A shareholder’s letter promising later funding is insufficient: review the amount, source, payment dates and a realistic schedule of liabilities.
For a director, shareholder or creditor considering assistance to an ordinary company before a bankruptcy application is filed. Special bank resolution regimes are outside this guide. Primary sources checked on 25 October 2026: Bankruptcy Law No. 127-FZ, Articles 30, 31 and 9, revision of 4 August 2026. Amendments scheduled for 27 July 2027 are not applied.
🧭 Pre-court assistance and a court procedure are different routes
Article 31 defines sanation as financial assistance to discharge monetary liabilities, employment payments and mandatory payments and restore solvency. Shareholders, the owner of a unitary enterprise’s property, creditors and other persons may provide it. Assistance may involve obligations undertaken by the debtor or others in favour of the funder.
🤝 Pre-bankruptcy assistance
Assess actual funding and the ability to restore payments before a court application.
⚖️ Financial rehabilitation
A separate procedure within a bankruptcy case, with a court-approved schedule and special rules.
📊 An ordinary extension
Changing one payment date does not establish that the company can meet all its liabilities.
The court route is explained in financial rehabilitation in a bankruptcy case. Merely labelling a loan “sanation” does not automatically give it the benefits of that court procedure.
📁 Prepare evidence before making promises to creditors
Establish the payment picture before choosing the legal funding structure. Article 31 does not itself prescribe one universal agreement, tax relief or preferential repayment rank for the investor.
| Area | Records | Question to resolve |
|---|---|---|
| Liabilities | Creditor reconciliation, contracts, tax, wages and judgments | Have due dates, disputed amounts and default consequences been included? |
| Available money | Statements, account restrictions and confirmed receipts | Can funds actually be used on the required date? |
| Assistance | Written terms, funding source and transfer schedule | Who pays, how much, when and subject to which conditions? |
| Reciprocal obligations | Draft agreement, interest, security and corporate approvals | Does funding create an unaffordable debt or risk losing a key asset? |
| Continuing operations | Cash-flow calendar, essential purchases and ongoing costs | Will operating money remain after old debts are paid? |
This is a practical review pack, not a statutory plan form. A loan, contribution or other selected structure needs separate review of corporate, civil and tax requirements. Do not sign blank schedules for amounts, dates or security.
🧮 Illustrative calculation: cover the actual shortfall
Assume a selected date requires RUB 2,400,000 for suppliers, RUB 600,000 for employees and RUB 500,000 in mandatory payments. Total: 2,400,000 + 600,000 + 500,000 = RUB 3,500,000. Confirmed available money is RUB 700,000. The gap is 3,500,000 − 700,000 = RUB 2,800,000.
If essential operations require another RUB 300,000 in the same calendar, the additional funding requirement becomes 2,800,000 + 300,000 = RUB 3,100,000. A promise of RUB 2 million leaves a RUB 1.1 million shortfall.
⏱️ Negotiations do not replace the director’s duties
Under Article 30, where its stated circumstances arise, the director must publish information in the register of facts concerning legal entities within ten working days after learning, or when they should have learned, of those circumstances. Reasonable preventive measures and conduct taking creditors’ interests into account are also required.
Review Article 9 separately. Where its grounds arise, an application must be filed as soon as possible; the general rule in paragraph 2 is no later than one month after the relevant circumstances arise. Negotiations and a preliminary funding promise do not themselves extend this deadline. The liquidation commission has a separate statutory deadline; this one-month rule must not be substituted for it.
- Record the chronology of the problems and information available to the director.
- Check disclosure and mandatory filing grounds separately from the proposed funding amount.
- Compare the funder’s written obligations with actual performance.
- At a review date, reassess whether the relevant circumstances have been removed, rather than merely whether forecasts improved.
For the court sequence and application requirements, see corporate bankruptcy in Russia.
📝 Request clear terms from the funder
Working request to agree assistance terms
“To assess restoration of company …’s solvency, please confirm the amount …, source and transfer dates, conditions and required approvals. Please separately identify charges, repayment dates and method, security, grounds for withholding funding and consequences of missing the schedule. The funding calculation and cash-flow calendar are attached; disputed liabilities are shown separately.”
This is a request, not a completed assistance agreement. Agree actual terms and authority; do not treat a letter as funding already received.
Keep calculation versions, corporate resolutions, signed agreements and evidence of receipts and payments. If funding does not arrive, record that fact and revise the plan. Do not backdate a receipt that never occurred.
Frequently asked questions
Does sanation mean bankruptcy has already started?
The route described here concerns prevention before an application is filed. Court financial rehabilitation is a different legal mechanism.
Can only a shareholder provide assistance?
No. Article 31 also names creditors and other persons. Check each source’s terms and the parties’ authority.
Must assistance be free of charge?
No. Article 31(2) permits reciprocal obligations. Their terms, legality and impact on future solvency require separate review.
Does an investor’s letter suspend mandatory filing?
The letter itself does not extend Article 9’s deadline. Review whether the circumstances have actually been removed and what duties apply.
Primary sources
- Bankruptcy Law Article 30 — preventive measures.
- Article 31 — sanation and assistance.
- Article 9 — mandatory filing.
Need to assess a company funding plan?
We can review sources, timing, documents and the director’s obligations. The decision depends on the actual economics and legal grounds, rather than the agreement’s label.
Initial consultation