The Russian legal system is based on the Civil Code of Russia, which was adopted in 1994. The Civil Code of Russia is a complex document that covers a wide range of topics, including contract law, property law, and more. When it comes to M&A transactions, the most important piece of legislation is Federal Law No. 214-FZ “On Mergers and Acquisitions of Companies” (the “M&A Law”). The M&A law was adopted in 1995 and has been amended several times since then.
The most recent amendments were made to the M&A law in 2016, and they included changes that allow for a merger between two companies or an acquisition of a company by another company if the parties to the transaction are residents of Russia or Belarus. The amendments also introduced rules for so-called “reverse mergers”, which allow a foreign company to acquire control of a Russian company without having to go through the traditional merger process.

When it comes to M&A transactions in Russia, there are two main types of deals:

Cross-border transactions are those that involve a foreign company acquiring a Russian company, or a Russian company acquiring a foreign company. Domestic transactions are those that involve two Russian companies or two Belarusian companies merging or acquiring each other.

The key players in the Russian M&A market are:

There are three methods to get a legal address for a company:

Investment banks are responsible for providing financial advice to clients on M&A transactions, law firms are responsible for providing legal advice to clients on M&A transactions, and private equity funds are responsible for investing in companies that are involved in M&A transactions.