Maxim Ali analysed Sber’s anti-sanctions actions for Telesputnik

After 24 February 2022, Sber, along with a number of other Russian banks, came under blocking sanctions. In order to protect the digital assets of its ecosystem, the company took several steps, one of which was the sale of some assets. In particular, on May 17, Sber structures withdrew from the capital of Okko services, Sound and related entities, as well as from Cloud Technologies (SberCloud) and Speech Technology Centre. New Opportunities JSC, established in March 2022, became the sole owner of these businesses. According to Sber, the sale of the assets took place on market terms. However, some experts question this statement, arguing that the acquirer (New Opportunities JSC) is a young company with a share capital of only 10 thousand roubles.

According to Maxim Ali, Partner and Head of the Intellectual Property and Information Law Practice at Maxima Legal, such judgments are, at the very least, not without merit. “One may also note the following: the acquiring company has been established after the commencement of a special operation and has the status of a micro-enterprise. Moreover, the structure has been set up precisely in the form of a non-public joint stock company (JSC). Unlike a classic LLC, which is quicker and easier to set up, information on the shareholders of a JSC is not publicly available. In addition, the founder of New Opportunities JSC appears as the head of several other similar JSCs, established in April-May of this year. However, such “conspiracy” theories can only be speculation. To the outside observer, it is difficult to understand the full extent of the deals. It is not at all ruled out that a real and “market” buyer created those companies in order to separate assets being acquired from Sber. This kind of practice of setting up companies for a particular purpose is very common,” the expert assured the Telesputnik Internet portal.

It should be noted that initially the founder of New Opportunities JSC was Tatyana Portnykh, who at first was also the general director. On 25 April the company was headed by Iryna Rebrova, but since 18 May she was no longer a person with the right to act without power of attorney, and Tatyana Portnykh was no longer a founder. No information about the new CEO or shareholders of New Opportunities JSC has been published. This information is restricted in the Unified State Register of Legal Entities due to Federal Law No. 129-FZ of August 8, 2001 “On State Registration of Legal Entities and Individual Entrepreneurs”. The same applies to Sound LLC, Kinofon LLC, Cloud Technologies LLC, Okko LLC, Okko Sport LLC and Speech Technology Centre LLC – there is no information on the participants and founders of the companies in the Unified State Register of Legal Entities.

Commenting on the transaction, Maxim Ali noted that “it is difficult to say whether New Opportunities JSC will remain the owner of these companies or will resell the stakes in them to someone else”. The expert also explained that the decision to restrict access to data on companies in the Sber ecosystem, which used to be available in the Unified State Register of Legal Entities, is made by the Federal Tax Service. The Russian government sets out the cases in which this can be done. “The most appropriate ground is if the company is on the sanctions lists. Apparently, this was the reason for restricting access to information about these companies,” the specialist suggested.

The reason for the sale by Sberbank of its assets, the Partner at Maxima Legal named the need to focus on the banking business and financial products, and in this connection the bank has directed both financial and intellectual resources to strengthen the profile position. In addition, this step will allow maintaining the existing synergies without a major blow to the companies. “This is probably the best solution at the moment, which will also reduce the bank’s costs associated with the difficulty of acquiring foreign technologies required for the services sold, as well as the ‘iron curtain’ on foreign expansion,” Maxim Ali summarised.

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