How can a foreigner withdraw from the membership of his own Ukrainian LLC?

Cost of services:

from at 8000 UAH
Changing members of an LLC
Change of LLC members in Ukraine
Based on 200 reviews in Google

Reviews of our Clients

We were approached by our loyal clients who had a rather intricate ownership chain among their various enterprises. It turned out that the ultimate beneficiary was an elderly foreign individual who had established one company, which in turn owned another company, and so on. In total, there were four companies involved.

Now, here's where it gets interesting. The leadership positions in these companies were held by different individuals. The beneficiary client wanted to completely disentangle themselves from this ownership structure and pass the reins to their successors. However, reaching an agreement with all the leaders proved challenging, especially since some of them were located outside Ukraine.

Consequently, our team had to devise a carefully crafted plan of action—a sort of intricate maneuver—to navigate the situation. We determined the specific steps, the order in which they needed to be executed, and the parties involved in each stage. What's more, all the new participants in this process were also foreign individuals, and none of them were willing to make the journey to Ukraine—neither the departing owner nor the incoming beneficiaries. To accommodate this, we prepared power of attorney documents, which they duly notarized, apostilled, and handed over to us.

This real-life example showcases how to effectively change the beneficial owner within a complex business structure in Ukraine. If you're on the lookout for innovative and legally proficient solutions for your business, don't hesitate to get in touch with us. 

You may also like: Submitting the Information on Ultimate Beneficial Owners in Ukrainian Companies in 2023

Algorithm for Withdrawing a Beneficiary from a Ukrainian LLC

Here is a step-by-step guide outlining the actions taken to withdraw a foreign participant and beneficiary from a group of interconnected companies.

Company 1. The sole participant is a foreign citizen who wishes to withdraw from the company. There is no contact with the director of this company.

Our actions: Use a power of attorney from the participant to change the participants and director.

Company 2. The sole participant is a foreign citizen who wishes to withdraw from the company. The director is in good standing.

Our actions: Proceed with changing the participants based on the power of attorney.

Company 3. Company 1 and the foreign citizen are joint participants, with a 50% ownership share. Company 1 was designated as such because it was a participant in another company. Therefore, it should adopt the amended articles of association and vote at the general meeting of Company 3 as its participant.

This task should be performed by the company's director or another authorized individual. As contact with the director has been lost, it was decided to replace the director with someone involved in the company's affairs and authorized to represent Company 1 at the meeting of Company 3.

Company 4. The founders of this company include Company 1, Company 3, and a foreign citizen. It's important to note that the foreign citizen wanted to leave this entire structure. Therefore, we first made changes to the founding companies before they signed the necessary documents for the company they established.

Implementing all the changes simultaneously within a few days was technically challenging. However, thanks to our well-designed step-by-step plan, we successfully achieved the goal of modifying the ownership structure of the companies. The foreign citizen, who wished to completely exit the LLC structure, has now accomplished that.

Our team of experts can develop detailed step-by-step plans for even the most complex ownership and management scenarios. If you require a swift and comprehensive solution, please don't hesitate to get in touch with us!

The cost of participant withdrawal projects is calculated on a case-by-case basis. Feel free to reach out to us using your preferred method of communication for more information.

Publication date: 19/05/2023
Marina Losenko

About author

Name: Marina Losenko

Position: Associate

Education: National Aviation University

Knowledge of languages: Russian, Ukrainian

Email: [email protected]

Marina Losenko is a lawyer of the company, specializing in corporate law and intellectual property law.

Marina has extensive experience of registration and dissolution of enterprises, charities and non-governmental organizations, representative offices of foreign companies as well as formalization of changes to registration information of the entities.

For quite a long time she has been working in the field of licensing and obtained licenses for different types of business activities including sale of medicines (license for activities of drugstores); wholesale of pesticides and agrochemicals; activities with scrap; activities with hazardous wastes; operations with scrap of precious metals and gemstones; private security services; transportation; tour services; use of redio frequency resource; IPTV services, etc.

Write to the author

We are ready to help you!

Contact us by mail [email protected] or by filling out the form:

Our other authors

Marina Losenko
Kuzava Vlasta
Junior lawyer
Ivanna Stefanchyshena
Assistant of the Lawyer