Express Liquidation of an LLC: Sale of Corporate Rights
from UAH 5,0003–5 working days* - required fields
In short. Express liquidation is the sale of your LLC’s corporate rights (its share capital) to a new owner. The company keeps existing: the buyer takes it over with its code, accounts, history and debts, and you are out in 3–5 working days with a USR extract showing the new members. Our fee starts at UAH 5,000; state fees and the notary are extra. If the company has to cease to exist, the route is liquidation: from UAH 7,000, from 2 months.
Price and timing
| Our fee | from UAH 5,000: checking the charter and the members’ rights, the share sale agreement and the deed of transfer, filing with the registrar, a change of director if needed |
|---|---|
| Paid separately | state fees, the notary, the company’s own debts, a change of registered address |
| Registrar | reviews the documents within 24 hours (Art. 26 of Law No. 755-IV) |
| Whole job | 3–5 working days with a complete set of documents, in our experience; plus up to 30 days if other members have a pre-emptive right |
| Result | a USR extract with the new members and, if changed, the new director |
| Where | Lviv and Western Ukraine: Lviv region, Ternopil, Ivano-Frankivsk, Lutsk, Chernivtsi, Rivne, Uzhhorod |
All prices: legal services price list.
How the sale works: 5 steps
The share passes under a sale agreement and a deed of transfer. Signatures on the deed are notarised, or the deed is signed in the Diia app and then no notary is needed (Art. 17(5) of Law No. 755-IV). Only the paid-up part of a share can be sold (Art. 21(3) of Law No. 2275-VIII), and the charter may require the other members’ consent to a sale (Art. 21(2)).
Sale or liquidation
Liquidation ends the company: it ceases to exist from the date of the USR entry (Art. 104 of the Civil Code), creditors get at least 2 months to file claims (Art. 105), and termination is a ground for an unscheduled tax audit (subpara. 78.1.7 of the Tax Code). A sale changes only the members: the LLC keeps operating and keeps its obligations. We compare both routes for your company at the consultation; the liquidation procedure is described on the page liquidation of an LLC.
Risks we explain before we start
- Debts go with the company. The LLC is liable for its obligations with all its property (Art. 3 of Law No. 2275-VIII). We recommend paying off debts before the sale and recording in the agreement that the buyer knows about them.
- Liability after the sale. If the LLC later goes bankrupt and it is proved that its members or director caused it, they may bear subsidiary liability (Art. 61(2) of the Bankruptcy Code). The period when you ran the company stays yours.
- Other members’ rights. The seller notifies the other members in writing of the price and terms; they have 30 days to use their pre-emptive right (Art. 20(3) of Law No. 2275-VIII). A breach of that right can be challenged in court within one year (Art. 20(5)).
What we need from you
- the charter and the company’s EDRPOU code;
- passports and tax numbers of the seller and the buyer;
- the other members’ consent or waiver, where the law or the charter requires it;
- details of the new director, if the director changes;
- information about the company’s debts.
A member abroad signs through a representative under a power of attorney with an apostille and a certified Ukrainian translation. Office: 2A Tershakivtsiv St, Lviv.
Related services
- Liquidation of an LLC — when the company must cease to exist
- Company liquidation — all forms, from UAH 7,000
- LLC bankruptcy — when assets do not cover the debts
- Change of LLC members — UAH 1,000
- Change of LLC director — UAH 700
- Services for business
Frequently asked questions
How much does express liquidation of an LLC cost in Lviv?
How long does it take?
Is express liquidation the same as liquidation?
Am I liable for the company’s debts after the sale?
Can a foreigner buy or sell a share in a Ukrainian LLC?
Can it be done remotely?
Sell your LLC with a lawyer
Send the company name or EDRPOU code, the number of members and whether there are debts. A lawyer will tell you whether a sale fits your case, what it costs and how long it takes.
