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Due diligence is the systematic process of investigating and verifying legal, financial, tax, real estate, regulatory and business facts and risks before a transaction, investment or major business decision. In Korolyov, a city in Moscow Region, due diligence follows the same basic legal framework as the rest of the Russian Federation, but local practice, municipal regulations and regional authorities can affect timing and documentary requirements. Typical due diligence work in Korolyov covers corporate checks, property and land inspections, licensing and permitting, contracts review, tax and social contributions, employment compliance, environmental and safety matters, and potential litigation or enforcement risks.
Because many official records in Russia are held by federal services and regional offices, understanding how to obtain reliable extracts, interpret cadastral records and validate corporate registration information is a core part of due diligence. Local notaries, registries and municipal offices in Korolyov may also be involved for certain registrations, permits and notarizations.
A lawyer experienced in due diligence helps you identify, quantify and mitigate legal and commercial risks so you can make an informed decision. Common situations that require legal assistance include mergers and acquisitions, buying or leasing commercial real estate, investing in or lending to local companies, participating in public procurement, restructuring, insolvency and enforcement matters, and entering industry sectors subject to special permits such as medical, pharmaceutical, construction, utilities and hazardous waste management.
Lawyers provide practical services such as drafting and negotiating warranties and indemnities, preparing or reviewing non-disclosure agreements, coordinating third-party experts for technical surveys, securing certified extracts and notarized documents from local authorities, advising on tax and labor exposure, and structuring transactions to comply with Russian and regional rules. For cross-border transactions, a lawyer can advise on sanctions, currency control and regulatory reporting obligations that can affect deals involving Korolyov parties.
Due diligence in Korolyov is governed mainly by federal Russian legislation, supplemented by Moscow Region and municipal rules. Key areas to focus on include the Civil Code for contracts and property rights, the Tax Code for tax obligations and reporting, the Labor Code for employee relations and liabilities, corporate law for company formation and governance, land and urban planning laws for property use, and sector-specific regulation where applicable.
Practical local elements include the role of Rosreestr for real estate registration and the cadastral register for land plots and building records, the Federal Tax Service for extracts from the Unified State Register of Legal Entities and for tax histories, and the local office of the Federal Service for Ecological, Technological and Atomic Supervision or Rosprirodnadzor for environmental compliance. Municipal planning and construction permits are handled at the city or regional level and must be checked against the permitted use and zoning for Korolyov.
Other important frameworks include anti-money laundering rules under Federal Law 115-FZ, licensing regimes for regulated activities, public procurement rules if the counterparty participates in government contracts, and sanctions and export-control restrictions that may affect counterparties and transactions. Notarization and apostille rules are also relevant for certain corporate acts and real estate documents.
Request the company charter and any amendments, shareholder register, minutes of general meetings and board meetings, powers of attorney, extracts from the Unified State Register of Legal Entities, recent financial statements and audit reports, tax returns and certificates, employment records for key personnel, key commercial contracts, loan and pledge agreements, guarantees, licenses and permits, insurance policies, and details of ongoing or past litigation and enforcement actions.
Obtain an official extract from the Unified State Register of Rights to Real Estate via Rosreestr and a cadastral extract from the cadastral registry. These documents show registered owners, encumbrances, pledges, easements and any restrictions. Check building permits, permitted land use and municipal planning documents to confirm compliance with zoning and construction rules in Korolyov.
Foreign counsel can help coordinate international aspects and translate documents, but a local Russian lawyer familiar with Korolyov and Moscow Region practices is essential for obtaining local extracts, dealing with municipal authorities, conducting onsite inspections and interpreting Russian law. Local counsel will also usually handle notarizations and interactions with state registries.
Times vary by scope and company size. A focused legal and corporate due diligence can take one to three weeks if records are well kept. Expanded diligence covering real estate surveys, environmental assessments, tax reviews and interview processes can take several weeks to a few months. Delays often occur when third-party documents must be obtained from state bodies or when onsite inspections are needed.
Common red flags include discrepancies between registry extracts and internal documents, pending or hidden litigation, undeclared affiliates or ultimate beneficial owners, unpaid taxes or social contributions, outstanding enforcement proceedings by bailiffs, encumbrances on real estate, missing licenses or permits, unusually complex corporate structures without clear commercial purpose, and material divergences between reported and audited financials.
Identify the sector-specific regulatory framework, compile a register of required permits and licenses, verify their validity and scope, check compliance histories and fines, and review any inspection reports. For activities like construction, healthcare, education, waste management and transport, coordinate with the relevant regional authorities and inspect local municipal records in Korolyov for deviations from permitted operations.
A legal due diligence report should summarize the scope and documents reviewed, outline legal and commercial risks, prioritize issues by materiality, provide facts and evidence for each finding, suggest mitigation measures, propose contractual protections such as warranties and indemnities, and recommend next steps for closing, remediation or further investigation.
Review employment contracts, collective agreements where applicable, payroll records, personnel files for key staff, records of employee disputes, social contribution payments and compliance with working time and occupational safety rules. Hidden liabilities can include severance obligations, improperly classified workers and unpaid social contributions, which can result in fines and retroactive payments.
Yes. A tax due diligence will review tax declarations, payment histories, VAT, corporate profit tax, special tax regimes, transfer pricing arrangements, and past tax audits or claims. Identified exposures can be quantified and addressed through transaction structuring, tax indemnities, escrow mechanisms or pre-closing remediation. Engaging tax specialists is recommended for complex issues.
Confidentiality is critical. A well-drafted non-disclosure agreement protects sensitive information exchanged during due diligence and may limit the use of confidential materials. NDAs typically set confidentiality duration, permitted disclosures to advisors, return or destruction of documents and remedies for breach. Use local counsel to ensure the NDA is enforceable under Russian law.
Key public registers and state bodies to consult include extracts from the Unified State Register of Legal Entities maintained by the Federal Tax Service, the Unified State Register of Rights to Real Estate and the cadastral register maintained by Rosreestr, and enforcement and debtor information held by the Federal Bailiff Service. For tax matters, the Federal Tax Service regional office and tax authorities in Moscow Region are relevant. For environmental issues, check records with Rosprirodnadzor and local environmental authorities.
Other useful bodies and organizations include the Federal Antimonopoly Service for procurement and competition matters, the Bank of Russia for licensing of financial institutions, the Ministry of Justice and regional bar associations for lawyer verification, the Chamber of Commerce and local notary chambers for procedural guidance, and the Moscow Region administration and Korolyov municipal authorities for planning and zoning information. Professional associations of auditors and appraisal firms can help with financial and property valuation due diligence.
Start by clarifying the scope of your due diligence - corporate, real estate, tax, labor, environmental or comprehensive. Assemble and prepare key documents and checklists that counsel will need. Sign a confidentiality agreement before sharing sensitive data. Engage a qualified local lawyer or law firm with experience in Korolyov and Moscow Region matters and agree on the scope, timeline and fees in an engagement letter or contract.
Ask for a staffing plan and sample report format so you know what to expect. Make arrangements for certified translations and notarizations if foreign documents are involved. Plan for on-site visits if inspecting real estate or premises is necessary. Discuss remediation and deal protection options such as indemnities, price adjustments, escrow arrangements and conditions precedent. Finally, maintain clear communication with advisors and ensure all findings are reflected in transaction documentation before closing.
