Number of corporate anti-crisis measures expire in Russia

MOSCOW. Jan 12 (Interfax) - A number of corporate anti-crisis measures expired as of January 1, 2026, including the possibility for Russian residents to obtain corporate rights in Russian organizations which they currently own through controlled foreign companies (CFCs) in unfriendly jurisdictions.

SEIZURE OF CONTROL

Russian residents who own companies in the Russian Federation through CFCs registered in unfriendly jurisdictions received the right in 2022 to obtain corporate rights in the latter directly. Such an opportunity was available to those who own more than 50% of the CFC, and provided that the foreign company acts or fails to act as a controlling individual, violating the rights of the Russian structure or its beneficiaries.

This option was extended several times and was valid until December 31, 2025. No new prolongation has occurred, and now the corresponding provision of the legislation has expired.

UNFRIENDLY AND DIVESTED FOREIGNERS

Legislative norms that allowed for the suspension of the corporate rights of unfriendly foreign individuals who were owners of a shareholding (from 25%) in Russian organizations holding licenses for subsoil use or cross-border gas transportation infrastructure facilities in Russia, if their shares are not traded on an exchange and the shareholders number no more than 50, also ceased to be effective as of January 1, 2026.

Another legislative norm that expired allowed by court decision to restrict the corporate rights of foreign co-owners of Russian companies if they interfere with their normal functioning until the end of 2025 - for example, by publicly announcing the cessation of operations in Russia, terminating significant contracts, dismissing more than a third of employees, and other actions. The restrictions included a ban on participation in shareholder and LLC participant meetings, receiving dividends, profit distribution and disposal of shares and stakes.

A number of Russian organizations from the fuel and energy sector, engineering and trade were granted the opportunity, by presidential decree, not to consider the votes of co-owners from unfriendly jurisdictions when making corporate decisions. Companies from these sectors received this right in January 2023 if they simultaneously meet three conditions: sanctions have been imposed against their Russian co-owner, the share of unfriendly co-owners is no more than 50% and the revenue of the group of individuals of the Russian organization for the previous year exceeds 100 billion rubles.

No extension of this decree has been reported.