The representative of the Foreign company
A foreign company is in Russia its trusted (private) person to sign contracts on behalf of the company. How to issue legally and the necessary documents.
Since in the given question clearly stated the fact that to represent the interests of a Foreign Company should a natural person, the options when a foreign legal entity acting in Russia through branches and representative offices or acquire predominant share (shares) in Russian companies, are eliminated.
There are several options for legal registration of representation of foreign company natural person:
A foreign firm enters into with a physical person (resident of the Russian Federation) the contract orders and issue warrant. In the agreement and power of attorney indicates what actions the authorized representative. In this case, powers are limited to contracts, however, recommend detail to point out that it includes "contracts" - authorizes the resident of the Russian Federation to conduct negotiations with potential partners of the Company, to sign contracts, additional agreements, whether the authority to modify the terms of the contracts, his powers over the settlements and so on.
The relations between the Company and the attorney, in accordance with the legislation of the Russian Federation will apply Russian law, because in such relationships the legal binding defines citizenship attorney. However, the parties have the right of choice of applicable law. If the Panama Company is interested in applying its law, it must be specified in the order agreement.
A contract of Agency (in simple form);
Power of attorney (in simple form).
A foreign firm enters into with a physical person (resident of the Russian Federation) an Agency contract and issue the power of attorney. Unlike the order when the withholding agent of foreign company may authorize its representative to do legal actions (enter into contracts), and other (for example, to carry out some promotions).
If the Agency agent, representing the interests of the Company, and can act on their behalf. Signing a contract of Agency, the agent always acts on behalf of his principal.
As in the case of an assignment to the relations between the company and the agent, in accordance with the legislation of the Russian Federation will apply Russian law, because in such relationships the legal binding defines the nationality of the agent. However, the parties have the right to choose the applicable law.
1. Agency agreement (in simple form);
2.Power of attorney (in simple form).
A foreign firm enters into with a physical person (resident of the Russian Federation) agreement of the Commission. In contrast to the orders and Agency of the foreign company authorizes its Commissioner to conclude several transactions on its own behalf, and not on behalf of the Company. Important moment of concluding the transaction according to the agreement of the Commission, the Commission agent shall acquire rights and obligations on transactions for themselves, despite the fact that makes them in the interests of the Company.
As in the previous cases, the relationship between the Commission applies the law of Russia, but the parties retain the right of choice of law.
Commission agreement (simple form).
Taxation of remuneration of the representative of the Company
In accordance with the legislation of the Russian Federation taxpayers on incomes of physical persons admit the physical persons who are tax residents of the Russian Federation, and also the physical persons receiving incomes from sources in the Russian Federation who are not tax residents of the Russian Federation (article 207 of the tax code).
According to paragraph 6 of article 208 of the tax code of the Russian Federation compensation for the performance of labour or other duties, performed work, rendered services, performance of actions in the Russian Federation is subject to taxation.
Thus, the representative of the Company, regardless of whether he acts as attorney, agent or Commission merchant, receiving remuneration from, the Company is obliged to pay a fixed tax to incomes of physical persons.
The next question is whether a foreign company as a tax agent. Article 226 of the TC RF establishes that Russian organizations, individual entrepreneurs and permanent representative offices of foreign organizations in the Russian Federation from which or as a result of relations with which the taxpayer received the income, are obliged to calculate, withhold from the taxpayer and pay the tax amount.
Thus, if a Foreign Company has a permanent establishment in Russia, this representative office is obliged to remit as a tax agent tax on income of a representative. In the absence of such a representative, physical person receiving income from a foreign company calculates and pays tax independently
GENERAL POWER OF ATTORNEY FOR A REPRESENTATIVE
FOREIGN COMPANIES IN RUSSIA
Sample. Power of attorney for a representative of a foreign company on the territory of the Russian Federation
The power of ATTORNEY
f or a representative of a foreign company on the territory of the Russian Federation
(locality, date power of attorney)
in the face __________________________________________________________,
(name, surname, position)
acting on the basis _______________________________________,
hereby authorizes ________________________________________,
passport: series ______ N _________, issued ________________________
"__"_______ 200_ G. code units ____________), living
t o represent the company "_________________" on the territory of the Russian
Federation and to carry out the following steps:
- to conclude any transactions and to sign on behalf of the company
"_____________________" contracts and other necessary documents
related to the Company "___________________",
to open settlement, currency and other accounts in banks and other
the credit organisations in territory of the Russian Federation and
to dispose of their funds;
- to represent the interests of the company "_____________________" in
relations with state, public and commercial
organizations in the Russian Federation in connection with the activities
of the principal;
- to lead on behalf and in the interests of the company "______________" any
civil proceedings in all judicial instances (courts of General
jurisdiction and arbitration courts), including in
the proceedings on the merits, and also on appeal
cassation and Supervisory instances, with all the rights that
granted by law to a claimant, defendant, third party,
victim, including the right of signing the claim and
review the statement of claim, statement of claim,
the transfer of the case to the court of arbitration, changes the subject or reason
claim, recognition of claim, full or partial refusal from claim
the requirements of the settlement agreement, signing of
the review of judicial acts on again opened circumstances
appeal of a judicial act of the arbitration court, presenting to
in siscani and recall writ of execution, appeal of action
the judicial police officer-executor, with the right collection, preparation and
any necessary for this assignment
documents, signing all documents and performing all
necessary actions related to the implementation of this order,
including the right to receive awarded property or money.
The power of attorney issued for __________ with the right of substitution.
(not more than three years)
Company "__________________" ______________/______________