For the professional legal support of the purchase/sale of shares in the Ukrainian LLC lawyers will need following information/documents:

  1. Registration code of LLC, where the share is sold
  2. Subject of sale: amount of shares to be sold
  3. Scan of the charter of LLC or “Опис”
  4. Shareholders agreement (if applicable)
  5. Documents and information about the Seller:
    1. For individuals:
      1. Citizenship
      2. Seller’s passport and TIN (for foreigners, – with apostille / legalization, as well as translation with a notarized signature of the translator)
      3. Registered place of residence of the seller (s) with postal codes (current street names)
      4. Migrant’s certificate (for residents of Donetsk, Lugansk regions or Crimea) (to clarify the address of residence)
      5. Amount of shares to be sold
      6. Marriage status: information about the spouse and scanned copy of the marriage certificate
      7. Selling price
      8. Who is the Buyer?
    2.  For legal entities:
      1. Full company name
      2. Registration number
      3. Place of registration
      4. Extract from the Company register (for non-residents – with apostille / legalization, as well as with a translation of a notarized translator’s signature)
      5. Bank account in Ukraine (for non-residents)
      6. Who will be the representative? This person’s data. The availibility of a power of attorney (for non-residents with apostille / legalization, as well as with a translation of a notarized translator’s signature)
      7. The availibility of a decision (protocol) of the participants of such a seller
      8. Amount of shares to be sold
      9. Selling price
      10. Who is the buyer for this seller?
  1. Documents and information about the Buyer:
    1. For individuals:
      1. Citizenship
      2. Passport scan
      3. Notarized copy of the buyer’s (s) passport (for foreigners, – with apostille / legalization, as well as translation of the notarized translator’s signature)
      4. TIN (except for ID-cards with the TIN) (in the absence – must be obtained)
      5. Registered place of residence of buyers with postal codes (valid street names)
      6. Migrant’s certificate (for residents of Donetsk, Lugansk regions or Crimea) (to clarify the address of residence)
      7. Marriage status: information about the spouse and scanned copy of the marriage certificate
      8. Amount of shares to be sold
      9. Selling price
      10. Who is the Seller for this Buyer?
    2.  For legal entities:
      1. Full company name
      2. Registration number
      3. Place of registration
      4. Extract from the Companies register of companies (for non-resident with sapostille / legalization, as well as with a translation of a notarized translator’s signature)
      5. Bank account in Ukraine (for non-residents)
      6. Who will be the representative? This person’s data. The presence of a power of attorney (for non-residents with apostille / legalization, as well as with a translation of a notarized translator’s signature)
      7. Ownership structure (beneficial owners)
      8. Notarized copies of passports of beneficial owners. For non-residents – with apostille / legalization, as well as with a translation notarized to certify the translator’s signature.
      9. Place of registration of beneficial owners
      10. The presence of a decision (protocol) of the participants of such покупателя
      11. Amount of shares to be sold
      12. Selling price
      13. Who is the Seller?
  1. Settlement procedure:
    1. Sum
    2. Currency
    3. Which banks will be used?
    4. The need to open a bank account in Ukraine (clause 170.10, article 170 of the Tax Code of Ukraine) (for non-residents)
  2. Is a contract for the sale and purchase of shares needed (according to Ukrainian legislation, it is not mandatory)
  3. The availability of consent of other participants to alienate the share
  4. The presence of the AMCU’s consent to the transaction (if necessary)
  5. The need for change:
    1. Directors
    2. Types of economic activity
    3. Registration places
    4. LLC Means of communication
    5. Charter 
    6. Shareholders agreement
    7. Representatives of the LLC, information about which is included in the register (if any), or enter information about such a representative in the register.
  6. Shall the CEO of the company come to the notary for the deal execution personally (is needed for filing the amendment of the beneficial owners)?
  7. The need to draw up documents in a foreign language (for foreigners)

 

The lawyer will carry the purchase / sale deal according to the fixed order.

 

Our practice in corporate issues:

 

 

Other Questionnaires and legal advices for shareholders and company management:

Questionnaire for IT company founders in Ukraine

Legal issues of how IT-freelancers work in Ukraine 

Sample of the contract with IT-contractor (Ukraine) 

Taxation of LLCs and employees in Ukraine 

Taxation of the sale of corporate rights by individuals

Purchase and sale of corporate rights in a Ukrainian enterprise by non-residents: bank account and agreement

 

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