Head of practice
Head of Corporate Law and Fintech Practice. Expert in the creation and reorganization of companies, support of M&A transactions, as well as legal support for opening and running a business in the EU, Asia, and North America.
Liquidation of a representative office of a foreign company in Ukraine
In today’s world, where the globalization of production and exchange of services has already become the norm, the rules of business functioning are also changing.
One of the forms of internationalization is the creation of a representative office of a foreign company in another country.
However, with various economic conditions and strategic changes, it is sometimes necessary to terminate the operation of a representative office in a certain country.
In this article, we will consider the procedure and requirements for the liquidation of a representative office of a foreign company in Ukraine.
Requirements for the liquidation of the representative office:
Before starting the liquidation process, it is necessary to study the requirements that apply to such activities in Ukraine. The legislation provides that the liquidation of the representative office is possible only if there are grounds defined by law.
One of the main reasons is the adoption of a decision on the termination of activity by the foreign company itself, which represents interests in the territory of Ukraine. Another reason may be the expiration of the term of office or the achievement of the purpose for which it was created.
An important condition for liquidation is the calculation of liabilities before the recovery of another status of the company. After that, it is necessary to start the liquidation procedure with the state registrar, notify, and start the tax audit procedure in other state bodies.
Liquidation process:
- Making a decision:
The initial stage of liquidation is the adoption of a decision by the higher body of the foreign (parent) company. It can be a decision of the supervisory board, owner, or other body that has responsibility for this kind of decision.
- Preparation of documents:
Next, it is necessary to prepare a package of documents for registration of liquidation. This includes a decision on termination of activity, an application to the state registrar on the liquidation of a representative office, statutory documents, a decision on the liquidation of a representative office, and other primary documents defined by law.
Also, it is necessary to prepare, translate, and properly certify the founding documents of the foreign parent company for submission to the state registrar.
I note that documents issued in most jurisdictions of the world are subject to apostillization in the territory of the document issuance.
- Registration:
Having collected the necessary package of documents, the representative of the representative office submits them to the relevant registration body (TsNAP or state registrar/notary public).
- Calculation of liabilities:
After receiving information about the liquidation, the representative office must settle all its obligations to employees, the state, and counterparties.
- Notification of interested authorities:
After entering information about the start of the liquidation procedure, calculation of liabilities, and appointment of the liquidator of the representative office, the liquidator applies to the tax authorities, which begin the tax audit.
Today, the term for passing such an inspection varies from 3 to 6 months.
- Archiving of documents:
The final stage of liquidation is the transfer of all documents to archival institutions confirming the right of representation to the relevant authorities.
This confirms the completion of the liquidation process.
Conclusion:
Liquidation of a representative office of a foreign company in Ukraine is a complex and responsible process that requires a careful study of the requirements and sequence of actions.
Carrying out this process by law will help to avoid trouble and ensure an easy and efficient liquidation of the representative office.
Careful planning and correct execution of each stage will allow you to maintain the reputation of the business and maintain friendly relations with the authorities and other interested parties.
Taking into account the complexity of this path, we, the law firm “Prikhodko and Partners”, having many years of experience in this field of law, invite you to cooperate, easily and quickly go through such a procedure as the liquidation of a representative office of a foreign company in Ukraine.
We provide the following services:
- Submission of a liquidation application to the state registrar;
- Appointment of a lawyer of our company as the liquidator of the representative office, who is the company’s representative in all authorized bodies until the very end of the liquidation procedure;
- Submission of the last report by the accountant of our company;
- Audit of primary documentation before the tax audit begins;
- Exclusion from registration in statistical bodies;
- Transfer of all documentation to archival institutions.
And of course, the legal company “Prikhodko and Partners” provides all these services comprehensively and on a turnkey basis, which greatly facilitates the liquidation of the representative office of a foreign company in Ukraine.
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