Ukrainian companies shall disclose their ownership structures by 11 October 2021

The Ukrainian Ministry of Finance approved new regulations regarding the disclosure of ownership structure of Ukrainian companies. The Order “On Approval of the Regulation on the Form and Content of the Ownership Structure” (the “Regulation”) will come into force on 11 July 2021.

Under the Order, all Ukrainian companies must submit to the Ukrainian companies registry updated ownership structures by 11 October 2021, which is three months following the Regulation’s coming into force. This covers all Ukrainian companies, including those with a sole owner/shareholder.

Information on the ownership structure must be updated annually following the first date of submission.

The Regulation sets the rules for the content of the ownership structure form. This form may be prepared in any format and shall schematically represent which persons (directly or indirectly) own a legal entity. The structure must indicate the share size (proportion) of each shareholder (owner). Furthermore, it is obligatory to disclose persons who, regardless of their formal ownership, have a real influence on the Ukrainian legal entity and/or its management.

If any Ukrainian company’s owners are foreign citizens and/or legal entities, government bodies, trusts or other similar legal formations, the schematic representation of the ownership structure shall be accompanied by official documents (or their properly certified copies) confirming the ownership title of such persons or entities to the corporate rights in the Ukrainian company. The only exception is if the information on the relevant persons or entities is already available in the Ukrainian companies register.

Failure to disclose or late disclosure of the ownership structure information will lead to the imposition of a fine on the CEO/director of the respective Ukrainian company, in the amount of from UAH 17,000 to UAH 51,000 (appr. USD 625-1,880).

For convenience, the Ministry of Finance of Ukraine has published on its official website the samples of the schematic representation of the ownership structure.

If you need any legal advice or assistance in the preparation or submission of the ownership structures of your Ukrainian company, please contact Iryna Marushko or Taras Tertychnyi at our office.

The full text of the Resolution (in Ukrainian) is available here.

The samples of the schematic representation of the ownership structure (in Ukrainian) is available here.