Rusal is ready to drop anchor in the Russian island

Rusal is considering re-registration in the Russian Federation.

According to unofficial information, "Rusal" is discussing the possibility of re-registering the company from abroad in one of the "special administrative districts" (SAR), which are planned to be established on the Russky and Oktyabrsky islands. Lawyers do not see any serious obstacles, but they note the risks of strengthening the control of the Russian authorities over Rusal. And if the company does not manage to get rid of US sanctions, analysts add, in the SAR will have to translate and its traders.

Large Russian holdings "show a direct interest in re-registration" in the SAR, which is expected to be created on the islands of Russian (Primorsky Territory) and Oktyabrsky (Kaliningrad region), said June 1, Economy Minister Maxim Oreshkin. According to him, the ministry is discussing with the market participants bills on the RAA and "working out the details that the government will be able to offer as amendments to the second reading, so that large holdings could re-register from abroad without significant losses." A little later, with reference to a source in the government, the news agencies reported that "negotiations are going on and on" Rusal. "

UC Rusal Plc is registered in Jersey and is a tax resident in Cyprus. The main shareholder of RusAl Oleg Deripaska fell under US sanctions on April 6 along with a number of its key assets, including Rusal and En + Group, which owns 48.13% in the aluminum company and controls it by agreement of shareholders. Viktor Vekselberg, who controls 26.5% of Rusal (another 8.75% of Glencore's trader), is also on the black list. "Renova" Viktor Vekselberg among the potential residents of the RA is not mentioned. A Kommersant source familiar with the group's business assures that the ownership of its assets in the Russian Federation is already "structured through Russian companies". In foreign assets Viktor Vekselberg refuses controlling stakes, Oleg Deripaska will follow similar path, he agreed to reduce the share in En + to less than 50% (now 66%).

The work to create "Russian offshore companies" was activated in the spring. From the bills of the Ministry of Economy and presentations to them (see "Kommersant" on April 12) it followed that in the RAA it is proposed to create or transfer there head structures from other jurisdictions with the maximum possible preservation of all rights and advantages of foreign offshore companies, to give the right to pay taxes only from business in the Russian Federation and not be considered as currency residents. Already in April, lawyers noted the vulnerabilities of the idea, but on May 16, Prime Minister Dmitry Medvedev confirmed that "special areas with a special legal status and tax regime" are being established on the Russky and Oktyabrsky islands. Maxim Oreshkin clarified that this will happen before the end of the year.

In the Ministry of Economy, the Ministry of Finance, "Rusal", En + and the companies of Viktor Vekselberg refused to comment. Executive Director of Heads Consulting Nikita Kulikov notes that "Rusal" in fact "exists in two offshore companies - one appeared, and the other works". "Cyprus has no restrictions on re-registration, so that from there" Rusal "can move, but Jersey domiciliary, probably, will save", - the expert believes. Refuse, he explains, can only be through the liquidation of the company. Technically, for moving, you need a decision of the shareholders' meeting. Probably, the issue will require the approval of minority shareholders (free float taking into account 3% of VEB is about 16%) and bondholders. Sources of Kommersant say that delisting of Rusal is not discussed.

The head of the projects of S & K Vertical lawyer Alena Bachinskaya believes that the re-registration may be connected with an attempt to avoid new sanctions: bills on SAR allow opacity of data on the owners and managers of the company, that is, it is possible to formally hide the connection with it of specific persons. But, the lawyer emphasizes, this is one of the controversial sides of the SAR project, as in the end all their residents can get on the black lists. Partner of the legal company "Rustam Kurmaev and partners" Dmitry Kletochkin notes one more risk: increasing the control of the authorities of the Russian Federation over "Rusal". "The government will help Rusal so that there will not be a social explosion, but in exchange it wants to have a controlled ownership structure before its eyes, and not a set of offshore companies from around the world that is difficult to understand and even more difficult to somehow influence, he says.

Oleg Petropavlovski from BCS adds that if RusAl remains in the US blacklist, "Russian offshore" will have to establish "a thousand small traders" as well as limit the customs disclosure of exports. As an example of such a scheme, the analyst is led by China, which has special island territories, deliveries there are reflected as exports, and the islands themselves do not publish customs statistics, which the Chinese exporters use for trade schemes.