Publication date: 11.06.2024
Limited and additional liability companies
Business partnerships are the key organizational and legal forms of conducting business in Ukraine, which combine the capital and resources of their participants to achieve a common goal and make a profit. They have different forms, each of which has its own advantages and is suitable for different types of business. In particular, limited liability companies and limited liability companies have a number of advantages that make them popular among entrepreneurs.
These companies provide an opportunity to limit the risks of participants by the size of their contributions to the authorized capital (in the case of LLCs) or by a defined amount of liability (in the case of VAT). This allows attracting investments, ensuring stability and predictability in business.
Types of business associations include:
• Full partnership
• Limited partnership
• Limited liability company (LLC)
• Company with additional liability (TDV)
• Joint-stock company (JSC)
In this article, we will take a closer look at Limited and Additional Liability Companies, based on the provisions of the Law of Ukraine "On Limited and Additional Liability Companies."
1. Company with limited liability and additional liability
A limited liability company (LLC) is a business company, the authorized capital of which is divided into shares, the size of which is determined by the founding documents. LLC participants are responsible for the company's obligations only within the limits of their contributions.A limited liability company (LLC) is a company whose members are liable for the company's obligations with their contributions to the authorized capital, as well as, as determined by the founding documents, with additional contributions within fixed limits.
2. Creation of societies
The main founding document of limited and additional liability companies is the charter. The charter is created by the founders of the company and contains information about the name of the company, its location, the amount of the authorized capital, the rights and obligations of the participants, the order of distribution of profits and losses, the conditions for the withdrawal of the participants from the company and other provisions stipulated by the law.
3. Authorized capital of companies
The authorized capital of LLC and VAT consists of participants' contributions. The minimum amount of authorized capital is not established by law, but it must be sufficient to ensure the company's activities. Contributions can be made in cash, property, intellectual property rights or other assets that have a monetary value.
4. Management of Limited and Additional Liability Companies
Management of LLCs and TDVs is carried out through the general meeting of participants, the executive body (director or board) and, if necessary, the supervisory board. The general meeting is the highest governing body, where decisions are made on the main issues of the company's activities. The executive body is responsible for the current management and implementation of the decisions of the general meeting. The executive body can be individual (director) or collegial (board). The supervisory board, if it is created, exercises control over the activities of the executive body.
5.Distribution of profit and loss of limited and additional liability companies
The profit of the LLC and TDV is distributed among the participants in proportion to their shares in the authorized capital, unless otherwise provided by the statute. Losses are also distributed in proportion to the shares, unless otherwise established by the constituent documents.
6. Liability of members of Limited and Additional Liability Companies
LLC participants are responsible for the company's obligations only within the limits of their contributions. In addition to contributions to the authorized capital, TDV participants are responsible for additional contributions within the limits defined by the statute.
7. Changes in the membership of companies
Changes in the composition of members of LLCs and TDVs can occur through the assignment of a share, inheritance, the withdrawal of a participant by decision of the general meeting or in another way provided for by the founding documents and legislation. All changes must be properly formalized and registered.
8. Separation and termination of the partnership
The separation of a company involves the creation of new companies by transferring part of their assets and liabilities to them. Termination of LLCs and TDVs can be carried out through liquidation or reorganization (merger, merger, division). The liquidation procedure includes the fulfillment of all the company's obligations to creditors, the distribution of residual property among participants, and the entry of relevant entries into the state register.
Conclusion
Limited and additional liability companies are popular forms of business companies in Ukraine due to their advantages, such as limited liability of participants, flexibility in management and the ability to attract investments. Such companies are established in various fields of activity, including trade, manufacturing, services and other industries.
Offer from the legal service "Consultant"
Legal service "Consultant" offers professional legal services for entrepreneurs planning to create limited or additional liability companies. Our services include:
• Consultation of a lawyer and lawyer: Get competent advice on the choice of organizational and legal form and preparation of constituent documents.
• Analysis of documents and legal analysis of the situation: Our lawyers will check all necessary documents and provide recommendations.
• Written consultation: We will prepare written conclusions on the compliance of your activity with the law.
• Verification of documents by a lawyer: We will ensure proper preparation and registration of founding documents.
• Lawyer help online and lawyer online: Get advice and support online.
Contact the legal service "Consultant" for professional assistance in the creation and registration of limited and additional liability companies in Ukraine. We will provide you with reliable support at every stage.
We are always ready to help you in running a successful business!
