What you need to know when offering a share / shares in a foreign company?

Question

Law in IT

A citizen of the Russian Federation, I work under a contract for an American company, under the contract I am an independent contractor.
The management of the company offers me shares / stocks (share in the company). I don’t understand anything at all in this topic, I would like to understand a few things:
- can a Russian citizen own a stake in an American company
- if so, how does this fit with Russian taxation and legislation in general
- what does holding a stake in a foreign company give me
- what pitfalls can there be
- what points need to be discussed with the management and fixed in the contract so that I do not have problems with the law and I can get some real benefit from owning shares?

Answer 1

I think that there are options and vesting, and not a "share of shares"
in this scenario, a resident of the Russian Federation can own as much as you like and do not blow into the mustache in the Russian Federation (to blow in the USA, so as not to be cheated, read the contract carefully)
as soon as the options turn into shares - blow in reverse order (and yes, in the USA they can bite off up to 30% of real money if everything is fair)
but it’s usually easier to remember this and take it with money, not options

Answer 2

It is not unusual for a corporation to offer its own stock to employees. Goals can be different: pay for work, incentive plans. The conditions are also different. It is necessary to clarify the terms of the contract with the corporation.
As for the Russian side, it is clear that a Russian citizen can own shares of foreign companies. At the same time, if the share of participation does not exceed 10% of the number of all shares of the corporation, then nothing needs to be done. If it is higher than 10%, then within 3 months it is necessary to notify the tax office at the place of residence about the acquisition of the share by Notification in the approved form.
Owning a share in a corporation entitles you to dividends and voting rights. When paying you dividends, an American corporation will withhold a 10% tax if you provide them with confirmation of Russian residency (Form W8-ben) and the right to a preferential rate under the Tax Treaty US-Russia.
At the time these shares are transferred to you, taxable income may arise, as perhaps the shares are transferred on account of the work you have completed.
You will need to enter into an agreement to purchase shares, which must specify the rights conferred by ownership. The fact is that if you are a minority shareholder and the company does not have data on past dividend payments, it may turn out that you will not see dividends. The declaration of dividends is the prerogative of the Board of Directors. If there are not many shares, then your voice may not be heard. If it is a corporation with a listing on the stock exchange, then this is a different matter. You can track the history of dividend payments and make a forecast for future payments.