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Wednesday, Sep 08th

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Rights of Participants in Limited Liability Companies (LLC) in Russia

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The participants in an LLC have the right to:

  • Participate in the management of the LLC in accordance with procedures established by the LLC Law and the LLC foundation documents;
  • Obtain information concerning the activities of the LLC and have access to its accounting and other documents in accordance with the procedures established by the LLC foundation documents;
  • Participate in the distribution of profits;
  • Sell or otherwise assign their participation interests in the LLC charter capital, or a part thereof, to one or more of the participants in the LLC in accordance with the procedure established by the LLC Law and LLC charter;
  • Withdraw from the LLC without first seeking the approval of the other participants; and
  • Receive a portion of the assets left after settlement with creditors in the case of the liquidation of the LLC.

The participants in an LLC also have other rights as provided by the LLC Law, and may have additional rights set forth in the LLC charter or foundation documents during the establishment of the LLC, or which are granted at a later date by a decision of the LLC’s General Participants’ Meeting.The following points should be noted with regard to granting of additional rights to LLC participants:

  • Where additional rights are granted by the decision of the LLC’s General Participants’ Meeting, this decision must be unanimous; and
  • Additional rights granted to a particular participant in the LLC do not transfer to any party acquiring all (or a part) of such participant’s ownership interest if it is transferred. 

Source: Doing business in Russia by Baker & McKenzie

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