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Who can be a founder of a company in Russia?

The number of participants in a limited liability company must not exceed fifty. Otherwise, it is subject to transformation into a joint stock company within a year, and after this period – liquidation in court, if the number of its participants does not decrease to the specified limit.

A limited liability company (LLC) is a legal entity, the authorized capital of which is divided into shares; the participants of the LLC are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the value of their shares.

  • Note: A foreign citizen can be the only founder of LLC.

Note: A legal entity cannot have another legal entity consisting of one person as a sole participant.

Note: The founder of an LLC with foreign investment cannot be a foreign organization consisting of one person.

Who can be the director of a legal entity in Russia?

Individuals – citizens of the Russian Federation from the age of 18.

  • having a work permit or patent in Russia;
  • or who has a temporary residence permit in the Russian Federation or a permanent residence permit;
  • who has with the status of a highly qualified specialist.
  • Юридическое лицо не может иметь в качестве единственного участника другое юр. лицо, состоящее из одного лица.
  • Requirements for the authorized capital of a limited liability company

    The authorized capital of the created company must be paid in rubles within four months from the date of state registration of the legal entity.

    By this time, the LLC, as a rule, has already opened a bank account, to which the foreign founder can transfer funds in payment of his share in the usual manner.

    Banks, considering the possibility of opening a bank account for an LLC (especially with a foreign founder), as well as in the process of providing bank services, are more loyal to companies whose authorized capital is more than the minimum established threshold.

    In addition, when choosing suppliers or customers, your partners also pay attention to the size of the authorized capital and may treat companies with a minimum authorized capital with a certain caution and be more loyal to companies with an authorized capital above the minimum level established by law.

    What are the requirements for the legal address of your company?

    The best option is to rent an office in which the company's employees will work.

    • Advantages:

      • when checking the legal address of your company by bank’s and the tax authority, the company will not have any problems since it complies with the laws of having a real physical presence at the address of business registration.
      • there is no problem with receiving correspondence sent by counterparties and government agencies to the address of the company and no risk of missing important notifications. 

      The obvious disadvantage is certain monthly rental costs.

    Not recommended, but a possible option is to rent a legal address.

    • Before buying an address, you should:

      • use the online service on the official website of the tax service ( and check if the address is on the list of bulk registration addresses  – if the address is on the list, it is likely that the address may be invalidated , and registration of LLC will be refused.
      • clarify the order of delivery of correspondence – it is important not to miss a single letter from a government agency.

      Order of the Federal Tax Service of the Russian Federation of 11.02.2016 No. ММВ-7-14 / 72 @ provides that the fact of registration of five organizations at one address is sufficient for the recognition of an address as a “bulk” one (or you may say banned one). If such a fact is established by the tax authorities, then checking the information in the Unified State Register of Legal Entities for authenticity during the initial registration or changing the address of a legal entity cannot be avoided.

    Registering a company at the home address (house or apartment) of the founder or manager.

    The main conditions for registration in this case are registration of one of the founders or the ownership of the premises provided.

    In this case, the Federal Tax Service does not provide a letter of guarantee, but the Consent of the owner of the apartment, drawn up in any form.

    Prices for our services

    Registration of an LLC with a foreign founder

    from 350 €

    Registration of an LLC with a foreign company founder

    from 450 €

    Helping to find an office for an LLC

    from 290 € (rent of the office is paid separately)

    Helping to choose legal address for an LLC that is not in the black list of Federal Tax Service

    from 290 € (cost of legal address is paid separately)

    Preparation of a bilingual Memorandum and Articles of Association

    from 190 €

    Registration with all the state funds

    from 90 €

    Obtaining an extract from the Russian Unified State Register of Legal Entities

    from 40 €

    Required documents for registration of LLC with foreign participation

    Situation 1: The founder of the LLC is a foreign citizen, an individual.

  • Application form R11001 for registration of a company.
  • The decision to establish an LLC. By decision, the applicant approves the size of the authorized capital, the wording of the charter and other points important for the further functioning of the company. If the company is registered by several people, they must draw up the minutes of the meeting, indicating the size of the shares of the founders of the LLC.
  • LLC Charter. The charter contains detailed information about the company and its members. The charter is being prepared in two copies, since one must be kept by the inspector, and the second at the company’s office.
  • Receipt for payment of state duty (you can not provide at registration, 4 months for payment).
  • Letter of guarantee for the rent of the company business address.
  • A copy of the founder’s passport, notarized, with an apostille or legalized at the consulate, must be translated into Russian. The translation must be certified by a notary office.
  • If the passport form of a foreign state does not contain information about the date and place of birth of the person, you will need a document confirming this information – as a rule, this is a birth certificate. Requirements for notarization and apostille or consular legalization also apply.
  • Original passport – presented when submitting an application in person, if the person acts through a representative, the person’s identity is certified by a notary when making a power of attorney.
  • Situation 2: the founder of the LLC is a foreign legal entity.

  • Application R11001 for registration of the company. The information is indicated according to the extract from the trade register.
  • Protocol or decision to establish LLC (depending on the number of founders)
  • LLC Charter
  • Receipt for payment of state duty (you can not provide at registration, 4 months for payment)
  • Letter of guarantee for the rent of the company business address.
  • Extract from the commercial register of the state where the legal entity is registered, with an apostille or legalized at the consulate of the issuing country, translated into Russian. The translation must be certified by a notary office. According to the Federal Law “On state registration of legal entities and individual entrepreneurs “is allowed as an extract from the register of foreign legal entities of the corresponding country of origin, and other equally valid proof of the legal status of the foreign legal entity – the founder.
  • What documents do you receive upon registration

    How to apply for company registration

    For this, the e-mail address must be indicated in the application for state registration.

    Specifics of choosing a taxation system for a Russian LLC with foreign participation

    • There are no special requirements for the name of an LLC with foreign participation. The general requirements for the name of LLC apply, which are enshrined in article 1473 of the Civil Code of the Russian Federation:

      • the corporate name of a legal entity must contain an indication of its organizational and legal form and the actual name of the legal entity, which cannot consist only of words designating the type of activity.
      • a legal entity must have one full company name and is entitled to have one abbreviated company name in Russian. A legal entity may also have one full company name and (or) one abbreviated company name in any language of the peoples of the Russian Federation and (or) a foreign language.
      • The corporate name of a legal entity in Russian and the languages ​​of the peoples of the Russian Federation may contain foreign language borrowings in Russian transcription or, respectively, in the transcriptions of the languages ​​of the peoples of the Russian Federation, with the exception of terms and abbreviations reflecting the organizational and legal form of a legal entity.

      The easiest way to check the name of a legal entity is through the electronic service of the Federal Tax Service –


    The fee for the registration of an LLC with foreign investment is the same as for the registration of an LLC with fully Russian participation: 4,000 rubles.

    Those who submit a package of documents for registration in one of the following ways are exempted from paying the fee:

  • an electronic package of documents using an electronic digital signature – through the service of the Federal Tax Service or the portal “State Services”.
  • submission of documents to the Multifunctional Center, which has an agreement with the Federal Tax Service on electronic document flow (electronic document flow).
  • paper documents through a notary who certifies them with his electronic digital signature.
  • OKVED codes are statistical information designed to inform state bodies what exactly a new business entity plans to do. The codes are indicated according to a special document – the All-Russian Classifier of Economic Activities, which gave the name to the abbreviation “OKVED”.

    The selected OKVED codes affect many aspects of

  • affect on possibility to do business in the context of existing organizational and legal form of the company, licensing regime and the size of the authorized capital;
  • affect the emergence of the obligation to notify state bodies about the start of its activity;
  • affect the availability of certain tax regimes, deductions and tax benefits;
  • affect the availability of benefits for insurance premiums, the size of the rate for premiums for injuries; 
  • affect the volume of accounting and reporting;
  • affect the bank’s compliance procedures if the company does business that is not in line with its OKVED codes;
  • Therefore, it is important to choose the correct OKVED codes from the very beginning of the company’s activities.

    You can select one or more OKVED codes. If there are several codes, one must be defined as the main one (indicated first), and the rest are defined as the additional ones.

    The main OKVED code is the code if the type of economic activity that reflects the activities of your organization to a maximum extent. That is, this is the activity that prevails in comparison with the rest. 

    The additional OKVED code reflects related activities, i.e. does not occupy a leading position among the rest. For example, for a car dealership, the main OKVED code will be the sale of cars, and the additional ones: maintenance, sale of auto parts.

    The legislation does not contain restrictions on the choice of codes for only one group. Thus, if the main code involves activities in the field of agriculture, then you have the right to indicate codes from other groups, for example, transport services.

    But, keep in mind that the rule is matching and simple logic. For example, if, again, your main code is associated with agriculture, then it is not logical to indicate the provision of legal services in additional codes.

    A change in OKVED codes is a common occurrence for business, a change in codes may be due to business expansion, adjustments to current activities to increase competitiveness in the market (in this case, a new additional OKVED is introduced into those already contained in the Unified State Register of Legal Entities), or a legal entity or individual entrepreneur may decide completely change the scope of activity (in this case, there is a change in the main OKVED).

    There are no special requirements in terms of OKVED for LLCs with foreign investments, but there are a number of significant restrictions on the type of activity carried out by such LLCs.

    Oficina de moscú

    IP Konon Sergey Mikhailovich
    OGRNIP 311502426400047
    Dirección de la oficina: 127299, Russia, Moscow, Cosmonaut Volkova Street, 20, office 520


    Correo electrónico:
    Tel de oficina: +7(499) 110-80-55
    Skype: ygrtima

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