O’Key Group Plans to Become an International Public Joint-Stock Company Registered in Russia

Leading Russian retail firm O’Key is planning to move its legal registration from Luxembourg to Russia, the company announced on Tuesday, with the group’s board of directors seeking shareholder approval for the change from shareholders.

The plan will be presented to shareholders at a specially convened extraordinary general meeting on 25 March, where they will vote on the matter. 

If approved at the EGM, O’Key Group will become an international public joint-stock company (IPJSC) registered in the special administrative region on Oktyabrsky Island in the Kaliningrad region, operating under Russian law.

According to the company statement, all shares will be recognised as shares of the IPJSC at a 1:1 ratio. The nominal value of the shares will be converted to Russian roubles at the official exchange rate set by the Bank of Russia on the date of the EGM.

O’Key Group insists that the redomiciliation will not affect its business operations, retail chains or subsidiaries in Russia. “The Group will continue to meet all its obligations to its partners and customers on time and in full,” the company stated in a press release. 

The group will provide regular updates on the re-domiciliation process and must complete all actions required by law to terminate its operations in Luxembourg before finalising the procedure, it said. Until the re-domiciliation is completed, the group will continue to operate as a Luxembourg-registered company.

The group, with revenues in excess of €2 billion, has been domiciled in Luxembourg since 2001, where it employs one person, according to its 2023 filings, the most recent available. All its business is in Russia. It opened its first store in St Petersburg in 2002 and now has 300 stores. It employs almost 20,000 people in Russia.