GOLAW

The problem of improper interference with the ownership structure of limited liability companies (LLCs) has been a persistent issue in Ukraine for many years. Businesses have repeatedly faced situations where shares in the charter capital have unreasonably “disappeared” from the Unified State Register (USR), and control over the company has been unauthorized transferred to third parties.

Despite the war, energy remains one of the most attractive industries for investors: in 2024 it provided 21% of the total income of the economy. This stimulates activity in the M&A market, where complex transactions require comprehensive legal support.

The liquidation of a company is a legal process of terminating a legal entity, which may be initiated either by the business owners or on the grounds stipulated by law. Reasons for liquidation may include the completion of business operations, internal restructuring of a business group, economic impracticality of further operations, or changes in the owners' strategic vision. Although liquidation formally signifies the “end” of a business, in practice, it requires thorough preparation, particularly in analyzing the company’s financial, tax, and legal aspects over previous periods.

Charter capital is the sum of funds and/or property that founders (participants) transfer to an LLC (hereinafter referred to as “company”) when it is set up and during its existence. Charter capital is the nominal value of the participants’ shares, expressed in hryvnias.

Despite the legislative definition of the specifics of scheduled or unscheduled tax documentary audits, companies often wonder how to act during such audits, what documents and in what way to provide, etc.

In 2024, Ukraine significantly increased its electricity imports, raising the volume by 5.5 times compared to the previous year, reaching 4.4 million MWh. According to monitoring data from ExPro Electricity, the largest electricity supplier was Hungary, accounting for 39% of total imports. Other suppliers included Slovakia (23%), Romania (18%), Poland (14%), and Moldova (5%). The largest importers were the following companies: D.TRADING LLC, LLC DE TRADING, JSC “ECU”, DNEPROSTEEL-ENERGO LLC, LLC AXPO UKRAINE, and EUROMIN ENERGY, LLC.

Understanding the key aspects and specifics of court practice in labor disputes will help both employers and employees to protect their rights effectively and avoid potential conflicts in the future. In this article, we will look at the trends in labor disputes by analyzing the main decisions of the Supreme Court in 2024.

Over the past year, the employee reservation procedure in Ukraine has changed several times, which has added new challenges for businesses. However, recent trends in the regulation of the procedure indicate a course towards its simplification and automation.

Despite the war, energy remains one of the most attractive industries for investors: in 2024 it provided 21% of the total income of the economy. This stimulates activity in the M&A market, where complex transactions require comprehensive legal support.

Cybersecurity is becoming one of the top priorities for any country. This issue is particularly acute in Ukraine, which is in an active phase of war, as Ukraine's critical infrastructure, networks, registries, and archives are constantly under threat from cyber-attacks.

Every year, millions of cases are filed with the courts. Last year their number was over 5 million, which indicates a large number of people who are forced to defend their rights in court. In such cases, seeking professional legal assistance from lawyers is a common practice.

GOLAW attorneys Kateryna Manoylenko and Kateryna Tsvetkova presented a full overview of the current state of affairs between TIU Canada and the Nikopol Ferroalloy Plant during a press conference held at the Interfax-Ukraine news agency on the 15TH of September.

As the result of the actual audit in 2019 at one of the stores, the company was fined for violation of the tax legislation. According to the tax authorities the audit was conducted based  on the consumer’s complaint about the store’s violation of the payment transactions procedure. Instead, having reasonable doubts about the existence of such a complaint, the company refused to assist the tax authorities in conducting the tax audit. GOLAW attorneys, in its turn, sent a request to obtain a copy of the above-mentioned complaint.

The court upheld the legal position of GOLAW attorneys, found the dismissal unlawful, as well as granted the average salary for the entire period of forced absence to the client.

The Client, a private company and its counterparty have entered into the refundable financial assistance agreement. Under the terms of this agreement, the Client lent another company an amount of more than EUR 1,5  million.

In 2020, as a result of the desk audit, tax liabilities and fines amounting to almost 4 Million UAH were unreasonably imposed on a client. The reason for imposing a fine was allegedly incorrect filling out of the income tax return.

The reason for refusing to register the tax invoice was the erratum in one of a number of optional documents, submitted to the supervisory body together with written explanations according to the recommendations of the latter.

According to the results of the annual research “Ukrainian Law Firms: A handbook for Foreign Clients 2021”, GOLAW has been recognized in the several legal practices and economic sectors.

The Prosecutor of the Prosecutor General's Office of Ukraine was dismissed due to his submission of an application for transfer to the Office of the Prosecutor General of an unspecified form.

The operation of the solar power plant TIU Canada, a project with about 15 million US dollars of investments, has been blocked for more than a year due to illegal actions of the Nikopol Ferroalloy Plant, to the grids of which the solar power plant had been connected.

GOLAW lawyers defended their position regarding early appeal of the detective on procedural restrictions in the High Anti-Corruption Court of Ukraine.

The Supreme Court upheld the decision of the courts of previous instances to close the criminal proceeding against the official of pharmaceutical company. The charge consisted in purchasing a deliberately counterfeit drug for its further realization (sale).

Find out more about anti-corruption regulation in Ukraine and its compliance with international anti-corruption law, the latest amendments to Ukrainian anti-corruption legislation, as well as activities of Ukrainian anti-corruption bodies in special report prepared by Managing Partner, Attorney at law Valentyn Gvozdiy.

In the middle of 2020, significant tax reform was introduced in Ukraine. The newly adopted changes aim at implementing the BEPS plan into Ukrainian legislation and can influence significantly the presence of foreign business here. 

Businesses all around the world face enormous challenges due to pandemic. Good governance is in demand like never before. Both public and private companies have recognized that corporate governance affects directly their financial performance and long-term development. The governments have seen the value in well-governed companies too, and thus they cooperate with business in updating corporate governance codes and reforming corporate law.

The new ambitious project of the Ukrainian government “Diia City” has been presented in the summer this year as a concept of a special legal framework for IT industry. The initiative was reflected in several draft laws, but some have been rejected already. Currently the draft law #4303 with its alternative versions #4303-1, #4303-2 is on agenda.

Nowadays, few of us could be surprised by the scale of the esport industry development. Hundreds of thousands of tournaments’ live views, millions of dollars in prize pool and advertising revenue are constantly promoting esport in the world and in Ukraine in particular. The recent privatization of the Dnipro Hotel, which will include an esport arena, training areas and special rooms for professional players, emphasizes once again that esport is no longer the future, but the present.

GOLAW Law firm has been ranked in the Global Restructuring Review 100 list, an annual independent guide to the world's leading law firms for cross-border restructurings and insolvencies. 

GOLAW Partner Max Lebedev elected as a Vice Chairman of the European-Ukrainian Energy Agency Board

GOLAW partner Iryna Kalnytska spoke at the ‘11th Annual International Taxation in CEE’ online conference which took place on December, 3-4. The event was devoted to the discussion of recent changes in tax planning, mandatory disclosure rules,, managing tax audits, tax risks, transfer pricing guidelines and case studies on tax compliance in Central and Eastern Europe.

GOLAW is recognized among the top 10 market leaders according to the all-Ukrainian study "50 Leading Law Firms of Ukraine", which is annually held by the prestigious Publishing House ‘Legal Practice’. In 2020 the firm is ranked N6, moving up one position in comparison with the survey results in 2019.

Non-performing loans (NPL) are one of the most popular types of credit contract breaches that substantially distorts the economy of any country and damages the health of the banking system as a whole. In Ukraine, the issue is especially acute: nearly a half the of credit portfolio of Ukrainian banks is non-performing.

In the last five years, there has been a revolution in corporate governance in Ukraine. Starting with establishment of Supervisory boards in state – owned enterprises and ending with huge interest from private companies and all business owners; corporate governance has become a trend. Whether it is right or wrong, it is likely to continue. In response to the market demand; the National Securities and Stock Market Commission has adopted the Core Code of Corporate Governance: Requirements and Recommendations (the Code) introducing international standards and best practices in corporate governance for Ukrainian companies.

The majority of the latest tax changes in Ukraine are based on the best tax experience throughout the world, especially on the BEPS Plan which Ukraine undertakes to implement. The Tax reform prescribes novelties to transfer pricing rules; new rules for preventing from double tax treaties abuse; new rules for preventing from avoidance of the status of permanent establishment and taxation of permanent establishments; etc.

In the summer of 2020, Ukraine’s renewable energy market underwent another string of changes, this time mainly because of the “green” tariff reduction. After more than six months of negotiations, “green” energy investors and the government managed to reach some consensus on how to protect the market against the default of the State Enterprise Guaranteed Buyer (hereinafter – Guaranteed Buyer) which was initially reflected in the memorandum on the so-called “green” tariff restructuring and later found its own legislative settlement.

GOLAW attorneys successfully defended the interests of a large pharmaceutical company and its top executives in a criminal proceeding related to ungrounded accusation in acquiring a knowingly falsified medicine with the purpose of its further distribution.

GOLAW Law Firm has successfully defended the global retail company against groundless charges of large-scale tax evasion totalling 4.5 million Hryvna.GOLAW Law Firm has successfully defended the global retail company against groundless charges of large-scale tax evasion totalling 4.5 million Hryvna.

According to the results of the annual research “Ukrainian Law Firms: A handbook for Foreign Clients 2020”, GOLAW has been recognised in the several legal practices and economic sectors.

GOLAW is recommended by international legal guide IFLR1000 2021 (International Financial Law Review) in the Banking & Finance and Restructuring & Insolvency practice areas.

In recent years, privatization has risen as a priority for the government of Ukraine. Fundamental to these efforts was the enactment of a law abolishing a list of over 1,000 state-owned enterprises that were not permitted to be privatized. This has removed the last major barriers for launching full-scale privatization.

GOLAW received a prestigious award ‘The Law firm of the year in the field of Corporate law’ at the annual Legal Awards ceremony, which took place on July 3 in Kyiv.

GOLAW lawyers have been highly recognised in Corporate Tax and Emlpoyment & Benefits practice areas by international legal advisory Who’s Who Legal.

According to the results of the annual research “Ukrainian Law Firms: A handbook for Foreign Clients 2020”, GOLAW has been recognised in the several legal practices and economic sectors.

The internal online meeting for European-Ukrainian Energy Agency members took place on June 5, 2020. Meetup was dedicated to upcoming changes in state support regime for renewable energy producers and the consequences they entail.

GOLAW law firm has successfully defended the interests of an international agriculture company specializing in mineral fertilizers in a tax dispute against Ukrainian tax authorities by successfully unblocking twenty tax invoices, resulting in a VAT tax credit in the amount of more than 3 million hryvnas. GOLAW law firm has successfully defended the interests of an international agriculture company specializing in mineral fertilizers in a tax dispute against Ukrainian tax authorities by successfully unblocking twenty tax invoices, resulting in a VAT tax credit in the amount of more than 3 million hryvnas.

The widely discussed draft law 1210 has finally been signed by the President of Ukraine and come into effect on May 23 (Law No. 466). This is why business will have to adjust to new rules of the game. The Law mostly aims to implement the main measures under the BEPS Project, which our state undertook to do as early as in December 2019 by ratifying the MLI Convention.

The global financial crisis and the COVID-19 pandemic are impacting businesses all over the world so badly that many operations have stopped, exports have fallen and imports are being replaced by domestic consumption, and international corporations had to put on hold any expansion plans and their forays into other markets. In such an unprecedented situation, businesses have to either shut down or use their accumulated  financial resources and find ways to stay afloat.

GOLAW Managing Partner, attorney at law Valentyn Gvozdiy, joined the working group on regulatory and legal support of financial monitoring and prevention of money laundering and terrorist financing matters at the Ministry of Justice of Ukraine. The relevant decree has been signed by the Minister of Justice of Ukraine Denis Malyuska.

GOLAW lawyers have been listed among the Top professionals in Ukraine according to the international research program Best Lawyers and included to the 11th Edition of The Best Lawyers in Ukraine. The Best Lawyers survey is based on the peer-review only, which emphasises the professionalism of GOLAW lawyers and their recognition among colleagues.

GOLAW successfully represented a leading international cosmetics manufacturer, Evyap Trading Ukraine, in a tax dispute with a total value over UAH 65 million.

According to information posted on the official website of the State Enterprise "Guaranteed Buyer", as of April 01, 2020, the state enterprise had indebtedness to the producers of electricity from RES in the amount of approximately 34% for February 2020. Quite recently, the Guaranteed Buyer also had significant debt for the last months of 2019.

Businesses that rent premises in the Malls and can not operate there during the period of prohibition have a logical question: do they have to pay rent for the quarantine period? The same question arises for those businesses the activities of which are not prohibited for the quarantine period but they switch over to remote work so that do not actually use the premises they rent (primarily for offices) in buildings that do not close for the quarantine period.

The remote work, part-time work, vacation at own expense, idle period – what is the best option in labour issues for a business owner during the quarantine period? How to act within the law and prevent violations that could lead to fines and litigations in the future? The situation in the country changes every day and employers have to make quick decisions regarding the further operation mode and employment relations with the employees.

On March 17, 2020 a law (bill No. 3219) came into force that included quarantine established by the Cabinet of Ministers of Ukraine in the list of force majeure events. Will this be a tool that allows Ukrainian businesses to drop their obligations without any consequences? In most cases – no, because force majeure is not as easy as it might seem at first glance.

The degree of tension, inherent to labor disputes, rises when terminating the employment contract with the chief executing officer, commercial or financial director, as well as another employee making management decisions. Let’s consider the most popular grounds for the executive officer termination of employment according to the norms of the Labor Code of Ukraine.

Yesterday (November 28th, 2019) Ministry of energy and environmental protection of Ukraine shared initial version of the draft law on the changes to the “green” tariff support system. Next week the draft law will be registered in the Parliament.

According to the annual research program “50 leading law firms of Ukraine” in 2019, GOLAW has been recognized among the TOP-10 market leaders and ranked No. 7.

More than one year ago Ukrainian business has been granted a wide variety of flexible instruments for corporate governance, established by the Law of Ukraine “On limited and additional liability companies” (hereinafter referred to as “the Law”).

A mortgage has always been one of the most common and safe ways to secure an obligation. The popularity of a mortgage is explained by the fact that creditors believe the risks of losing real estate are minimal and therefore it can always be foreclosed. At the same time, unscrupulous borrowers and mortgagors are coming up with more sophisticated ways to avoid liability for failure to return funds which are not always managed by legislation and case law. In this article we will look at 5 difficulties that banks often face when applying for a mortgage, and explain how to avoid them.

GOLAW has been recommended by international legal guide IFLR1000 (International Financial Law Review) in the following practice areas: Banking and finance, Merges and Acquisitions (M&A), Project development, Restructuring and insolvency.

One of the biggest fear for a creditor in providing financing is a possible default with zero perspectives to recover damages. On the international arena until recently Ukraine has been known as a high-risk country that precludes foreign investment flows. However, the situation has changed substantially over the past few years.  

For many international companies, it is a common practice to allow the use of their trademarks (TM) to all group companies on a free of charge basis. Some parent companies do not even have a right to charge the royalty payments from their subsidiaries, as this contradicts the company’s policy. In the case of subsidiaries located in the territory of Ukraine, such a situation suits everyone, at first glance, because royalties do not have to be paid at all. 

GOLAW Managing Partner, attorney at law, Valentyn Gvozdiy elected as the Head of the Supervisory Board at Ukrhydroenergo PJSC.

GOLAW Law Firm has successfully defended the interests of a judge of Kyiv Economic Court in the High Council of Justice.

According to the results of the annual research "Ukrainian Law firms in 2019", GOLAW has been recognised in the several legal practices and economic sectors as one of the leading Ukrainian law firms.

On May 7, GOLAW became a finalist of the Legal Award 2019 in two nominations (the best law firm in the field of Tax and Criminal Law) and received a prestigious award “The Law firm of the year in the field of Tax».

GOLAW lawyers have been highly recognised by the international research program Best Lawyers and included to 10th Edition of The Best Lawyers in Ukraine 2020. The Best Lawyers survey is based on the peer-review only, that reconfirms the professionalism of GOLAW lawyers and their recognition among colleagues.   

GOLAW lawyers have been highly recognised by international legal research program Who’s Who Legal (WWL). The firm’s Partner, Head of Dispute Resolution and Litigation practice Kateryna Manoylenko and Counsel Kateryna Tsvetkova have been listed among the best lawyers in Ukraine in the field of Labour, Employment & Benefits 2019.

State of implementation of the new electricity market and readiness of the Regulator and market participants for the new regime of state support for renewable energy projects - these were the main topics discussed by the TOP market experts during the interview at the “Hardtalk: Renewables in Details” event on March 28 in Kyiv. The organizers of the event -A7 CONFERENCES and GOLAW. 

“Ukraine will never join BEPS and will not introduce an automatic exchange of tax information! Ukrainian tax authorities are not able to understand the international tax planning and therefore BEPS will not work in Ukraine!” - such statements in different variations repeatedly sounded addressing the deoffshorization process launched in Ukraine a few years ago. Indeed, earlier there were grounds for such thoughts, but now it is clear that all this does not match the reality. Particular evidence is ratification by the Verkhovna Rada of Ukraine on February 28, 2019, of the Multilateral Convention to Implement Tax Treaty Related Measures, which was signed back in July 2018, in order to counteract the tax base erosion and profit shifting (hereinafter referred to as the “MLI Convention”).

Perhaps the hottest topic in the energy sector at the end of 2018 and early this year is the discussion of changes to the approaches of providing state support for electric power producers from renewable sources. The main idea of the change is that, starting from 2020, new players of the RES market will be subject to a new incentive system - "auctions" instead of the "green" tariff. 

GOLAW has successfully represented the interests one of the largest agricultural companies in Ukraine GOLAW has successfully represented the interests of one of the largest companies of the agrarian sector in Ukraine in a dispute with the tax authority over recognition as unlawful and cancellation of the tax notice decisions for more than 16 million hryvnas.

A power purchase agreement or PPA is one of the core documents needed for the purchase of electricity produced by a power plant.

A new blocking system for tax invoices, along with a new procedure for suspending the registration of tax invoices in the Unified Register of Tax Invoices, has been in operation since March 2018 in Ukraine. According to the new procedure, established under Cabinet of Ministers of Ukraine resolution № 117 of Feb. 21, 2018, the registration of tax invoices is suspended when such invoices meet the risk criteria of the transaction, or when the taxpayer meets the risk criteria set for taxpayers.

Strong oversight of corporate security and risk-taking is surely one of the most critical component of companies’ management process. We are no longer talking about whether or not boards should implement corporate governance and compliance policies: in the current climate we are grappling with the issue of all-round companies’ protection, which raises a much more meaningful set of questions.

GOLAW has been ranked No. 7 Law Firm in Ukraine according to the 50 Leading Law Firms annual rating published on 4 December 2018 by Legal Practice periodical. «The core value of GOLAW is our Clients. I am grateful to each of them for awarding us their trust and challenging projects, for allowing our team to continuously demonstrate the power of legal excellence during all these years.» Valentyn Gvozdiy, Managing Partner

GOLAW has been recommended by international legal guide IFLR1000 (International Financial Law Review) in the next practices:   -Banking and finance; -Merges and Acquisitions (M&A).   

On November 26 in Prague, a large-scale business Forum “Ukraine we want you to know”, gathered about 100 representatives of large and medium-sized Czech business and government institutions. The main topic of the event was a discussion of the investment attractiveness of Ukraine and the positive changes that are currently taking place in the country and promoting the attraction of foreign business. The event was organized by the Chamber of Commerce and Industry of the Czech Republic in cooperation with the Embassy of Ukraine in the Czech Republic, with the support of GOLAW law firm.

GOLAW Partners have been highly recognised by international legal research program Who Іs Who Legal (WWL) in the field of Corporate Tax. Among them – Managing Partner Valentyn Gvozdiy (Corporate Tax: Controversy), Senior Partner Sergiy Oberkovych (Corporate Tax: Advisory) and Partner Iryna Kalnytska (Corporate Tax: Advisory).

GOLAW, an international law firm with offices in Ukraine and Germany, announces Kateryna Manoylenko, Iryna Kalnytska and Igor Glushko as new partners at the firm.

GOLAW, an international law firm with offices in Ukraine and Germany, announces Kateryna Manoylenko, Iryna Kalnytska and Igor Glushko as new partners at the firm.

Officials of the company according to the new Law on LLC shall bear joint and several and in some cases – subsidiary liability to the company.

Following the strategy of the Government to improve the doing business climate in Ukraine, Parliament adopted the Law of Ukraine “On Amendments to Certain Legislative Acts of Ukraine Concerning Elimination of Barriers for Foreign Investments Attraction” dated May 23, 2017 (hereinafter – “the Law”), which came into force on September 27, 2017.  The Law with such an expressive name should have definitely removed the barriers for employment of foreigners, but what have we actually received? Putting the cart before the horse, the Law really significantly changed the procedure of obtaining work permits (hereinafter – “the Permit”) facilitating it essentially from the one hand, but introducing some questionable conditions from the other.

GOLAW has successfully defended the interests of Ukrsotsbank, one of the largest banks in Ukraine, in a credit dispute over the obligations under a surety agreement.

According to the annual research "Ukrainian Law firms in 2018", GOLAW has been recognised in 13 practices, while lawyers of the firm have been named as the notable practitioners in several fields of law. Among them - Managing Partner Valentyn Gvozdiy (Tax and Transfer Pricing, Litigation), Senior Partner Sergiy Oberkovych (Energy & Natural Resources), Partner Angelika Moisieieva and Counsel Igor Glushko (Criminal Law / White-Collar Crime). 

GOLAW lawyers have been recognised as the leading professionals in several practices and included in the Ninth Edition of The Best Lawyers in Ukraine 2019. 

On May 16, GOLAW became a finalist of the Legal Award 2018 in three nominations (the best law firm in the field of taxation, business defence and criminal law) and received a prestigious award “The Law firm of the year in Business defence».

The Verkhovna Rada registered a draft law on the Code of Bankruptcy Procedure (No. 8060). Among other things, it is noted that such a document will increase the efficiency of bankruptcy procedures, the level of protection of the rights of creditors, improve the procedures for selling debtor property at the auction, increase the level of execution of contracts and court decisions. However, does the text of the document correspond to the stated purpose? 

We are pleased to announce that GOLAW has successfully defended the interests of one of the largest Ukrainian alcoholic beverage manufacturers Galicia Distillery in a tax dispute regarding the recognition of the tax notification-decisions amounting to about $500 thousand as illegal and its subsequent abolition.

Over the last few months before January 2018, when the latest changes to the power purchase agreements (PPAs) between State Enterprise “Energorynok” and producers of energy from alternative sources were adopted, more than ten agreements were signed with upgraded conditions set earlier in 2017. In the mentioned agreements, the changes to the PPAs were applied and helped bring Ukraine’s PPAs closer to international standards. Nevertheless, the revised PPAs still have a lot of issues that need to be clarified and further elaborated to make them perfectly bankable, and to make them properly executable.

GOLAW announces the appointment of its employees to the new key positions: Max Lebedev became a Partner at the Firm, and Iryna Kalnytska, Kateryna Manoylenko, Anatoli Grabovy, and Igor Glushko became Counsels to the Firm.  “The GOLAW clients are our greatest value. The GOLAW team consists of real professionals, and we are confident that the new personnel changes are our investment in the future of the Firm and a guarantee of the further provision of highest quality services.” - Valentyn Gvozdiy, Managing Partner at GOLAW