A shelf company is a ready-made legal entity that has been incorporated as per the local laws, however, it has not been used in commercial activities. Investors who buy a shelf company in Ukraine have the advantage of not having to go through the incorporation process, and at the same time they can start using the company faster than it would be possible through regular formation.
Company formation in Ukraine is a process that can be hindered by the language barrier. However, with the help of a local team of experts, such as our agents, foreign investors can start easily start a business, invest in or purchase an already existing company.
In this article we answer some of the most common questions about the shelf company in Ukraine. Entrepreneurs who have additional questions can reach out to our incorporation specialists.
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Can lawfully use a shelf company in Ukraine?
A shelf company is a legal business and, as long as it is purchased to engage in legal business, investors are not subject to special inquiries or suspicion if they choose to purchase a ready-made company as opposed to incorporate a new legal entity in Ukraine.
The shelf company can be used to engage in many different types of economic activities, and investors may choose a business that has a specific object of activity that suits their needs. When the shelf company does not engage in commercial activities, it can be used as a holding company, a business used not to provide goods or services, but to hold the controlling stock in other entities (becoming a parent company).
What are the advantages of the shelf company?
The main advantage of the shelf company in Ukraine is that, by being already incorporated, it has longevity when it commences its commercial activities. Foreign investors can buy a company that was incorporated for 1 year, 2 or 3 years or more. Depending on its “age” the price of the company will differ, and so will the manner in which it will be perceived by business partners and clients. A company with a good history, meaning that it has recorded no bad debts, will have a favorable image. The lack of bad credit can also mean that the company will be able to apply for and obtain corporate credit easier.
Some of the differences between the shelf company in Ukraine and a limited liability company incorporated by the foreign investor are summarized in the table below.
|Newly incorporated company
|Usually incorporated as an LLC as this is the business form commonly used by local and foreign investors
|The type chosen by the investor, however, the LLC is commonly used
|Already determined, usually a generic name. Can be changed after it is purchased
|Chosen by the investor. A preliminary name availability check is needed
|As per the minimum capital requirements
|As per the minimum capital requirements
|Shareholding and management
|One shareholder. The identity of the shareholder is changed upon finalizing the purchase process-
|One or more shareholders, as desired by the investors. They are also the ones to appoint the directors.
If you wish to know more about the advantages and the differences, you can reach out to our team of company formation experts in Ukraine.
How long does the purchase process take?
The formalities related to changing the ownership of the company can be completed in a couple of days. Foreign investors who cannot be present in Ukraine for the entire procedure can forward their documents to one of our company formation experts, we will prepare the purchase agreement, as well as the amendments to the company’s Articles of Association, and the new owner will only need to travel to Ukraine to sign these in person.
The entire process required to buy a shelf company in Ukraine is faster compared to opening a new limited liability company. Opening a new business can take approximately one week.
What are the shelf company’s obligations?
Once the ownership transfer is complete, the business owner(s) will need to comply with the requirements for company taxation, accounting and reporting. Depending on the type of company they have purchased, these will be lighter or more complex (a joint-stock company is subject to additional requirements, compared to an LLC).
Some of the main taxes for companies are the following:
- 18%: the value of the corporate income tax rate;
- 0%: withholding tax on dividends paid to a resident company;
- 15%: withholding tax on dividends paid to a non-resident company; can be reduced under a tax treaty;
- 20%: standard VAT; reduced rates of 0%. 7% and 14% apply.
Our team of company formation agents can help you buy a shelf company in Ukraine. Contact us for assistance during the purchase process, as well as for making the subsequent registrations.