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Louis Skyner
Establishing Business in Russia: Selecting a Company Structure. – Moscow:
Institute of Law and Public Policy, 2003 – 24 p.

The Russian government over the past two years has developed a comprehensive
programme for economic policy. Not only legislative but judicial and
procedural reform have repeatedly been emphasised as a key component of this
policy of overall structural reform. In contrast to previous initiatives the
emphasis has been placed on measures to improve the environment for private
business and investment. The years 2001 and 2002 witnessed the approval of a
number of laws that lay the groundwork for the emergence of a market based
institutional structure; the Land Code, Parts 1 and 2 of the Tax Code, the
Labour Code, the amendment of Company law and Insolvency law as well as the
introduction of a new Commercial Procedure Code. Perhaps most crucially, the
tax system has been changed to favour bona fide taxpayers engaged in
commercial activity on legal grounds

This attempt to develop a more integrated structure resulted from the
realisation that an effective private law system capable of dealing with
modern commercial relations had not evolved. This paper examines the
establishment of business activity in this context. Whilst giving a
practical guide to the structure and functioning of companies it analyses
the extent to which legislative reform has closed the gap with Western
economies in terms of the rights, obligations and benefits of ownership. To
this extent it recognises the difference between the letter of the law and
its application. The failure to approve and implement the regulatory
mechanisms envisaged by new legislative acts perpetuates administrative
barriers and high transaction costs. An understanding of this environment
and the extent to which it is changing is of crucial importance to any
potential investor.