Establish a representative office of a foreing legal entity

Foreign Company Accreditation

General Concepts and Legislation

Establish a representative office or a branch of a foreign legal entity

A representative office or a branch of a foreign legal entity is a body representing the interests of a foreign legal entity in Russia up to three years, with the right of extension.
 
An appropriate accrediting body must approve representative offices:
 
Chambers of Commerce and Industry
State Registration Chamber at the Ministry of Justice of the Russian Federation
Bodies authorized accredit representative offices in a particular industry (only for branch of foreign company)
 

Representative Office.

A representative office enables a foreign company to minimize its expenses and be represented on the Russian market, conduct marketing research, establish business contacts, analyze agreements and projects. A representative office secures a transparent presence of a foreign company in the Russian Federation. A representative office is entitled to carry out liaison and ancillary functions in order to promote the business of its foreign founder. Representative offices are not permitted to be engaged in commercial activities in Russia.
 
The issuing of permissions is the authorized function of the Chamber of Commerce and Industry of the Russian Federation in accordance with the law “On the Chambers of Commerce and Industry in the Russian Federation” (No. 5340-1 of July 7, 1993, paragraph 3, article 15).
 
For over 5 years Leningrad Region Chamber of Commerce and Industry has a successful story of cooperation in the field of accreditation with the following companies: Philip Morris Management Services B.V. (Netherlands), Wilfried Heinzel Aktiengesellschaft (Austria), OSKO GmbH (Germany), INTERTECH (USA), INEXCO Voyages (France), CATERPILLAR S.A.R.L. (Switzeland).
 
Opening procedure
Prolongation procedure
Closing of a Representative Office
Accreditation of Foreign Representative Office’s Staff
Information about taxation on Representative office and Branch of a foreign legal entity
 

Branch of a foreign legal entity.

A branch of a foreign legal entity, as one of the forms of a foreign company’s presence on the Russian market, is being actively used by many foreign participants of foreign trade relations. As opposed to the Representative office, a Branch of a foreign legal entity has a possibility to engage in commercial activities in Russia.

Establish a Russian legal entity

Types of commercial legal entities:
  • General partnerships
  • Limited partnerships
  • Limited liability companies
  • Additional liability companies
  • Joint stock companies
  • *Individual entrepreneur 
A LLC may be established by one or more persons or legal entities (the "participants") must not exceed 50 persons. The Charter capital of a LLC consists of contributions made by its participants. The initial charter capital may not be less than an amount equal to 100 times the statutory monthly minimum wage (US$ 370). A participation interest (i.e. an ownership share) in a LLC is not considered a security under Russian legislation. Therefore, in contrast to the shares of a joint stock company, LLC participation interests do not need to be registered.
 
A JSC is a legal entity, which issues shares in order to raise capital for its activities. A shareholder of a JSC is not generally liable for the obligations of the JSC, and bears the risk of any such loss only to the extent of the amount paid by it for the shares.
 
Types of JSC
Closed JSC
  • number of shareholders may not exceed 50
  • charter capital may not be less than an amount equal to 100 times the minimum monthly wage (US$ 370) 
Open JSC
  • unlimited number of shareholders
  • shareholders are entitled to freely dispose of their shares
  • charter capital may not be less than an amount equal to 1,000 times the statutory monthly minimum wage (US$ 3,730)
A JSC can issue securities in the form of shares, bonds, and issuer‘s options. In either case, such securities must be registered with the Federal Service for the Financial Markets of the Russian Federation (the FSFM).
 
 

Registration

Authority for registration of legal entities in Russia is by the local bodies of the Federal Tax Service of the Russian Federation. Terms 5 days.
 

Individual entrepreneurship

  • individual proprietor without legal entity foundation
  • individual decision on foundation
  • no charter capital
  • license and Certificate on incorporation or Patent
  • max 15 employees