[BUYING AND SELLING REAL ESTATE IN RUSSIA]
205
Sale of shares in a joint stock company or participatory interest in a limited liability company is not subject to VAT according to Russian legislation. Besides, share sales can be governed by foreign law selected by the parties to transaction, while asset deals are subject only to Russian law. A share deal allows parties to avoid state registration of transfer of real estate items belonging to the target company. V. State registration Transfer of title under the SPA is subject to state registration. State registration is normally done within 7-9 business days from receipt of documents required for state registration (7 for filing directly with the Rosreestr office and 9 for filing with the multifunctional center). To register the transfer of title, the parties shall submit the following documents to the registration authority: − an application for registration; − an SPA or agreement/document – the ground for title transfer; − documents confirming the applicants’ authority (corporate documents, power of attorney, etc.); − confirmation of payment of state duty; − corporate and other approvals (if applicable). Should one party to the SPA avoid state registration of the SPA, the other party has a right to apply to court to render a decision on state registration of title transfer. The party avoiding state registration of the SPA without a reasonable basis shall reimburse damages resulting from such avoidance to the other party. The purchaser acquires the right of ownership from the moment of state registration of title transfer.
VI.
Restrictions on sale of land Russian law provides for several restrictions on ownership of particular types of real estate: − Land plots taken out of circulation and owned by the Russian Federation cannot be privately owned and subject to real estate transactions (land plots occupied with state nature reserves and national parks; facilities of the Armed Forces of the Russian Federation, other armed forces, the Federal Security Service, the state guard authorities; nuclear facilities and storage facilities for nuclear and radioactive materials, etc.); − Land plots of limited circulation and subject to state or municipal ownership cannot be privately owned unless otherwise provided for in the law (land plots within specially protected territories, forest lands; lands occupied with space infrastructure objects; lands underlying the sea and river ports, hydro-technical utilities, etc.). Certain restrictions on ownership of land are provided for in respect of foreign citizens: − Foreign individuals, apatrides and foreign legal entities cannot have a title to land plots located at the border territories the list of which is established by the President of the Russian Federation and at other territories as provided for in the law (within the borders of seaports); − Foreign individuals, apatrides, foreign legal entities and legal entities with a share of more than 50% belonging to foreign individuals, apatrides and foreign legal entities cannot have a title to land plots classified as agricultural lands and can only possess such land plots on lease terms.
ILN Real Estate Group – Buying and Selling Real Estate Series
Made with FlippingBook - professional solution for displaying marketing and sales documents online