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Registration of a Russian legal entity

Registration of legal entity based on foreign investments (in the form of Limited Liability Company, hereinafter referred to as LLC)

The company is registered on the territory of Russian Federation (for example Moscow), at the registration centre (Inter-District Tax Inspectorate № 46) within 5 days.
If the founder (one of the founders) of the Russian company is a foreign legal entity which has a share in the Share capital, then this organization must provide copies of Foundation documents certified by notary, with translation into Russian. The package of documents must be filed, within 30 days from the date of taking the decision on foundation, to the Federal Taxation Service of Russian Federation (Inter-District Tax Inspectorate № 46), for registration.
In accordance with the Legislation of the Russian Federation, in case if another organization is the sole founder of LLC, then the number of founders in that very organization must be at least two.

The following documents are necessary:
• Foundation documents of the foreign legal entity, copies certified by notary, with their translation;
• Extract from the trade register of the foreign legal entity - the founder (with notary translation).
• Copy of passport of foreign company's director (if the director is a foreign national then a copy with notary translation must be provided),
• Copies of passports of foreign legal entity's participants - the founder of Russian legal entity (with notary translation);
• Copies of passports of Russian legal entity founders – individual persons (if the individual is a foreign national then a copy with notary translation must be provided)
• Legal address of the registered company on the territory of Russian Federation (for example Moscow);
• The company must specify who will hold the executive positions (Director, Director General), accountant of the instituted organization;
• The company must specify the size of Share Capital (hereinafter referred to as SC) (the minimum - 10 000 rubles), the method of payment of the Share Capital - money or property. When money is deposited in SC, additional time will be needed for confirmation of transfer from a foreign bank.
If SC exceeds the set amount of 20 000 rubles, then (if SC has been paid as property evaluated to be over 20 000 rubles) the Conclusion of independent expert on the value of such property is needed. If SC does not exceed the amount of 20 000 rubles - then the property deposited as payment of SC is valuated by the participant (General meeting of participants) of the legal entity independently.

• The company should specify the profiles of its activity as per the classifier of kinds of economic activity;
• The company should specify the system of taxation - traditional or simplified (taxation on incomes is charged as 6 % of the amount or on income less expenditure - as 15% of this amount);
• The company should specify the bank where the settlement (currency) accounts will be opened (Also it is possible to open temporary (cumulative) bank account for transferring authorized capital)

Any foreign documents are to have consular legalization or are to be attested with the apostille in accordance with the International Convention canceling the requirement of legalization of foreign formal documents dated 5 October 1961).

The Applicant needs as well to have an application certified by a notary as per established official form (№ Р11001), for registration of the company in Russian Federation. In the given case the Applicant may be represented by the DIRECTOR of foreign company-founder or the individual person - founder. Next the documents for registration prepared by us - the Charter, the resolution on its foundation - are signed by the DIRECTOR of the foreign company on behalf of that company.

Stages and procedure of registration:
1. Submission of all necessary original data and documents for the foreign organization - founder.
2. Preparation of foundation documents of the organization (preparation of the draft Article of association and resolution on foundation of the company, minutes of the participants of the legal entity-participant of the Russian legal entity, on participation in the Russian company).
3. Approval of the foundation documents, making complete package of documents
4. Notary certification of the Applicant's signature on the statement № Р11001
5. Payment of state duty for company registration process (4000 Russian Rubles)
6. The Applicant's personal appearance before the Federal Taxation Service of Russian Federation (Inter-District Tax Inspectorate № 46), for submission of the package of documents for registration of the newly-instituted LLC, is mandatory. If the Applicant is not in the position to present himself personally - the documents are sent by express mail.
7. Making a seal (as per the approved model).
8. The tax inspectorate registers the documents within 5 business days.
9. Collection of the package of registered documents from the tax inspectorate by the Applicant personally.
10. Preparation of documents for the bank.
11. Notary certification of bank card (cards) in the presence of Director and Chief Accountant of the new organization.
12. Submission of the package of documents for opening accounts with the Bank.
13. Collection of the agreement from the Bank
14. Informing the District Tax Inspectorate of the Federal Taxation Service (at the place of business location of the organization), the Pension Fund, the Social Insurance Fund on opening the accounts.

ConsultExpert helps to make translation of foreign documents and notarization of documents and as well helps to open bank accounts in any bank. Please, contact us for more details.