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What form should merger control notification take in Russia and what content is required?
The filing has no approved template and may be drafted in any form. However, materials attached to the filing should be prepared in compliance with standard forms and meet certain requirements set out in Federal Law 135FZ and Federal Anti-monopoly Service (FAS) decrees. These materials include the following main documents and information:
- notarised copies of the foundation documents of the applicant;
- the draft (ie, at least a summary of their main provisions) or executed sale and purchase agreements or other agreements that triggered the Russian merger control rules;
- information on the types and volume of goods (including services) produced and sold by the applicant, the target and other companies concerned during the year preceding the filing date and the year of filing;
- the applicant's latest balance sheet;
- the target’s balance sheet;
- the consolidated balance sheets of the applicant's group and the target's group or – at least – information on the consolidated assets of these groups;
- any financial, economic and other reports submitted by the applicant and the target to the Russian Central Bank or other authorities;
- the group structures of the applicant and the target (and the seller, if the target does not belong to the seller's group);
- information on any shareholders holding more than 5% of the applicant's shares and the ultimate beneficiaries of the applicant's corporate group;
- the applicant's and target’s licences, if any;
- information on the funds which will be used to complete the proposed transaction or action (eg, details of loans and lenders); and
- the plan of action issued to the signatory of the filing, if necessary.
All official documents related to foreign companies (eg, foundation documents and balance sheets) should be submitted to the FAS together with Russian translations notarised by a Russian notary. In order to notarise Russian translations, the original foreign document should first be apostilled or legalised.
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