Clarifying Performance of Obligations During Reorganisation

As Pravo.ru reports, the Russian Government has submitted Bill No. 1342008-8 to the State Duma with amendments to Article 60 of the Civil Code. The amendments clarify the procedure for early performance of obligations to creditors during company reorganisation. These were prepared pursuant to Constitutional Court Resolution No. 17-P of 24 March 2026 following complaints from Rosseti and Alexey Ponomarev. The Constitutional Court then found unconstitutional the practice whereby courts automatically granted creditors’ claims—including those of bondholders—for early repayment of debt without assessing the issuer’s actual financial state.

Victoria Arutyunyan, Partner at FBK Legal, notes:

The bill changes the very logic of creditor protection in midst of reorganisation: it should not become a trigger for early recovery of all debts.

If the debtor proves that the reorganisation does not create a significant threat to the timely performance of obligations to the creditor, the court will refuse early performance. The expert believes that this approach is justified, since mass claims for debt repayment can lead to a financial crisis even in a stable company.

A fundamental guarantee for creditors is that the burden of proving the absence of such a threat is placed on the company being reorganised. The right to restructure a business does not relieve the company of the obligation to explain who will pay the debts and what sources will be used for that purpose. In practice, the debtor will need to justify how assets and liabilities are distributed, whether the necessary liquidity is maintained, and what cash flows will ensure settlements. For the creditor, what matters is not where the debt appears in the transfer deed, but the source of its repayment.