Change in legislation

In the second quarter of this year, the Constitutional Court of the Russian Federation made an important decision on the possibility of bringing CEOs of the LLCs excluded from the Unified State Register of Legal Entities of LLC as inactive legal entities to subsidiary liability for the debts of companies. However, this is possible only by the court order.

Subsidiary liability is liability for the debtor company if its property is insufficient to settle accounts with its creditors.

Currently, the legislation provides for the imposition of subsidiary liability on individuals or legal entities controlling the debtor for no longer than 3 years prior to appearance of the signs of bankruptcy in the company, and controlled (i.e., had the opportunity and right) decisions made in the company, entered into transactions on its behalf and determined their terms after the occurrence of signs of bankruptcy, before the bankruptcy petition was accepted by the court.

Recall that the procedure for bringing to subsidiary liability is enshrined in Art. 399 of the first part of the Civil Code of the Russian Federation.

In pursuance of the decision of the Constitutional Court of the Russian Federation, the legislative bodies will have to make appropriate changes to the laws in force.

According to the Information and Analytical system Globas over the past period of 2021, arbitration courts of all instances considered 54 bankruptcy cases of a debtor to be dissolved or absent debtor, which ended in satisfying claims for a total amount of more than 191 million RUB.