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The LLC Law establishes provisions for the payment of the actual value of a share in the authorized capital of the company at the market price

The LLC Law establishes provisions for the payment of the actual value of a share in the authorized capital of the company at the market price

Federal Law of December 28, 2025 N 514-FZ “On Amendments to the Federal Law “On Limited Liability Companies” and Certain Legislative Acts of the Russian Federation”

It has been established that if the person to whom the actual value of a share or part of a share in the authorized capital of the company, or the company itself must be paid, disagrees with determining the value of the company’s net assets on the basis of financial statements, the value of the company’s net assets for these purposes is determined based on the market value of the company’s assets and its liabilities.

To do this, the company participant must send the company (before the expiration of the company’s obligation to pay the actual value of the share) a corresponding application, which does not require notarization.

In this case, the value of the company’s net assets will be determined by an appraiser hired by the company itself and (or) the person to whom the actual value of the share must be paid.

The company’s charter may provide for provisions on determining the actual value of a share or part of a share in the company’s authorized capital in the amount of market value both when establishing an LLC and later when amending the charter. It will be possible to exclude these provisions from the charter by decision of the general meeting of the company’s participants, adopted by two-thirds of the total number of votes of the company’s participants.

The federal law comes into force on the day of its official publication. This document also makes changes to a number of other federal laws.

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source: Notary Chamber of the city of Sevastopol

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