Registering an LLC (Limited Liability Company) with Foreign Involvement

The procedure of registering a limited liability company with the involvement of foreign investment is similar to the LLC registration procedure without the involvement of any foreigners involved. You will still need to decide on the title of the LLC, how many founders it will have, and the number of shares that will be allocated among them. You will still have to choose a standard articles of association or develop your own custom articles of association and choose an address.

Important detail! If the founder performs the role of a foreign legal entity, you will need to confirm that it has at least two shareholders. If a Russian or a foreign company has only one founder, it cannot be the sole founder of another Russian company.

Registering an LLC in Russia on behalf of a foreign organization will require that you provide:

• A state registration certificate;
• A statement from the register of foreign legal entities (commercial register);
• A statement from the list of shareholders (stockholders).

All the documents must be certified (apostilled or certified by a consulate of the country where the document originated) and translated into Russian. Then, the translation must be certified by a notary (in Russia).

Important detail! Is the president of the foreign organization (or individual founder) fluent in Russian? That’s the person who will have to be signing all the documents (including at the notary).

If the signer doesn't speak Russian, the documents are written up in Russian and then they are translated into the necessary foreign language. Consequently, the prepared documents will then need to be translated into Russian and the translation must be notarized. In some countries, documents can be formalized in two languages at once.

There exist four widespread document preparation options to register an LLC (we will list them from the simplest way to the most complex):

• The founder is in Russia and speakers Russian. All documents are formalized at a Russian notary, in Russian of course.
• The founder is in Russia but doesn't speak Russian. The documents are formalized in Russian, but you cannot do without a formally educated translator. The translator translates the contents of the signed documents for the foreigner and conducts communication between him or her and the notary.
• The founder speaks Russian but is currently abroad. The documents are formalized in the foreign language (sometimes, the foreign notary can certify documents in Russian as well). Then, the documents are to be certified (in the form of a consular certification or an apostille) and sent off to Russia. After that, a translation agency completes a notarized translation of the documents into Russian.
• The founder doesn't speak Russian and is currently abroad. The documents are formalized in the foreign language. Then, they are to be certified (in the form of consular certification or an apostille) and sent off to Russia. After that, a translation agency completes a notarized translation of the documents into Russian.

If a foreigner fulfills the role of the founder, the LLC registration process in Russia is the same as the processed just described above.

Registering an LLC in Russia with a foreign founder will require:

• a notarial translation of his or her passport (their first and last name must be indicated as the exact same spelling as in their current Russian visa).

Registration of an LLC with the involvement of a foreigner takes three business days. The tax organ may issue a decision to suspend government registration in the event that the veracity of the provided information needs to be checked.

Upon completing registration, you will receive the following documents:

• a statement that your LLC has been successfully registered;
• a tax registration certificate;
• an articles of association with a stamp from the tax authority.

We have been working with foreigners for 15 years and register companies with foreign involvement.