Home / Doing business in Russia 2020 / Anti-monopoly issues / General legal and regulatory framework
  1. Introduction
    1. Political and administrative structure
    2. Legal environment
  2. Common forms of business structures for foreign investors
    1. Main types of structure
    2. Registration, liquidation and reorganisation of business structures
    3. Shareholders’ and participants’ agreements
    4. Strategic industries
  3. Anti-monopoly issues
    1. General legal and regulatory framework
    2. Scope of application of the Competition Law
    3. Anti-competitive practices and restriction of competition
    4. Liability
  4. Tax system
    1. General approach
    2. Corporate taxation
    3. Incentives
    4. Special tax regimes
    5. Taxation of individuals
    6. Double taxation treaties
  5. Customs regulations
    1. General approach
    2. Trade between EEU and non-EEU countries
    3. Mutual trade between the EEU members
  6. Currency control
    1. Foreign currency transactions
    2. Consequences of breach/Penalties
  7. Lending in Russia
    1. Lending documents and governing law
    2. Jurisdiction
    3. International finance transactions and repatriation requirements
    4. Security interests
    5. Recognition of security trusts
    6. Syndicated loans
    7. Enforcement
    8. Suretyships and guarantees
    9. Bankruptcy considerations
    10. Other lending related issues
  8. Employment and migration
    1. Formalising the employment relationship
    2. Managing employment relationships
    3. Terminating an employment agreement
    4. Specifics of employing foreign nationals
  9. Personal data protection
    1. General approach
    2. Scope of the Data Protection Law
    3. Liability
    4. Right to be forgotten
  10. Intellectual property
    1. General approach
    2. Contractual aspects of intellectual property rights
    3. Rights over the results of intellectual activity
    4. Company names, trade names, trademarks and appellations of origin
    5. Intellectual property rights infringements
    6. IP Court
  11. Advertising issues
    1. General approach
    2. Scope of application of the Advertising Law
    3. Violations of the Advertising Law
    4. Liability
  12. Anti-corruption and compliance
    1. General approach
    2. Legal framework
    3. Compliance requirements for companies
    4. Concept of corruption in Russian law
    5. Possible targets of bribery
    6. Liability and penalties for corruption
    7. Example of sector-specific anti-corruption measures
  13. Real estate and construction
    1. Rights to real estate
    2. Real estate transactions
    3. Resolution of real estate disputes
    4. Planning and construction issues
  14. Corporate bankruptcy
    1. Insolvency criteria
    2. Stages of bankruptcy proceedings
  15. Import substitution and production localisation in Russia
    1. Measures affecting goods importation and current import substitution legislation
    2. Localisation incentives
    3. Sector-specific impact of import restrictions and localisation requirements
  16. Banking sector
    1. Legislative and regulatory framework
    2. Licensing and operations
    3. Deposit insurance
    4. The anti-money laundering law
    5. Bank secrecy
    6. FATCA and CRS
  17. Environment, energy efficiency and renewables
    1. Environment
    2. Energy efficiency
    3. Renewables
  18. Infrastructure and public private partnerships
    1. General approach
    2. Key PPP legislation
    3. Russian PPP environment
    4. Financing
    5. Legal issues
    6. Prospects for infrastructure projects
  19. Oil & gas
    1. Legislative framework
    2. Ownership and licensing
    3. Restrictions on foreign investors
    4. Licences
    5. PSAs

General legal and regulatory framework

General legal and regulatory framework

Anti-monopoly issues are primarily governed by Federal Law No. 135-FZ “On the Protection of Competition” dated 26 July 2006 (the “Competition Law”), while liability for the violations of anti-monopoly regulations is mainly established (in addition to the Competition Law) by the Code on Administrative Offences and the Criminal Code.

The Federal Anti-monopoly Service (the “FAS”), a Russian executive authority, controls and enforces compliance with anti-monopoly legislation.

Trends

Compliance systems bill

In 2019 a bill was passed in first reading in the Russian State Duma to encourage companies to develop and implement systems that facilitate compliance with anti-monopoly laws and prevent breaches of these laws. 

The bill’s main provisions can be outlined as follows:

  • Setting up an anti-monopoly compliance system will not be mandatory. If a company decides to do so, however, it will have to adhere to special requirements for the content of internal documents produced within the company or company group.
  • These internal documents must include requirements, measures and procedures for (i) assessing anti-monopoly risks; (ii) reducing anti-monopoly risks; (iii) monitoring the compliance system; (iv) making the compliance system known to employees; and (v) providing information about the person in charge of the company’s compliance system.
  • Companies will be able to send internal documents of this kind in final or draft form to the FAS to confirm their compliance with anti-monopoly laws.
  • Companies will have to post information in Russian on their websites, stating whether an anti-monopoly compliance system has been adopted or applies to that company.

Many companies have already adopted similar systems.

Fifth anti-monopoly package

2020 could see the adoption of amendments to the Competition Law, the so-called “fifth anti-monopoly package”. While the associated work is still on-going, changes may cover such issues as digital economy and intellectual property (“IP”). Notably the removal of the IP exemptions currently provided for in the Competition Law and the introduction of more detailed rules have been proposed. 

Another area that may be affected is merger control. Transactions could additionally be subject to merger clearance based on their transaction value. This is because the traditional criteria (outlined in the relevant section below) do not always reflect the real impact of a transaction in the digital world. Also, more detailed rules on the review of merger clearance notifications (e.g. governing the role of external experts) could be introduced and the timeframe of the review extended. For the time being, it is unclear when, and to what extent, these initiatives are going to be enacted.

Cartels

Practice shows that the Competition Law and the enforcement agenda of the FAS are constantly evolving; the FAS puts a particular emphasis on the fight against cartels, notwithstanding the criminal and cross-border dimensions. Tackling bid rigging also remains a top priority for the competition authority.

The FAS has drawn up a set of bills (already submitted to the State Duma) aimed at dealing with cartels. These draft laws may introduce further amendments to the Criminal Code and the Criminal Procedure Code (relating to cartel initiators), the Competition Law (giving the FAS additional rights during cartel investigations) and the Code on Administrative Offences (in terms of liability for impeding FAS investigations).

Cross-border issues

The role of the Eurasian Economic Commission regarding the analysis of cross-border anti-monopoly violations within the Eurasian Economic Union is expected to increase in the near future.


Key contacts

Maxim-Boulba
Maxim Boulba
Partner
Head of Competition & Public Procurement | Head of TMT