On November 16, 2024 the Council of Ministers of the Republic of Belarus by its resolution No. 846 approved a new version of the Regulation on the Procedure for opening and termination of the activities of representative offices of foreign organisations and branches of Foreign Legal Entities in the territory of the Republic of Belarus (hereinafter – the Regulation).

The main changes were to the following provisions:

1. A new registration authority has been identified.

It is established that in addition to regional and Minsk City Executive Committees, the decision on opening/termination of representative offices may be made by the State Institution “Administration of the Chinese-Belarusian Industrial Park “Great Stone” (hereinafter - the Park Administration), if the location of the representative office is the territory of the industrial park “Great Stone”.

2. Requirements for the name of the representation have been introduced.

For the first time the requirements to the name of a representative office are defined. The name must be indicated in Russian or Belarusian and contain the word “representative office” and the name of the foreign organisation that opened such a representative office. A representative office is entitled to have a special name (the part of the name of the representative office contained in inverted commas) that individualises it.

The name of the representative office shall not be identical or confusingly similar to the names of representative offices (branches) whose entries have been made in the Register of Representative Offices of Foreign Organisations and Branches of Foreign Legal Entities (hereinafter - the Register), as well as to the names of legal entities included in the Unified State Register of Legal Entities and Individual Entrepreneurs.

The names of representative offices shall comply with other requirements established by law for the names of legal entities.

3. Special requirements for the opening and operation of a representative office of a non-commercial organisation have been excluded.

The new version of the Regulation excludes paragraphs containing special requirements for the opening and operation of representative offices of non-commercial foreign organisations. Accordingly, in order to open a representative office of a non-commercial foreign organisation, it is necessary to be guided by the general rules on representative offices.

4. A number of norms relating to the procedure for opening a representative office have been changed.

The Regulations exclude the rules defining the purposes of opening a representative office of a commercial foreign organisation. Accordingly, a representative office may be opened for any purpose not prohibited by law. At the same time, the purposes of the representative office must be specified in the Regulations on the Representative Office of a Foreign Organization, which is submitted to the registration authority as part of the required package of documents, and will be assessed when the executive committee receives consent to open a representative office. The bodies from which consent is requested are determined by executive committees, park administration taking into account the purpose of opening a representative office.

The Regulation also defines the following innovations regarding the opening of a representative office:

1) it’s specified that a representative office is opened for an indefinite period of time;

2) a new form of application for opening a representative office of a foreign organisation has been approved;

3) the rule allowing to submit documents on the list for opening a representative office in the form of notarial copies, except for powers of attorney, has been cancelled;

4) the period of validity of an extract from the trade register of the country of origin of a foreign organisation has been increased from 3 months to 6 months;

5) a representative office is considered to be opened and has the right to operate in the territory of the Republic of Belarus from the date when the Executive Committee or the Park Administration makes a record of its opening in the Register. After making an entry about opening of a representative office in the Register, a corresponding extract from the Register is issued to the representative office within 3 working days. Previously, a representative office was considered to be opened from the date of the Executive Committee’s decision to issue a permit for its opening.

5. A new procedure for notification of changes in the name and location of a representative office has been established.

The Regulation establishes the list of documents to be submitted by the representative office to the Executive Committee or the Park Administration in connection with a change of name.

The term for submitting a notification on the change of the representative office location was changed. The term of notification submission is increased from 10 working days to one month. A new form of application on change of the representative office location has been established.

6. The rules regarding the expiration of the power of attorney for the director have been changed.

The notification period for the Executive Committee, the Park Administration has been increased from 10 working days to one month, and a notification form for the head of the representative office has been established.

7. The scope of information provided in the reports of a representative office has been changed.

Within a month from the date of making an entry about its opening in the Register, the representative office sends to the Executive Committee, the Park Administration information about registration of a foreign organisation with the tax authorities and its payer registration number.

When submitting a report on the activities of a representative office from 1 January to 1 March, it is now necessary to include information on the location, staffing chart, the number of foreign citizens who are employees of the representative office (including the head), changes made to its regulations, contact information for the representative office, and a description of the activities of the representative office for the expired period.

8. A new procedure for termination of the activities of a representative office and a new form of application for termination of the activities of a representative office of a foreign organization have been established.

The period for notifying the representative office of the decision to terminate has been reduced from 10 working days to 3 working days.

9. With the entry into force of the new version of the Regulation, information on representative offices opened and terminated in the territory of the Republic of Belarus shall be posted on the web-portal of the Unified State Register of Legal Entities and Individual Entrepreneurs on the day of entering such information into the Register.