The RUB 10 million monthly threshold counts all foreign creditors together; international companies; Eurobonds; Decree No. 126 permits

What it says⧉

1.1. “Obligations” in paragraph 2 of Decree No. 95 means the total of all the debtor’s obligations to all foreign creditors in a calendar month. If the total exceeds RUB 10 million, the Decree No. 95 procedure (type C account) applies to payments to any foreign creditor, however small the individual amount. 1.2. International companies under Law No. 290-FZ are treated like residents. 1.3. Four ways in which Russian issuers’ Eurobond obligations are deemed duly performed, depending on who the holder is and where rights are recorded. 1.4. Permits under paragraph 4 of Decree No. 126 may be issued to specific persons or to an indefinite circle of persons; the latter are published on the Bank of Russia website.

Status, October 2026⧉

In force (navigator cards 7.4, 8.1).

Unofficial translation⧉

Unofficial translation by BCA Unternehmensberatung UG. Only the Russian text is authoritative: Russian original on usd.bcaun.com · publication of the Bank of Russia ↗. Notes on provisions no longer applied are editorial and not part of the document.

Paragraph 1⧉

1. Guided by paragraph 13 of Decree of the President of the Russian Federation No. 95 of 5 March 2022 “On the Temporary Procedure for Performing Obligations to Certain Foreign Creditors” (“Decree No. 95”) and subparagraph “d” of paragraph 4 of Decree of the President of the Russian Federation No. 126 of 18 March 2022 “On Additional Temporary Economic Measures to Ensure the Financial Stability of the Russian Federation in the Field of Currency Regulation” (“Decree No. 126”), the Bank of Russia clarifies the application of certain provisions of Decree of the President of the Russian Federation No. 79 of 28 February 2022 “On the Application of Special Economic Measures in Connection with the Unfriendly Actions of the United States of America and the Foreign States and International Organisations That Have Joined Them” (“Decree No. 79”), Decree of the President of the Russian Federation No. 81 of 1 March 2022 “On Additional Temporary Economic Measures to Ensure the Financial Stability of the Russian Federation” (“Decree No. 81”), Decree No. 95 and Decree No. 126.

Paragraph 1.1⧉

1.1. For the purposes of paragraph 2 of Decree No. 95, “obligations” means the aggregate amount of all obligations of the debtor specified in paragraph 1 of Decree No. 95 to all foreign creditors in a calendar month.

If the amount of such obligations exceeds RUB 10 million in a calendar month, performance by the debtor of obligations to any foreign creditor requires compliance with the procedure established by Decree No. 95, irrespective of the amount due to that foreign creditor.

Paragraph 1.2⧉

1.2. In accordance with part 1 of Article 4 of Federal Law No. 290-FZ of 3 August 2018 “On International Companies and International Funds” (“Federal Law No. 290-FZ”), from the moment of its state registration in the Russian Federation the personal law of an international company is Russian law, and the provisions of the legislation of the Russian Federation apply to it.

Taking into account the purposes of the restrictive measures established by Decree No. 79, Decree No. 81, Decree No. 95, Decree No. 126, Decree of the President of the Russian Federation No. 252 of 3 May 2022 “On the Application of Retaliatory Special Economic Measures in Connection with the Unfriendly Actions of Certain Foreign States and International Organisations” and Decree of the President of the Russian Federation No. 254 of 4 May 2022 “On the Temporary Procedure for Performing Financial Obligations in the Field of Corporate Relations to Certain Foreign Creditors”, and the provisions of Federal Law No. 290-FZ referred to in the first paragraph of this subparagraph, in implementing these Decrees of the President of the Russian Federation the legal status of international companies should be treated as equivalent to the legal status of residents.

Paragraph 1.3⧉

1.3. Obligations of Russian legal entities (for the purposes of this subparagraph, “debtors”) provided for by paragraph 9 of Decree No. 95 relating to the issue of foreign debt securities (Eurobonds) by foreign organisations are deemed duly performed both to the foreign organisations that issued them and to the holders of such securities and the persons exercising rights under them (together, “holders”) if they are performed in one of the following ways:

#a) to holders of debt securities (Eurobonds) who are residents or foreign creditors not named in paragraph 1 of Decree No. 95, whose securities are recorded in depo accounts with a nominee holder (foreign nominee holder), if information on such residents or foreign creditors not named in paragraph 1 of Decree No. 95 was received by the debtor from a depositary (central depositary) at the debtor’s request¹ — by the debtor transferring, on the application of the resident or foreign creditor not named in paragraph 1 of Decree No. 95, to their bank account funds in roubles in an amount equivalent to the value of the obligations in foreign currency calculated at the official exchange rate of the Bank of Russia on the day of the payment. These payments are made without transferring funds to type “C” bank accounts;

#b) to holders of debt securities (Eurobonds) who are residents or foreign creditors not named in paragraph 1 of Decree No. 95, whose securities are recorded in a nominee holder’s depo accounts with a depositary (foreign nominee holder), if information on such residents or foreign creditors was received by the debtor from a depositary (central depositary) at the debtor’s request — by the debtor transferring funds in roubles in an amount equivalent to the value of the obligations in foreign currency, calculated at the official exchange rate of the Bank of Russia on the day of the payment, to the bank account of the depositary (central depositary) providing the debtor, at its request, with information on the persons exercising rights under the foreign debt securities (Eurobonds), for onward transfer to those persons taking into account the requirements of Article 8⁷ of Federal Law No. 39-FZ of 22 April 1996 “On the Securities Market” (“Federal Law No. 39-FZ”) and the additional requirements for depositary activities established by the decision of the Board of Directors of the Bank of Russia of 20 May 2022². These payments are made without transferring funds to type “C” bank accounts;

#c) to holders of debt securities (Eurobonds) who are foreign creditors named in paragraph 1 of Decree No. 95, and foreign creditors not named in paragraph 1 of Decree No. 95 if the claim under such obligations was assigned to them after 1 March 2022 by foreign creditors named in paragraph 1 of Decree No. 95 — by the debtor transferring funds in roubles in an amount equivalent to the value of the obligations in foreign currency, calculated at the official exchange rate of the Bank of Russia on the day of the payment, to the type “C” bank account of such foreign creditor or to the bank account of the depositary (central depositary) providing the debtor, at its request, with information on the persons exercising rights under the foreign debt securities (Eurobonds), for onward transfer to the type “C” bank account of such foreign creditor taking into account the requirements of Article 8⁷ of Federal Law No. 39-FZ;

#d) to other persons, including persons exercising rights under foreign debt securities (Eurobonds) whose details have not been provided by the foreign nominee holder — by transferring to type “C” bank accounts opened for foreign nominee holders funds in roubles in the amount payable under the terms of issue of the foreign debt securities (Eurobonds), less the payments made to holders of such securities whose obligations are performed in accordance with subparagraphs “a”, “b” and “c” of this subparagraph, equivalent to the value of the obligations in foreign currency calculated at the official exchange rate of the Bank of Russia on the day of the payment.

Paragraph 1.4⧉

1.4. The permits for certain actions (operations) provided for by paragraph 4 of Decree No. 126 may be issued both to an individually specified person (specified persons) and to an indefinite circle of persons.

Where a permit is issued to an indefinite circle of persons, information on it is published on the official website of the Bank of Russia on the Internet.

Paragraph 2⧉

2. This official clarification shall be posted on the official website of the Bank of Russia on the Internet and applies from the date of its posting.

Operations that rest on it⧉

Guides that discuss it⧉