Changes to the Russian LLC Law: what companies should consider
In August and September 2025, amendments to the Russian Law on Limited Liability Companies (LLC) came into force, affecting the majority of Russian companies. We have highlighted two recent major innovations that are worth discussing now.
Important Notice for EVRAZ plc Shareholders and Certificate Holders / NTMK conversion
If you hold shares of EVRAZ plc (or certificates evidencing such shares), you may now be entitled to convert them into shares of PJSC EVRAZ NTMK (“NTMK”) under Russian law
MAGENTA Legal has completed the forced conversion of HeadHunter Group PLC depositary receipts
MAGENTA Legal has completed the forced conversion of HeadHunter Group PLC depositary receipts: a detailed overview of the procedure, documentation, and new opportunities for investors
Protection of patents and trademarks of “unfriendly persons”: the cancellation bill failed to pass
Our clients ask: are trademarks, patents and other intellectual property objects subject to legal protection in Russia if they are owned by persons from unfriendly countries?
Inheritance of shares on "C" accounts: the question remains open
Can a heir (an "unfriendly" person) inherit in a type "C" depo account converted shares of Russian companies held by a testator (an "unfriendly" shareholder) at a type "C" depo account This is an important question for many shareholders from the EU and other "unfriendly" countries.
Exchange of assets: New opportunities for “unfriendly” owners of type “C” accounts
Russian legislation now provides new options for the “exchange” of de facto frozen assets. If a Russian resident has assets (property, securities, etc.) maintained abroad, the disposal of which is restricted due to “unfriendly” actions of foreign states (a very broad definition), and the “unfriendly” person holds securities in Russia, these can be “exchanged”.
Are provisions on the place of dispute resolution no longer effective?
In June, the Arbitration Court of Moscow (ASGM) considered a dispute between Hong Kong-based GTLK and American J.P. Morgan Chase Bank with a prorogation clause (i.e. a clause specifying the transfer of the dispute to the jurisdiction of a specific state court, in this case - Hong Kong). It is noteworthy that the dispute was between foreign companies (such disputes rarely reach Russian courts), as well as the fact that the court ignored the clause in favor of the "neutral" Hong Kong (which is not on the list of "unfriendly" jurisdictions).
Assignment from a "unfriendly" entity to a "friendly" one
We previously wrote about a case in which the court unexpectedly ruled that an assignment from a non-friendly entity (the Kharkiv plant KhZPTO) to a friendly one (India) could be deemed invalid, as it causes harm to the Russian debtor (MMK), which, according to the courts, is unable to utilize a set-off under the provisions of Article 412 of the Civil Code of the Russian Federation.
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