Corporate law / M&A

The issuer’s obligation to disclose data relating to the replacement of the keeper of the register of securities holders Pepeliaev Group advises that 22 November 2016 saw the entry into force of the Bank of Russia's Instruction No. 4107-U dated 23 August 2016 ‘On the procedure for an issuer to disclose (provide) information in the event of the replacement of the keeper of the register of securities holders’.

Major transactions and interested party transactions: changes in legislation Pepeliaev Group advises of changes in corporate legislation.

Сontribution to the assets of a joint-stock company Pepeliaev Group LLC advises that Federal Law No. 208-FZ “On joint-stock companies” dated 26 December 1995 (the “Joint-Stock Company Law”) has been supplemented with article 32.2 “Contributions to company’s assets that do not increase the company’s issued capital”.

Provisions have come into force amending legislation on limited liability companies and the registration of legal entities Law firm Pepeliaev Group advises that changes have been made to the procedure for transferring a membership interest in a limited liability company and to the list of transactions which need to be notarised. A notary will now be involved in a wider range of corporate procedures and transactions with membership interests in limited liability companies.

New in the rules for state registration of legal entities and liability for violating these rules Pepeliaev Group advises that a Federal Law1 (the 'Law') has been officially published, whose adoption is aimed at preventing legal entities from being established and operated to act in bad faith (by using dummy corporate officers, providing other inaccurate information to the registration authority, etc.). The Law also aims to prevent abuse of the state registration procedure.

Restrictions have been set in terms of admitting certain categories of medical devices to state and municipal procurement processes

Restrictions have been set in terms of admitting certain categories of medical devices to state and municipal procurement processes Pepeliaev Group advises that Resolution No. 102 of the Russian Government “On restricting the admission of certain categories of medical devices originating in foreign countries for the purposes of procurement for state and municipal needs” dated 5 February 2015 (the “Resolution”) was published on 6 February 2015 on the official legal information portal (www.pravo.gov.ru).

The Russian Ministry of Economic Development has set the conditions for foreign goods to be admitted to take part in state and municipal procurement.

An administrative regulation has been approved for the Russian Ministry of industry and trade to perform the state function of licensing control over the manufacturing of medicines for medical use

Requirements have been approved for healthcare organisations which conduct clinical trials of medical products

Rules have been adopted to create a list of medicines to be purchased under their trade name

Rules have been established for companies to communicate with health care and pharmaceuticals professionals as have rules for holding events financed by companies. Liability has been introduced for a number of violations in the sphere of public health