The new specifics of the regulation of corporate relationships in 2020 for NFPs

On 6 November 2020 a news item was posted on the Russian Ministry of Justice’s website: a draft federal law “On amending article 29 of Federal Law ‘On Not-for-profit organisations’ and article 8 of the Federal Law ‘On freedom of conscience and religious associations’” has been prepared and posted for public discussion purposes. 

The proposed amendments will affect the following aspects of NFPs' and religious organisations’ activity.

Remote voting

A proposal that NFPs and religious organisations use remote voting was introduced as early as this summer[1]; however, the term for provisions that regulate the procedure for holding remote voting was limited to 2020. 

The current draft law does not contain such limitations in time and provides that it is possible to hold, using an online format, general meetings and sessions of other management bodies of NFPs regarding the issues connected with their activity and in accordance with their competence, without personal attendance of such meetings and sessions, except for issues that, according to current legislation or charter must be adopted by secret voting.

 

New rules for preparing a general meeting of the supreme management body

Apart from holding the meetings themselves, it is proposed that the procedure be amended for sending notifications of the meetings, so that such notifications and materials for a meeting be sent using email or by posting such documents on an NFP’s website.

What to think about and what to do

Most likely, the draft law will be adopted in the current version without significant changes; therefore, we recommend monitoring the status of the draft law and (if you wish) submitting your suggestions with regard to holding the meetings of management bodies. 

After the draft law has been adopted in the final version, we recommend that you review the provisions of an NFP's and/or a religious organisation’s charter to determine whether it expressly bans remote meetings.

Help from your adviser

Pepeliaev Group’s lawyers are keeping track of changes in corporate legislation and are ready to provide any support, including that connected with holding general meetings of NFPs' and/or religious organisations’ management bodies. We are also ready to provide recommendations on how to choose optimal business solutions with regard to any issues of corporate law.

[1]Federal Law No. 166-FZ “On amending certain items of the legislation of the Russian Federation in order to take urgent measures aimed at ensuring sustainable growth of the economy and preventing consequences of the spread of the new coronavirus infection” dated 8 June 2020.