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Last updated: December 6, 2016


Charter Capital


LLC, Limited Liability Company, in Russian: OOO, Obschestvo s Ogranichennoi Otvetstvennostyu, Общество с Ограниченной Ответственностью.

Note: LLC in Russia has many similar features as compared to private company limited by shares in the UK, GmbH in Germany and LLC in the US.

Note: In addition to the Civil Code, the LLCs in Russia are governed by specific federal law #14-FZ “On Limited Liability Companies in the Russian Federation” dated February 8, 1998[14].

Please, note that LLC may not be founded by a sole legal entity, which in its turn has a sole participant / shareholder (a private person or a legal entity).Reference: article 7 of the law #14-FZ.

Despite the limited liability status of LLC, the LLC’s creditors are capable of initiating the bankruptcy procedure in relation to the company that in some cases may lead to personal liability for the participants. Specifically, this happens when they are found guilty by the court of action / omission leading to bankruptcy. Reference: paragraph 3 of article 3 of the law #14-FZ.

Charter Capital

The statutory minimal charter capital of LLC is RUR 10 000.

Please, note that for the case of several LLC founders you shall select the sum of the charter capital allowing to avoid fractional parts with repeating decimals, which do not exactly comprise the target charter capital if summed up. For instance, 3 founders with equal shares shall not establish the company with the charter capital of RUR 10 000, as far as each of them will have share equal to 3 333.333(3).

The minimal capital shall be paid in cash only, while the exceeding sum may also be paid in-kind.

The minimal charter capital shall be paid within 4 months starting from the date of the company’s state registration. The capital in cash shall be paid to the corporate account established after the company’s state registration.

In addition to the corporate account contribution, the participants are also allowed to contribute the charter capital to the company’s cashier. However, that is quite rare case nowadays, as far as such contributions require additional documents and procedures to be arranged.

For the charter capital contributed in-kind the following procedure shall be in place:

For a number of sectors the statutory minimal charter capital requirements differ from the typical ones:

The charter capital shall be kept at least at the minimal level throughout the operations of a legal entity.

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