If you are interested in establishing a Ukrainian company, our experts have prepared an overview on company formation in Ukraine to provide all the necessary information about local forms of business, registration process and requirements.
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If you are interested in establishing a Ukrainian company, our experts have prepared an overview on company formation in Ukraine to provide all the necessary information about local forms of business, registration process and requirements.
The Join-Stock Company is a business entity with a charter capital divided into a certain number of shares of the same value. The joint stock company not later than after six months since an emission of shares had been registered must provide Shareholders with shares (certificate of the shares).
The Join-Stock Company is not liable for the obligations of the shareholders.
The company may be created by establishment, merger, division, separation or transformation of the business (business) companies, public (state), municipal (public) and other companies in the corporation.
Full name of the company in the Ukrainian language must contain the business type (public or private) and legal form (joint stock company).
Joint stock companies are divided into:
The Limited Liability Company is the company which has the capital divided into shares, as determined by the constituent documents.
The maximum number of participants in a Limited Liability Company is not declared.
An Additional Liability Company is the company with an authorized (share) capital divided into shares, as determined by the constituent documents.
The members of the company are liable for its obligations by their contributions to the charter (share) capital, and at the failure of these amount additionally by their property. This amount is the same for all participants and it is relevant to the contributions of each participant.
The maximum liability of members is detailed in the constituent documents.
The General Meeting is the supreme governing body of the Joint Stock Companies, Limited Liability and Additional Liability Companies.
The executive bodies of the company, which provides management of its current activity, are board or other bodies, defined by statute. In a Limited and Additional Liability created by the executive body: Collegial (management) or sole (Director). Directorate headed by General Director. Members of the executive body may also be persons who are not members of the partnership.
The General Partnership is a company, whose members are engaged in joint business activities and liable for the partnership’s obligations with all their property.
The name of the company must contain the names (names) of all its participants, the words “full partnership” or contain the name (title) of one or more members with the addition of the words “and company” and the words “full partnership”.
A Limited Partnership is a company, where one or more members do business on behalf of the partnership and is/are responsible for the company’s obligations with all their assets. There are one or more members whose liability is limited by contribution in property companies (investors) and who do not participate in the activities of the company.
If the Limited Partnership involves two or more participants with full responsibility, they are jointly liable for the debts of the company.
Administration of the Limited Partnership can be made only by participants with full responsibility.
Administration of the General Partnership must be agreed with all participants.
A citizen recognized as an entity if it exercises the entrepreneurial activity with the state registration as an entrepreneur without legal entity status.
Foreign business entities that want to do business in Ukraine can open a branch of a foreign entity. For this, the foreign entity must fill in an application and submit it to the Ministry of Economy of Ukraine (or other Ministry depending on the type of business activity of the foreign entity), together with a request for registration of the representation composed in any form, where should be noted:
| The form of business |
Minimum capital (approx. in EUR) |
Number of shareholders |
|
| English | Ukrainian | ||
|
Public joint-stock company |
Публічне акціонерне товариство (ПАТ) |
200 amounts of minimum salaries on the date of registration: As of 01/01/2024 – UAH 1,420,000. (approx. EUR 34 700) As of 01/04/2024 – UAH 1,600,000. (approx. EUR 39 000) |
1 or more |
|
Private joint-stock company |
Приватне акціонерне товариство (ПрАТ) |
200 amounts of minimum salaries on the date of registration: As of 01/01/2024 – UAH 1,420,000. (approx. EUR 34 700) As of 01/04/2024 – UAH 1,600,000. (approx. EUR 39 000) |
1 or more |
|
Limited Liability Company |
Товариство з обмеженою відповідальністю (ТОВ) | NS | ND |
|
Additional Liability Company |
Товариство з додатковою відповідальністю | NS | ND |
|
General Partnership |
Повне товариство (ПТ) | NS | ND |
|
Limited Partnership |
Командитне товариство | NS | ND |
|
Individual/entrepreneur |
Фізична особа-підприємець | N/A | ND |
|
Representative office |
Представництво іноземного суб’єкта господарювання | N/A | 1 (not a shareholder, mother company) |
NS=not stated, ND=not declared
A Join-Stock, Limited and Additional Liability Company are established and are operating under the constituent documents, while the General and the Limited Partnership are operating under the foundation agreement.
The documents must contain at least the following information:
The founding contract of a General Partnership must include in addition to the conditions specified above also the following:
The founding contract of a Limited Partnership, in addition to the above conditions, must include:
The company acquires legal personality from the date of its registration. Under normal conditions, the incorporation time (registration procedure time) lasts 24 hours.
The state registration is conducted in the order prescribed by law for state registration of legal entities.
The company may open current and deposit accounts in banks and enter into contracts and other agreements only after its registration. Agreements concluded before the company registration deemed to be concluded with this company, only if it is approved after registration.
For registration of the legal entity the following documents are needed:
Ukraine’s standard CIT rate is 18%. Special rates apply to insurance and gambling activities.
ECT rate is 9%. It is a special tax regime for the residents of Diia City*
Rates for legal non-resident entities vary from 0% to 20% based on income type. Tax rates and taxable profit for permanent establishments are the same as for residence in Ukraine.
The standard PIT rate is 18%. This rate also applies to the taxable income received from abroad.
Standard VAT rate in Ukraine is 20% and is imposed on domestic sales of goods and/or services, imported goods or services.
A reduced rate of 7% is applied to supply and import of registered medicines and specific medical goods. For export of goods and other services defined by law, 0% rate applies under special conditions.
Provision of services to a non-resident are subject to 20% VAT or it can be considered as an outside the scope of VAT, depending on the place of supply.
*Related deadlines for taxpayers you may find in our 2024 Tax calendar for Ukraine.
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