| Russian companies |
RepOffices and Branches of foreign companies |
| Legal Status |
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There are 3 main forms of legal entities: limited liability company (Russian abbreviation - OOO), private joint-stock company (ZAO) and public joint-stock company (OAO). They may conduct full-scale activity. Any Russian and foreign companies and persons may be founders and shareholders in any number of Russian companies.
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RepOffice and Branch are not legal entities under Russian legislation, but subdivision of Head company. Head company may be held liable for activity of RepOffice (Branch) in Russia. RepOffices are limited to conduct liaison and support activity. Branches may conduct business activity in Russia.
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| Registration & Accreditation |
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The state registrar is Tax Inspectorate, which keeps the United State Register of Legal Entities. Company shall be registered at Tax Inspectorate, State Committee for Statistics and three non-budgetary funds (Pension fund, Medical insurance Fund and Social Security Fund).
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RepOffices and Branches may be accredited at several state bodies, such as State Registration Chamber, Chamber of Trade and Commerce and various Ministries of Russian Government, although the Consolidated State Register of RepOffices and Branches is being kept by State Registration Chamber (GRP).
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| Registration & Accreditation duties and charges |
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Registration duty is 2000 roubles (~65 USD). There are also charges for registration of company’s seal, registration at State Committee for Statistics, which amount in general no more than 50 USD.
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Accreditation duties for RepOffices and Branches are considerably higher. Please see below the State Registration Chamber duties:
1-year accreditation duty – 1000 USD;
2-year accreditation duty – 2000 USD;
3-year accreditation duty – 2500 USD;
Branch may be opened for 5-year period – duty is 3500 USD.
Speed up accreditation duty – plus 500 USD.
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| Charter capital |
Minimum charter capital for OOO and ZAO is 10 000 roubles (~330 USD).
Minimum charter capital for OAO is 100 000 roubles (~3300 USD).
At least 50 per cent of the charter capital shall be paid-up prior company incorporation.
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There are no requirements to the charter capital for RepOffices and Branches. |
| Accounting and Tax Compliance |
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Companies shall file accounting and tax reports with the tax authorities on a quarterly basis. Reports on VAT shall be filed every month.
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There is almost no distinction between a Branch (or taxable Rep Office) and Russian legal entity in terms of tax compliance. Rep Offices which carry out auxiliary and marketing activity also should submit reports on their activities and possible income and all reports related to payroll and social taxes. Reporting is generally done every quarter with exception for VAT (monthly) to the special Tax inspectorate, which deals only with RepOffices and Branches.
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| Foreign Staff |
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In order to employ foreign citizens a company shall obtain Employment permit. Afterwards every foreign employee shall obtain personal work permit. Citizens of Belarus do not have to obtain work permit
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According to the new legislation Representative offices and Branches of foreign companies have to obtain Employment permit. Afterwards every foreign employee even the one that has personal accreditation card shall obtain personal work permit. Citizens of Belarus do not have to obtain work permit.
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