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The present Federal Law determines the principal guarantees of foreign investors’
rights to investment, and revenues and profits gained therefrom, terms of business
activity of foreign investors on the territory of the Russian Federation.
The present Federal Law is aimed at involving and efficient application in the
economy of the Russian Federation of foreign material and financial resources,
advanced machinery and technology, management skills, ensuring stable terms for
operations of foreign investors and compliance of the legal order of foreign
investment with the standards of the international law and international practice of
investment cooperation.
Article 1. Relations governed by the present Federal Law and its application
scope.
1. The present Federal Law governs the relations connected with state guarantees of
foreign investors’ rights in the course of their investing on the territory of the
Russian Federation.
2. The present Federal Law does not apply to relations connected with deposits of
foreign capital in banks and other credit institutions and insurance organizations,
which are subject to the legislation of the Russian Federation on banks and
banking business and legislation of the Russian Federation on insurance,
receptively.
3. Nor does the present Federal Law apply to relations with investment of foreign
capital into non-commercial organizations in order to achieve some socially useful
purpose, including educational, charitable, scientific or religious purposes, which
are subject to the legislation of the Russian Federation on non-commercial
organizations.
For the purpose of the present federal Law, the following terms are:
Foreign investors is a foreign legal entity, the civil code of which shall be determined
in accordance with the legislation of the state in which it was established and in
accordance with the legislation of the said foreign state may invest within the Russian
Federation; a foreign organization not being a legal entity the civil capacity of which
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shall be determined in accordance with the legislation of the state in which it was
established and which, in accordance with the legislation of the said foreign state,
may invest in the Russian Federation; a foreign citizen whose civil capacity and legal
capacity shall be determined in accordance with the legislation of the state he is a
citizen of and who, in accordance with the legislation of said foreign state, may invest
within the Russian Federation; a person having no citizenship who is permanently
residing outside the Russian Federation, whose civil capacity and legal capacity shall
be determined in accordance with the legislation of the state he is a permanent
resident of and who, in accordance with the legislation of said foreign state may
invest within the Russian Federation; an international organization who may invest in
the Russian Federation in accordance with an international treaty of the Russian
Federation; foreign states in accordance with the terms determined by federal laws;
Foreign investment is an investment of foreign capital into a business entity within the
Russian Federation in form of civil right objects belonging to the foreign investor
unless such civil right objects are exempt or restricted in use in the Russian
federation, including money, securities (whether in foreign currency or in the
currency of the Russian Federation), other property, property rights, exclusive rights
to results of intellectual activity having monetary value (intellectual property), as well
as services and information;
Investment project payback time is the time from the date when the financing of the
investment begins until the date when the difference between the accrued net profit
amount with depreciation assignments and the amount of investment costs of the
business entity with foreign investment, or a branch of a foreign legal entity, or a
lessor under a contract of financial renting (leasing) becomes positive.
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Reinvestment is making capital investment into business objects on the territory of
the Russian Federation at the expense of revenues or profits of a foreign investor or a
business entity with foreign investment which were gained by them from foreign
investment.
Aggregate tax burden is the rated total amount of money due to be paid as customs
duties (excluding customs duties caused by using measures on protection of economic
interests of the RF in the course of fulfilling foreign trade in order to ensure the basis
of the constitutional regime, morality, health, rights, and legal interests of other
persons, country’s defense and state security.
1. The legal regulation of the foreign investment within the territory of the Russian
Federation is performed by the present federal Law, other federal laws, and other
legal regulations of the Russian Federation, and international treaties of the
Russian Federation.
2. The subjects of the Russian Federation may pass laws and other legal regulations
governing foreign investment in matters within their authority and within joint
authority of the Russian federation and the subjects of the Russian Federation
according to the present Federal Law and other federal laws.
1. Legal treatment terms of activities of foreign investors and use of profit gained
from investment must not be less favorable than the legal treatment of activities
and use of profit gained from investment that are accorded to Russian investors,
with exclusions established by federal laws.
3. A branch of a foreign legal entity, established within the Russian Federation, shall
perform some or all functions, including those of a representative office, on behalf
of the foreign legal entity that has established it (hereinafter referred to as ‘the
parent entity”) provided that the establishment purposes and the business of the
parent entity have commercial character and the parent entity bears immediate
property accountability for obligations undertaken by the same in relation to
performance of the said business within the Russian Federation.
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4. Subsidiary and dependent companies of a business entity with foreign investment
shall not enjoy the legal protection, guarantees, and preferences established by the
present Federal Law when performing their business activities on the territory of
the Russian Federation.
A business entity loses the status of the business entity with foreign investment from
the date when a foreign investor retires from its members (and, when there are several
foreign investors in such entity, then when all foreign investors leave such entity).
Starting from that date, the business entity with foreign investment and the foreign
investor shall lose legal protection, guarantees, and preferences established by the
present federal Law.
1. A foreign investor on the territory of the Russian Federation shall be granted full
and unconditional protection of rights and interests provided by the present
Federal law, other federal laws and other legal regulations of the Russian
Federation as well as treaties of the Russian Federation.
A foreign investor may invest in the territory of Russian Federation in any forms not
prohibited by the legislation of the Russian Federation.
The capital investment evaluation shall be made in the currency of the Russian
Federation.
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Article 7. Guarantee of transfer of foreign investor’s rights and liabilities to a
third party.
1. A foreign investor may transfer his rights (assign claims) and liabilities (transfer a
debt) under a contract, and shall be obliged transfer his rights (assign claims) and
liabilities (transfer a debt) to a third party according to a law or a court order in
accordance with the civil legislation of the Russian Federation.
2. If a foreign state or a state authority authorized by the former pay in favor of the
foreign investor under a guarantee (insurance contract) granted to the foreign
investor in respect to his investment made on the territory of the RF, and the rights
(claims) to such investment of the foreign investor are transferred to that foreign
state of a state authority authorized by the same, then such transfer of rights
(assignment of claims) shall be deemed in the Russian Federation.
2. In case of requisition, the foreign investor or the business entity with foreign
investment shall be repaid the price of the property being requisitioned. When the
circumstances in connection with which the requisition was made terminate, the
foreign investor or the business entity with foreign investment may judicially
recover the return of the preserved property, but shall be obliged to return the
reimbursement sum received by them with the losses from the property
depreciation taken into account.
In case of nationalization, the foreign investor or the business entity with foreign
investment shall be repaid the price of the property being nationalized and other
losses. The disputes concerning the reimbursement of losses shall be considered
according to the order provided in article 10 of the present Federal Law.
1. In the event of new federal laws and legal regulations of the Russian Federation
come into effect which alter the amounts of imported customs duties (excluding
customs duties aiming at introducing protective measures for economic interests
of the Russian Federation while carrying out foreign trade according to the
legislation of the Russian Federation), federal taxes (excluding excise tax, VAT
on goods produced on the RF territory), and fees to the state non-budget
foundations (excluding fees to the Pension Fund of the Russian Federation), or
existing federal laws and legal regulations of the Russian Federation amended and
modified so that the overall tax burden on activity of the foreign investor or the
business entity with foreign investor on realization of priority investment projects
increases, or the regime and restrictions in respect to foreign investment in the
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Russian Federation is established as compared with the overall tax burden and
regime that existed in accordance with federal laws and legal regulations of the
Russian Federation by the date when financing of the priority investment project
at the expense of foreign investment began, then such new federal laws and legal
regulations of the Russian Federation as well as amendments and modifications
made to existing federal laws and legal regulations of the Russian Federation shall
not be applied to the foreign investor and the business entity with foreign
investment who are performing their priority investment projects at the expense of
direct foreign investment during the term specified in paragraph 2 of the present
article, if goods, imported to the customs territory of the Russian Federation by
the foreign investor and the business entity with foreign investment, are used
according to the stated purposes of the investor for realization of priority
investment projects.
Conditions of the first paragraph of the present article apply to a business entity with
foreign investment if a share, shares (contribution) of foreign investors in the
authorized (stock) capital of such organization amounted to upwards of 25% as well
as to a business entity with foreign investment, which is carrying out a priority
investment project, irrespective of a share, shares (contribution) of foreign investors
in the authorized (stock) capital of such organization.
4. The provisions of paragraph 1 of the present article does not cover any
amendments and modifications made to legislative acts of the Russian Federation,
or new federal laws and legal regulations of the Russian Federation being passed,
are aimed at protecting the constitutional system, morality, health, rights, and
legal interests of other persons, ensuring the country’s defense and state security.
- establish rating criteria for evaluating the changes in disadvantageous for the
foreign investor and business entity with foreign investment concerning the
imported customs duties, federal taxes, and fees to state non-budget funs, as well
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as regime of bans and restrictions in respect to foreign investment on the territory
of the Russian Federation;
If a foreign investor and a business entity with foreign investment do not fulfill
obligations, specified in the first part of the present paragraph, they will deprive of the
preferences given according to the present article. A sum of cash resources which was
not paid according to the preferences stated, should be repaid on the basis of the
legislation established by the Russian Federation.
Article 11. Guarantee of using the revenues, profits and other legally acquired
money sums on the territory of the Russian Federation and exporting the same
from the Russian Federation.
On returning any taxes and levies provided by the legislation of the Russian
Federation, a foreign investor shall have a right to freely use the revenues and profits
on the territory of the Russian Federation for reinvesting with due observance of
provisions specified in paragraph 2, article 4, of the present Federal Law, or any other
purpose not contradicting the legislation of the Russian Federation, as well as the right
to export without hindrance any revenues, profits, and other legally acquired money
sums in foreign currency from the Russian Federation in connection to investment
previously made by the same, including:
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alienation of invested property, property rights, and exclusive rights to results of
intellectual work;
Article 12. Guarantee of a foreign investor’s right to export from the Russian
federation without hindrance property and information in documentary form or
as records on a magnetic medium if they were initially brought into the Russian
Federation as a foreign investment.
A foreign investor who has initially brought into the Russian federation property and
information in documentary form or as records on a magnetic medium as a foreign
investment shall have the right to export the said property and information from the
Russian Federation without hindrance (without allocating, licensing, and application
of other measures of non-tariff foreign trade regulation).
A foreign investor may acquire stock and other securities of Russian business entities
and state securities in accordance with legislation of the Russian Federation on
securities.
Article 15. Guarantee of providing foreign investor with a right to land, other
natural resources, buildings, structures, and other immovable property.
Acquisition of a right to land, other natural resources, buildings, structures, and other
immovable property by a foreign investor shall take place in accordance with the
legislation of the Russian Federation and legislation of subjects of the Russian
Federation.
The tenant right to a land plot may be acquired by a business entity with foreign
investment at a tender (auction, contest) unless the legislation of the Russian
Federation provides otherwise.
Article 16. Benefits granted to a foreign investor and a business entity with
foreign investment in respect to payment of customs duties.
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Article 17. Benefits and guarantees granted to a foreign investor by the subjects
of the Russian Federation and local authorities.
The subjects of the Russian Federation and local authorities within their competence
may grant a foreign investor benefits and guarantees, perform financing and render
other support forms for the investment project implemented by a foreign investor at
the expense of budgets of subjects of the Russian Federation and local budgets, as
well as non-budget funds.
Article 19. Property Insurance by a business entity with foreign investment and
by parent organization of a foreign legal entity’s branch.
2. Legal entities being business organizations with foreign investment are subject to
state registration in a justice authority within one month after having furnished the
following documents to a respective authority:
§ An extract from a trade register of the state in which the foreign investor is
incorporated, or such other document certifying the legal status of the foreign
investor;
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§ A document on solvency of the foreign investor issued by his banker;
A representative office of the foreign legal entity shall be established for the purpose
to carry out activity performed by the parent company outside the territory of the
Russian Federation. The representative office shall be liquidated in accordance with
resolution of the foreign legal entity – the parent company.
The state control over establishment, activity, and liquidation of the representative
office of the foreign legal entity shall be performed through its accreditation in the
order determined by the Government of the Russian Federation.
The Federal executive body said in the article 24 of the present Federal Law shall
perform accreditation of the representative office of the foreign legal entity.
1. The parent organization shall submit to the federal executive body said in the
article 24 of the present Federal Law a regulation on the representative office of
the foreign legal entity and other documents, list of which and requirements to the
content of which taking into account paragraphs 2 and 3 of the present article shall
be adopted by the Government of the Russian Federation.
2. The regulation on the representative office of the foreign legal entity shall contain
the name of the representative office and the name of its parent organization,
organizational and legal form of the parent organization, location of the
representative office on the territory of the Russian Federation and the legal
address of its parent organization, purposes of establishment and types of activity
of the representative office, nature, amount and terms of capital investment into
main funds of the representative office, the order of management for the
representative office. The regulation on the representative office of the foreign
legal entity may also include other information connected with peculiarities of act
of the representative office of the foreign legal entity on the territory of the
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Russian Federation if they are not in contradiction to the legislation in force of the
Russian Federation.
3. Evaluation of the capital investment into the main funds of the representative
office of the foreign legal entity shall be performed by the parent organization in
accordance with the internal prices or in accordance with the international prices.
Estimation of the capital investment shall be made in the currency of the Russian
Federation. The amount of the price of the capital investment to the main funds of
the foreign legal entity’s representative office shall be included into the regulation
on the representative office of the foreign legal entity.
4. The representative office of the foreign legal entity shall be entitled to carry out
business activity on the territory of the Russian Federation since the date of its
accreditation.
The representative office of the foreign legal entity shall terminate its business
activity on the territory of the Russian Federation since the date of cancellation of its
accreditation.
Article 23. Working out and realization of the state policy in the field of foreign
investment.
The Government of the Russian Federation shall work out and realize state policy in
the field of the international investment cooperation in accordance with the federal
constitution law “On the Government of the Russian Federation”.
§ Adopt the list of priority investment projects said in the article 2 of the present
Federal Law;
§ Perform control over preparation and making investment agreements with foreign
investors on their realization of massive investment projects;
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§ Carry out control over preparation and signing investment agreements of the
Russian Federation on encouragement and mutual protection for the investment.
The Government of the Russian Federation shall determine the federal executive body
responsible for coordination of attraction of the foreign direct investment into
economy of the Russian Federation.
§ The Law of the Russian Federation “On foreign investment in the RF” (Bulletin of
the Council of the People’s Deputies and the Supreme Soviet of the RF, 1991, #
29, article 1008);
§ Decree of the Supreme Soviet of the RF “On implementation of the RF law “On
foreign investment in the RF”” (Bulletin of the Council of the People’s Deputies
and the Supreme Soviet of the RF, 1991, # 29, article 1009);
§ Article 6 of the federal Law “On making amendments and alternations to the
legislative acts of the RF in connection with adoption of the RF law “On
standardization”, “On provision of the measurement unity”, “On products and
services certification” (legislation council of the Russian Federation, 1995, # 26,
article 2397);
§ Paragraph 4 of the article 1 of the Federal Law “On making amendments and
alternations to the legislative acts of the RF in connection with adoption of the RF
law “On arbitrage courts in the Russian Federation” and “On arbitration
proceeding code of the Russian Federation” (Legislation council of the RF, 1997,
# 47, article 5341).
Article 26. Adjustment of the normative legal acts of the Russian Federation to
the present Federal Law.
1. To advice the president of the RF and the Government of the RF to adjust their
normative legal acts to the present Federal Law.
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Article 27. Adjustment of the regulations of the foreign legal entities’
representative offices established on the territory of the Russian Federation to
the present Federal Law.
§ Adjust the regulations of the foreign legal entities’ representative offices to the
present Federal Law within six months since the date of its coming into force;
§ Carry out accreditation of the representative offices of the foreign legal entities
within one year since the date of the present Federal Law coming into force.
The present Federal Law shall come into force since the date of its official
publication.
B.Yeltsin,
The President of the Russian Federation
Moscow, Kremlin
July 9, 1999
3 160-FZ
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