Ukrainian law now offers additional anti-raid protection in respect of a limited liability company (the "LLC"). Specifically, Law of Ukraine "On amending certain legislative acts of Ukraine on combating raiding" No. 340 dated 5 December 2019 (the "Law") has recently come into effect (i.e., the effective date as per the database of the Ukrainian Parliament is 16 July 2020).
The Law allows a participant in an LLC, if it wishes, to have the following entries registered in the Ukrainian corporate register in respect of that LLC:
- an entry requiring that its signature on any resolutions or meeting minutes by participants in that LLC is certified by notary, thus minimising the scope for forgery; and
- an entry requiring that any agreement relating to its participation interest in that LLC, such as a sale and purchase agreement or a pledge agreement, is signed before a notary.
The above entries can offer important additional protection of rights for participants in LLCs.
If a participant in an LLC would like to have any of the above entries made in the Ukrainian corporate register, it needs to meet notary who will certify that participant's statement to that effect. The above entries may subsequently be removed by the applicant (using the same notarial process).
The above entries, once registered, will be visible to the public. A state registrar may not accept any document in respect of an LLC which is being filed and which does not comply with such additional requirements in respect of that LLC (if registered).
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.