The article "Reform of the civil law: changes in corporate law"

Roman Kolpakov, a lawyer of the company ART DE LEX, wrote an article for the magazine "Corporate Lawyer" on "Reform of the civil law: changes in corporate law".

This article describes the changes that are expected in the sphere of corporate law in structuring transactions and conducting the business in case the State Duma accepts amendments to the law of the Civil Code of the Russian Federation.

"On the one hand, the legislator intends to improve the civil law and turnover development; on the other hand, he/she does not fully take into account the current business requirements. He/she leaves unresolved a number of important practical questions and, therefore, gives farming to the foreign law to meet many needs of modern business, which, in particular, leads to submission of deals with the Russian assets to the foreign law.

The aim of the proposed changes lies in gradual whittling down of the trend to reduce the use of the Russian law (including corporate law) in structuring transactions and conduct of business. However novels need significant changes in the court practice.

The draft law contains measurement categories. Taking into account the nature of the judicial practice in Russia, it will exacerbate the problem of judicial discretion and will create additional risks.

As a result of the reform, the corporate law will become more flexible. New standards of corporate governance tailoring the needs of the corporate sector of the Russian economy will appear. However, it is premature to make conclusions on the fact that the changes in the Civil Code would increase the investment attractiveness of the Russian economy and the level of corporate governance."