Business entities in Russia

Business entities in Russia

Setup company in Russia Healy Consultants will assist our Clients to ascertain the optimum corporate structure for their Russian operations. While the majority of our Clients choose the Russian LLC, our Clients can also set up a Joint Stock Company, a Representative Office or a Branch Office. Please note that a Russian LLC and a joint stock company cannot be 100% owned by another corporate entity.

The Russian LLC (OOO)

  • Setting up an LLC in Russia can be achieved with i) a minimum share capital of 10,000 roubles (US$130) and ii) 1 director and 1 shareholder. While the shareholder can be of any nationality, the director must be a Russian resident;
  • If another company is to be a shareholder, the LLC must have at least two shareholders;
  • The LLC must submit audited financial statements annually to the Government.

The Joint Stock Company

  • Like an LLC, a joint stock company (JSC) must have at least 1 resident director and 1 shareholder who can be of any nationality. However, unlike an LLC, a JSC is allowed to issue shares;
  • A JSC can either be listed (OAO) or non-listed (ZAO). A ZAO can be set up with 10,000 roubles (US$130) and can only issue shares to the company’s founders or another predetermined group of people. An OAO, on the other hand, can issue shares to the public and must have a share capital of at least 100,000 roubles at incorporation;
  • Both entities must submit audited annual financial statements to the Government. However, only an OAO is obligated to publish its financial statements for public record.

Branch Office (филиал)

The Russian branch can be a 100% foreign-owned business entity. While the scope of business for this entity will be defined by the parent company, it will still be allowed to invoice local customers, sign local sales contracts and receive income from customers.

Representative office (представительство)

  • A foreign company may seek to establish a representative office in Russia if it does not intend to carry out business in the country. Consequently, this entity will not be permitted to make direct sales within the country;
  • Representative offices may only engage in activities such as i) promoting the business of the parent company and ii) market research.

Table of comparison between Russia entities

 LLCNon-Public JSCPublic JSCBranch OfficeRepresentative office
Also known asOOOZAOOAOфилиалпредставительство
How long to set the company up?6 weeks7 weeks7 weeks8 weeks8 weeks
How long to open company bank account?5 weeks6 weeks6 weeks7 weeks7 weeks
Legal liability?LimitedLimitedLimitedUnlimitedUnlimited
Wholly foreign owned?YesYesYesYesYes
Minimum share capital?US$130US$130US$1,300N/AN/A
File annual tax return?YesYesYesYesNo
Tax registration certificate required?YesYesYesYesNo
Recommended corporate bank account?SberbankGAZPROMBANKVTBCITIBANKSTANDARD CHARTERED
Does our Client need to travel?NoNoNoNoNo
Resident director required?YesYesYesYesYes
Resident shareholder required?NoNoNoNoNo
Minimum directors allowed?11111
Minimum shareholders?11111
Tax identification code needed?YesYesYesYesNo
Russia resident representative required?NoNoNoNoNo
Corporate shareholders allowed?YesYesYesYesYes
Corporate director(s) allowed?NoNoNoYesYes
Statutory audit required?YesYesYesNoNo
Russia corporate tax rate?20%20%20%20%0%
Annual financial statements required?YesYesYesYesNo
Regulated by?Chamber of Commerce and Industry of the Russian FederationChamber of Commerce and Industry of the Russian FederationChamber of Commerce and Industry of the Russian FederationChamber of Commerce and Industry of the Russian FederationChamber of Commerce and Industry of the Russian Federation
Allowed to issue sales invoices?YesYesYesYesNo
Allowed to sign contracts?YesYesYesYesNo
Allowed to import and export goods?YesYesYesYesNo
Can rent an office space in Russia?YesYesYesYesYes
Can buy Russia property?YesYesYesYesNo
Total Russia business setup costs in yr. 1?US$15,460US$16,660US$16,660US$19,760US$18,760
Subsequent annual costs (incl. accounting and tax fee)?US$4,600US$4,710US$4,710US$4,710US$4,710
Sample engagement invoice?

Frequently asked questions

Contact us

For additional information on our business setup services in Russia, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Karen Lee, directly:
client relationship officer - Karen
cpa russia Russia government website Central Bank of Russian Federation Russia federal customs service world trade center moscow