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In brief

Foreign companies and unincorporated vehicles (including trusts, partnerships, funds, etc.) that have a branch, a representative office, Russian real property or tax registration in Russia (apart from ESS1 tax registration) must now annually, by 28 March, report to the Russian tax authorities:

  1. all direct shareholders;
  2. indirect shareholders having more than 5% participation that are:
    • publicly listed companies;
    • individuals;
  3. the founders, beneficiaries and trustees/managing bodies of unincorporated vehicles.

The annual report must reflect the shareholding information as of the end of the calendar year and should be filed with the local Russian tax inspectorate in electronic form or in a hard copy. Failure to timely provide the report may trigger a penalty of RUB 50,000.

The new rule extends the disclosure that previously applied only to foreign owners of Russian real estate to all foreign companies registered for tax purposes in Russia. The new report captures even wider scope of shareholders compared to the AML reporting currently collected by Russian companies (that only covers individuals – ultimate beneficiaries owning more than 25% in a company). Disclosing certain required information e.g., personal data of reportable individuals may create complications and may need to be carefully handled. We will be pleased to assist you with the new reporting form based on our extensive experience in various Russian disclosures.

This LEGAL ALERT is issued to inform Baker McKenzie clients and other interested parties of legal developments that may affect or otherwise be of interest to them. The comments above do not constitute legal or other advice and should not be regarded as a substitute for specific advice in individual cases.

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1 Electronic services supplier.


Sergei Zhestkov is a partner in the Moscow office of Baker McKenzie and a licensed Russian advocate. He is experienced in advising multinational corporate and private clients on the broad scope of tax and asset protection issues, including international tax and trust planning and structuring.


Kirill Vikulov is a partner in the Tax law practice group of Baker McKenzie’s Moscow Office. He has extensive experience in advising Russian and multinational clients on a wide range of complex tax issues, including M&A deals, joint ventures, international holding and financing structures, and various financial and capital markets transactions. Prior to joining Baker McKenzie in 2007, Kirill worked as a tax consultant in the international tax structuring department of an international audit company. Kirill is also a visiting professor of international tax law at MGIMO.


Maxim Kalinin serves as managing partner of Baker & McKenzie’s St. Petersburg office and head of the Mergers & Acquisitions, Corporate, Real Estate & Construction and Employment practice groups. He was named a European legal expert in Russia by European Legal Experts 2008, and was recognized by Chambers Europe "for his expertise in M&A and real estate work". He is also cited by Legal 500, Who’s Who Legal 2009, The International Who’s Who of Real Estate Lawyers 2008 and the Private Equity Handbook 2007/2008 for his corporate and real estate work

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