Corporate law is a branch of law that regulates legal relations related to the formation, activity, management and liquidation of legal entities, in particular economic companies. In Ukraine, corporate law defines the legal basis for the creation and functioning of companies, as well as the rights and obligations of their participants.
Corporate rights are a set of rights belonging to the participants (founders) of business companies in connection with their participation in such companies. Corporate rights include the right to participate in the management of the company, to receive a share of profits (dividends), as well as a share of property in the event of liquidation of the company.
Members of a limited liability company (LLC) have corporate rights similar to those of a limited liability company (LLC). The main difference lies in the fact that the participants of TDV bear additional (subsidiary) responsibility for the company's obligations within the limits defined by the statute.
Alienation of corporate rights of an LLC is the transfer of participation rights in the company to another person. This can be done by buying and selling, exchanging or donating. The alienation procedure is regulated both by the company's internal documents and by the current legislation of Ukraine.
Contract of sale corporate rights is an agreement under which one party (seller) transfers corporate rights to another party (buyer) for a certain price. Important aspects of such an agreement are the determination of the contract price, the settlement procedure, as well as the need for notarization of the contract in cases provided for by law.
In recent years, some changes have been made to the legislation governing the sale of corporate rights. For example, in 2018, the requirements for taxation of such transactions were clarified. The act of acceptance and transfer of corporate rights also underwent changes in 2018, which affected the procedure for registering the transfer of rights.
Liquidation of the company can be carried out by selling corporate rights to other persons. In this case, the new owners may decide to terminate the company's activities. This avoids the complex procedures associated with traditional liquidation.
The contract for the purchase and sale of corporate rights must include all the necessary details: data about the seller and the buyer, the subject of the contract, the price, the procedure and terms of the transfer of rights, as well as the conditions for possible fines in case of violation of the contract.
Mining of corporate rights is an alternative method of alienation, in which the rights of one participant are exchanged for the rights of another participant or for other assets. Such an agreement requires proper documentation and compliance with all legal requirements.
Taxation of the sale of corporate rights is an important aspect to consider when making such transactions. In Ukraine, as a rule, income from the sale of corporate rights is taxed according to the general rules of taxation of the income of individuals or legal entities.
The corporate law of Ukraine determines the peculiarities of creation, management and liquidation of enterprises of various organizational and legal forms. For example, the corporate rights of an enterprise include the ability to influence management, receive dividends, and participate in the distribution of assets in the event of liquidation.
The corporate law of Ukraine is a complex and important branch of law that regulates all aspects of the activities of business companies. Understanding the basic concepts and procedures, such as corporate rights, their disposal, buying and selling and taxation, is key to successfully doing business in Ukraine. Studying these aspects will help to avoid legal problems and ensure stable development of the enterprise.
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Serhii Floreskul
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Violetta Loseva
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