How Can a Foreigner or a Foreign Company Withdraw from the Founders of a Ukrainian LLC?

We were contacted by a Client, a foreign company that was a co-founder of a Ukrainian LLC in the city of Dnipro. In fact, the Ukrainian company had not been operating for several years, filing all the reports to the Ukrainian tax authorities on time. But in the country of registration of the foreign parent company it had to file additional reports due to its participation in the authorized share capital, which created an additional bureaucratic burden. At the same time there are big fines for failing to comply with this obligation in the Client’s country, and this prompted our Client to start the process of withdrawal from the Ukrainian LLC.

A foreign company wanted to withdraw from the company without delegating its representatives to Ukraine, so it searched for reliable lawyers, who could handle the withdrawal of their company on a turnkey basis.

Withdrawal of a member from an LLC has many nuances, starting with the withdrawal strategy, which may depend on the size of the member’s share or on the desired timing of the withdrawal, and up to the correct settlement with the member upon his/her withdrawal from the LLC.

Our lawyers offer full support of the process of the member’s withdrawal from the LLC in Ukraine, regardless of the complexity of your situation. 

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How сan a foreign company withdraw from the founders of a Ukrainian LLC?

Having analyzed the Client’s situation, we came to the conclusion that it can withdraw from the Ukrainian LLC using the standard withdrawal procedure. The share of a foreign company in the Ukrainian LLC was 45%, which gave us an opportunity to choose this option. 

Lawyer’s note: If the share of a foreign company exceeded 50%, for example, the optimal solution would have been to withdraw from the members by selling its share in the LLC.

Once the decision was made, we provided the Client with a draft power of attorney for our lawyer in Ukraine and a ready draft of the Minutes of the General Meeting of the LLC members. We explained that the power of attorney shall be executed on a notary’s letterhead and certified by a notary. 

Minutes also usually must be on a notary’s letterhead, but if the country of issuance does not provide for this requirement, it may be just certified by a notary. 

Having received the documents from the Client, we organized the whole procedure of the member’s withdrawal from the LLC in Ukraine within 2 days.

At our Client’s request, we also consulted it about the accounting procedure of member’s withdrawal from the LLC and withdrawal of its share.

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Legal services for withdrawal of members from an LLC in Ukraine

Our lawyers offer the following services for foreign non-residents (legal or physical persons) who want to withdraw from the members of an LLC in Ukraine:

  • Analysis of the Client’s situation and possibilities to solve the problem by legal methods;

  • Consultation of the lawyer concerning the withdrawal of a foreign company or a foreigner from the members of an LLC in Ukraine;

  • Preparation of necessary documents for withdrawal of  a member from LLC, including draft power of attorney to the representative in Ukraine;

  • Submission of documents in Ukraine and monitoring of necessary registration actions;

  • If necessary, legal support of the transaction of sale and purchase of share of the LLC member.

The cost of withdrawal of a member from the company in Ukraine will depend on the terms you set for yourself and the withdrawal scheme. You can look at the basic packages of services for the withdrawal of a member from the LLC and their price here. We can also develop for you a customized package of legal services in Ukraine.

Are you a foreign company or individual and want to withdraw from the members of a Ukrainian LLC? Don’t hesitate to contact us! We can help you to organize the whole procedure without your presence in Ukraine.

Didn’t find an answer to your question?

More information about the procedure and the cost of the founders’ withdrawal from the LLC here.

Publication date: 13/04/2021

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