Under what conditions can a foreigner be a director of a Russian company

Director is a highly qualified specialist. For foreign highly qualified specialists, there is a simplified procedure for hiring: there is no need to contact the employment service, issue a permit for attracting and using foreign citizens for work. However, before appointing a foreigner as a director, it is important to check whether he falls under legal restrictions and to correctly draw up documents.

Some companies are not allowed to be managed by foreigners

Before hiring a foreign director, you need to find out whether he has the right to hold this position. The law restricts the right of foreign citizens to engage in certain types of activities.

A foreign citizen does not have the right to be in charge of an organization whose activities are related to ensuring the security of the Russian Federation (sub-item 5, item 1, article 14 of Federal Law No. 115 of 25.07.2002). These relate to military organizations and companies that include radiation and nuclear hazardous industries and facilities (Government Decree No. 755 of 11.10.2002).

If more than 50 percent of the shares or stakes in the authorized capital of an organization belong to the Russian Federation, then foreign citizens can fill in executive positions using a special procedure (paragraph 2 of article 14 of Federal Law No. 115 of 25.07.2002). The Government has not yet approved this procedure. We will have to be governed by the company’s statutory documents.

A foreigner cannot be a director of a new company. The citizenship of the director is not important for the state registration procedure of the company. Registration is of a notification nature. However, any company has the right to attract foreigners only if they have a work permit or a patent (clause 4, article 13 of Federal Law No. 115 of 25.07.2002). But it is possible to draw up permits for a foreign director only after the state registration of a legal entity. Therefore, at the time of the company establishment, only a Russian citizen or a foreign citizen who does not require a work permit can be a director.

Directors-violators

Check whether the foreigner has committed administrative offenses. When hiring a foreigner who has previously visited Russia, it is advisable to check in the database of the Federal Migration Agency of Russia whether he has committed administrative offenses.

A foreigner will be banned from entering if he has previously been brought to administrative responsibility in Russia more than once. The ban on entry is valid for three years from the date of the last ruling on bringing to administrative responsibility (paragraph 4, article 26 of Federal Law

No. 114 of 15.08.96). Moreover, any type of administrative offense is taken into account, not only in the field of migration.

Check the foreign director for disqualification (part 3, article 32.11 of the Administrative Code). The verification service is available on the official website of the Federal Tax Service: service.nalog.ru/disqualified.do Alternatively, you can request information from the tax authority in writing.

How to prove that the director is a highly qualified specialist

It is possible to confirm to government bodies that a foreign director is a highly qualified specialist using two criteria – the level of education and work experience, as well as the rate of his salary (paragraph 1, article 13.2 of Federal Law No. 115 of 25.07.2002).

General director is a job that requires special knowledge or training. Therefore, a foreigner is obliged to submit to the employer a document on education or qualification or on the availability of special knowledge (paragraph 6, part 1, article 65, Article 327.3 of the Labor Code).

Also, in order to be considered a highly qualified specialist and enjoy the benefits of this status, the director must receive compensation for labor not lower than the limit established by law (paragraph 1, article 13.2 of Federal Law No. 115 of 25.07.2002). In general, this is 167 thousand rubles per month. A smaller rate is possible for certain regions of Russia (Crimea, Sevastopol) and special economic zones.

How to get a work permit

Work permits for highly qualified foreign specialists are issued by the General Administration for Migration Issues of the Ministry of Internal Affairs. Both the foreigner himself and the organization can apply for this.

To get a permit, submit the following documents to the General Administration for Migration Issues of the Ministry of Internal Affairs:

• an application that you are attracting a highly qualified foreign specialist, according to the approved form (order No. 536 of the Ministry of Internal Affairs of 30.07.2020). In the application, reflect the information about the competence and qualification level of the foreign citizen and attach documents confirming this information, for example, certificates and diplomas;
• an employment agreement with the director, the minutes of the general meeting of the LLC participants, which formalized the appointment of the director. The entry into force of the employment agreement and the appointment is conditioned on obtaining a work permit;
• a written obligation to cover government expenses that are associated with a possible administrative expulsion from Russia or deportation of a specialist;
• a color photo of a foreign citizen with a size of 30 × 40 mm.

The employer has the right to submit an application for attracting a highly qualified foreign specialist both in writing and in electronic form on the Internet through the Public Services Portal of the Russian Federation. This procedure is established by paragraphs 6 and 6.2 of article 13.2 of Federal Law No. 115 of 25.07.2002 and paragraphs 40, 55 of the Administrative Regulations approved by Order No. 541 of the Ministry of Internal Affairs of 01.08.2020.

A work permit and an invitation to enter or a notification of refusal to them are issued no later than 14 working days after the documents are accepted.

It is possible to refuse accepting an application for attracting a highly qualified foreign specialist only when the employer does not submit the necessary documents. In other cases, this cannot be done (paragraphs 8 and 9, article 13.2 of Federal Law No. 115 of 25.07.2002).