Russia: Amendments to the Federal Law on Limited Liability Companies

09.01.2012

Amendments to the Russian Limited Liability Company Law following Federal Law No. 228-FZ of July 18, 20111 on improving creditors' rights entered into force on January 1, 2012.

The amendments provide for the establishment of specific rules for the calculation of the net assets of a Russian limited liability company. Under the amended law, limited liability companies are also required to include certain information on the company's net assets in the annual reports and to provide interested parties with information on the net assets upon request.

Further, under the amended law, limited liability companies are required to decrease the company's charter capital only if its net assets remain below the value of its charter capital for two consecutive financial years, excluding the initial year of operations. Earlier a decrease of the charter capital was required immediately (except for the initial year of operations) when the value of the company's net assets were below the value of the charter capital in the end of the financial year.

The rules pertaining to notifying creditors upon decreasing the charter capital are also amended. Instead of notifying known creditors separately, companies are required to publish a notification concerning the decrease in a specified journal (Vestnik gosudarstvennoy registratsii) and to inform the authorities of the decrease.

Please read the entire report regarding the amendments from here.