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RESOLUTION OF THE CABINET OF MINISTERS OF UKRAINE

of September 8, 2025 No. 1102

About approval of the Procedure for transformation of the state company to the state non-commercial society

According to the paragraph third "About features of regulation of activities of legal entities of separate forms of business during transition period and associations of legal entities" the Cabinet of Ministers of Ukraine decides parts three of article 14 of the Law of Ukraine:

1. Approve the Procedure for transformation of the state company to the state non-commercial society which is applied.

2. Determine that property of the state companies on which the decision on transformation to the state non-commercial society according to the Procedure approved by this resolution which is in the territories of active fighting the territories of active fighting in which the state electronic information resources function, or the territories of Ukraine which are temporarily occupied by the Russian Federation which are included in the list of the territories in which are conducted is made fighting or temporarily occupied by the Russian Federation, the development of communities and the territories approved by the Ministry for which date of completion of fighting or temporary occupation is not determined (was conducted), is considered (except obligations) on balance of the relevant companies and is transferred to the specified societies (legal successors) on the right of usufruct of state-owned property before carrying out inventory count of such property.

3. To subjects of management of objects of state-owned property:

1) when carrying out inventory count of property of the companies specified in Item 2 of this resolution, their branches, representations and other separate divisions:

provide forming of separate acts of accounting of assets, equity and obligations of such companies, their branches, representations and other separate divisions according to the financial reporting on asset types, equity and obligations by balance sheet items for the last date for which the financial reporting moved;

provide forming of separate acts of accounting of assets which are placed in the territories specified in Item 2 of this resolution and are considered on balance of the companies, their branches, representations and other separate divisions located in other territory of Ukraine;

from 1 date following after month in which date of completion of fighting or temporary occupation in the corresponding territory is determined by results of carrying out inventory count to take measures to change of the authorized capital of the state non-commercial society according to the legislation;

2) in day of decision making about transformation of the state company to the state non-commercial society it agrees to the Procedure approved by this resolution to provide submission of the copy of the specified decision to the Ministry of Economics, the environment and agricultural industry.

Approved by the Resolution of the Cabinet of Ministers of Ukraine of September 8, 2025, No. 1102

Procedure for transformation of the state company to the state non-commercial society

1. This Procedure determines the mechanism of transformation of the state commercial enterprise, state company (further - the company), except the companies which at the time of the termination of Ukroboronprom State concern were its part, and also the companies which single property complexes are transferred to the control Ukrainian Defense Industry joint-stock company which transformation is performed according to the Law of Ukraine "About features of reforming of the companies of defense industry complex of the state pattern of ownership", the state non-commercial society (further - society).

2. Societies are formed for ensuring achievement of social and other results in health sector, social and/or humanitarian spheres, act on the basis of the Charter without the profit earning purpose. Society is not entrepreneurial society which single member is the state.

3. In case of transformation of the companies having strategic importance for economy and safety of the state to society of the solution of subject of management of objects of state-owned property (further – the founder) about transformation of the company agrees with the Cabinet of Ministers of Ukraine.

4. The founder along with decision making about transformation of the company to society appoints the commission on transformation of the company (further - the commission on transformation) which performs organizational support of process of transformation of the company.

At least three members are part of the commission on transformation. The commission is headed by the chairman who will organize its work.

The commission on transformation develops the draft of the plan of transformation of the company and represents it to the founder for approval.

Commission session on transformation is competent if at it there are more than a half of her members. The decision of the commission on transformation is made by a simple majority vote the members of the commission who are present at its meeting. In case of equal distribution of voices the commission chairman's voice is decisive.

By results of commission session on transformation the protocol which is drawn up within three calendar days from the date of, of the holding its meeting following behind day is constituted, and signed by the commission chairman.

The commission on transformation has the right to involve in the work experts, auditors, consultants and other specialists with the right of advisory vote.

Accomplishment of functions of the commission on transformation can be assigned to executive body of the company without application to executive body of the requirements to quantitative structure established for such commission.

5. Carrying out inventory count of property of the company is performed according to the procedure, determined by Regulations on inventory count of property of the state companies which are privatized (are corporatized), and also property of the state companies and organizations which is leased (returns after the termination of the duration of the agreement of lease or its termination), the approved resolution of the Cabinet of Ministers of Ukraine of March 2, 1993 No. 158 (ZP of Ukraine, 1993, No. 8, Art. 162; The Official Bulletin of Ukraine, 2005, No. 37, the Art. 2292), taking into account the features determined by this Procedure.

The structure of inventory-taking group affirms the founder.

Responsibility for correctness of carrying out inventory count of property of the company in connection with its transformation to society and for reliability of its results is assigned to the chairman and members of inventory-taking group.

6. The commission on transformation on the basis of the results of inventory count of property of the company determined by inventory-taking group draws up the transfer statement and gives it to the founder for approval.

The commission on transformation bears responsibility for correctness of preparation of documents and reliability of the data containing in them.

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