Geopolitical shifts, trade restrictions, widespread sanctions, currency transaction limits and new legislation have significantly affected the international operations of Russian businesses.

Cooperation between local companies and foreign businesses is moving to the next stage. New markets are being explored, as Russian goods, services and technologies remain strategically important to foreign partners. However, in today's environment, proper risk assessment must be applied while seeking and checking overseas partners. Before entering into an agreement, it is necessary to verify the bona fide of the potential partner, check the foreign trade restrictions, examine the export and import restrictions legislation of both parties to the agreement, make sure about the absence or presence of foreign exchange limits and other aspects requires a comprehensive checking.

The trade turnover is entering a new orbit. Moving to the East

According to Ruslan Davydov, First Deputy Head of the Federal Customs Service (FCS), Russia's trade surplus for January-September was a record USD 251 billion, including export of USD 431 billion and import of USD 180 billion, compared to USD 130,3 billion for the same period in 2021. Thus, the surplus grew by 93% over the reporting period. The FCS also predicts a record increase in trade with China and Turkey, as well as a significant drop in trade with the European Union.

Previously, we drew attention to the increased interest in companies from China, India, the UAE, Turkey, Israel and the CIS as the Russian economy has been globally reoriented towards the East.

The FCS data confirms that the focus on the Eats, declared at the political level, is supported by domestic business. Cooperation with new partners in the Asian and CIS markets enables both the promotion of domestic products and services in foreign markets and the import of systemic goods and technologies that are not produced in Russia.

However, there are financial and legal risks involved in cooperating with foreign companies. To enter into safe and transparent transactions in the international arena, it is necessary to follow the rules of commercial risk assessment and understand the specifics of doing business in these regions.

Before cooperating with a foreign partner, it is important to conduct a comprehensive check of a potential counterparty and, in order to avoid various types of irregularities, to comply with the legal requirements of each contracting party's country.

The fresh investigation is prepared by the experts of the Information Agency Credinform in cooperation with an extensive network of local partners. The report complies with international standards and includes, inter alia, registration data, management, shareholders, types of activity, financial accounts, overall assessment of the company, including risk assessment, credit risk, maximum credit, if financial data is available. The experts of the Information Department additionally search for affiliates and subsidiaries in Russia, and verify participation in legal proceedings and enforcement proceedings in Russia.

Exchange control. Legislation of the countries participating in the contract and sanctions

Raw material prices are one of the most important criteria for exporters to cooperate with foreign companies. The prices of foreign suppliers are often linked to world quotations and are more attractive than those offered in the domestic market. In addition, expansion into foreign markets allows the organisation to increase its output and capitalisation, as well as to avoid losses caused by the suspension of production due to insufficient numbers of domestic customers. Increasing production and profits, is only possible with the diversification of sales markets.

The activity in the imported goods and services market is linked to the legalisation of Parallel imports. It becomes reality after the number of large corporations and brands have haltered trading in Russia, but their products remain in demand among domestic consumers. It is also important for importers to find better price offers abroad. However, low price and comfortable terms of cooperation do not mean that a potential business partner is reliable.

It should be noted that contracts with foreign partners might be subject to the exchange control. Import contracts valued at more than RUB 6 million and export contracts valued RUB 3 million and more should be registered. Such contracts shall be recorded at an authorised bank. However, global sanctions against the Russian financial sector may prevent payments on the deal. The company cannot accept payments in foreign currency to accounts opened with other banks if sanctions have been imposed on the bank where the company's foreign currency contract is registered.
Letter of the Bank of Russia No. 019-12-4/1210 of 28.02.2022.

When working with a foreign counterparty, it is important to comply with the laws of the country of each party to the contract. It is also worth paying special attention to the study of trade sanctions and export-import restrictions.

Russia has a number of bans on the export of certain types of goods as well as on imports:

• under the food embargo, import of certain types of agricultural products, raw materials, food products from countries that have adopted sanctions against Russia are prohibited
  Decree of the Government of the Russian Federation of 07.08.2014 No. 778;
• there is a temporary ban on the export of certain goods, including pharmaceutical products, engines and turbines, pumps, various industrial equipment, bearings, railway locomotives, etc.
  Decree No. 311-313 of the Government of the Russian Federation of 09.03.2022.

In addition to trade restrictions, there are sanctions against individuals and organizations. Russia has introduced Special Economic Measures against a number of legal entities and individuals, with whom transactions and any trade and economic activities are prohibited. The USA, EU countries, Japan, Britain, Canada, etc. also maintain lists of entities that are subject to export-import sanctions.

"Friendly" compliance

Geopolitical tensions between the Russian Federation and certain states have contributed to the adoption at the legislative level of specific features of cooperation with counterparties from "unfriendly" countries.

The list of such states currently includes 66 countries and territories. Among them: USA, UK, EU member states, Switzerland, Canada, Japan, Republic of Korea.

Since 02.03.2022 a special procedure for transactions with foreign persons from the list of "unfriendly" states was introduced (Presidential Decree No. 81 of 01.03.2022). Transactions requiring special procedures include:

• granting credits and loans to non-residents in rubles;
• granting loans to non-residents in foreign currency;
• purchase and sale of securities and real estate to non-residents;
• transferring money without opening a bank account using foreign payment services.

The mentioned transactions are allowed only with the consent of the Government Commission for the Control of Foreign Investment in the Russian Federation. To make transactions with securities, you need to obtain permission from the Bank of Russia.

Russian legislation contains many norms on the basis of which the head of a company can be brought to responsibility. This possibility is prescribed in the Civil Code, the Code of Administrative Offences, the Criminal Code.

CEO is responsible for the management decisions made, for the actions of employees and business reputation of the company. In case of incorrect actions that have caused losses or damage to the organization, the shareholders, counterparties or government agencies can initiate bringing to responsibility. In some cases, the head of an organization is brought to responsibility even after leaving the post.

TYPES OF RESPONSIBILITY

CEO's personal responsibility can be internal and external.

One of the examples of internal responsibility: CEO is responsible to the shareholder for losses incurred as a result of incorrect management decisions. As a result of his or her actions, disciplinary or financial responsibility may follow.

External types of responsibility may include subsidiary, administrative and criminal one. The main reason for their occurrence are:

• violation of the legislation of the Russian Federation;
• bankruptcy;
• damage to creditors;
• submission of false information;
• unfair performance of obligations.

CONSEQUENCES

Bringing CEO to responsibility negatively affects the reliability of all legal entities under his or her management. Interaction with unreliable organizations may attract attention from the Federal Tax Service of Russia. The regulator may regard such transactions as fictitious and apply penalties in the form of additional taxes, criminal proceedings and even removal of the company from the Unified State Register of Legal Entities. Responsibility in such cases falls on CEO or the decision-making person.

CHECK IN GLOBAS

To avoid such a scenario, it is necessary to exercise commercial due diligence. The Information and Analytical system Globas helps to identify signs of shell companies and unreliable organizations, including negative factors concerning the company's CEO.

Let's consider cases when Globas will help to identify the personal responsibility of CEOs.

Case 1

Identification of facts of violations of the legislation of the Russian Federation

In the compliance requirements of many enterprises, there is a clause on the inadmissibility of cooperation with companies related to violations of the laws of the Russian Federation. In case of interaction with the violator, a large fine or criminal liability may be imposed.

Signing a fictitious contract, for instance, for the purpose of understating the tax base provides for a fine of up to 1 million RUB or imprisonment for up to 10 years.

For non-payment of taxes, CEO faces a fine of 500 thousand RUB and imprisonment for up to 6 years.

For giving bribes, liability is provided in the form of a fine of 2,5 million RUB and imprisonment for up to 8 years.

When analyzing a business partner in Globas, information about bringing to administrative and criminal responsibility, participation in court proceedings, inclusion in the lists of official authorities is displayed automatically. It is also available to request information about the arrears, fines or penalties, search for enforcement proceedings and suspicion of committing crimes. All information is displayed in the "one window" mode.

Case 2

Bankruptcy and damage to creditors

Irrational decisions and unreasonable contracts can lead to premature liquidation of the company due to insolvency. However, after the bankruptcy procedure begins, an audit will be conducted against CEO and all persons controlling the debtor. The official receiver will check for signs of intentional or fictitious bankruptcy and determine the persons responsible for causing damage to the company. If the fault is proved, the persons controlling the debtor will be brought to subsidiary responsibility or compensation for damages.

Globas contains all information about a person's entrepreneurial activity and their participation in business. Moreover, information from related sources is analyzed and compared. Globas will show a warning marker about bringing a person to responsibility in a bankruptcy case, calculate the amount of joint responsibility, show notifications from the Unified Federal Bankruptcy Register and the arbitration case related to this event.

Case 3

False information, unfair or untimely fulfillment of obligations

Liquidation of companies in the presence of false information and debts to the budget may be resulted in the future refusal to register information about the shareholder or CEO for 3 years.

Such a refusal to make state registration to an individual may affect his or her business in the future. The individual cannot:

• become CEO or establish a new legal entity;
• make changes to the Unified State Register of Legal Entities related to his or her name until 3 years have passed since the entry was made;
• re-register the pledge of the share in the authorized capital.

Checking for timely fulfillment of obligations is also an integral part of the due diligence. The presence of a large number of arbitration cases on economic disputes may, for instance, characterize a partner as unfairly related to payment discipline. In the future, the growth of obligations may affect the financial position of the counterparty and lead to bankruptcy.

In Globas, the entire business history of an entrepreneur is comprehensively analyzed. In case of detection of violations of the law in any of the related companies, a note about the risk of refusal of state registration will be displayed. Counterparties unfairly related to the payment discipline can be identified using the Arbitration and Enforcement Proceedings sections. Cases with the category of improper performance of obligations will help to identify the overdue accounts payable.