TCS Group shareholders back re-domiciliation from Cyprus to Russia

MOSCOW. Jan 15 (Interfax) - Shareholders in TCS Group Holding Plc, the parent company of Tinkoff Bank and Tinkoff Insurance, have approved a number of issues related to re-domiciliation, the group said in a statement.

The shareholders approved changes to the charter that will allow the group to continue to operate in a jurisdiction other than Cyprus. The group is launching the process of canceling its registration in Cyprus and re-registering in Russia - the shareholders also approved this issue.

Further action on re-domiciliation was also approved.

"TCS Group Holding shareholders made a decision on the group parent company's re-domiciliation in Russia. We welcome the decision of shareholders and are confident that this decision will make it possible to increase the manageability and stability of the group's business until the lifting of the sanctions regime against Russian companies abroad, while protecting the rights of all Tinkoff Group shareholders, both Russian and foreign," Tinkoff Bank's press service told Interfax.

The necessary quorum for passing decisions at the extraordinary meeting was present, the group said.

Vladimir Potanin's Interros, which owns 35% of the group, earlier backed the launch of the re-domiciliation process.

TCS did not say in which of the two special administrative regions, Kaliningrad or Vladivostok, it planned to re-register.

Interros group companies have already re-domiciled to the Vladivostok SAR. The re-domiciliation of the foreign entities of Russian companies to special administrative regions has shown its worth "since it allows them to preserve their capitalization and structure and corporate governance efficiency and at the same time safeguard the rights of all investors, both Russian and foreign," Interros has said.

The Russian Economic Development Ministry has said that 328 participants had been were registered in special administrative regions by the end of December and that more than 150 companies moved to special administrative areas on Oktyabrsky and Russky islands in 2023, including VK, United Medical Group (EMC) and the new holding company for HeadHunter. Re-domiciliation from Cyprus to the Russian SARs has already been approved by shareholders of Etalon Group and Mother and Child (MDMG). Rusagro is at the stage of submitting documents to change jurisdiction; Ozon has announced similar plans.