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Project Group №2

Corporate law and governance, financial transaction taxes


28.03.2016 13:16 / Rossiiskaya gazeta

Ministry of Justice Proposes Information Access Limit for Minority Shareholders

Minority shareholders' access to company information may be limited. A bill of amendments to the Joint-Stock Companies Act and Limited Liability Companies Act has been drafted by the Ministry of Justice and published online.

15.02.2016 16:09 / TASS

Putin Signs FCE Taxation Amendments

President Putin has signed amendments to the Tax Code, improving foreign controlled enterprises (FCE) profit taxation and foreign enterprise income taxation.

29.01.2016 17:30 / TASS

Duma Amends FCE Taxation

The State Duma has passed in the third reading amendments to the Tax Code, improving foreign controlled enterprises (FCE) profit taxation and foreign enterprise income taxation.

30.10.2015 12:00 / TASS

Minfin Expects to End Debate on CFC Law by December

Minfin expects to finalize the debate on Controlled foreign corporation (CFC) law by December, said Deputy Finance Minister Sergey Shatalov at the AmCham Annual Tax Conference.

05.08.2015 12:00 / RBC

Russia to Ban Popular Management Scheme

Treasury stock, or company shares owned by subsidiaries, will cease to vote, states a reform proposal by the Ministry for Economic Development, amending Article 49 of the Joint-Stock Companies Act (“GSM Decision”). According to the new version of the Article, shares owned by controlled companies as per the Joint-Stock Companies Act will not vote or be counted.

22.07.2015 12:00 / Vedomosti

Minority Shareholders Retain Control Over Major Transactions

Major transactions involve assets or obligations which are greater in value than 25–50% of the Company&s existing assets, and must be unanimously approved by the Board or a majority shareholder meeting vote. If the transaction is worth over 50% of the Company&s assets, it has to be approved by 3/4 of voting shares. This spring, the Ministry for Economic Development drafted a bill to abolish control over transactions worth less than 50% of assets.

23.06.2015 12:00 / MIFC

First Securitization Deal Under Russia’s New Law

The deal became a successful test case for new structural and legal mechanisms, implemented under the new Securitization Act (#379 of 21 December 2013), including bond issue by a new-type of Russian SPV, special-purpose financial vehicle, the use of an escrow account to secure the rights of bondholders, new ways to reduce risk of bankruptcy of the issuer and many others.

07.04.2015 12:00 / MIFC

Foreign Company Participation Notice Deadline Moved to 15 June

The President of Russia has signed Federal Act 85 of 6 April 2015, introducing amendments to the controlled foreign entities profit section of the Russian Tax Code.

07.04.2015 12:00 / Vedomosti

OECD Toughens CFC Oversight Guidelines

A draft of new, tougher OECD controlled foreign companies (CFC) oversight guidelines has been published online last week. Public debate is set for May 12, with the final report due in September.

11.03.2015 16:41 / RBC

Moscow Announces 2-Year Tax Holiday for Business

Moscow City Hall announces two-year tax holiday for the business. A draft bill was passed by the Moscow City Hall Board, said Head of Economic Policy and Development Maxim Reshetnikov as quoted by TASS.

12.12.2014 17:56 / Interfax

Duma Passes Anti-Round Stamp Bill in the First Reading

On Tuesday, the State Duma passed in the first reading the bill against mandatory use of the ‘round stamp’ by companies.

09.12.2014 17:28 / Interfax

Duma Committee Supports Anti-Round Stamp Bill

The State Duma Property Rights Committee has recommended that the lower house of the parliament pass in the first reading the bill that cancels mandatory use of the ‘round stamp’ by companies.

03.12.2014 15:22 / MIFC

Russian Citizens Entitled to Tax Deduction on Long-term Life Insurance Contracts

Tax Deduction Act, signed by Putin on 29 November 2014, introduces income tax deduction off life insurance payments. The contract term must be a minimum of five years and the beneficiary must be the taxpayer or his immediate family. Deductions equal the amounts spent, but a maximum of RUB 120k per tax period. The law will be enacted on 1 January 2015.

25.11.2014 11:09 / TASS

Putings Signs Anti-Offshore Act

President Putin has signed the so-called Anti-Offshore Act, under which taxpayers are to report their participation in foreign companies.

18.11.2014 12:05 / RBC

State Duma Passes Anti-Offshore Act

The State Duma hastily passed in second and third readings the so-called ‘Anti-Offshore Act’, establishing new income tax rules for foreign companies controlled by Russians. Earlier, deputies have turned down all amendments to the controversial bill.

14.11.2014 06:40 / RBC

Deoffshorization Transition Period to Be Halved

According to the draft bill passed in the first reading, a ‘controlling shareholder’ in a foreign company in 2015–2016 will own over 50%, and from 2017 – 25%. Deputies, however, propose 25% to be the controlling share from 2016 onwards, with necessary amendments for the second reading already in place.

23.10.2014 12:17 / RBC

Anti-Offshore Bill Introduced to Duma

Authors of Tax Code drafts propose a new tax regimen for profits generated by foreign companies controlled by Russians.

13.08.2014 16:57 / vedomosti.ru

Minfin Proposes to Protect Pension Savings from Nationalization

Deputy Finance Minister Alexey Moiseev requested that pension market participants draft proposals on “transforming RUB 1.1 trillion of pension savings (that the NPF have accumulated by 2013) into non-state pension programs”, four participants of yesterday’s meeting at the Finance Ministry. Moiseev confirmed to Vedomosti that he has made a request to the market “to consider joining reserves and savings under the guarantee system”.

11.08.2014 15:17 / TASS

Minfin Proposes Timeline Updates for MIFC Roadmap

The Ministry of Finance has proposed amendments to the Moscow International Financial Center Roadmap, said a MIFC Taskforce member.

11.08.2014 14:38 / PRIME

Ministry for Economic Development May Add Affiliation Criteria to Companies law

The Ministry for Economic Development is looking into the possibility of introducing amendments regulating affiliation and liability of controlling shareholders into Joint-Stock Companies Act and Limited Liability Companies Act, according to MIFC Roadmap Progress Report.

08.08.2014 16:08 / Vedomosti

New Supreme Court: Expectations

The structure of the supreme judicial body and the make-up and rotation of the panels affect the quality and effectiveness of courts. These are the factors that define the extent of independence and objectivity of courts in respect to all litigation, particularly business lawsuits.

07.07.2014 20:00 / TASS

New Anti-Insider Trading Act Due This Fall, Says Voloshin

The new draft of the Anti-Insider Trading Act is due in the fall of 2014, Head of the MIFC Taskforce Alexander Voloshin told the press at the City of London – Moscow IFC Joint Liaison Group meeting today.

01.07.2014 12:00 / MIFC

Important Financial Market Laws Enacted

On 1 July 2014 the following important financial market laws were enacted: 1). Federal Act 379 of 21.12.2013 contains innovative amendments that were drafted with the direct involvement of the MIFC Taskforce.The Securities Market Act amendments have introduced two new types of entities – specialized financial companies and specialized project finance companies (the Russian analog of SPV). This change enables us to launch the mechanism of securitization.

23.04.2014 15:34 / MIFC

Third-Party Arbitration Bill Finalized

The Ministry of Justice is finishing the draft of the Third-Party Arbitration Bill prior to its introduction to the Russian Government.

22.04.2014 13:28 / Interfax

Tax Reform Will Attract More Private Investors to the Stock Market, says NAUFOR

National Stock Market Participants Association (NAUFOR) expects an increased flow of private investors to the Russian stock market due to recent change in the tax law.

13.02.2014 17:48 / Vedomosti

Government Drafts New Corporate Code

Today, the Government will debate and possibly adopt a new Corporate Governance Code. The draft is a joint effort by the Central Bank Financial Markets Service and the MIFC Taskforce. The new code replaces the 2002 version.

09.01.2014 11:00 / Interfax

Civil Code Amendments on Affiliation to be Reviewed by Supreme Arbitration Court Panel, Business and Government

Amendments to the Russian Civil Code regarding affiliation, met with fierce opposition by Russian majors, will be reviewed by a panel formed by business, the Government and the Supreme Arbitration Court.

18.12.2013 15:34 / Vedomosti

Back Pocket Arbitration Courts

Vedomosti has received a copy of third party arbitration courts reform draft by the Ministry of Justice. The draft has been submitted to the Government and is now being reviewed by the President, according to a Ministry of Justice source.

04.12.2013 00:00 / Kommersant

Businessmen Can’t Find Their Place at MIFC

The Government and major business continue to be at odds over new affiliation criteria, drafted as part of the Moscow International Financial Center (MIFC) effort. These rules are bound to radically expand minority shareholders’ rights, which is opposed by leading players from nearly all key industries. The parties have decided to take a break until mid-January to allow companies time to prepare cases of negative MIFC impact on business.

25.10.2013 19:07 / Kommersant

Oilers Openly Blast MIFC

Oilers continue to fight legislative amendments geared to establish an international financial center in Russia. Their primary concern is changing affiliation norms that empower minority shareholders to a massive extent. Reportedly, the President’s Executive Office and the Russian Union of Industrialists and Entrepreneurs back the oilers, while the Government and independent lawyers see the amendments as necessary.

23.04.2013 00:03 / RBC - daily

Complex Transactions Back in Civil Code

The State Duma has passed the second portion of Civil Code amendments in the second reading. New rules, in force starting this September, will return to the Russian jurisdiction the structuring of complex transactions with open-ended POAs, which will complicate the procedure of contesting trades.

19.04.2013 17:42 / Finmarket

State Duma Passes Civil Code Amendments on Transactions and Powers of Attorney

On Friday, the State Duma passed in the second reading Civil Code amendments on transactions and powers of attorney.

28.02.2013 16:23 / Vedomosti

The Right to Terminate Derivative Trades

Business ombudsman Boris Titov has been approached to settle a dispute between Unicredit bank and Agroterminal company. Both parties turned to Titov following court proceedings that were initiated when the company terminated an interest swap contract.

14.12.2012 17:27 / Business-TASS

State Duma Passed Amended Civil Code in Second Reading

Today, the State Duma has passed in the main, second reading, amendments to the Russian Civil Code that essentially form its new edition.

19.11.2012 00:05 / RBC

Civil Code Split Into Five Bills

Last week’s State Duma plenary session yielded an unprecedented decision: the Civil Code (CC) draft will be subdivided into at least five new bills. Deputies think this will expedite the passing of the new ‘economic constitution’. Their opponents say only lobbyists will benefit from pushing the right parts of the new Civil Code separately.

03.10.2012 08:01 / Interfax

Putin Promises to Reflect Portfolio Investor Concerns in the Amended Civil Code

Russian authorities will try to reflect not only major companies, but also portfolio investor concerns in the amended Civil Code, said President Vladimir Putin.

25.09.2012 22:31 / Vesti FM

Amendments To Civil Code Do Not Let Theatres and Museums Develop

The State Duma will study amendments to the Civil Code in a second reading in the nearest future; these amendments are a subject to worry about for museum workers, too.

20.09.2012 19:33 / Rossiiskaya gazeta

New Civil Code to Start New Year

Key issues related to the new Civil Code draft have been discussed by Open Government.

18.09.2012 10:34 / RBC - daily

No Affiliation in New Civil Code

The debate over the final version of the new Civil Code is in full swing. By the second reading, the draft lost affiliation and controlling entity norms, supported by MIFC Taskforce. Head of MIFC Taskforce Alexander Voloshin has pleaded with the Head of Duma Legislative Committee Pavel Krashennikov to retain the norms in the new CC draft. Expert opinions are divided: some say the omitted norms will mean a return to the `wild 90`s`, some point out that retaining these norms will be responsible for mass miscarriages of justice.

13.09.2012 14:07 / «Kommersant-Online»

Independent Directors for Rosneftegas

The principle of independent directors will be introduced at Rosneftegas, Vice Premier Arkady Dvorkovich told Vedomosti in an interview, voicing both the official standpoint and his own angle on key developments in Russian business.

20.06.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

31.05.2012 10:21 / Interfax

Russia Will Upgrade 20 Spots in Doing Business with New Civil Code

The amended Civil Code will enable Russia to ascend a minimum of 20 places in the World Bank Doing Business rating, said Vice Premier Arkady Dvorkovich at the Global Capital Markets and Corporate Governance international conference in Moscow on Thursday.

16.05.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

25.04.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

18.04.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

13.04.2012 00:03 / RBC - daily

Return of Anti-Offshore Norms to New Civil Code Draft

Duma Deputies and the Audit Chamber want to reinstate mandatory disclosure of beneficiaries for offshore companies in the amended Civil Code. Business and legal experts doubt the effectiveness of these measures, claiming that they are easy to avoid.

11.04.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

02.04.2012 15:47 / gazeta.ru

Medvedev Introduces Civil Code Amendments to the State Duma

Russian President Dmitry Medvedev has introduced the Civil Code amendments on basic civil law principles to the State Duma, said RIA Novosti on Monday.

28.03.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

14.03.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

29.02.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

15.02.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

08.02.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

07.02.2012 17:14 / Rossiiskaya gazeta

Civil Code Amendments Published

The President’s Codification and Legislative Reform Council has published the latest draft of Civil Code amendments

01.02.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

25.01.2012 10:00 / Vedomosti

Offshores Left to Medvedev

Officials and experts have resolved their disputes on most Civil Code reforms. Possible raising of the charter capital minimum and disclosure of beneficiaries has been left for the President to decide.

25.01.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

24.01.2012 10:00 / regions.ru

Sergey Bazhanov: Russian Financial Legislation to Be Seriously Changed To Create International Financial Center

He told Regions.Ru that the Parliament plans crucial changes to the Russian legislation and the financial markets regulation due to the implementation of the Action Plan for the Development of an International Financial Centre in Russia.

23.01.2012 18:15 / gazeta.ru

Ministry of Justice to Submit Civil Code Amendments to President on Schedule

The Ministry of Justice has prepared a consolidated draft of amendments to the Civil Code for the President on schedule, with the deadline on 1 February, said the Supreme Arbitration Court (SAC) Chairman Anton Ivanov.

18.01.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

11.01.2012 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

15.12.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

12.12.2011 17:10 / Vesti Finance

Olga Dergunova, Project Group 2 (Corporate Governance and Taxation), speaks at the Second Annual ‘Thinking of Taxes in a New Way’ International Conference in Moscow, 21 November 2011 (in Russian)

07.12.2011 10:00 / Vedomosti

NO EASY TAXES

Creating the International Financial Center in Russia may lead to changes in taxation, but the Ministry of Finance is not going to give any benefits to investors.

07.12.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

06.12.2011 13:40 / kremlin.ru

Medvedev Signs Partnership Act

Partnership Act was adopted by the State Duma on 21 November 2011 and by the Federation Council on 29 November 2011.

30.11.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

23.11.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

17.11.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

11.11.2011 / MIFC

Comment by Project Group 2 (Corporate law and governance, financial transaction taxes)

Tax incentives for private investors are part of the Tax Project Group proposals. In our opinion, current taxation of private individuals does not attract long-term domestic investors to the Russian securities market.

09.11.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

02.11.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

26.10.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

20.10.2011 / MIFC

Comment by Project Group 2 (Corporate law and governance, financial transaction taxes)

The Transfer Pricing Control Act is one of the crucial recently adopted laws. Currently the Ministry of Finance is preparing a number of technical amendments to the Act. Our Project Group is closely following the process. Our working agenda includes transfer pricing issues in the financial sector, for instance, using transfer pricing rules in rates and listed securities market value calculation.

19.10.2011 / Vedomosti

Ministry of Finance Ready to Soften Tax Consolidation

Officials and deputies have no time to improve the new transfer prices control regulations before they come into effect in 2012. However, they promise to pass the act, which allows holding companies to pay consolidated income tax. Not a few, but several dozen companies will be able to use this opportunity.

19.10.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

18.10.2011 21:47 / Interfax

Duma Committee In Favour of Passing Central Depositary Act in 2nd and 3rd Readings

The State Duma Financial Markets Committee recommends passing the amended Central Depositary Act in 2nd and 3rd readings.

05.10.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

28.09.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

21.09.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

14.09.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

07.09.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

05.09.2011 / «Kommersant-Online»

MIFC Boosts Shareholder Rights

The MIFC Taskforce, headed by Alexander Voloshin, has proposed a right for shareholders to disclose confidential business information to protect their rights, e.g. in court. They also propose introducing criteria for ‘controlled entities’ and holding the head company responsible for their non-disclosure.

25.08.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

12.08.2011 10:00 / Torgovo-Promyshlennye vedomosti

Moscow Capitalist Manifesto

The capital of Russia is still a long way from becoming an International Financial Centre. The economic and legal reforms will help solve this problem.

21.07.2011 / MIFC

Project Groups 1 and 2 Session (in Russian)

 

14.07.2011 / Vedomosti

Corporate Playset

Joint-stock companies may soon be free to set their own rules: varied par value for different share issues, unequal voting rights for the Board of Directors, retaining one management body.

14.07.2011 / MIFC

Project Group 2 (Corporate Governance and Taxation) Session (in Russian)

 

03.07.2011 / Vedomosti

The Un-Fabulous Four

Four major companies have expressed their concern to Vice Premier Igor Sechin over a draft bill initiated by the President. The companies are wary of disclosing information to minority shareholders and the Board of Directors.

30.06.2011 / Vedomosti

Access to Subsidiaries

The State Duma passed the bill in the first reading, which allows minority shareholders access to sensitive business information and information about subsidiaries (amendments to the JSC Act and Securities Market Act).

10.06.2011 10:00 / Vedomosti

False sign

It is no point to complete shareholders` agreement according to the Russian law, as you can only copy company rules. This is the result of the legal experiment, which was set up by the co-owners of "Verny znak" company.

31.05.2011 22:01 / gazeta.ru

Close affiliation. Family can now be legally affiliated.

Letting relatives qualify as affiliates, more freedom to non-public companies, more responsibility for corporate management and between shareholders — these are some of the amendments to the Civil Code proposed by MIFC Taskforce.