Taxation in Corporate Procedures and Transactions | REVERA Law Group Guide 2026
The guide explains the taxation procedure applicable to the alienation of participatory interests in the charter funds of legal entities, the sale of shares, withdrawal from the membership of participants of LLCs/ALCs, reductions and increases of the charter fund, donation of participatory interests and shares, contributions to the assets of a legal entity without increasing its charter fund, as well as the receipt by participants of income in the form of dividends.
| This guide describes the specifics of taxation in Belarus arising in the course of corporate procedures and transactions. The material covers transactions involving participatory interests and shares, dividend payments, increases and reductions of the charter fund of legal entities, withdrawal from the membership of participants, transactions with company participants, and other corporate procedures. |
This material will be useful when:
- Planning transactions
When the parties to a transaction — individuals and/or legal entities — intend to enter into a sale and purchase agreement for a participatory interest or shares.
- Distributing profits
When a decision is made to distribute profits by declaring and paying dividends.
- Withdrawing from the membership of participants
When a participant withdraws from the membership of participants of an LLC/ALC.
- Making an additional issue of shares
When increasing the charter fund of an OJSC/CJSC through an additional issue of shares.
- Other corporate transactions
In other corporate procedures and transactions that may entail tax consequences for participants and companies.
The material covers:
- Tax residency of an individual, with consideration of practical cases and situations, as well as tax residency of a legal entity.
- Taxation on the sale of participatory interests and shares: a detailed analysis of the options for legal entities and individuals who are tax residents and tax non-residents of the Republic of Belarus.
- Tax consequences when an LLC/ALC sells a previously acquired participatory interest, when a CJSC/OJSC sells previously acquired shares of its own issue, when an interest held on the balance sheet is distributed among participants of an LLC/ALC and shareholders of an OJSC/CJSC, and when the size of the charter fund is changed.
- Increasing the charter fund of an LLC/ALC through contributions by participants or third parties, increasing the charter fund of an OJSC/CJSC through an additional issue of shares, and making a contribution to the assets of a business company without increasing the charter fund.
- Donation of participatory interests in the charter fund of an LLC/ALC and shares in an OJSC/CJSC between individuals: the procedure for determining the tax base.
Get acquainted with the material
Authors: Nikita Tolkanitsa, Matvey Shesternev.
REVERA experts can help
REVERA lawyers advise on M&A transactions in the real sector and the IT sector, and also assist with business restructuring: preparing assets for sale, clearing participatory interests and shares, optimising ownership and management structures, and establishing holdings and management companies.
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