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Legal and tax navigator

Russia

A practical navigator for Russian transactions, investment structures and special regimes: from M&A and closed mutual funds to SEZs, SARs and admission of foreign investors.

Review

Russia: transaction, regulatory perimeter and capital structure

One project can simultaneously address corporate, antitrust, banking, tax, currency and industry regulation. Therefore, ownership structure, permitting, contracts, financing and closing are designed as a single path rather than as a collection of unrelated documents.

01

Legal and regulatory system

Federal laws are supplemented by acts of the Government, Bank of Russia, FAS, Federal Tax Service and industry bodies. For a transaction, a map of applicable regimes, licenses, corporate approvals, beneficial ownership disclosures and closing conditions is first drawn up.

02

M&A and asset sales

We support share deals, asset deals, investment agreements and corporate reorganizations. The total value of supported transactions exceeded 80 billion rubles; within the perimeter there were oil and gas assets and subsoil licenses, banks and other financial organizations.

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03

Closed mutual fund: big navigator

A closed-end mutual fund is a separate property complex under the trust management of a licensed management company, and not a separate legal entity. We analyze in detail the creation, management rules, assets, shares, bodies, taxes, expenses, control and termination.

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04

Special economic zones

Industrial-production, technology-innovation, tourism-recreational and port SEZs provide a special infrastructure, customs and tax environment. Specific benefits and investment obligations vary by zone, region, project and resident agreement.

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05

Special administrative regions

The SARs on the Russky and Oktyabrsky islands allow a foreign organization to change its personal law and continue to operate as an international company. Redomiciliation requires verification of the eligible home jurisdiction, investments, documents, corporate history and tax status.

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06

Foreign investment

In addition to the general foreign investment regime, individual transactions require analysis of strategic companies, economic concentration, subsoil use, banking controls and applicable special measures. Permissions are included in conditions precedent before signing or closing.

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07

Redomiciliation to Russia

Transferring a company is not just about filing an application: you need to tie up corporate continuity, rights to assets, contracts, financing, sanctions and banking restrictions, taxes, accounting and disclosure of owners.

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08

Tax audits and disputes

We defend our position at the pre-verification stage, during inspection, in objections, complaints and in court. We pay special attention to VAT and income tax, due diligence, actual execution and the cross-border element.

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Primary sources

We check according to official materials

The next edition will supplement the review with practical tables, documents and individual materials for each block.

Banking support

The structure must pass not only registration, but also bank compliance

Before a transaction or creation of a fund, we form a transparent chain of ownership, economic purpose, source of wealth/funds, a set of contracts and expected cash flows. For banks, financial institutions and cross-border settlements, regulatory and KYC analysis begins before choosing a legal framework.

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