Myroslaw Smorodsky, Esq.
Laws of Ukraine; Summaries of Selected Legislation (1991-1992)
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This legal research page contains various laws and legislative acts
of Ukraine and is maintained and provided by Myroslaw
Smorodsky, Esq. as a professional courtesy and service to his fellow
attorneys here in the United States. It is not intended to be exhaustive
of the subject but merely a beginning point to explore those resources
that are available on the Internet. These summaries of laws are categorized
by subject matter and by date of adoption so as to give the reader a HISTORICAL
PERSPECTIVE of the legislative process in Ukraine that is being followed
towards the establishment of a market oriented economy. Please Note:
These laws are from 1991 and 1992 and may have been supplemented modified
or changed by subsequent legislation. It is strongly recommended that if
the most current legislative pronouncement are at issue, then competent
legal advice be obtained on the subject. These Web page are not intended
to be a substitute for same nor are they intended to render such legal
Summaries of selected legislative acts of Ukraine by category and date
Comments on the Ukrainian Legislative Process
Factors to be considered when researching Ukrainian Laws and Legislation
on the Internet.
Business & Foreign Investment
LAW ON PRIVATIZATION OF THE
* This legislation governs the privatization process of large scale
government owned enterprises but specifically excludes land and housing,
collective farms and "consumer cooperatives" from its ambit.
OF STATE ENTERPRISES, adopted MARCH 4, 1992
* Article 3 of the law provides that privatization of government
interests in foreign joint ventures shall be accomplished in accordance
with civil law in force and the statutory documents of the joint venture.
* Article 4 envisions an annual privatization program being proposed
by the Cabinet of Ministers for each fiscal year with the Parliament approving
the number of economic units that will be subject to privatization. Property
owned by local governmental units will be subject to their privatization
* Article 5 lists the economic units that will be subject to
privatization and specifically excludes certain types of properties.
* In Articles 6 through 10, the various parties in the privatization
process are described. The State Property Fund and its regional departments
is primarily responsible for the implementation of the privatization program
with local administrative territorial units performing local privatization
programs and the Crimean autonomous republic being responsible for privatization
on this territory.
* Buyers of state assets are individuals and juridical persons
from Ukraine, as well as individuals and legal entities from abroad. Citizens,
as well as employees of an enterprise may create buyers associations in
order to pool their resources for purposes of buying property in the privatization
* Purchasing entities may not be more than 25% state owned nor
can they be governmental agencies. Legal entities are required to disclose
the identity of their equity participants. The State Property Fund may
add additional restrictions and the participation of buyers in the privatization
* Commercial trusts, associations holding companies and other
intermediaries may also participate in the privatization process.
* Part II of the legislation governs the procedures and methods
of privatization. This section of the legislation provides for a four step
process beginning with a submission of an application requesting privatization
of a particular entity. The application may be initiated either by the
State Privatization Fund or any buyer or group of buyers.
* The application must be reviewed and a decision made within
30 days by the appropriate privatization agency. Denials of privatization
requests may only be made for limited reasons.
* Upon approval, the management of the asset to be privatized
is notified and the enterprise continues to operate but it looses the right
to dispose of its property or undertake other activity not in the usual
course of business.
* Within one month after approval a committee composed of buyers
representatives, privatization agency representatives, local deputies and
labor union. This committee prepares a privatization plan within a 60 day
period. This privatization plan includes the time frame for sale of the
asset, the form of payment and such other reorganization issues that may
be applicable to the entity. Labor unions, not the enterprise, that disagree
with the privatization plan have the right to submit an alternate proposal.
Any party that disagrees with the privatization plan my appeal its approval
to the State Property Fund within ten days.
* Article 15 provides for the various methods that may be utilized
to dispose of (sell) the asset. This includes
* Article 18 details the procedures for the sale of stock in an
entity which is converted into a joint stock company by the state wherein
it is the shareholder which thereafter issues for public sale as part of
a privatization plan.
sale at auction,
public tenders (commercial bidding where buyers must meet given specifications
for the sale and may include a variety of conditions such as maintaining
certain type of production etc.),
sale of the shares of stock of the enterprise at auction, by public offering,
buy-out of leases by lease holders,
buy-out of the enterprise by workers collectives
such other forms of sale as the committee may dream up.
* Article 19 details the requirements for advertising and publicizing
information regarding the privatization process including 30 day notification
of any auctions, public tenders or competitive share offerings. State Property
Fund is also required to develop the procedures for compulsory publication
of information regarding such a privatization program.
* Part III deals with the financial questions of the privatization
process. Firstly, in determining the initial offering price of an asset,
the law envisions that an evaluation or appraisal be made, however, the
legislation is hazy as to how this value is to be calculated.
* According to Article 21, buyers may use personal funds or privatization
certificates (Ukrainian Citizens only) as the form of payment. Borrowed
money may be utilized, however, the money cannot be borrowed from banks
in which the government owns more than 25% of the equity. A buyer must
disclose the source of income of its funds if it exceeds 25%, the minimum
monthly wage of the buyer.
* Foreign investors must use hard currency and the exchange rate
will be a special rate yet to be established by the National Bank of Ukraine.
It may not necessarily be the actual official exchange rate.
* Article 22 governs the volume of privatization certificates
that will be issued. The total nominal value of these certificates may
not be less than 40% of the total value of property that will be privatized.
* Employees of the enterprise which is being privatized do have
certain priority rights and preferences which are listed in Article 25
of the legislation. These include the right to have an installment plan
of payment of the purchase price.
* Part V of the legislation provides that the sale of estate
or an asset to an ultimate buyer is formalized by a purchase agreement
which may include a variety of obligations that the buyer is assuming (such
as maintaining the scope of products to be produced, assumption of the
debts or the enterprise, and maintenance of certain social services, and
other such obligations) for a period of two years. However, all of these
conditions must have been originally provided for in the privatization
plan prior to the bidding or actual sale of the property unless the parties
* The purchasers of privatized property shall have the preferential
right to enter into long term leases for the land that is being occupied
by the asset that is being purchased with the option to buy.
* Part IV creates criminal and civil liabilities for persons
who are guilty of violating the privatization legislation. It should be
noted that Paragraph 3 of Article 7 imposes personal responsibility on
officials of the State Property Fund for their actions and stiff fines
are imposed for arbitrary behavior of these officials.
* Buyers who do not pay the purchase price within 60 days of
executing the purchase and sale agreement, must pay a penalty equal to
20% of the purchase price.
* All disputes that arise in the process of privatization are
subject to adjudication in either law courts or arbitration courts.
LAW ON THE PRIVATIZATION
* This legislation is very similar to that governing privatization
of large scale enterprises. It is applicable to sale of businesses which
have a valuation of 1.5 million rubles or divisible parts of larger enterprises
wherein the divisible part is within this value parameter.
SMALL STATE ENTERPRISES, adopted MARCH 4, 1992
* The building and/or portion thereof on which the enterprise
is located will be privatized along with the business unless there is a
prohibition by law. In that event, the purchaser will obtain a long term
lease for the premises.
* The small privatization program envisions three types of sales:
* The sellers and buyers of the property are the same entities as
referred to in the Law on Privatization of State Enterprises. Similar restrictions
exist on sources of funding, except that disclosure of source of funds
must be made only if the price exceeds minimum wage by a factor of 50.
buy-out by workers of the enterprise,
sale at auction,
and sale by public tender or bidding.
* Section II of the legislation governs the privatization process
of small scale enterprises. In essence, it is similar to large scale privatization
wherein the authorities will determine initial offering of price. The process
to privatize may be initiated by the buyers as well as by the state and
a decision must be made within 30 days. The law details the personal and
financial information applicants must file with the privatization agency
together with a registration fee in order to initiate the process.
* Section III of the law governs the sale of small privatization
units by means of buy-out, the advertising procedure that must be followed
and the procedure for determination of the initial price.
* Article 4 governs the sale of privatization units at auction
or public tender and details at length the information that must be published
if these modes of disposition are utilized. Public auctions and tenders
must have at least three participants; each participant must pay a registration
fee. If the unit is to be sold for hard currency (to a foreign investor),
the registration fee is $200.00 US
* A 10% deposit of the initial offering price must be made by
the bidder. Potential buyers must file their applications prior to the
auction or public tender.
* Articles 18 and 19 describe the auction and public tender procedures.
It should be noted that during the auction process, the auctioneer may
reduce the purchase price only by 30%. If no bidders, then the property
is removed from the market and re-advertised for sale.
* Public tenders require the creation of a committee of 5 to
9 persons which established the appropriate specifications for the bid.
Once these specifications are approved, they are put out to bid; the bids
are submitted for the committee's consideration in closed session. After
a winner is announced other bidders have 5 days to submit secondary bids,
at which time, the final successful bidder is selected.
* Article 20 provides that privatization bodies may decide that
certain sales will accept only privatization certificates or local currency.
Other sales may be designated as hard currency sales only.
* An auction or public tender may be suspended at the request
of any of the participants or by the privatization body only under limited
circumstances and awards may be set aside for similar grounds only within
30 days of the award by means of court action.
* The successful bidder develops an ownership right in the purchased
property from the moment of the auctioneer's award or the issuance of an
award by a committee. However, a purchase agreement must be executed between
the buyer and the selling privatization agency and payment must be made
within 30 calendar days of possession. The time for payment may be extended
for another 30 days provided that 50% of the purchase price is paid prior
to the requested extension
* Upon full payment, a bill of sale evidencing the transfer will
be executed. The purchase agreement is registered with the local council
of deputies to evidence the transaction.
LAW ON PRIVATIZATION CERTIFICATES,
adopted MARCH 4, 1992
* This legislation defines that concept and types of privatization
certificates, procedures for their issuance, manner of distribution among
the citizens of Ukraine, and their registration and use.
* Privatization certificates will be issued by the Savings Bank
of Ukraine in accordance with the rules and procedures to be established
by the National Bank of Ukraine. Each citizen of Ukraine will be issued
privatization certificates in amounts to be determined by the privatization
plan and will be individually assigned to citizens. In order to obtain
these certificates a tax will be paid (amount not stated in the legislation).
The privatization certificate will be non-transferable.
* The purpose of the certificates is to permit citizens to bid
on properties during the course of the privatization programs and may be
used only as a form of payment for assets acquired during the privatization
process. Separate privatization certificates will be issued for different
areas of privatization. (housing, land, enterprises) However, they will
be convertible from one area to the other on conversion formulas to be
established by the Cabinet of Ministers.
* Article Seven of this law does permit brokerage activity and
the establishment of mutual funds for the pooling of privatization certificates.
This type of activity will be subject to licensing procedures in accordance
with other Ukrainian legislation.
LAW ON THE TAXATION SYSTEM, adopted JUNE
* This legislation states that the principles of taxation; the types
of taxes that may be imposed; the form of monetary payments; the collection
process; the persons taxed; and the penalties for violation.
* General Principles: taxation is the exclusive right
of the Ukrainian republic exercised through Parliament. Local taxes may
be imposed, however, within specified rate limits (Art. 4).
* Type of Taxes: the national government may impose a
variety taxes which include the following type of taxes: turnover tax,
excise tax, a surplus value tax, export-import tax, custom duties, tax
on owners of transportation, tax on collective farm workers' wages, payment
for use of land, payment for use of natural resources, a forest tax, an
ecological tax, and a profit and income tax.
* The tax on profits may be imposed by the government for business
entities (with exception of government owned entities) operating in Ukraine
and the rate is the same as that for income tax for individuals.(Art. 6).
Profits earned by a foreign entity in Ukraine are subject to tax in accordance
with rules established by the Cabinet of Ministers. (Art. 7).
* The section of the legislation relating to income tax states
that foreign investors are obligated to pay a tax at the time of repatriation
of profits to their home country. Additionally, foreign entities who have
no business representation in Ukraine, are not obligated to pay a tax on
income derived from passive investments in Ukraine (dividends, interest,
license fees, authors rights, lease payments or other indirect earned income)
* Additionally, citizens of Ukraine residing on its territory
are taxed on all income irrespective of borders. Non-resident Ukrainian
citizens are taxed only on Ukrainian generated income. In order to prevent
double taxation, the legislation provides that taxes paid abroad are deducted
from the amount of taxes due in Ukraine.
LAW ON CUSTOMS ACTIVITY, adopted JUNE
* This legislation reaffirms Ukraine's exclusive right as an independent
nation to control its borders and impose duty on imports and to enter into
common custom zones with other Soviet republics on the basis of negotiated
agreements. The government department that governs customs activity is
the State Committee for Customs Control which is within the Cabinet of
Ministers. The general principles of customs control are reiterated and
this legislation states that the actual customs and duties will be imposed
by the "Law on Custom Tariff" with rates being fixed by the Cabinet
of Ministers as per the Customs Code of the Ukraine.
LAW ON INCOME TAX, adopted JULY 5, 1991
* This legislation details the rules for calculating income tax
payments by citizens and foreigners. For purposes of this legislation,
citizens living in Ukraine more then 183 days are considered residents
for tax purposes. Tax payments (at the option of the taxpayer) may be made
in local currency rather than foreign currency.
* Certain incomes, about 25 categories, are exempt from taxation.
They range from social welfare payments to inheritance and lottery winnings.
(Art. 3 and 9). Other listed incomes are taxed at a reduced rate. (Art.
* There is a provision in the law which permits a deduction from
taxable income of charitable and educational donations. (Art. 4). Certain
categories of persons are totally exempt from taxation or from specific
types of tax. (Art. 4). These categories include students, collective farmers,
veterans, etc. Other categories of taxpayers (Art. 4 sub-par. 2) pay taxes
at a reduced rate.
* Section II of the law defines what constitutes taxable income
for workers. This definition includes not only their earnings but also
"stock dividends" and the value of social and material benefits received
at their place of employment. The employees of joint ventures are specifically
included in this definition. The income tax rates are graduated and range
from 12% to 30%. The legislation contemplates a withholding tax system,
with the employer paying the tax on behalf of the employee. State operated
entities make the withholding payment when they obtain funding to make
salary payments. All other entities make the withholding payments within
24 hours after payment of the salary.
* Section III of the law provides for taxation of independent
contractors and free lance workers (defined as numerous jobs of less then
5 days or one job less then 2 months). The tax rate is graduated from 2%
to 30%. It should be noted that the payor must withhold the tax payment
and transfer it to the state.
* Section IV governs the taxation of royalties and imposes as
graduated tax from 2 to 30% on the author himself. However, if the royalties
are being collected by an heir or successor, the rates on such income start
at 60% (500 rubles) and gradually increase to 90% for incomes over 15,000
rubles. The payments are to be withheld by the payor. Tax returns from
royalties are to be filed each year by March 1. The legislation does provide
for the deduction from income of the cost of producing the royalty. However,
the law is hazy on how these deductions are to be calculated.
* Section V governs taxation of businesses and other income resulting
from the various forms of business activity. The taxes are imposed only
on taxable income which is defined as gross income less various business
deductions such as costs of production, wages and depreciation, etc. The
graduated tax rate ranges from 12% to 30%. The law requires that estimated
taxes be paid quarterly on March 15th, June 15th, September 15th and December
15th, with a final annual return being filed by January 15th of each year.
Payments of any balance due for taxes or (a payment of a refund) will be
made by March 15th of each year.
* Section VI governs taxation of the farming industry which is
the same as for regular workers (graduated tax 12 to 30%), however, the
farmers themselves must pay the withholding amount of 10% monthly.
* Section VII states that the foreign citizens are taxed the
same as Ukrainian citizens. However, included in taxable income are bonus
payments made by employer to employees for transferring to Ukraine, and
payments made by an employer for employees' children's education, or payments
made by the employer for the employee's family vacations. Excluded from
taxable income are reimbursed business trips and expenses.
* Foreign citizens must file tax declarations by March 1st of
each year and a final tax declaration must be filed one month prior to
departure. The foreign taxpayer is obligated to pay 75% of his estimated
tax in three monthly installments by May 15th, August 15th and November
* The legislation provides that late payment of taxes will subject
the taxpayer to an interest rate of 5% per day on a penalty equal to 50%
of the tax payment. Filing false tax returns and other tax fraud will subject
the taxpayer to a penalty ranging from one year's tax payment to five times
* A resolution of the Supreme Soviet of July 5th, 1991 called
for additional legislation to be submitted January 1st, 1993 to further
expand the law on income taxation.
LAW ON TAXATION OF OWNERS OF VEHICLES AND
OTHER AUTOMOTIVE MACHINES, adopted DECEMBER 11, 1991
* The purpose of this law is to finance the construction and maintenance
of roads in Ukraine. Owners of vehicles are taxed on an annual basis and
are now calculated on the horsepower of their vehicles. The tax ranges
from 1/2 ruble per year per horsepower on motorcycles to 2.40 rubles per
horsepower for heavy duty trucks.
LAW ON STATE DUTIES (FILING FEES &
COSTS) adopted DECEMBER 11, 1991
* The law establishes various fees and duties that are imposed by
judicial and arbitrazh agencies, various ministries, etc. The list includes
such items as filing fees for divorce actions (30 rubles) to a fee equal
to 30% of the amount of moneys that are transferred by citizens outside
the territory of Ukraine.
LAW ON EXCISE DUTIES, adopted DECEMBER 18,
* These two pieces of legislation provide for the imposition of
a tax on certain luxury items, which tax is included in the price of goods.
The Resolution lists the items subject to the excise tax which ranges from
10% to 90%.
RESOLUTION OF THE VERCHOVNA RADA (PARLIAMENT)
ON BRINGING INTO FORCE THE LAW ON EXCISE DUTIES, adopted DECEMBER 18, 1991
LAW ON VALUE ADDED TAX,
* This law imposes a value added tax on the manufactured goods,
performance of labor and services. The tax is also applicable to enterprises
with foreign capital. The law defines what constitutes added value and
the procedure for calculating the tax. It also lists exemptions of business
products and services from the law's applicability.
adopted DECEMBER 20, 1991 effective date JANUARY 1, 1992
* The added value tax rate is 28% on all taxable items and 22%
on products that are subject to price control. Added value taxes are paid
on the 15th of each month for the prior calendar month.
RESOLUTION VERCHOVNA RADA (PARLIAMENT)
* This resolution imposes a tax on foreign currency income on all
businesses operating on its territory. Exempt from this legislation are
registered ventures with foreign partners having an equity position of
30% or more. The tax rates are based on the type of product or service
sold and range from 15% (animal products) to 70% (alcohol and precious
metals). Also, a flat 5% local levy is imposed. Businesses with unauthorized
hard currency accounts abroad must transfer them to accounts in Ukrainian
banks. Foreign currency accounts may be opened by citizens and foreigners
without disclosing the source of the funds.
TAX ON FOREIGN CURRENCY EARNINGS
adopted FEBRUARY 5, 1992
BUSINESS & FOREIGN INVESTMENT
LAW ON ENTREPRENEURSHIP, adopted FEBRUARY
* This law establishes the general legal, economic and social principles
sanctioning enterprise or business activities (Entrepreneurship) being
conducted on a territory of the Ukraine by citizens and by foreign entities.
The legislation guarantees the freedom to undertake these business activities,
prohibits certain activities (i.e. sale of narcotics etc.) and requires
licensor for other types of activity (i.e. professional licensing, sale
of alcohol etc.).
LAW ON ENTERPRISES adopted MARCH 27, 1991
* This legislation is rather lengthy and establishes the
kinds and organizational forms of permitted enterprises ranging from individual
ownership to municipal and state owned enterprises and to joint ventures
* Chapter II discusses the procedures for establishment
of an enterprise and the requisite rules for its registration.
* Chapter III discusses enterprise property, its formation
and utilization, the enterprise's right to possess and use natural resources,
and the right of an enterprise to issue and to sell its own stock and securities.
* In Chapter IV, the principles of enterprise management
are discussed, as well as the operation of labor collectives at these entities.
* The profits of the business, internal economic activity,
and social activities of the enterprise are addressed in chapter V.
* The inter-relationship of the enterprise to the state
is discussed in Chapter VI, including accounting and reporting requirements
and the relationship of the business to the local council of peoples deputies.
* Chapter VII addresses the procedures for liquidation,
shutdown and reorganization of enterprises and requires the establishment
of a commission to oversee such shutdowns. The Chapter also discusses the
creation of meetings of creditors and satisfaction of their debts during
the wind-down process.
LAW ON FOREIGN ECONOMIC ACTIVITY,
adopted APRIL 16, 1991
* The first section of this statute establishes the procedures
and rules governing foreign trade activity by entities operating on Ukrainian
territory. Either domestic corporations or foreign owned companies can
be involved in foreign activity. The definition of foreign activity includes
joint ventures between foreigners and domestic entities.
* This statute requires registration of entities which
will undertake foreign activity with the Ministry of Foreign Trade as a
pre-requisite and provides detailed procedures on signing of contracts
involved with international trade. This section also discusses the applicable
conflict of laws to such contracts.
* PART II elaborates on the government's regulation
of foreign economic activity by defines the roles of the various Ministries
and local bodies created for this purpose.
* In Article 7, the principles of taxation of foreign
trade entities are discussed as is the obligatory apportionment of profits
derived in hard or foreign currency.
* Other topics discussed by this extensive piece of
legislation include: customs regulation, insurance of foreign economic
activities, import-export licensing and quotas, banned exports and imports,
procedures for applying health and safety standards, special import procedures,
antitrust measures, record keeping and reporting, and the availability
of information for foreign business enterprises.
* Parts IV - VI of the law discuss special legal rules
for foreign economic activities such as; special economic zones, anti-dumping,
imposition of trade quotas and embargoes, and restrictions on re-export.
Also discussed are the responsibilities of participants in foreign economic
activities and sanctions for violation of this law.
* Chapter VII governs controversies and dispute resolution.
The available forms of dispute resolution are:
Ukrainian law courts if one of the parties is a natural person.
Arbitrazh courts if the parties are all business entities.
Arbitration panels or other forums as may be agreed to by the parties.
Disputes with the Ukrainian government are determined by the Ukrainian
LAW ON INVESTMENT ACTIVITY, adopted
SEPTEMBER 18, 1991
* This legislation establishes the general principles governing
investments in Ukraine by all entities including foreigners. The form of
investment is given the broadest possible definition from cash to intangible
property (Art. l-3) and all economic spheres may be invested in except
those that do not comply with health, ecological or similar regulations
(Art. 4). Investors are given full control and benefit of their investments
( Art. 7) subject, of course, to other legislation that may be applicable
(such as tax reporting, licensing requirements, etc.) (Art. 8).
* This legislation also outlines in general terms government
control of overall investment activity (Art. 11) and, in more detail, government
control of national and municipal investments. (Art. 12-15). The legislation
also provides equal protection for investors, including foreign investors,
irrespective of the form of investment or ownership. (Sec. IV).
LAW ON BUSINESS ASSOCIATIONS,
* This legislation establishes the various forms of economic
associations that can be created in Ukraine and are considered to be independent
legal entities. These entities can be:
adopted SEPTEMBER 19, 1991 effective date OCTOBER 1, 1991
* As to each of these categories, the legislation details
the rights and liabilities of the entity, the rights and liabilities of
the parties with respect to each other, the internal structure and management
of the entities, and the procedures for windup and liquidation. (Art. 19-23).
a stock company,
a limited liability company (no stock issued but liability limited to extent
provided for in charter),
a company with extended liability beyond its capital but limited to a stated
a full liability company (akin to full partnership under western legal
a limited partnership type of entity.
* Foreign persons and entities may participate and be
members in all of the various forms of the economic associations. These
associations are created in accordance with their charter and by-laws and
become legally viable on registration with the government.
* The law also details how the capital fund of the entity
is constituted, the various reserve funds that must created, and how net
profits should be calculated.
LAW ON FOREIGN INVESTMENT, adopted
MARCH 11, 1992
- Investments where foreign entity has 20% equity or $100,000.00 US
- Specifically excluded are ruble investments from other CIS Republics.
Form of Investment:
- Cash, chattels, real or tangible property or services.
Form of Implementation:
- Equity participation with Ukrainian partner.
- Acquisition of shares of existing Ukrainian company.
- Branch office or subsidiary of foreign investor.
- Acquisition of real property or other chattels, ownership of which
is not specifically prohibited by law.
- Acquisition of rights to use of land and natural resources.
- Other and tangible property rights.
Valuation of Investment:
- Foreigner's investment valued in hard currency or in local currency
at an exchange rate as agreed by parties but not lower then official rate
Ukrainian Government Guarantees:
- Legislation in effect at time of investment will govern foreign investment
for a period of 10 years.
- of a foreign investment prohibited except in case of natural disasters
etc. subject to court challenge.
- Foreign investor to be compensated for damages and "lost business
opportunity" and "moral" damages resulting from government action or inaction
in contradiction to established legislation. These damages and losses resulting
from nationalization shall be valued a market prices and promptly paid.
Repatriation of Investment of Profits:
- Within six months of termination of venture, foreign investor may
repatriate capital investment in cash or goods.
- Repatriation of profits guaranteed after payment of taxes as per regulations
to be established by the National Bank of Ukraine (no mention of guarantee
of convertibility of profits).
- Profits may be reinvested in Ukraine in accordance with law of Ukraine
on investment activity.
- Profit may be used to purchase goods for export--license free.
- Profits in local currency may be used to buy hard currency at auction.
- Foreign investment entity files two copies of application before,
during or after being established in Ukraine pursuant to other legislation.
The application is to be filed with the Ministry of Finance as per regulations
but information to be limited to scope, type, duration and form of investment.
- Application to be stamped as proof of filing which must be acted upon
by Ministry within three business days, 21 days if special government incentive
program is applied for. Refusals can be appealed to the Courts.
Procedure to Create a Foreign Investment:
- A new entity may be created or a foreign investor may purchase part
or all of the equity of an existing Ukrainian business entity in accordance
with existing legislation.
Scope of Activity:
- Any type of business activity not specifically prohibited. Brokerage,
insurance and securities dealers require special licensing from Ministry
of Finance. Banking requires special licensing from National Bank of Ukraine.
- Initial capital investment exempt for the time period as per law
of Ukraine on Business Associations.
- Additional capital investments, goods and raw materials for in-house
requirements, and items needed by foreign employees are exempt from duties
in accordance with regulations established by Custom Duties Legislation.
- All hard currency profits from sale of own manufactured goods remain
property of the enterprise. Sale of other goods subject to other legislation.
- All hard currency expenses of an enterprise including repatriation
of profit shall be "covered" by the business activity of the enterprise
or other sources of foreign currency pursuant to existing legislation.
[Editorial query: Can hard currency purchased at auction be repatriated?]
Income Tax Incentives:
- Enterprises with foreign capital which have Ukrainian partners and
are involved in brokerage activity have a two year income tax holiday.
If they are involved in wholesale or retail trade, said entities have a
three year income tax holiday. Thereafter, these enterprises pay tax equal
to 70% of the normal rates.
- All other enterprises with foreign capital which have Ukrainian partners,
enjoy a five year tax holiday after which taxes are imposed for 50% of
normal rates. The tax holidays commence to toll only after the first year's
profits have been earned and declared by the entity.
Income Tax Incentives for Wholly Foreign Owned Enterprises:
- Such entities are entitled to deduct from taxable income the amount
of foreign investment made by the investor. This deduction may be carried
forward into subsequent years if it exceeds taxable income for the fiscal
year of which the deduction is taken. All foreign capital enterprises (wholly
or partially foreign owned) may deduct from taxable income the amount of
any capital reinvested in Ukraine.
Value Added Tax Incentive:
- Foreign capital enterprises with Ukrainian partners have a five year
tax holiday from value added taxes calculated from day of registration.
Protection from Future Changes in Tax Law:
- The future legislation creates new taxes. Only those in force at the
time of the adoption of the law will be applicable to the enterprise and
the company will be entitled to all the tax incentives outlined above.
Tax on Repatriated Profits:
- Law imposes a 15% withholding tax on repatriated profits.
- All financial audits and tax reports may only be performed by officially
- Are subject to collective bargaining or individual labor contracts,
however, "these agreements should not undermine the status of hired workers"
provided for by other Ukrainian legislation.
- Trade Union agreements are subject to Ukrainian legislation.
Social Insurance of Employees:
- Regulated by local legislation and enterprises make payment to the
Social Insurance Fund of Ukraine for all employees.
- Purchase of stock on the Stock Exchange is governed by the Law
on Securities and Stock Exchange.
- Participation of foreign investors in privatization will be governed
by the legislation to be effected in Ukraine.
- Property rights to land and other resources will be subject to the
Code of Ukraine.
- Leasing of property will be subject to legislation in effect in Ukraine.
Concession Agreements to Natural Resources:
- Concession Agreements to exploit natural resources executed by the
Cabinet of Ministers or other competent state of organ but these agreements
will not exceed the term of 99 years.
- All other contracts relating to joint production agreements or other
joint activity with foreign investors are governed by the Law of Foreign
Economic Activity. Tax preferences envisioned by this law are not applicable
to such agreements.
- Foreign companies doing business and free economic zones shall have
such conditions as may be envisioned by such legislation but the conditions
will not be less favorable than this statute.
- Disputes between foreign investor and the government may be resolved
in the Courts of Ukraine.
- All other disputes shall be submitted to Ukrainian Law Courts or Arbitrazh
Courts or by arbitration, in Ukraine or abroad, if so agreed by the parties.
This web page created December 29, 1995; Last Updated December 31, 1995
Copyright 1995: MYROSLAW SMORODSKY, All Rights Reserved
E-Mail address: Myroslaw@access.digex.net
(English & Ukrainian Languages)
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