Business closure or dissolution is our main specialization. Lawyers of «Capital Law Consulting» have significant experience and qualification in liquidation process. For the period of our activity we successfully carried out the liquidation (dissolution) and bankruptcy procedures for more than 100 companies, representative office of a foreign company and branch offices in Ukraine.
We provide comprehensive legal and audit services in Ukraine:
- company, business closure by the owners/shareholders decision;
- liquidation of the branch office;
- liquidation of a representative office or branch of a foreign company;
- sole proprietor dissolution;
- litigation and mediation during the liquidation process;
- bankruptcy proceedings;
- trustee in bankruptcy services;
- liquidator services;
Stages and procedure of business dissolution by the owners/shareholders decision in Ukraine.
Convocation of general meeting of shareholders/owners and liquidation minutes approval. More than 75 % of votes needed to approve a liquidation proceeding. It is necessary to approve the deadline for the application of creditors’ claims. The period for the application of creditors’ claims must be at least 2 months. Liquidator or liquidation committee must be appointed. By Ukrainian Law, company director (CEO) can be appointed as company liquidator. Liquidation agreement is not needed, but recommended to be signed as usually liquidator’s powers are not defined by statute. If the company has branches and/or representative office offices, general meeting should consider the issue of their liquidation.
Filing of documents to the state registrar and commencement of the liquidation procedure. After the start of the liquidation procedure, the enterprise is not automatically deprived of the VAT payer status and/or the single (fixed) tax, license rights; In the state of liquidation, a legal entity has the right to carry out financial and economic activities in full, to receive profits and pay dividends.
Verification procedure in the tax authorities. With the aim of business closure it is obligatory to pass through verification procedure in tax and fiscal authorities. This is the most difficult and longest phase. Company’s asset allocation and dividend payment must be conducted during this phase or earlier.
Receipt of a certificate from the archival institution on the acceptance of documents for long-term storage. Documents must be submitted to the archival institution for all employees for the entire period of the company’s activity (copies of passports and identification codes, copies of orders for appointment and/or employment contracts, copies of employment record book).
Filing of documents on liquidation of the enterprise to the state registrar and removal from state registers is the final stage. As of the liquidation date, the legal entity should not have assets and/or debts, which should be reflected in the act of the liquidation commission.
Confirmation of the fact of liquidation of the company is the corresponding entry in the unified state register of legal entities and sole proprietors of Ukraine.
Unfortunately, as of 2017, Ukraine is very low ranked by Doing business resolving insolvency index. But our lawyers perfectly protect the rights of creditors.