24.01.2025

Extension of Special Decision-Making Procedures for Companies with Participants from Unfriendly Countries

According to Decree No. 1046 of the President of the Russian Federation dated December 9, 2024, the temporary procedure for decision-making by governing bodies of Russian business entities with participation from individuals or entities from unfriendly countries has been extended through 2025. This means that collegial bodies of LLCs and JSCs can continue to make decisions without considering the votes of such participants, provided certain conditions are met.

Who Does This Apply To?

The special procedure applies if all of the following conditions are met:

  1. The company operates in the energy, engineering, or trade sectors.
  2. The beneficiary or controlling person of the company is under external sanctions.
  3. Individuals or entities from unfriendly countries own no more than 50% of the company’s shares or stakes.
  4. The company’s revenue (or the revenue of the group it belongs to) exceeds 100 billion rubles for the year preceding the decision.

How Does It Work?

Votes from individuals or entities from unfriendly countries are not counted if this decision is supported by a majority of the remaining participants or shareholders of the company.

Why Is This Important?

This procedure allows Russian companies affected by sanctions to continue managing their businesses effectively and making key decisions without obstruction from unfriendly participants.

How Can We Help?

Our attorneys are ready to:

  • Analyze your situation and determine whether your company falls under the scope of the decree.
  • Prepare the necessary documents to apply the special procedure.
  • Provide legal support for decision-making by collegial bodies.

Don’t miss the opportunity to protect your business from external risks. Contact us for a consultation and learn how to apply the new rules to your company.

Reach out to us today to safeguard your business.



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