Current exit terms: 60% discount, 35% contribution, presidential consent above RUB 50 bn

What it says⧉

In addition to Extract No. 171/5, exits of investors from unfriendly states are approved as a rule on these terms: sale at a discount of at least 60% of market value under the independent valuation (previously 50%); a “voluntary” payment to the federal budget of at least 35% of market value (previously 15%) — 25% within one month, 5% within one year and 5% within two years of the transaction; and the consent of the President for assets with a market value above RUB 50 billion. Subparagraph 3 of paragraph 1 of 171/5 and paragraph 1 of Minutes No. 193/4 lapsed.

Status, October 2026⧉

In force. The other terms of 171/5 — valuation with SRO review, KPIs, buy-back of at most two years, settlement route — continue to apply. A buy-back right can be terminated by a court under Law No. 319-FZ. Use the exit-cost calculator for the arithmetic.

Unofficial translation⧉

Unofficial translation by BCA Unternehmensberatung UG. Only the Russian text is authoritative: Russian original on usd.bcaun.com · publication of the Ministry of Finance ↗. Lapse notes are editorial and not part of the extract.

Paragraph 1⧉

“1. Taking into account the discussion held, in pursuance of instruction No. Pr-2051 of the President of the Russian Federation of 2 October 2024, and in addition to the minutes of the meeting of the Sub-commission No. 171/5 of 14 June 2023, the Sub-commission unanimously decided that, when considering the issue of permits to be granted by the Sub-commission for the performance (execution) of transactions (operations) aimed at the alienation of securities, including shares, and of participatory interests (contributions) in the authorised (share) capital of Russian legal entities (the “assets”) by foreign persons associated with foreign states that commit unfriendly actions against the Russian Federation, Russian legal entities and individuals (including where such foreign persons are citizens of those states, or those states are their place of registration, their principal place of business or the principal place where they derive profit from their activities), or by persons under the control of such foreign persons, irrespective of their place of registration or principal place of business, it shall as a rule proceed from the expediency of establishing the following conditions for the performance (execution) of such transactions (operations):

#1) sale of the assets at a discount of not less than 60% of their market value stated in the report on an independent valuation of the market value of the assets prepared by an appraiser in private practice included in the list of appraisers (valuation organisations) recommended by the Sub-commission for such valuation, or by an appraiser employed under an employment contract by a legal entity included in that list (the “independent valuation report”);

#2) an undertaking to make a voluntary payment to the federal budget of not less than 35% of the market value of the assets stated in the independent valuation report, according to the following schedule:

25% of the market value of the assets stated in the independent valuation report shall be paid within one month of the date of performance (execution) of the transaction (operation);

5% of the market value of the assets stated in the independent valuation report shall be paid within one year of the date of performance (execution) of the transaction (operation);

5% of the market value of the assets stated in the independent valuation report shall be paid within two years of the date of performance (execution) of the transaction (operation);

#3) consent of the President of the Russian Federation to the performance (execution) of a transaction (operation) with assets whose market value exceeds RUB 50 billion.

Paragraph 2⧉

2. Subparagraph 3 of paragraph 1 of the minutes of the meeting of the Sub-commission No. 171/5 of 14 June 2023 and paragraph 1 of the minutes of the meeting of the Sub-commission No. 193/4 of 26 September 2023 shall be deemed to have lapsed.”