Four areas, one team
The ongoing obligations of a Russian subsidiary — unglamorous until someone asks for the file.
Russian-law drafting that keeps your group's commercial intent intact.
The permissions and compliance obligations that come with operating.
Run by the team that already knows the history — no handover to strangers.
What a Russian subsidiary owes, and when
None of this is difficult. All of it is noticed when missing — typically during due diligence, a bank review or a change of director, which is to say at exactly the moment the paperwork needs to be clean and there is no time to fix it.
Approve annual accounts within the statutory window; confirm or renew the director's authority before it lapses.
Director, participants, registered address, charter or listed activities — each goes into the state register on its own deadline.
Proof of authority for banks, counterparties and notaries — which only works if the register entry is current.
Minutes, decisions and the charter in its current version, retained for the periods the law specifies.
The cost of a stale register entry is rarely the penalty. It is the week your bank will not process a payment, or the deal that waits while authority is proved — which is why keeping this current is worth more than it looks on an invoice.
The questions arrive together, so the answers should too
Is an employment law procedure, a payroll calculation and a tax consequence at the same time.
Employment law →Is corporate, fiscal, employment and currency control — sequenced, or it stalls.
Exit & liquidation →Asks for documents that should have existed before the question arrived.
Personal data →Questions we get asked
What does corporate governance actually require of a Russian subsidiary?+
More documentation than most foreign parents expect, and on a rhythm. Participant decisions have to be recorded properly, annual accounts approved within statutory deadlines, the director’s authority kept current, and changes to the register filed on time. None of it is difficult; all of it is noticed when missing — usually during diligence, a bank review or a change of director, at exactly the moment you need the paperwork to be clean.
Can we just use our group's standard contract templates?+
For some things, adapted. For others, no. Russian law has mandatory provisions that override contrary terms, and clauses that work in an English-law contract can be unenforceable or read differently here — liability caps, termination rights, governing law and dispute resolution among them. We normally work from your group template and produce a Russian-law version that keeps the commercial intent rather than starting from scratch.
When do changes have to be registered, and what happens if we are late?+
Changes to the director, participants, address, charter and certain activity details go into the state register, each with its own deadline. Late filing carries penalties, but the practical problem is usually different: an out-of-date register entry blocks banking operations, contract signing and anything requiring proof of authority — so the delay costs more in stalled business than in fines.
Our head office signs contracts. Do we need Russian-law review at all?+
If the counterparty is Russian, the performance is in Russia, or enforcement would happen here, then yes — whatever law the contract chooses. A foreign governing law does not remove Russian mandatory rules, and since 2022 the enforceability of foreign arbitration clauses against Russian parties has become considerably less predictable. That is worth knowing before a dispute, not during one.
Do you handle disputes, or only advisory work?+
Both, though the honest answer is that most of our value sits before a dispute exists — in how the contract was drafted and what was documented while the relationship was working. Where litigation or arbitration does arrive, we run it with the same team that knows the file, which avoids the handover problem of instructing separate counsel who has to learn your history from scratch.
Why use the same firm for legal and tax?+
Because the questions arrive together. A dismissal has payroll and tax consequences; a contract structure changes VAT treatment; an exit is simultaneously corporate, employment, tax and currency control. Splitting those between firms means someone has to hold the pieces together, and in practice that someone ends up being you.