This paper deals with the current change of the institutional and organizational framework of the Russian oil industry. Regarding this evolution, the main characteristic is the increasing involvement of national oil companies in the upstream activities. The point is to explain this reorganization by relying on the New Institutional Economics framework. These theoretical works highlight that institutional environment and governance structures complement each other. We argue that the current reorganization in an attempt to increase the coherence of the institutional arrangement governing the transaction between the Russian state and the private oil companies.