Does the name of the company require approval by the Registry or other authorities?
Are there any limitations on the registered address (i.e. must be in-country, must not be a PO box)
This is important as the location will be used on the registration documents. Local counsel have confirmed that it is advisable to find office space before starting the registration process.
Is there a requirement for any in country resident directors?
Local counsel has confirmed that the person authorised to represent the company will need to be physically present in Russia for certain steps i.e. signing and filing of documents.
HHAS will also need to consider personnel issues. In particular, who will be acting as the executive body and chief accountant of the Russian entity. If it is planned to hire non Russian citizens, a work permit may be required. This will involve additional steps and will therefore increase the timeline.
What information will you require about shareholder?
Obtain an extract from trade register in respect of the shareholder, which will require an apostille. The extract should indicate the person(s) authorized to represent the company. Local counsel will also require an apostilled copy of the passport of such person(s).
Will the company need to specify a maximum number of shares that can be issued?
An LLC does not issue shares
Do you require any further information about the company or its officers? If YES, please specify.
Identify a bank where HHAS will open a bank account. From a registration prospective, this is important because part of the capital needs to be paid in before registration. In practice, this requires the founder to submit certain documents to the chosen bank. Requirements can differ from bank to bank.
With regards to the Articles of Association, local counsel can produce a standard charter. Should HHAS require, local counsel can also translate this into English for convenience. Since it is planned to set up a wholly owned subsidiary, local counsel do not think HHAS will need a tailored charter.
After filing the documents and receiving the registration certificate, further steps will involve, 1) manufacturing the company seal, 2) opening bank account, 3) notifying tax authorities and 4) notifying social funds. In addition should the business requires a license, there will be an additional procedure to obtain one. Local counsel have also highlighted that you may wish to consider trademark issues.
How long will it take to complete incorporation?
Four to six weeks from the date the documents are submitted to the state authorities.
|No.||Procedure||Time to Complete||Associated Costs|
|1||Notarize foundation documents||1 day||RUR 200 per copy|
|2||Deposit capital in the bank and get proof thereof||1 day||no charge|
|3||Pay registration fee||1 day||no charge|
|4||Register with the unified register at the Federal Tax Service on the local level, to obtain the single number of state registration and the number of tax registration (identification number of taxpayer,INN); register with the State Pension Fund, the State||18 days||RUR 4,000|
|5||Notarize Registration Certificate, Tax Payer Identification Number Certificate and Bank SignatureCard||1 day||RUR 400 (signatures and bank card) + RUR 800 (notary fees)|
|6||Open the company bank account||1 day||nominal|
|7||Inform Federal Tax Service of the company bank account number and obtain a special letter of confirmation||5 days||no charge|
|8||Register the company with Moscow Center of Quotation of Work Places||1 day||no charge|
|9||Register seal with the local Registration Chamber Incorporation/Registration of New Entity||1 day||RUR 1750|