Insights | Denuo

Denuo tops 2023 Pravo-300 rating

Denuo received 28 firm ratings in the 2023 Pravo-300 guide. The ratings are based on extensive research by Pravo.ru, Russia’s major legal media which carries out an annual survey of the local legal market.

15 / 12 / 2310:30am msk

Plurality of sole executive body in Russian business companies: key issues and court practice

New income taxation procedure for purchasing work or services from interdependent foreign entities

On 27 November 2023, the President of the Russian Federation signed Federal Law No. 539-FZ intoroducing significant changes to the Russian Tax Code, including amendments providing that, with effect from 1 January 2024, the remuneration for the work or services performed by interdependent foreign entities to Russian taxpayers shall be subject to the Russian withholding tax at a rate of 15%. Read further in our legal update.

Denuo represents Kaproben Handels in a landmark case arising out of a transhipment contract

In 2021, Kaproben Handels, a Swiss coal trader, was in a dispute with OTEKO-Portservice, a major transhipment operator in Russia’s Taman seaport, over the unilateral termination by Kaproben Handels of a USD315 million transhipment contract.

New review of the Russian Supreme Court on corporate disputes on the provision of information by companies

The Presidium of the Supreme Court of the Russian Federation approved the Summary of Judicial Practice on Corporate Disputes on the Provision of Information by Companies. In general, the Review reflects the positions previously set out in the clarifications of the Higher Arbitrazh Court of the Russian Federation. However, it also considers the issue of providing information to persons controlling companies, touches upon the criteria of good faith of participants/shareholders when requesting documents and information from a company, and assesses the provisions of confidentiality agreements.

Venture capital financing: Investor's right to take part in subsequent rounds (pro rata right)

In this issue we will talk about the purposes of granting an investor a right to take part in subsequent rounds (pro rata right) and about its importance to the company raising financing and its founders.

21 / 12 / 2310:30am msk

Lease of commercial immovable property: analysis of key contract terms and negotiating positions of the parties

New procedure for allocating shares in the exclusive right to intellectual property

The recently introduced draft law that has just been introduced in the State Duma of the Russian Federation proposes to provide for the possibility of allocating shares in the exclusive right to intellectual property assets and to create a mechanism for the disposal of such shares. These amendments, if enacted, may have a significant impact on the structuring of joint ventures and on the early phases of structuring relationships between the founders of technology companies. They may also affect the structuring of M&A transactions where intellectual property plays a major role.

Partial “lifting” of the suspension of certain provisions of international tax treaties

The August Decree of the Russian President suspended certain provisions of tax treaties between the Russian Federation and 38 countries (“DDT”). The Russian Government has outlined measures to reduce the impact of the DTTs suspension on the Russian economy. In particular, it was suggested that an exemption from or a reduced corporate profits tax rate be established for certain types of income paid to those foreign companies that have previously been subject to an exemption from withholding taxation or a reduced withholding tax rate. Read further in our legal update.

Russian court holds sanctions clause to be valid and enforceable

The Moscow District Arbitrazh Court upheld the position of the lower courts in relation to the validity and enforceability of the sanctions clause. Read further in our legal update on the relevance of the case and the court’s findings.