Law restricting foreigners' asset-buyback rights in Russia comes into force
Russian President Vladimir Putin on 4 August signed into law a measure setting out the procedure for refusing foreign investors who left the country after the start of the full-scale military conflict in Ukraine in 2022 the right to buy back their assets. The document was published on the official legal-information portal and came into force on the day of its official publication.
Putin ordered the terms for such buybacks to be drawn up as long ago as April 2025. Several versions of the relevant amendments were prepared but were never taken up by the State Duma. The final version — which inserts a new article into the law on foreign investment — was folded into a bill aimed at making it easier for foreign companies controlled by Russian business to move back to Russia in cases where unfriendly countries obstruct their redomiciliation. Deputies passed it in a combined second and third reading on 21 July, after which it was approved by the Federation Council.
The provision applies to foreigners who, after 22 February 2022, sold shares, stakes in charter capital or other business assets under an option to a Russian individual or company, or to a citizen or company of a country friendly to Russia. Their buyback right can now be terminated through the courts — irrespective of whether the former owners have expressed any wish to reclaim the assets — provided two conditions are met simultaneously: one "behavioural" and one "financial".
The behavioural condition is met if, after 22 February 2022, the foreign investor did at least one of the following:
The financial condition is met if the contract provides for the asset to be bought back at a price diverging from market value by 25 % or more, or if the Russian buyer has made additional investments without which the business would have been substantially scaled back or shut down.
Both the asset's new owner and the ministry responsible for the asset may apply to the Moscow Region Arbitration Court at any time to have the foreign investor's buyback right terminated; in either case an opinion from the government commission that vets foreign investment will be required.
The foreign investor has one year in which to claim compensation from the buyer of the asset. The court may reduce it "in light of the nature of [the investor's] conduct" and the scale of the buyer's investment in the asset, or refuse it altogether. The law does not set out how such payment is to be calculated.