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11.2. Challenges to the Russian Corporate Legislation in the Context of Deofshorization

Thursday, 17 May
14:30 - 16:00

Hall #1, General Staff Building (6-8, Dvortsovaya sq.)

One of priorities of the state is creation of conditions for stopping the outflow of capital and the return of Russian business to its homeland.

New challenges for Russia in international relations and economy boosted development of legislation that forms positive business environment, including creation of incentives for return of business to the Russian jurisdiction. 

Business was transferred to the foreign jurisdictions mainly due to lack of efficient instruments in Russian law enforcement and environment for effective functioning.

It is necessary to understand whether such conditions for returning business to homeland were created: improvement of investment climate, legislative development, strengthening of property rights protection and development of the stock market?

At the roundtable it is proposed to discuss current obstacles for transition of business to the Russian jurisdiction despite of the work done: actual rejection of limited liability of a legal entity due to increased subsidiary liability, lack of a variety of types of shares that provide different amounts of rights, ambiguous regulation of interest.

Ministry of Economic Development of Russia has built up the concept of establishing Special Administrative Regions (SAR) in the territory of Russky Island and Oktyabrsky Island. Implementation of this concept will contribute to attracting capital to the Russian economy, protection from sanctions and development of the Russian regions. Special legal status of the SAR for the residents of the SAR includes also special corporate law, currency and tax regulation which provides an opportunity to create an investment-attractive environment for the Russian and foreign investors. What perspectives and opportunities  are being opened in connection with the introduction of a special legal regime for Special Administrative Regions?

Should the approach of "Majority Shareholding" concept (30 or 50 %) be changed? Will this rule in the Law "On Joint-Stock Companies" be an obstacle for the Russian capital to return to its homeland?

Changes of share capital structure in the new economy (controlled foreign company), increasing transparency – national and international reporting (BEPs).

Can the deoffshorization goals be achieved with existing laws?

The event will be interesting for investment funds, rating agencies, professional securities market players, banks, professional lawyers and consultants, public companies, large corporations, regulators (Ministry of Economic Development, Ministry of Justice, Federal Antimonopoly Services, Federal Agency for State Property Management and Central Bank), law enforcement agencies, judges, deputies, and general expert community.

Moderator

Tamara Merebashvili

Head of Corporate and Property Matters Division, PJSC INTER RAO

Speakers

Natalia Drebezgina

Partner, Debevoise & Plimpton LLP

Biography

Natalia Drebezgina is a partner based in the Moscow office of Debevoise & Plimpton LLP. Her practice focuses on mergers & acquisitions, capital market transactions, general corporate practice and commercial and contract law. She has extensive experience in advising foreign and domestic clients on various aspects of the acquisition of shares and participatory interests in Russian companies, including antimonopoly and regulatory matters; negotiating asset and share deals in various industries, including metals and mining and gold-mining sector; and advising foreign and domestic clients on various issues with respect to their shareholdings’ structuring.

Ms. Drebezgina is recommended for M&A by IFLR1000 (2018), for capital markets by Legal 500 EMEA (2018) and Best Lawyers recognizes her for corporate, M&A and capital markets law in Russia. Chambers Europe (2018) and Chambers Global (2018) rank Ms. Drebezgina as a leading lawyer for capital markets and M&A in Russia.

Ms. Drebezgina joined the firm in 2004 and became a partner in 2011. She graduated with honours from Moscow State Institute for International Relations (MGIMO), International Law Faculty in 2002.

Ms. Drebezgina is fluent in Russian, English and German.

Mariya Nechepa

Head of Financial Markets and International Business Division, Gazprombank JSC

Biography

Education, academic degree:

Russian Foreign Trade Academy, 2008

LL.M. in international banking and finance law, University College London (UCL)

Professional experience:

2010 – 07.2014 - Head of Legal Support of International Financing Division, OJSC Promsvyazbank;

07.2014 – up today - Head of Legal Support of Financial Markets and International Business Division, Gazprombank (Joint Stock Company).

Specialist area, professional interests:

Russian and international capital markets, securities and derivatives, professional activities on securities market

Dmitriy Pristanskov

Deputy Minister of Economic Development - Head of the Federal Agency for State Property Management of the Russian Federation

Roberto Rudzit Neto

Partner, Veirano Advogados

Ekaterina Salugina-Sorokovaya

Director of Department for Finance and Banking Activity and Investment Development, Ministry of Economic Development of the Russian Federation

Biography

Ph.D., Diploma in law, State University - Higher School of Economics.

2006–2014 – The Presidential State-Legal Directorate, Presidential Executive Office.

2014-2015 – Adviser for The President on legislative projects, The Federal Chamber of Notaries (FCN).

2015-2016 – Deputy Director, Public relations Department, The State Corporation Deposit Insurance Agency.

2016-2017 – General Director, International and Comparative Law Research Center.

2017 – to date – Director of Department for finance and banking activity and investment development, Ministry of Economic Development of the Russian Federation.

Yuriy Tolstoy

Professor of the Department of Civil Law of the Faculty of Law, St. Petersburg State University


* The Programme may be subject to change