Registration of LTD with a foreign founder (by a capital, citizen, participation)

An LLC with a foreign founder is registered by a Ukrainian state registrar under the same rules as any LLC, with an extra set of papers: legalised and translated documents of the non-resident founder, an ownership structure and the ultimate beneficial owner’s details. We run the whole route — from the extract from the foreign register to the entry in the Unified State Register, the bank account and a work permit for a foreign director.

We work with foreign individuals, foreign companies and mixed groups of shareholders. The founder does not need to travel to Ukraine: documents are prepared abroad, and we file and follow the case under a power of attorney.

Describe your task to a lawyer →

Typical situations clients bring to us

How the work goes

1. 1Initial reviewA lawyer studies the members, countries and business goal, and names the scope, cost and a realistic schedule.
2. 2Document list for abroadYou receive an exact list: what to order from your home register, what to sign and where to apostille it.
3. 3Legalisation and translationWe check the documents against the registrar’s requirements before they are sent, then translate and certify.
4. 4Charter and ownership structureWe draft the charter, resolution, ownership structure and UBO data, and agree each document with you.
5. 5State registrationWe file with the registrar; by law, documents are reviewed within 24 hours, excluding weekends and public holidays.
6. 6Getting startedBank account, capital contribution, tax regime, optional seal, work permit for a foreign director.

Timing depends on how fast documents are issued abroad and on registrars and banks; the longest stage is usually the foreign paperwork. The registrar’s statutory review time is separate from preparing the file.

What you receive

• Entry in the Unified State Register and a register extract for the new LLC.
• Charter, founders’ resolution and ownership structure in Ukrainian, with a translation for the founder if needed.
• Confirmation of tax registration and the chosen tax regime.
• Support with the bank account and the non-resident member’s contribution.
• A plan of next steps: work permit, residence permit, accounting, reporting.

Where things usually go wrong

• The foreign register extract is older than one month on the filing date — the registrar refuses, and the document has to be ordered again with a new apostille.
• Translations without proper certification, or names spelled differently in the passport, extract and resolution.
• An incomplete ownership structure: the chain of owners stops at a company and the ultimate beneficial owner is not visible.
• Share capital and contribution form not planned for the founder’s residence permit or the bank’s requirements — changes have to be registered later.
• A foreign director starts working without an employment permit.
• The contribution is not paid within six months of registration, unless the charter sets another term.

Why to hand this to a team under contract. An error in a foreign document costs weeks: a new extract, a new apostille, a new translation and another filing. We check the file before it is sent, take responsibility under a contract and carry the case through to the register entry, including rework on the registrar’s remarks.

Non-resident founder: individual or company

For a foreign individual, the core of the file is a passport with a translation. For a foreign company, the registrar needs proof of its registration in its home country: an extract from the trade, bank or court register issued no earlier than one month before filing, legalised and translated.

In both cases the ownership structure and a copy of the ultimate beneficial owner’s ID are filed. Where the chain includes several companies in different countries, we collect documents for each link in advance.

Capital contribution by a non-resident

The Law “On the Foreign Investment Regime” allows investment in foreign currency recognised as convertible by the National Bank of Ukraine, in hryvnia in accordance with the law, in property, property rights and intellectual property rights. A company with a foreign investment of at least 10% of its share capital is an enterprise with foreign investment.

Each LLC member pays the contribution within six months of registration unless the charter provides otherwise. Banks check the source of funds, so we prepare the contribution documents together with the account opening.

Temporary residence permit for the founder

A foreigner who is a founder, member or beneficial owner of a Ukrainian company may obtain a temporary residence permit if their share (or the share of a foreign company they own) in the share capital is at least EUR 100,000 at the NBU rate on the investment date.

If residence is one of the goals, we build this amount and contribution form into the charter from the start. An investment of at least USD 100,000 in foreign convertible currency also opens a category for an immigration permit within the quota.

Work permit for a foreign director

An employer hires a foreigner on the basis of an employment permit issued by the employment service; the decision is made within seven working days. For most employees the permit is valid for the term of the employment contract, up to two years.

Some foreigners work without a permit, for example holders of a permanent residence permit and employees of branches and representative offices of foreign companies. We determine which basis applies to your director.

What usually comes next