How to change the director of a Ukrainian company if the new manager is a foreigner: explained by lawyers from Visit Ukraine

The process of replacing a director in a Ukrainian company requires careful preparation, especially if the new manager is a foreigner. To do this, you need to obtain a work permit, prepare a package of documents, and register the changes in the Unified State Register. Learn more about the steps you need to take to enable a foreigner to officially become the director of a Ukrainian LLC

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Replacing a director in a limited liability company (LLC) always involves preparing and registering a number of documents. If the new director is a foreign citizen, the process becomes somewhat more complicated, as the procedure for changing the director is supplemented by the mandatory obtaining of a work permit. In this article, Visit Ukraine lawyers have compiled all the important details you need to know to ensure that the process goes smoothly and without complications.

Request: Good afternoon! I am a foreigner and I need to become a director of a Ukrainian company. Do I need to obtain a work permit first, or can I immediately submit documents for a change of director to the USR? And what documents are required for this procedure?

How to appoint a foreigner as a director of a Ukrainian company: a complete guide

Step 1. Obtaining a work permit for a foreigner

Work permits are issued by the territorial bodies of the State Employment Service. It must be obtained by the employer. Without this document, a foreigner cannot be officially appointed as a director.

Required documents:

- application in the prescribed form, indicating the position and term of validity of the permit;

- notarized translation of the foreigner's passport;

- color photograph 3.5 × 4.5 cm;

- copy of the draft employment contract;

- receipt for payment of the state fee;

- power of attorney (if the documents are submitted by a representative).

Terms and cost:

- the decision is made within 7 working days;

- the permit can be issued for a period of 6 months to 3 years;

- the fee depends on the term of validity (from 3 to 10 subsistence minimums for able-bodied persons).

As of January 1, 2024, the minimum subsistence level is UAH 3,028.

💡 Important: the employment contract with a foreign director must be concluded within 90 days after obtaining the permit.

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Step 2. Preparing documents for changing the director

After receiving a work permit, you can begin the procedure for replacing the director. To do this, prepare:

- a decision by the participants or sole participant to dismiss the old director and appoint a new one (notarized);

- an order dismissing the previous director;

- an order appointing the new one;

- an application for changes to the Unified State Register.

Step 3. Registration of changes

Registration can be carried out through:

- a state registrar at the Administrative Services Center,

- an accredited notary.

According to the explanation of the Ministry of Justice, the documents for state registration are submitted by the new director, provided that the powers of the previous one have already been terminated.

Step 4. Obtaining an electronic signature

After making changes to the USR, the new director must obtain a qualified electronic signature (QES). It is required for filing tax returns and working with state electronic services.

Additionally: deputy director and accounting department

A deputy director may be appointed in the company. The procedure is almost identical, but it should be noted that tax reports can only be signed by the director or an officially registered chief accountant.

Accounting in Ukraine can be entrusted to external specialists or specialized companies. This is a common practice that allows you to save on staff costs.

Therefore, in order for a foreigner to become the director of a Ukrainian company, it is first necessary to obtain a work permit for them, and only then carry out the standard procedure for changing the director in the Unified State Register. The final stage is obtaining an electronic signature, without which it will be impossible to manage the company.

By contacting Visit Ukraine, you receive comprehensive legal support — from consultation to complete turnkey agreement execution. We work transparently, officially, and in the client's interests to ensure that the apartment donation process is as quick and hassle-free as possible.

Reminder! Earlier, we told you how to recognize a marriage with a foreigner in Ukraine and obtain a residence permit. A detailed explanation from Visit Ukraine lawyers can be found in our article.

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