How to Open an LLC in Russia as a Foreign Citizen: Step-by-Step Guide and Details
Russian law allows foreign citizens and companies to register limited liability companies (LLCs) on an equal basis with residents.
However, the process has specific aspects that must be considered. This article provides a detailed overview of how a foreigner can open an LLC in Russia, the necessary documents, and potential challenges.
What Requirements Apply to Foreign Founders?
Foreign founders face the same basic requirements as Russian citizens:
– Having an authorized capital (minimum amount – 10,000 RUB)
– Properly drafted founding documents
– A registered legal address.
It’s not necessary to have a residence permit (RP) or temporary residence permit (TRP) to register the LLC itself.
A foreign citizen can establish a company while being outside Russia.
Documents for Registering an LLC with a Foreign Founder
The list of required documents is standard but requires careful attention to legalization and translation:
1. Application for State Registration of a Legal Entity (Form R11001) – It must be signed by the founder, with the signature notarized or certified by an FTS inspector if submitted in person.
2. Resolution (Protocol) on the Establishment of the LLC – This document has to include information about the authorized capital amount, legal address, participant composition, and other key details.
3. LLC Charter – The charter must be prepared in accordance with Russian legislation and include all necessary company details.
4. Document Confirming Legal Address – This can be a lease agreement, ownership certificate, or another proof of address. The address must comply with legal requirements.
5. Documents Confirming the Identity of the Foreign Founder – Usually it is a passport copy with a notarized translation into Russian.
6. Power of Attorney (for submission by a representative) – A notarized power of attorney from the foreign founder authorizing a representative to act in Russia.
Special Considerations if the Foreigner Serves as the General Director
If a foreigner intends to serve as the General Director, the following points should be considered:
– Work Permit or Patent – To work as a General Director in Russia, a foreigner will need a work permit or patent. Without this document, they cannot officially carry out employment activities.
– Until obtaining these permits, a Russian citizen will need to serve as the interim director.
Registration via a Representative
It is possible to register an LLC through a representative acting under a power of attorney, which is particularly relevant for foreigners outside Russia. However, keep in mind the need of notarizing signatures on all documents and correctly preparing the power of attorney itself.
Online Registration
Although government services in Russia are advancing, online LLC registration for foreigners still involves certain difficulties. An Enhanced Qualified Electronic Signature (EQES) is required, which is challenging to obtain remotely. As a result, people often ask specialized legal firms for the assistance.
Restrictions
Legislation may impose certain restrictions on foreign founders depending on the business sector. It’s advisable to consult a lawyer to confirm there are no restrictions for your specific case.
Conclusion
Opening an LLC in Russia as a foreign citizen is possible but requires a careful study of the law and document preparation. Working with specialized legal firms can significantly simplify the process, saving time and effort. Remember that timely lawyer’s consultation can help avoid potential mistakes and problems in the future.