Amendments in the Regulation of the Activities of Representative Offices and Branches of Foreign Companies

Taking into account the amendments to the Civil Code, which entered into force on November 19, the Regulation on the Procedure for Opening and Termination of Activities of Representative Offices of Foreign Organizations and Branches of Foreign Legal Entities on the territory of the Republic of Belarus has been approved by Government Resolution.

In accordance with the new rules:

• unified approaches have been established to the procedure for opening, reporting and termination of the activities of the representative offices and branches;

the opening period is 30 business days, if necessary – up to two months; the state fee for opening the branch has not been established; the permission on opening will not be issued, in return – an extract from the registry about the opening;

the procedure for termination of activities has been improved, e.g. the registration authority independently carries out requests from tax and other state authorities about the presence of debts and unfulfilled obligations;

• Register of the Representative Offices of Foreign Organizations and Branches of Foreign Legal Entities has been created (hereinafter – Register), which includes, among other things, information about the foreign organization, the status of the representative office, its location, the main type of activity under the OKED, about the head of the representative office, his period of office, filing of annual reports;

general information about the representative office and its status will be publicly available on the USR web-portal. More detailed information will be available in the form of the extract from the Register, available on request with payment of the state fee.

• list of purposes for which the representative office could be opened has been excluded; the purposes of opening are indicated only in the Regulation on Representative Office, the main type of activity under the OKED is indicated in the Register; in accordance with the Civil Code on behalf of this foreign organization the representative office protects and represents its interests and carries out other activities that do not contradict legislation, business activities through the representative office cannot be carried out, only through the branch;

• everything related to the activity programs for the representative office has been canceled; currently there is no need to have a program; rules on the allocation of resources (grants) only within the framework of activity programs have been excluded, as well as on providing information to the registration authority within the framework of annual reporting on activity programs, deadlines and resources for their implementation, the amount of resources (grants) and their recipients;

• limit on the number of foreign citizens (no more than 5 people) remains only for representative offices, no such restriction has been established for branches;

• deadlines for providing information in case of change of location and head have been extended (within a month);

• decision to refuse to open a representative office/branch is made i) if there is a threat to national security, ii) in case of objections of one or more state authorities, iii) in case of arrears in taxes, duties (fees), other mandatory payments, iv) in case of unfulfilled obligations to customs authorities, social security fund authorities, Belgosstrakh.

For more details about the branches, please see also The tax status of branches of foreign companies is determined.