
and Repoffices).
3. A Branch of an OOO is not
a legal entity.
Cannot create its own
subdivisions.
4. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 4
Registration Information
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
Branches, Repoffices and Subsiduaries of foreign Companies should be: Branches of an OOO should be:
1. Registered and accredited with the Tax Authorities in Russian Federation;
1. Registered in the
constituent documents of the OOO;
2. Registered with non-budget funds (Pension Fund, Fund of Social Security);
2. Registered in the territorial
tax office;
3. Registered in the territorial
non-budget funds (Pension Fund,
Fund of Social Security).
The first stage of the registration procedure and opening bank accounts usually takes 1.5 months. Registration may take up to 1
month.
5. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 5
Registration Fees
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
State fee for accreditation of the Repoffice and Branch consists of RUR
120,000.
Minimal monetary contribution to the Branch funding consitst of RUR
10,000.
State fee for registration of the
Subsidiary company with the tax
authorities consists of RUR
4,000. Minimal share capital
consists of RUR 10,000.
State fee for registration of
changes into constituent
documents of OOO consists of RUR
800.
6. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 6
Ownership
Requirements
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
The Branch and the Repoffice of the foreign company can be established
only by the one Head (mother) company. No any other forms of
ownerships are allowed.
The Subsidiary company may be
founded by one or more persons
(individuals or legal entities). The
maximum quantity of persons
may be up to 50. In case of
exceeding of 50 persons, the
limited liability company shall
transform into the opened joint
stock company or production
cooperative.
The Branch of OOO may be
founded only by the OOO solely.
7. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 7
Legal Address
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
All the Branch of a foreign company, Repoffice, a Subsidiary company and Branch of OOO should have official address / office space in Russia. The
legal address is to be registered with the Russian tax authorities and confirmed by the Guarantee letter of the landlord.
8. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 8
Assets
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
1. The Company may provide
assets and finance Branch without
any limits (obligatory min. is about
RUR 10.000,00, to be stipulated in
the articles of association of the
Branch).
1. The Company may
provide assets and finance the
Repoffice without any limits, no
obligation to set the minimum
limits in the articles of
association.
1. The Company should pay
the share capital of the
Subsidiary company (min. is RUR
10.000,00). Share capital can
be formed by monetary funds as
well as by the other assets.
The Branch of OOO has no own
assets. Title to the property (fixed
assets, intangible assets) acquired
through the Branch (created by
Branch) belongs to the OOO.
2. Branch can receive funds
from third parties as the result of
its commercial activity.
2. Repoffice cannot receive
funds from third parties as a
result of commercial activity.
2. The Company having 51%
and more shares in the charter
capital of the Subsidiary
company may invest to the
assets of the subsidiary
company and use preferential
taxation only in form of
contribution to the charter
capital or gratuitous financing.
3. .The Subsidiary company
may receive funds from third
parties as a result of its
commercial activity.
9. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 9
Activity
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
1. Contracts with Russian clients for the respective services may
be concluded by Branches and Repoffices on behalf of the Company.
1. Contracts with Russian
clients for the respective
services will be concluded by the
Subsidiary company.
1. Contracts with Russian
clients for the respective services
will be concluded by the Branch of
the OOO in the name of the OOO.
2. May be set up for uncertain term.
2. May be set up for uncertain
term, but not after the termination
of the OOO.
10. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 10
Obligatory corporate
procedures
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
In case of changes in Branch/Repoffice activity (change of name,
address, head of the Branch, etc.), the respective changes are to be
adopted by the decision of the parent company and registered with the
accreditation and state authorities on Russia.
1. The founder of the
Subsidiary company is obliged to
adopt an annual shareholders’
decision each year to approve
the financial results of the
company.
2. In case of changes in the
Subsidiary company’s activity
(change of name, address,
managing body (general
director), etc.), the respective
changes ate to be adopted by
the shareholder’s decision of the
founder and registered with the
tax authority.
3. Shareholder’s decisions
on payment of dividends to the
founder are to be adopted by the
founder quarterly, semiannually
or annually (as stipulated by the
Subsidiary company’s charter).
In case of changes in the activity of
the Branch of the OOO (change of
name, address, managing body
(director), etc.), the respective
changes are to be adopted by the
shareholder’s decision of the OOO
and registered with the tax
authority.
11. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 11
Reporting
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
Developing an independent accounting policy.
Independent taxpayers.
Liable to pay income tax, VAT, property tax, personal income tax, mandatory payments to the Pension Fund
and the Fund of Social Insurance (FSS).
Reports are required to be provided the location of the organization.
The Branch, Repoffice and Subsidiary company submit reports to the off-budgetary funds (Pension Fund,
Social Security Fund) on the regular basis as follows:
1) Pension Fund – for the first quarter (not later than May, 15), semiannual (not later than August,15), for
nine months (not later than November, 15), annual (not later than February, 15);
2) Social Security Fund - for the first quarter (not later than April, 15), semiannual (not later than July, 15),
for nine months (not later than October, 15), annual (not later than January 15).
3)
The Branch, Repoffice and the Subsidiary company submit tax reports quarterly and annually.
Annual tax reports to be submitted at the end of the financial year (01.01 - 30.03).
Quarterly tax reports to be submitted within one month (28-30 days) following to the reporting quarter.
Can have their own balance sheet.
Do not have the right to develop an
independent accounting policy.
Branch is not a tax payer, can only
fulfill obligations of its OOO to pay
some taxes. In such cases, the
Branch must file tax returns to the
tax office for its location.
Income taxes – Income tax is
attributable to the regional and
local budgets, the OOO pays
separately for its registered and
where the Branch is registered.
The tax office at the location of the
Branch and the OOO must be
submitted advance payments.
Property tax – if the Branch is on a
separate balance and has a
taxable estate, the OOO must pay
Branch taxes based on the location
12. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 12
+ Taxes to be paid by a Branch: VAT 18%, property tax, income tax for foreign companies;
+ Taxes to be paid by a Repoffice: VAT 18%, property tax;
+ Taxes to be paid by a Subsidiary company: VAT 18%, income tax, property tax, unified social tax.
In accordance with Russian laws, if a company does not carry on an activity, “nil” accounting, tax and statistical
reports should be submitted.
Therefore, Branches, Repoffices and Subsidiary companies should file reports on a regular basis (the terms
of submission depend on the kind of the reports) to the Russian authorities. However, please be aware that
Russain tax authorities are reluctant to accept "nil" reports. In practice “nil” reports may entail a field tax audit.
of the Branch to the local tax office
and the OOO must submit advance
payments.
VAT – payinging the tax and report
on it are the obligations of the OOO.
Does not have to submit reports to
an inspection of the Branches
ofthe OOO.
13. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 13
Liability
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
The Company will be liable for the activities of the Branch and Repoffice.
The Subsidiary company will be
liable for its activity by itself,
except in several cases provided
by the legislation.
The OOO will be liable for the
activities of its Branch.
14. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 14
Constituent Documents
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
The activities of the Branches and Repoffices are regulated by the
Regulations for the Branch or Repoffice that are approved by the
Company.
The activity of the Subsidiary
company is regulated by its
foundation documents (Charter)
adopted by its founders.
The activity of a Branch of an OOO
is regulated by the foundation
documents (Regulations) adopted
by its OOO.
15. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 15
Additional Procedures –
Anti-monopoly
Regulations
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC)
Branch of an OOO
No anti-monopoly regulations No anti-monopoly regulations
In case the founder (the
Company) of a Subsidiary
company contributes asserts in
the charter capital of the
Subsidiary other than monetary
funds, the founder should get
approval on establishing a
subsidiary from the Federal
Antimonopoly Service provided
that the total assets of the
founder (or their group) exceeds
RUB 3 billion or the sales figures
of the founder (or its group)
during the last calendar year
exceeded RUB 6 billion.
No anti-monopoly regulations
16. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 16
Management
Branch of a foreign company Repoffice of a foreign company Subsidiary company - OOO (LLC) Branch of an OOO
Branches and Repoffices are managed by the Head of the
Branch/Repoffice, as appointed by the Company and duly authorized by
a respective power of attorney issued by the Company defining the
scope of powers of the Head. The power of attorney may be issued at a
maximum for the accreditation period of the Branch or Repoffice with
the right to extend it for the next accreditation period.
The Regulations for the Branch/Repoffice will also define the scope of
powers of the Head.
The Head of the Branch/Repoffice will report to the Head office of the
Company.
A Subsidiary company may have
a two-level or three-level
management structure.
In the former case, the
management bodies will consist
of the General meeting of
participants of the Subsidiary
company and the executive body
(either sole General Director or
Executive Board/Directorate).
The executive body will be
appointed by the General
meeting of participants.
In the latter case, the
management structure will
consist of the general meeting of
participants of the Subsidiary
company, the Board of Directors
(or Supervisory Board) and the
executive body (either sole
A Branch of an OOO is managed by
the Director of the Branch by
virtue of the POA appointed by the
General Director of the OOO.
17. 2015.11.11 Accountor – Branch – Representative Office (Rep. Office) – Subsidiary Company (LLC) – Branch of LLC in Russia 17
General Director or Executive
Board/Directorate). Usually, the
executive body will be appointed
and supervised by the Board of
Directors, while the Board of
Directors will be elected by the
General meeting of participants.
In either case, the scope of
powers of each management
body will be defined in the
Subsidiary’s foundation
documents, approved by its
founders (participants).
The term of activity for the above
bodies is to be stipulated in the
Subsidiary company’s
foundation documents.
18. We are Accountor, the largest company in Northern Europe
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Today we employ around 200
professionals and have two
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We provide a full range of
services required for conducting
fruitful business in Russia, from
company registration to full
outsourcing of accounting &
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company.
http://www.accountor.ru/en/advisory/company-establishment
Daniil Berlizov
Senior Business Development Manager
Mobile: +7 916 539 68 66
Office: +7 495 788 00 05
Email: Daniil.Berlizov@accountor.ru
Samuli Pesu
Deputy CEO
Mobile: +7 926 710 43 61 /
+358 50 553 20 34
Office: +7 495 788 00 05
Email: Samuli.Pesu@accountor.ru
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Sales Director Nordics
Mobile: +358 40 590 7603
Email: Pertti.Sarosalo@accountor.ru