MOSCOW, July 30 The State Duma adopted in the second and third readings a law that allows the government to classify Russian defense industry enterprises with annual revenues of more than 10 billion rubles as economically significant organizations (ESOs), and also allows «indirect» minority shareholders to directly receive dividends from EZO.
The document is aimed at accelerating the transfer of assets to Russian jurisdiction and increasing the range of Russian business entities that meet the conditions for their inclusion in the list of EZO. According to the explanatory note, an analysis of law enforcement practice has revealed the need to expand the criteria for inclusion in the list of EZO in order to prevent the blocking of the activities of defense industry organizations. 
In this regard, the law allows the list of EZO to include Russian business entities included in the consolidated register of defense industry organizations and having revenues of more than 10 billion rubles for the last completed reporting year. For other enterprises, the revenue criterion is 75 billion rubles.
At the same time, the participation threshold of Russian citizens and legal entities in a foreign holding company (FHC) is being clarified as one of the criteria for classifying business entities as EZOs. For this, it will be sufficient for their share of direct or indirect participation in the FHC to be at least 50% (currently, more than 50%). This change in the explanatory note is explained by the fact that «Russian indirect participants» with such a share face blocking at the FHC level of decision-making related to the activities of the EZO.
During the second reading, the State Duma supported an amendment allowing Russian minority shareholders (except for public JSCs) who indirectly own at least 5% of the shares through foreign organizations from unfriendly countries that are not IHCs to directly receive dividends from EZOs. This will be possible in the event of suspension of the corporate rights of such organizations.
In addition, the period during which shareholders who own a total of at least 5% of the voting shares of a JSC have the right to file a lawsuit against a member of the board of directors (supervisory board), the CEO for compensation for damages caused to the company, as well as to challenge major transactions, is extended by one and a half years — until January 1, 2026. This applies to cases when the company is subject to restrictions from unfriendly countries, as well as when the company, based on decisions of the Russian government, can limit the disclosure of information. 
Since September 2023, a law on the specifics of regulating corporate relations in business entities that are EZOs has been in effect in Russia. It allows one to demand through the courts the suspension of the corporate rights of an EZO — in particular, the rights of a foreign participant to vote at meetings, dispose of their shares or stakes, receive dividends, and others are limited.
The EZO status is intended to provide its Russian owners with rights that they cannot exercise due to Western sanctions — to exclude a foreign holding from the ownership structure, transfer the company's shares and stakes to the jurisdiction of the Russian Federation and receive dividends from them. The list of EZOs is compiled by the government, including business entities that must meet the established criteria.
The new law should come into force on the day of its official publication.