On July 24, 2026, the Federation Council approved amendments to the Law on Foreign Investments, introducing a mechanism to terminate a foreign investor's right to buy back previously owned assets in Russia. Grounds for termination include hostile behavior by the investor or a significant deviation of the buyback price from the market value.
The new law, adopted to protect Russia's economic sovereignty, affects foreign investors who left the Russian market after February 22, 2022. Let's examine the key provisions and their implications for businesses.
What Changes
The right of a hostile foreign investor to buy back an asset sold after February 22, 2022, may be terminated through court proceedings. Two conditions must be met simultaneously.
First, the foreign investor must have committed one of the following hostile actions after February 22, 2022: public support of sanctions or discrediting the actions of the Russian Armed Forces, spreading false information, financing terrorism or extremism, publicly announcing the cessation of activities in Russia, improper fulfillment of obligations, or actions aimed at restricting contract performance under the influence of sanctions.
Second, the buyback price must deviate from the market value by 25% or more, or the current Russian owner must have made additional investments without which the asset's operations would be impossible or significantly hindered.
Who Can Initiate Termination
A claim to terminate the buyback right may be filed with the court in two ways. The current asset owner may do so after receiving the position of the relevant government agency and a conclusion from the Government Commission. The government agency may also file a claim, but only after receiving permission from the Government Commission.
Compensation to the Foreign Investor
If the buyback right is terminated, the foreign investor acquires the right to claim compensation from the current owner. However, the amount of compensation is not established by law — it will be determined by the court at its discretion. The court may reduce the compensation amount based on the nature of the foreign investor's actions and the volume of investments made by the current owner. In some cases (such as financing terrorism or extremism), compensation may be denied.
What This Means for Businesses
The new rules create additional legal uncertainty for foreign investors and their Russian counterparties. The law contains many evaluative formulations that can be interpreted broadly. For example, "improper performance of duties" could cover any actions or inactions, including failure to attend management meetings. And "actions aimed at restricting contract execution" could be interpreted as an attempt to comply with sanctions.
For Russian businesses that acquired assets from foreign investors, the new rules create an opportunity to protect their investments from buyback at a reduced price. However, this also requires legal support to navigate procedures with the Government Commission and the court.
For foreign investors, this is a signal that the buyback right is no longer guaranteed. Its preservation requires impeccable behavior under Russian law.
How Acsour Can Help
Acsour experts are ready to support businesses in matters related to the application of the new rules on termination of buyback rights:
advise on the conditions for applying the law and risk assessment.