Transactions with LLC shares with the participation of non-residents, foreign citizens and companies. As a countermeasure, a new procedure for making transactions with LLC shares has been introduced. What innovations were introduced by the Presidential Decree.
In order to counteract the anti-Russian sanctions imposed by Western countries, 09/08/2022. Decree of the head of state No. 618 was adopted, which established a special procedure for transactions by participants - persons from states recognized as unfriendly, with shares in Russian limited liability companies (abbreviated as LLC).
In fact, a procedure has been introduced under which the sale of Russian business, Russian assets in the form of shares in an LLC to foreign owners will require permission from the Government Commission.
What innovations were introduced by the Presidential Decree:
- the procedure that was previously in force for joint-stock companies (abbreviated as JSC) for transactions by foreign owners with shares of Russian JSCs only with the permission of the Government Commission has been extended to LLCs and shares in them;
- approval must be obtained from the Government Commission for the Control of Foreign Investments;
- these rules do not apply to credit institutions and a number of financial institutions;
- It follows from the text of the document that operations and transactions mean not only the sale of shares of foreigners recognized as unfriendly. Restrictions also apply to option agreements, the purchase by investors from foreign countries included in the list of unfriendly shares in Russian LLCs, the purchase of shares from unfriendly foreigners by Russian investors, as well as by investors from friendly or neutral countries;
- the ban equally applies to the conclusion of new transactions and the execution of old ones already concluded at the time of the adoption of the Decree;
- banks under Western sanctions are allowed to fulfill obligations to clients - Russian legal entities on bank deposits and accounts not in the currency of the obligation, but in rubles. In this case, the ruble exchange rate on the day of execution is taken into account;
- Societies in which an organization (no matter in what capacity, directly or indirectly), which uses the subsoil in Russia, which is a strategically important enterprise, participates, receives the right not to provide information about its activities to unfriendly persons.
The procedure for issuing permits has not yet been developed, but it must be approved by the Government of the Russian Federation no later than September 18, 2022. Now, in fact, permits for transactions with Russian assets involving unfriendly foreigners are issued by a subcommittee of this commission. Its head is Finance Minister Anton Siluanov. The list of states recognized as unfriendly is approved by the Government and may change.
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