Russia’s central bank has accused government agencies of violating shareholder rights during the nationalisation of major companies — an unusually public intervention that highlights growing tension within the country’s economic establishment.
In a statement reported by Reuters, the regulator found that state entities had breached corporate law in their takeover of gold producer UGC, after failing to make a mandatory offer to minority shareholders. The bank stopped short of challenging the nationalisation itself but demanded retrospective compliance, requiring the state property agency to meet legal obligations after the fact.
The decision marks one of the few instances in which a Russian institution has questioned the legality of wartime asset transfers. Since 2022, the Kremlin has overseen the seizure or forced sale of foreign-owned and strategic businesses across sectors including mining, energy, finance, and consumer goods.
According to Kommersant and Business Insider, more than 100 companies have been affected, with total asset values estimated at around US $50 billion. European multinationals have featured heavily among the losses. In 2024, a Russian court authorised the confiscation of €462 million in holdings from UniCredit, while Danone and Carlsberg were compelled to surrender their Russian subsidiaries. Other industrial and energy players, such as Linde and AB InBev, have faced partial expropriation or forced exits.
Analysts say the central bank’s warning could complicate Russia’s broader nationalisation drive by asserting that shareholder protections — however limited — still apply. Legal specialists note that if regulators insist on retroactive compliance, it could offer a narrow legal pathway for investors pursuing compensation under bilateral treaties, though practical enforcement remains remote.
The intervention also comes as European policymakers debate the future of Russian sovereign reserves frozen within the EU. Around €210 billion remains held in Europe, most through Euroclear, with Brussels exploring mechanisms to channel the proceeds toward Ukraine’s reconstruction. Both developments point to a deepening collision between financial law and geopolitical strategy — one in which the definition of ownership is being tested on both sides.
For European companies still exposed to Russian operations or pending claims, the message is consistent: the boundaries between state power and market regulation have all but dissolved. Even Russia’s central bank, long regarded as the country’s most independent economic authority, now appears caught between preserving market credibility and accommodating state control.
