Russian LLC (OOO) registration
At present creation of Russian LLCs (OOO) is regulated by the Civil Code of the Russian Federation, by the Federal Law «On Limited Liability Companies» ¹ 14-FZ, by the Federal Law «On the State Registration of the Legal Entities and Entrepreneurs » ¹ 129-FZ.
According to the law, one or several persons and/or legal entities can be founders of a Limited liability company (further in the text “Company”). Participants of a Company are not responsible for its liabilities and incur losses only within the limits of their share in the Company.
Charter capital of the Company is divided into parts.
A Company is a full legal entity that has its own property, can in its own name acquire and exercise property and non-property rights, incur obligations, can be claimant and respondent in a court of law, can open accounts with banks on the territory of the Russian Federation and overseas.
When establishing a Limited liability company on the territory of the Russian Federation, it is important to consider a number of issues, especially if non-resident legal entities or individual persons are involved as participants and/or governing bodies of the Company. The professional team of Ackermann Bellmer has extensive experience in providing support to the non-residents establishing their business in the Russian Federation.
According to the law, one or several persons and/or legal entities can be founders of a Limited liability company (further in the text “Company”). Participants of a Company are not responsible for its liabilities and incur losses only within the limits of their share in the Company.
Charter capital of the Company is divided into parts.
A Company is a full legal entity that has its own property, can in its own name acquire and exercise property and non-property rights, incur obligations, can be claimant and respondent in a court of law, can open accounts with banks on the territory of the Russian Federation and overseas.
When establishing a Limited liability company on the territory of the Russian Federation, it is important to consider a number of issues, especially if non-resident legal entities or individual persons are involved as participants and/or governing bodies of the Company. The professional team of Ackermann Bellmer has extensive experience in providing support to the non-residents establishing their business in the Russian Federation.
The process of the OOO registration consists of the following steps:
- Preparation of a set of charter documents (their translation and notary certification, if necessary);
- Submission of application and obtaining the State registration certificate from the Moscow Registration Body;
- Obtaining the Letter of the appropriation of OKVED codes;
- Manufacturing of the Company stamp;
- Registration in extra-budgetary funds;
- Opening of a bank account.
1) The name of the Company
- the full name
- the short name
- the name in English (optional)
2) The address of location of the Company (a Guarantee letter from provider of the address and a copy of their certificate of ownership of the premises)
3) The founders of the Company
Russian residents
Legal entities (the size of the part of the Charter capital, bank details, information about director)
Individual entrepreneurs (the size of the part of the Charter capital, copy of passport, TIN if there is one)
Individual entrepreneurs (the size of the part of the Charter capital, copy of passport, TIN if there is one)
Non-residents
Legal entities
- Extract from the trade register of the country of origin of the foreign legal entity or any other document which certifies the fact of the registration of the foreign legal entity in accordance with the legislation of the country of its origin.
- Document which certifies the powers of the governing bodies of the foreign legal entity (Participants, Shareholders, Members of the Board, Managing director).
(Foreign documents are accepted only if they bear authentic marks that they have been legalized by the consulate or apostilled unless exemption from these procedures is granted under international treaties to which the Russian Federation is a party;the documents shall also be enclosed with a Russian translation certified by the notary or consular services. These documents shall be valid for a year from the date of issue.)
Individual entrepreneurs
- Copy of his/her passport with notarized Russian translation;
- Copy of his/her migration card;
- Copy of his/her Russian visa.
Charter capital of the OOO consists of parts of its participants. Charter capital can be paid either with money or with property.
If the charter capital is paid with money:
- The minimum size of the charter capital must be 10,000 rubles;
- 100% of the charter capital is paid at the moment of formation of the Company; or a minimum of 50% must be paid at the moment of formation, and the remaining 50% within one year from the moment of the registration of the Company.
If the charter capital is paid with property:
If a part of the charter capital paid with property is bigger in value than 20,000 rubles, it must be valued by an independent assessor. If it is smaller than 20,000 rubles, the founders of the Company execute and Act of valuation and Act of transfer and acceptance of the property as part of the charter capital.
It is necessary to decide on the size of parts of the participants in the charter capital.
5) Managing director’s details (a copy of his/her passport, TIN if he/she has one)
6) Chief accountant’s details (a copy of his/her passport, TIN if he/she has one)
7) The main types of activities (we would like to draw your attention to the fact that for some activities a license will be required).
8) The name of a bank for opening of an account (and accounts for what currencies you will require).
9) Telephone number that the governmental authorities can use to contact you.
It is necessary to decide on the size of parts of the participants in the charter capital.
5) Managing director’s details (a copy of his/her passport, TIN if he/she has one)
6) Chief accountant’s details (a copy of his/her passport, TIN if he/she has one)
7) The main types of activities (we would like to draw your attention to the fact that for some activities a license will be required).
8) The name of a bank for opening of an account (and accounts for what currencies you will require).
9) Telephone number that the governmental authorities can use to contact you.
TIMING
- Registration of the Company and tax registration with the Registration Body of Moscow takes from six to fourteen working days from the moment of submission of the complete set of charter documents duly executed and signed.
- Production of the Company seal takes one or two days.
- Obtaining the OKVED codes (Russian National Classifier of Economic Activities) takes from three to four days.
- Registration with extra-budgetary funds takes from two to three days.
- Opening accounts with banks takes from seven to fourteen days, depending on which bank the client may choose.
Should you wish to find out more about our services, you can contact us in any way convenient to you
(telephone/fax/e-mail/Skype), and our employees will be happy to be of assistance to you.