Some foreign business owners decide the best course of action for doing business in Russia is to open a branch office or a representative office in Russia rather than incorporating their business in Russia. There are definite advantages to doing this, including the fact that is a much quicker and easier process. However, you will still have to apply for accreditation of your Russian office. The attorneys at Jus Privatum can help you in this process.
Understanding Where to Apply
Your first decision is whether you want to open a branch office or a representative office in Russia. A branch office is permitted to carry out all of the activities of the head office, while a representative office is limited to simply representing the business’s interests.
Once you determine which type of office meets your needs, you will need to apply for accreditation. At the moment, most branches and representative offices should be accredited with the tax authorities except for the branches and representative offices of banks and organizations operating in the aviation industry.
As of 1 January 2015, major amendments were introduced to Russian laws regulating the establishment of branches and representative offices in Russia. According to the current rules, the following steps should be taken in order to establish a branch ofice or representative office:
- Agreement on the anticipated number of foreign employees of a branch or representative office with the Chamber of Commerce and Industry.
- Filing for accreditation with authorized federal authorities.
- Tax registration.
- Registration with the state statistics authorities and obtaining statistics codes.
- Registration with social (pension and social security) funds.
- Opening bank accounts.
The Application Process
Once you have decided which type of office you want to open and know to which Russian office you will be applying, you are ready to move forward with your application for accreditation. Some requirements to be aware of include:
- You will pay a state duty for accreditation of RUB 120,000 (about USD 1,700).
- You do not need to be physically present in Russia to apply for accreditation.
- You will need to submit a substantial amount of paperwork.
The team at Jus Privatum will assist in every step of the accreditation process, including gathering and verifying all required documentation. Whether you are opening a branch office or a representative office, you will need to submit the following documents:
- The Charter (articles of association and/or bylaws) of the foreign legal entity.
- The registration certificate, Certificate of Incorporation, an excerpt from the trade register, or certificate of good standing of the foreign legal entity.
- The resolution of the foreign legal entity to establish the branch or representative office in the Russian Federation.
- The regulation of the branch or representative office.
- A bank letter confirming the good credit standing of the foreign legal entity.
- General Power of Attorney issued to the director of the branch or representative office.
- Power of Attorney for filing the application for accreditation on behalf of the foreign legal entity.
- The certificate from the tax authorities in the country of the foreign legal entity’s incorporation confirming that the foreign legal entity is registered as a taxpayer and specifying the taxpayer identification code.
- Certificate of payment of a registration fee.
When applying for accreditation of a representative office, you will also need to supply the following additional documents:
- Two letters of recommendation from Russian trading partners (preferably governmental bodies, social organizations, or 100% Russian-owned entities) on the official letterhead of the recommending organization.
- A copy of a lease agreement or the landlord guarantee letter, along with a document confirming the landlord’s right to the property to be leased by the representative office.
All documents from a foreign company should be notarized and apostilled or otherwise legalized in the country of execution. Any document supplied in a language other than Russian must be accompanied by a notarized translation.
How the Jus Privatum Team Can Help
If you are applying from overseas, however, or if you do not speak much Russian, the process will naturally be more difficult. The attorneys and staff at Jus Privatum can take care of every step of this process with you—from deciding which type of office to open to filing the paperwork with the proper authorities, we have the legal knowledge, translation expertise, and business experience to smooth this process for you. Click the link on this page to contact us.