of January 16, 2003 No. 435-IV
1. The civil legislation governs the personal non-property and property relations (the civil relations) based on legal equality, free declaration of will, property independence of their participants.
2. The civil legislation is not applied to the property relations based on administrative or other imperious subordination of one party to other party and also to the tax, budget relations if other is not established by the law.
1. Participants of the civil relations are physical persons and legal entities (further - persons).
2. Participants of the civil relations are: state of Ukraine, Autonomous Republic of Crimea, territorial bulks, foreign states and other subjects of the public law.
1. The general beginnings of the civil legislation are:
1) inadmissibility of any intervention in the sphere of private life of the person;
2) inadmissibility of deprivation of the property right, except the cases established by the Constitution of Ukraine and the law;
4) freedom of the business activity which is not forbidden by the law;
5) judicial protection of the civil law and interest;
6) justice, conscientiousness and rationality.
1. The basis of the civil legislation of Ukraine is constituted by the Constitution of Ukraine.
2. The main act of the civil legislation of Ukraine is the Civil code of Ukraine.
Acts of the civil legislation are also other laws of Ukraine which are adopted according to the Constitution of Ukraine and this Code (further - the law).
If the person of law of the legislative initiative provided the bill which governs the civil relations differently, than this Code to the Verkhovna Rada of Ukraine, it shall provide at the same time the bill on modification of the Civil code of Ukraine. The provided bill is considered by the Verkhovna Rada of Ukraine along with the relevant bill on modification of the Civil code of Ukraine.
Changes can be made to this Code only by the laws On modification of the Civil code of Ukraine.
3. The civil relations can be governed by acts of the President of Ukraine in the cases established by the Constitution of Ukraine.
4. Acts of the civil legislation are also resolutions of the Cabinet of Ministers of Ukraine.
If the resolution of the Cabinet of Ministers of Ukraine contradicts provisions of this Code or other law, relevant provisions of this Code or other law are applied.
5. Other public authorities of Ukraine, authorities of the Autonomous Republic of Crimea can publish the regulatory legal acts governing the civil relations only in cases and in the limits set by the Constitution of Ukraine and the law.
6. The civil relations are governed equally in all territory of Ukraine.
1. Acts of the civil legislation govern the relations which arose from the date of their introduction in force.
2. The act of the civil legislation has no retroactive effect in time, except cases when it mitigates or cancels the civil responsibility of person.
3. If the civil relations arose earlier and were regulated by the act of the civil legislation, invalid, the new act of the civil legislation is applied to the rights and obligations which arose from the moment of its introduction in force.
1. The parties have the right to sign the agreement which is not provided by acts of the civil legislation, but corresponds to the general beginnings of the civil legislation.
2. The parties have the right to settle in the agreement which is provided by acts of the civil legislation, the relations which are not settled by these acts.
3. The parties in the agreement can depart from provisions of acts of the civil legislation and settle the relations at own discretion.
The parties in the agreement cannot depart from provisions of acts of the civil legislation if in these acts it is directly specified about it and also if obligation for the parties of provisions of acts of the civil legislation follows from their content or from being of the relations between the parties.
4. Provisions of parts one, the second and third this Article are applied also to unilateral transactions.
1. The civil relations can be governed by custom, in particular business custom.
Custom is the rule of conduct which is not established by acts of the civil legislation, but being steady in certain sphere of the civil relations.
The custom can be fixed in the relevant document.
2. The custom contradicting the agreement or acts of the civil legislation in the civil relations is not applied.
1. If the civil relations are not settled by this Code, other acts of the civil legislation or the agreement, they are regulated by those precepts of law of this Code, other acts of the civil legislation which govern the civil relations (analogy of the law), similar in sense.
2. In case of impossibility to use analogy of the law for regulation of the civil relations they are regulated according to the general beginnings of the civil legislation (analogy is right).
1. Provisions of this Code are applied to settlement of the relations arising in spheres of use of natural resources and environmental protections and also to the employment and family relationships if they are not settled by other acts of the legislation.
2. By the law features of regulation of the property relations in the sphere of managing can be provided.
1. The existing international treaty governing the civil relations which consent to be bound is this the Verkhovna Rada of Ukraine is part of the national civil legal system of Ukraine.
2. If the existing international treaty of Ukraine signed in the procedure established by the law contains other rules, than those which are established by the relevant act of the civil legislation are applied rules of the corresponding international treaty of Ukraine.
1. The civil laws and obligations arise from actions of the persons provided by acts of the civil legislation, and also from actions of persons which are not provided by these acts, but for analogy generating the civil laws and obligations.
2. The bases of emergence of the civil laws and obligations, in particular, are:
1) agreements and other transactions;
2) creation literary, works of art, inventions and other results of intellectual, creative activities;
3) causing property (material) and moral harm to other person;
4) other dispositive facts.
3. The civil laws and obligations can directly arise from acts of the civil legislation.
4. In the cases established by acts of the civil legislation, the civil laws and obligations arise directly from acts of public authorities, authorities of the Autonomous Republic of Crimea or local government bodies.
5. In the cases established by acts of the civil legislation, the civil laws and obligations can arise from the judgment.
6. In the cases established by acts of the civil legislation or the agreement, approach or not approach of certain event can be the basis of emergence of the civil laws and obligations.
1. Person performs the civil laws freely, at discretion.
2. Non-realization by person of the civil laws is not the basis for their termination, except the cases established by the law.
3. Person can refuse the property right.
The disclaimer of property on vehicles, animals, immovable things is performed according to the procedure, established by acts of the civil legislation.
4. Person can transfer under the paid or non-paid agreement the property right to other person, except the cases established by the law.
5. If the law establishes consequence in law of unfair or unreasonable implementation by person of the right, it is considered that the behavior of person is fair and reasonable if other is not established by court.
1. Person performs the civil laws in the limits provided to it by the agreement or acts of the civil legislation.
2. When implementing the rights person shall refrain from actions which could, violate the rights of other persons, cause environmental damage or to cultural heritage.
3. The actions of person made with intention to do harm to other person, and also abuse of the right in other forms are not allowed.
4. When implementing the civil laws person shall observe moral principles of society.
5. Are not allowed use of the civil laws for the purpose of illegal restriction of the competition, monopoly abuse in the market, and also unfair competition.
6. In case of non-compliance by person when implementing the rights of the requirements established by parts two - the fifth this Article, the court can oblige him to stop abuse of the rights, and also to apply other consequences established by the law.
1. Civil duties are fulfilled in the limits set by the agreement or the act of the civil legislation.
2. Person cannot be forced to actions which making is not obligatory for it.
3. Execution of civil obligations is provided with the stimuluses and responsibility established by the agreement or the act of the civil legislation.
4. Person can be exempted from civil obligation or its execution in the cases established by the agreement or acts of the civil legislation.
1. Each person has right of defense of the civil law in case of its violation, non-recognition or contest.
2. Each person has right of defense of the interest which is not contradicting the general beginnings of the civil legislation.
1. Each person has the right to take a legal action behind protection of the personal non-property or property right and interest.
2. Can be methods of protection of the civil laws and interests:
1) recognition of the right;
2) recognition of the transaction invalid;
3) suppression of the action violating the right;
4) recovery of the provision existing before violation;
5) forced discharge of duty in nature;
6) legal relationship change;
7) legal relationship termination;
8) indemnification and different ways of compensation of property harm;
9) compensation of moral (non-property) harm;
10) recognition illegal decisions, actions or failure to act of public authority, authority of the Autonomous Republic of Crimea or local government body, their official and officials.
The court can protect the civil law or interest the different way established by the agreement or the law or court in the cases determined by the law.
3. The court can refuse protection of the civil law and interest of person in case of violation of provisions of parts two by it - the fifth article 13 of this Code.
1. The president of Ukraine performs protection of the civil laws and interests within the powers determined by the Constitution of Ukraine.
2. In the cases established by the Constitution of Ukraine and the law, person has the right to address for protection of the civil law and interest in public authority, authority of the Autonomous Republic of Crimea or local government body.
3. The public authority, authority of the Autonomous Republic of Crimea or local government body perform protection of the civil laws and interests in limits, on the bases and method established by the Constitution of Ukraine and the law.
The decision made by the specified bodies for protection of the civil laws and interests is not obstacle for the request for their protection in court.
1. The notary performs protection of the civil laws by making of executive text on the debt document in cases and according to the procedure, established by the law.
1. Person has the right to self-defense of the civil law and the right of other person from violations and illegal encroachments.
Self-defense is application-faced the means of counteraction which are not forbidden by the law and not contradicting moral principles of society.
2. Methods of self-defense shall correspond to content of the violated right, nature of actions by which it is broken, and also to the consequences caused by this violation.
Methods of self-defense can be chosen face or be established by the agreement or acts of the civil legislation.
1. The right of defense performs person at discretion.
2. Non-realization by person of right of defense is not the basis for the termination of the violated civil law, except the cases established by the law.
1. The court recognizes illegal and cancels the legal act of individual action published by public authority, authority of the Autonomous Republic of Crimea or local government body if it contradicts acts of the civil legislation and violates the civil laws or the interests.
2. The court recognizes illegal and cancels the regulatory legal act of public authority, authority of the Autonomous Republic of Crimea or local government body if it contradicts acts of the civil legislation and violates the civil laws or the interests.
1. Person to whom losses as a result of violation of its civil law are caused has the right to their compensation.
2. Losses are:
1) losses which person suffered in connection with destruction or damage of thing, and also expenses which person made or shall make for recovery of the violated right (real losses);
2) the income which person could receive really under regular circumstances if its right was not violated (lost profit).
3. Damages are paid in full if the agreement or the law do not provide compensation in smaller or bigger size.
If person which violated the right received with respect thereto the income, then the size of lost profit which shall be compensated to person whose right is violated there cannot be less income, gained by person which violated the right.
4. Upon the demand of person to whom harm is done and according to the facts of the case property harm can be compensated and in a different way, in particular, damage caused to property can be compensated in nature (transfer of thing of the same sort and the same quality, correction of the damaged thing, etc.) if other is not established by the law.
1. Person has the right to compensation of the moral harm done as a result of violation of its rights.
2. Moral harm consists:
1) in physical pain and sufferings which the physical person underwent in connection with mutilation or other damage of health;
2) in sincere sufferings which the physical person underwent in connection with delinquent behavior concerning him, members of his family or close relatives;
3) in sincere sufferings which the physical person underwent in connection with destruction or damage of its property;
4) in humiliation of honor and advantage of physical person, and also goodwill of physical person or legal entity.
3. If other is not established by the law, moral harm is compensated by money, other property or in a different way.
The amount of cash compensation of moral harm is determined by court depending on nature of offense, depth of physical and sincere sufferings, deterioration in capabilities of the victim or deprivation of its possibility of their realization, degree of fault of person which did moral harm if the fault is the basis for compensation, and also taking into account other circumstances having essential value. In case of determination of the amount of compensation requirements of rationality and justice are considered.
4. Moral harm is compensated irrespective of the property harm which is subject to compensation and is not connected with the amount of this compensation.
5. Moral harm is compensated once if other is not established by the agreement or the law.
1. The person as the participant of the civil relations is considered the physical person.
1. Capability have the civil laws and obligations (civil legal capacity) have all physical persons.
2. Civil legal capacity of physical person arises at the time of its birth.
In the cases established by the law interests of the child conceived, but not been born yet are protected.
3. In the cases established by the law capability to have the separate civil laws and obligations can contact achievement of the corresponding age by physical person.
4. Civil legal capacity of physical person stops at the time of his death.
1. All physical persons are equal in capability to have the civil laws and obligations.
2. The physical person has all personal non-property rights established by the Constitution of Ukraine and this Code.
3. The physical person is capable to have all property rights established by this Code, other law.
4. The physical person is capable to have other civil laws which are not established by the Constitution of Ukraine, this Code, other law if they do not contradict the law and moral principles of society.
5. The physical person is capable to have obligations as the participant of the civil relations.
1. The transaction limiting possibility of physical person to have the civil laws and obligations which are not forbidden by the law is insignificant.
2. The legal act of the President of Ukraine, public authority, authority of the Autonomous Republic of Crimea, local government body, their official and officials cannot limit possibility of physical person to have the civil laws and obligations which are not forbidden by the law, except cases when such restriction is provided by the Constitution of Ukraine.
1. The physical person acquires the rights and obligations and performs them under the name.
The name of the physical person who is the citizen of Ukraine consists of surname, own name and middle name if other does not follow from the law or custom of ethnic minority to which it belongs.
2. When implementing the separate civil laws the physical person according to the law can use pseudonym (fictitious name) or be effective without specifying of name.
3. To physical person it is named according to the law.
1. The residence of physical person is housing in which it lives constantly or temporarily.
2. The physical person which reached fourteen years freely chooses to itself the residence, except for the restrictions set by the law.
3. The residence of physical person aged from ten up to fourteen years is the residence of his parents (adoptive parents) or one of them with whom it lives, the guardian or the location of educational institution or healthcare institution, etc. in which it lives if other residence is not established under the agreement between the child and parents (adoptive parents, the guardian) or the organization performing concerning it functions of the guardian.
In case of dispute the residence of physical person aged from ten up to fourteen years is determined by guardianship and custody body or court.
4. The residence of the physical person which did not reach ten years is the residence of his parents (adoptive parents) or one of them with whom it lives, the guardian or the location of educational institution or healthcare institution in which it lives.
5. The residence of incapacitated person is the residence of his guardian or the location of the relevant organization performing concerning it functions of the guardian.
6. The physical person can have several residences.
1. The physical person which understands value of the actions and can direct them has civil capacity to act.
Civil capacity to act of physical person is its capability the actions to acquire for itself the civil laws and independently to perform them, and also capability the actions to create for itself civil obligations, independently to perform them and to bear responsibility in case of their non-execution.
2. The amount of civil capacity to act of physical person is established by this Code and can be limited only in cases and according to the procedure, established by the law.
1. The physical person which did not reach fourteen years (juvenile person) has the right:
1) independently to make small household transactions.
The transaction is considered small household if it satisfies household needs of person, corresponds to its physical, spiritual or social development and concerns the subject having low cost;
2) to perform the personal non-property rights to the results of intellectual, creative activities protected by the law.
2. Juvenile person does not bear responsibility for the harm done to them.
1. Except transactions, stipulated in Article 31 of this Code, physical person aged from fourteen up to eighteen years (minor) has the right:
1) independently to dispose of the earnings, grant or other income;
2) independently to perform the rights to the results of intellectual, creative activities protected by the law;
3) to be member (founder) of legal entities if it is not forbidden by the law or constituent documents of the legal entity;
4) independently to sign bank deposit agreement (accounts) and to dispose of the contribution made by it on the name (money on the account);
5) independently to sign the agreement on receipt of electronic confidential services;
2. The minor makes other transactions with the consent of parents (adoptive parents) or custodians.
On making by the minor of the transaction on vehicles or real estate there shall be written notarially certified consent of parents (adoptive parents) or the custodian and permission of guardianship and custody body.
3. The minor can dispose of the money deposited fully or partially by other persons in financial institution on his name with the consent of guardianship and custody body and parents (adoptive parents) or the custodian.
4. Consent to making by the minor of the transaction shall be received from parents (adoptive parents) or the custodian and guardianship and custody body according to the law.
5. In the presence of good causes the court according to the statement of parents (adoptive parents), the custodian, guardianship and custody body can limit the right of the minor to dispose independently of the earnings, grant or other income or to deprive of it this right.
The court cancels the decision on restriction or deprivation of this right if circumstances which were the basis for its acceptance disappeared.
6. The procedure for restriction of civil capacity to act of the minor is established by the Code of civil procedure of Ukraine.
1. The minor personally bears responsibility for violation of the agreement signed by it independently according to the law.
2. The minor personally bears responsibility for violation of the agreement signed with the consent of parents (adoptive parents), the custodian. If the minor has not enough property for indemnification, the accessorial liability is born by his parents (adoptive parents) or the custodian.
3. The minor bears responsibility for the harm done to them to other person according to article 1179 of this Code.
1. The physical person which reached eighteen years (age of majority) has full civil legal capacity.
2. In case of registration of scrap of the physical person which did not reach age of majority it acquires full civil legal capacity from the moment of scrap registration.
In case of the termination of scrap before achievement of age of majority by physical person the full civil legal capacity acquired by it remains.
In case of scrap recognition invalid on the bases which are not connected with delinquent behavior of the minor, the full civil legal capacity acquired by it remains.
1. Full civil legal capacity can be provided to the physical person which reached sixteen years and working according to the employment contract, and also the minor who is written down by mother or the child's father.
2. Provision of full civil legal capacity is made according to the decision of guardianship and custody body according to the statement of the interested person from written consent of parents (adoptive parents) or the custodian, and in the absence of such consent full civil legal capacity can be provided by a court decision.
3. Full civil legal capacity can be provided to the physical person which reached sixteen years and the person interested to be engaged in business activity.
In the presence of the written consent to it of parents (adoptive parents), the custodian or guardianship and custody body such person can be registered as the entrepreneur. In this case the physical person acquires full civil legal capacity from the moment of state registration it as the entrepreneur.
4. The full civil legal capacity provided to physical person extends to all civil laws and obligations.
5. In case of the termination of the employment contract, the termination of business activity by physical person the full civil legal capacity provided to it remains.
1. The court can limit civil capacity to act of physical person if it suffers from mental disturbance which significantly influences its capability to understand value of the actions and (or) to direct them.
2. The court can limit civil capacity to act of physical person if it abuses alcoholic drinks, drugs, toxic substances, gamblings , etc. and that puts itself or the family, and also other persons whom it under the law shall contain, in difficult financial position.
3. The procedure for restriction of civil capacity to act of physical person is established by the Code of civil procedure of Ukraine.
4. Civil capacity to act of physical person is limited from the moment of the introduction in legal force of the judgment about it.
1. Over physical person which civil capacity to act is limited guardianship is established.
2. The physical person which civil capacity to act is limited can make only small household transactions independently.
3. Transactions on the order and other transactions which are going beyond small household are commited by person by property which civil capacity to act is limited, with the consent of the custodian.
The refusal of the custodian to agree to transactions, the going beyond small household, can be appealed by person whose civil capacity to act is limited, in guardianship and custody body or court.
4. Receipt of earnings, pension, grant, other income of person which civil capacity to act is limited and the order are performed by them the custodian. The custodian can permit in writing physical person which civil capacity to act is limited, to independently receive earnings, pension, grant, other income and to dispose of them.
5. Person whose civil capacity to act is limited independently bears responsibility for violation it the agreement signed with the consent of the custodian and for the harm done to them to other person.
1. In case of recovery of physical person which civil capacity to act was limited or such improvement of its mental condition which recovered in full its capability to understand value of the actions and (or) to direct them, the court recovers his civil capacity to act.
2. In case of the termination by physical person of abuse of alcoholic drinks, drugs, toxic substances, gamblings , etc. the court recovers his civil capacity to act.
3. The guardianship established over physical person stops based on the judgment about recovery of civil capacity to act.
4. The procedure for recovery of civil capacity to act of physical person which civil capacity to act was limited is established by the Code of civil procedure of Ukraine.
1. The physical person can be acknowledged as court incapacitated if it owing to chronic, permanent mental disturbance is not capable to understand value of the actions and (or) to direct them.
2. The procedure for recognition of physical person incapacitated is established by the Code of civil procedure of Ukraine.
3. If the court refuses allowance of the application about recognition of person to incapacitated and will be determined that the requirement was declared from bad faith without sufficient for this basis, the physical person to which such actions did moral harm has the right to demand from the applicant of its compensation.
1. The physical person is recognized incapacitated from the moment of the introduction in legal force of the judgment about it.
2. If recognition invalid scrap, the agreement or other transaction depends on time of emergence of incapacity, the court taking into account the conclusion of forensic-psychiatric examination and other proofs about mental can determine conditions of person in the decision day from which it is recognized incapacitated.
1. Over incapacitated physical person guardianship is established.
2. The incapacitated physical person has no right to make any transaction.
3. Transactions on behalf of incapacitated physical person and in its interests the guardian makes it.
4. Responsibility for the harm done by incapacitated physical person the guardian carries him (Article 1184 of this Code).
1. According to the statement of the guardian or guardianship and custody body the court recovers civil capacity to act of the physical person recognized incapacitated and stops guardianship if it is determined that owing to recovery or considerable improvement of its mental condition it recovered capability to understand value of the actions and to direct them.
2. The procedure for recovery of civil capacity to act of the physical person recognized as incapacitated is established by the Code of civil procedure of Ukraine.
1. The physical person can be unknown the court which is absent if within one year in the place of his permanent residence there are no data on the place of its stay.
2. In case of impossibility to establish day of receipt of the last data on the place of stay of person the beginning of its unknown absence the first, following in what such data were received is considered, and in case of impossibility to establish this month - the first of January of the next year.
3. Procedure for recognition of physical person it is unknown absent it is established by the Code of civil procedure of Ukraine.
1. Based on the judgment about recognition of physical person it is unknown absent the notary in the last place of its accommodation describes the property belonging to it and establishes over it guardianship.
2. According to the statement of the interested person or guardianship and custody body over property of person, missing person in case of special circumstances, guardianship can be established by the notary before adoption by court of the decision on its recognition is unknown absent.
3. The guardian over property of physical person, acknowledged it is unknown absent, or person, the missing person in case of special circumstances, accepts execution of civil obligations in its advantage, pays off debts at the expense of its property, manages this property in its interests.
4. According to the statement of the interested person the guardian over property of physical person, acknowledged it is unknown absent, or person, the missing person in case of special circumstances, provides content to persons whom they under the law shall contain at the expense of this property.
5. Guardianship over property stops in case of cancellation of the judgment about recognition of physical person is unknown absent, and also in case of person, the missing person in case of special circumstances.
1. If the physical person, acknowledged is unknown absent, was or if data on the place of its stay are received, court in the place of its stay or court which decided the decision on recognition of this person is unknown absent, according to the statement of this person or other interested person cancels the decision on recognition of physical person is unknown absent.
1. The physical person can be announced by the court which died if in the place of his permanent residence there are no data on the place of its stay within three years and if it was missing under the circumstances threatening to it with death or giving the grounds to assume his death from certain accident, - within six months, and in case of opportunity to consider physical person died from certain accident or other circumstances owing to emergency situations of technogenic and natural nature - within one month after completion of work of the special commission formed owing to emergency situations of technogenic and natural nature.
2. The physical person, missing in connection with military operations, armed conflict, can be announced by the court which died after two years from the date of the end of military operations. Taking into account the specific facts of the case the court can declare physical person the dead and before the expiration of this term, but not earlier than the expiration of six months.
3. The physical person appears died from the date of the introduction in legal force of the judgment about it. The physical person, missing under the circumstances threatening to it with death or giving the grounds to assume his death from certain accident or in connection with military operations can be announced by the dead from the date of his reliable death.
4. The procedure for the announcement of physical person the dead is established by the Code of civil procedure of Ukraine.
1. Consequence in law of the announcement of physical person are equated by the dead to consequence in law which come in case of death.
2. Heirs of the physical person announced by the dead have no right to alienate the real estate which passed to them in connection with opening of inheritance within five years.
The notary who granted to the heir the certificate on the right to inheritance on real estate imposes on it alienation prohibition.
1. If the physical person announced by the dead was or if data on the place of its stay, court in the place of stay of this person or court which decided the decision on the announcement his dead are received, according to the statement of this person or other interested person cancels the judgment about the announcement of physical person by the dead.
2. Irrespective of time of the appearance the physical person announced by the dead has the right to demand from the face, owning its property, return of this property if it remained and gratuitously passed to it after the announcement of physical person with the dead, except for the property acquired on acquisitive prescription and also money and bearer securities.
3. Person to whom the property passed under the paid agreement shall return it if it is determined that at the time of acquisition of this property it knew that the physical person announced by the dead is live.
In case of impossibility to return property in nature to person declared the dead the cost of this property is compensated.
4. If the property of physical person who was declared the dead and was, carried over the state, the Autonomous Republic of Crimea or territorial bulk and was realized by them, to this person the amount received from realization of this property returns.
1. Concerning physical person which is incapable to fulfill the property obligations and to pay off debts, proceeedings about insolvency can be open and the procedure of debt restructuring of the debtor is entered or such person can be declared bankrupt in the case of insolvency using procedure of satisfaction of requirements of creditors for the rules provided by the Code of Ukraine on insolvency proceedings.
1. Acts of civil status are events and actions which are inseparably linked with physical person and begin, change, supplement or stop its opportunity to be subject of the civil laws and obligations.
2. Acts of civil status are the birth of physical person, establishment of its origin, nationality acquisition, getting out of nationality and its loss, achievement of the corresponding age, provision of full civil legal capacity, restriction of civil capacity to act, recognition of person incapacitated, marriage, annulment of marriage, adoption, deprivation and recovery of the parent rights, change of name, disability, death, etc.
3. The birth of physical person and its origin, nationality, scrap, annulment of marriage in the cases provided by the law, change of name, death are subject to state registration.
4. Civil registration is made according to the law.
The birth of physical person and its origin, adoption, deprivation and recovery of the parent rights, marriage, annulment of marriage, change of name, death are subject to obligatory entering into the State register of acts of civil status of citizens in judicial authorities according to the procedure, determined by the Cabinet of Ministers of Ukraine.
1. The right to implementation of the business activity which is not forbidden by the law has physical person with full civil legal capacity.
Restrictions of the right of physical person for implementation of business activity are set by the Constitution of Ukraine and the law.
2. The physical person performs the right to business activity on condition of its state registration according to the procedure, established by the law.
Information on state registration of physical persons entrepreneurs is open.
3. If person began business activity without state registration, having signed the relevant contracts, it has no right to challenge these agreements on the ground that it is not entrepreneur.
It is excluded according to the Law of Ukraine of 13.05.2014 No. 1258-VII.
1. The regulatory legal acts regulating business activity of legal entities are applied to business activity of physical persons if other is not established by the law or does not follow from being of the relations.
1. The physical person - the entrepreneur answers for the obligations connected with business activity, all the property except property on which according to the law collection cannot be turned.
2. The physical person - the entrepreneur, married, answers for the obligations connected with business activity, all the personal property and share in the right of common joint property of spouses which will belong to him in case of the Section of this property.
1. The physical person which is not able to meet the requirements of creditors connected with implementation of business activity by it can be declared bankrupt according to the procedure, established by the law.
1. If the physical person - the entrepreneur is acknowledged unknown absent, incapacitated or his civil capacity to act is limited or if minor or juvenile person became the owner of property which was used in business activity, the guardianship and custody body can appoint the managing director of this property.
The guardianship and custody body signs with this property managing the agreement on management.
2. When implementing powers on property management the managing director acts on its own behalf for the benefit of person who is the owner of property.
3. In the agreement on property management the rights and the managing director's obligations are established.
The guardianship and custody body exercises control of activities of the managing director of property according to rules about control of activities of the guardian and the custodian.
4. The agreement on property management stops if circumstances based on which it was signed disappeared.
1. Guardianship and custody are established for the purpose of ensuring personal non-property and property rights and interests of juveniles, minors, and also full age persons which for health reasons cannot independently perform the rights and fulfill duties.
1. Agencies of guardianship and cares district, district public administrations, executive bodies in the cities of Kiev and Sevastopol city, district in the cities, village, settlement councils.
2. The rights and obligations of bodies to which implementation of guardianship and care is assigned concerning providing the rights and interests of the physical persons needing guardianship and care are established by the law and other regulatory legal acts"
1. Person who knew of the physical person needing guardianship or custody shall report about it to guardianship and custody body immediately.
1. Guardianship is established over the juvenile persons deprived of parent care are orphans, and physical persons, acknowledged incapacitated.
1. Guardianship is established over the minors deprived of parent care are orphans or, and physical persons which civil capacity to act is limited.
1. The court establishes guardianship over physical person in case of recognition by its incapacitated and appoints the guardian on representation of guardianship and custody body.
2. The court establishes guardianship over physical person in case of restriction of his civil capacity to act and appoints the guardian on representation of guardianship and custody body.
3. The court establishes guardianship over juvenile person if when considering the case it is determined that it is deprived of parent care, and appoints the guardian on representation of guardianship and custody body.
4. The court establishes guardianship over the minor if when considering the case it is determined that it is deprived of parent care, and appoints the guardian on representation of guardianship and custody body.
1. The guardianship and custody body establishes guardianship over juvenile person and guardianship over the minor, except the cases established by parts one and the second article 60 of this Code.
1. Guardianship or custody are established at the place of residence of the physical person needing guardianship or guardianship or at the place of residence of the guardian or custodian.
1. The guardian or the custodian are appointed by guardianship and custody body, except cases, stipulated in Clause the 60th of this Code.
2. Only the physical person with full civil legal capacity can be the guardian or the custodian.
3. The physical person can be appointed by the guardian or the custodian only according to its written application.
4. The guardian or the custodian are appointed mainly from the faces consisting in the family, related relations with the ward taking into account the personal relations between them, possibility of person to fulfill duties of the guardian or custodian.
In case of appointment of a guardian for juvenile person and in case of appointment of the custodian for the minor desire of the ward is considered.
5. To physical person one or several guardians or custodians can be appointed.
1. The physical person cannot be the guardian or the custodian:
1) deprived of the parent rights if these rights were not recovered;
2) behavior and which interests contradict interests of the physical person needing guardianship or custody.
1. Before establishment of guardianship or custody and appointment of a guardian or the custodian guardianship or custody over physical person is performed by relevant organ of guardianship and custody.
1. If over the physical person which is in educational institution, healthcare institution or organization of social protection of the population guardianship or guardianship is not established or the guardian or the custodian is not appointed, guardianship or custody over it is performed by this organization.
1. The guardian shall care for the ward, for creation to him necessary living conditions, providing it with leaving and treatment.
The guardian of juvenile person shall care for his education, training and development.
2. The guardian has the right to demand return of the ward from persons holding it without legal cause.
3. The guardian makes transactions from name and for the benefit of the ward.
4. The guardian shall take measures for protection of the civil laws and interests of the ward.
1. The guardian, his wife, the husband and close relatives (parents, children, brothers, sisters) cannot sign with the ward contracts, except cession of property to the ward in property according to the gift agreement or in free use according to the loan agreement.
2. The guardian cannot perform donation on behalf of the ward, and also undertake from his name the guarantee.
1. The custodian over the minor shall care for creation for it necessary living conditions, for his education, training and development.
The custodian over physical person which civil capacity to act is limited shall care for its treatment, creation of necessary living conditions.
2. The custodian agrees to making by the ward of transactions according to statyam of the 32 and 37 of this Code.
3. The custodian shall take measures for protection of the civil laws and interests of the ward.
1. The custodian cannot agree to the conclusion of contracts between the ward and the wife (the husband) or the close relatives, except cession of property to the ward in property according to the gift agreement or in free use based on the loan agreement.
1. The guardian has no right without the permission of guardianship and custody body:
1) to refuse the rights to property of the ward, including the corporeal rights to real estate which are subject to state registration;
2) to issue commitment letters on behalf of the ward;
3) to make transactions on:
object of the residential real estate and/or the parcel of land on which such object is placed the owner or the user of which is the ward;
alienation (including by exchange or introduction (transfer) to the authorized (constituted) capital (share fund) of the legal entity or as admission, membership and/or target fee of the member of cooperative), separations, allocations of real estate, object of construction in progress, future real estate object, other valuable property, in particular vehicles which owner is the ward.
2. The custodian has the right to agree to transactions, provided by part one of this Article, only with the permission of guardianship and custody body.
1. The guardian shall care for preserving and use of property of the ward in its interests.
2. If juvenile person can independently determine the requirements and interests, the guardian, exercising control of its property, shall consider his desires.
3. The guardian independently performs the expenses necessary for requirements satisfaction of the ward, by pension, the alimony, compensation of damage in connection with loss of the supporter, the help on the ward of the child and other social payments appointed to the child's ward according to the laws of Ukraine, the income from property of the ward and so forth.
4. If the ward is owner of real estate or property which requires permanent management, the guardian can manage with the permission of guardianship and custody body this property or transfer it under the agreement to the control to other person.
1. The bases of emergence of the right to fee of the guardian and the custodian, its size and payment procedure are established by the Cabinet of Ministers of Ukraine.
1. If person over whom guardianship or guardianship is established has property which is in other area, guardianship over this property is established by guardianship and custody body on the location of property.
Guardianship over property is established also in other cases established by the law.
1. The court if it appointed the guardian of either the custodian, or guardianship and custody body according to the statement of person exempts it from powers of the guardian or custodian. This application is considered by court or guardianship and custody body within one month.
Person performs powers of the guardian or the custodian before decision about release it from powers of the guardian or custodian or before the expiration of monthly term from the date of filing of application if it was not considered during this term.
2. The court if it appointed the custodian, or guardianship and custody body can exempt the custodian from its powers according to the statement of person over which guardianship is established.
3. According to the statement of guardianship and custody body the court can exempt person from powers of the guardian or custodian in case of non-execution of the obligations by it, violations of the rights of the ward, and also in case of the placement of the ward to educational institution, healthcare institution or organization of social protection.
1. Guardianship stops in case of transfer of juvenile person to parents (adoptive parents).
2. Guardianship stops in case of achievement of fourteen years by the ward. In this case person performing obligations of the guardian becomes custodian without special decision on it.
3. Guardianship stops in case of recovery of civil capacity to act of physical person which was acknowledged incapacitated.
1. Guardianship stops in case of:
1) achievement of age of majority by physical person;
2) registration of scrap of the minor;
3) provision to the minor of full civil legal capacity;
4) recovery of civil capacity to act of physical person which civil capacity to act was limited.
1. The capable physical person which for health reasons cannot independently perform the rights and fulfill duties, has the right to elect to itself the assistant.
The capable physical person can be the assistant.
According to the statement of person needing the help, the name of his assistant is registered guardianship and custody body that is confirmed by the relevant document.
2. The assistant has the right to pension, the alimony, the salary, post correspondence belonging to the physical person needing the help.
3. The assistant has the right to make small household transactions for the benefit of person needing the help according to the powers conferred to it.
4. The assistant represents person in public authorities, authorities of the Autonomous Republic of Crimea, local government bodies and the organizations which activities are connected with servicing of the population.
The assistant can represent physical person in court only based on the separate power of attorney.
5. Services of the assistant are paid if other is not determined by agreement of the parties.
6. The assistant can be recalled by person needing the help at any time. In this case powers of the assistant stop.
1. Actions of the guardian can be appealed by the interested person, including relatives of the ward, in guardianship and custody body or in court.
2. The decision of guardianship and custody body can be appealed in relevant organ to which the guardianship and custody body, or in court is subordinated.
1. Legal entity is the organization created and registered in the procedure established by the law.
The legal entity is allocated with civil legal capacity and capacity to act, can be the claimant and the defendant in court.
1. The legal entity can be created by consolidation of persons and (or) property.
2. Legal entities, depending on procedure for their creation, share on legal entities of private law and legal entities of the public law.
The legal entity of private law is created based on constituent documents according to article 87 of this Code. The legal entity of private law can be created and act on the basis of the model charter according to the procedure, determined by the law.
The legal entity of the public law is created by the administrative act of the President of Ukraine, public authority, authority of the Autonomous Republic of Crimea or local government body.
3. This Code establishes procedure for creation, legal forms, legal status of legal entities of private law.
The procedure for education and legal status of legal entities of the public law are established by the Constitution of Ukraine and the law.
4. The legal entity can be created by forced separation (allocation) in the cases established by the law.
1. Provisions of this Code extend to legal entities of the public law in the civil relations if other is not established by the law.
1. Legal entities can be created in the form of societies, organizations and in other forms established by the law.
2. Society is the organization created by consolidation of persons (participants) having the right of participation in this society. Society can be created by one person if other is not established by the law.
Societies share on entrepreneurial and not entrepreneurial.
3. Organization is the organization created by one or several persons (founders) who do not take part in management of it by consolidation (allocation) of their property for goal achievement, determined by founders, at the expense of this property.
Features of legal status of separate types of organizations are established by the law.
4. Provisions of this Chapter are applied to all societies and organizations if other rules for separate types of societies or organizations are not established by the law.
1. The societies performing business activity for the purpose of profit earning and its subsequent distribution between participants (entrepreneurial societies) can be created only as economic societies (complete society, limited society, society with the limited or accessorial liability, joint-stock company) or production cooperatives or agricultural cooperatives, agricultural cooperative associations which are effective for the purpose of profit earning.
1. Not entrepreneurial societies are the societies which are not aiming at profit earning for its subsequent distribution between participants.
2. Features of legal status of separate types of not entrepreneurial societies are established by the law.
1. Not entrepreneurial societies (agricultural cooperatives and agricultural cooperative associations which are effective without the profit earning purpose other cooperatives, except production, associations of citizens) and organizations can perform business activity along with the main activities if other is not established by the law and if these activities answer the purpose for which they were created, and promotes its achievement.
1. His participants (founders) develop constituent documents which are stated in writing for creation of the legal entity and are signed by all participants (founders) if the law does not establish other procedure for their approval.
The legal entity of private law can be created and perform activities based on the model charter approved by the Cabinet of Ministers of Ukraine, and in the cases provided by the law - the National Bank of Ukraine that after its acceptance by participants becomes the constituent document.
Founders (participants) of the legal entity formed based on the model charter can approve the charter which is the constituent document in the procedure established by the law and to perform activities on its basis.
2. The constituent document of society is the charter approved by participants or the foundation agreement between participants if other is not established by the law.
The society created by one person acts on the basis of the Charter, approved as this person.
3. The organization is created based on the individual or joint constituent act which is drawn up by the founder (founders). The constituent act can contain as well in the will. Before creation of organization the constituent act which is drawn up by one or several persons can be cancelled by the founder (founders).
4. The legal entity is considered created from the date of its state registration.
1. In the charter of society the name of the legal entity, governing bodies of society, their competence, procedure for adoption of decisions by them, procedure for the accession to society and exit from it are specified if additional requirements on contents of the charter are not established by this Code or other law.
2. In the foundation agreement of society obligations of participants to create society, procedure for their joint activities for its creation, conditions of transfer of property of participants to society are determined if additional requirements on contents of the foundation agreement are not established by this Code or other law.
3. In the constituent act of organization its purpose is specified, are determined property which is transferred to organization, necessary for achievement of this purpose, management structure by organization. If in the constituent act which contains in the will are absent separate of the provisions stated above, they are established by the body performing state registration.
1. The legal entity is subject to state registration according to the procedure, established by the law. Data of state registration join in the unified state register open for general acquaintance.
2. The bases for refusal in carrying out state registration of the legal entity are established by the law. The refusal in carrying out state registration of the legal entity on other bases, than established by the law, is not allowed.
3. Refusal in state registration, and also delay with its carrying out can be appealed in court.
4. Data on form of business of the legal entity, its name, the location, governing bodies, branches and representations, the purposes of organization, and also other data established by the law are entered in the unified state register.
5. Changes to constituent documents of the legal entity which concern the data included in the unified state register become effective for the third parties from the date of their state registration. Legal entities and their participants have no right to refer to lack of state registration of such changes in the relations with the third parties acting taking into account these changes.
1. The legal entity shall have the name which contains information on its form of business and the name.
The name of organization shall contain information on nature of its activities.
The legal entity can have the abbreviated name except full name.
2. The legal entity who is entrepreneurial society can have the commercial (corporate) name.
The commercial (corporate) name of the legal entity can be registered according to the procedure, established by the law.
3. The name of the legal entity is specified in its constituent documents and is entered in the unified state register.
4. It is excluded according to the Law of Ukraine of 26.11.2015 No. 835-VIII.
5. The legal entity has no right to use the name of other legal entity.
1. The legal entity is capable to have the same civil laws and obligations (civil legal capacity), as well as physical person, except those which by the nature can belong only to the person.
2. Civil legal capacity of the legal entity can be limited only by a court decision.
3. The legal entity can perform separate types of activity which list is established by the law, after receipt of special permission (license) by it.
4. Civil legal capacity of the legal entity arises from the moment of its creation and stops from the date of entering into the unified state register of record about its termination.
1. The legal entity acquires the civil laws and obligations and performs them through the bodies operating according to constituent documents and the law.
The procedure for creation of bodies of the legal entity is established by constituent documents and the law.
2. In the cases established by the law, the legal entity can acquire the civil laws and obligations and to perform them through the participants.
3. The body or person who according to constituent documents of the legal entity or the law acts from his name and also which is member of collegiate executive body of the legal entity from the moment of its assumption of office acquires obligations concerning such legal entity, in particular shall be effective only for the benefit of the legal entity, honesty and reasonably, within the powers conferred by the charter of the legal entity and the legislation, and method which, on his fair belief, will promote goal achievement of activities of the legal entity, including avoiding conflict of interest. Members of the supervisory board or the board of directors of the legal entity have the same obligations concerning the corresponding legal entity and shall act for the benefit of this legal entity and all its owners (shareholders, participants).
In the relations with the third parties restriction of powers on representation of the legal entity has no legal force, except cases if the legal entity proves what the third party knew or on all circumstances could not but know about such restrictions.
4. If members of body of the legal entity and other persons who according to the law or constituent documents act on behalf of the legal entity break the obligations about representation, they bear joint liability for the losses caused by them to the legal entity.
1. The location of the legal entity is the actual place of conducting activities or arrangement of office from which daily management of activities of the legal entity is carried out (mainly there is management) and implementation of management and accounting.
1. The legal entity has the right to immunity of its goodwill, to the secrecy of correspondence, to information and other personal non-property rights which can belong to it.
The personal non-property rights of the legal entity are protected according to Chapter 3 of this Code.
2. Protection of the personal non-property rights of the legal entity in connection with obviously untrue report or the forced message of unreliable information concerning his representative (official or office) persons about the possible facts of the corruption or connected with corruption offenses, other violations of the law of Ukraine "About prevention of corruption" according to the procedure, provided by this Law, is performed in the same amount, as the personal non-property rights of physical persons.
1. Branch is the separate division of the legal entity located out of its location and performing everything or part of its functions.
2. Representation is the separate division of the legal entity located out of its location and performing representation and protection of interests of the legal entity.
3. Branches and representations are not legal entities. They are allocated with property of the legal entity who created them, and act on the basis of the provision approved by it.
By the law requirements to creation in Ukraine of branch of the foreign legal entity can be established.
4. Heads of branches and representations are appointed the legal entity and act on the basis of the power of attorney issued to them.
5. Data on branches and representations of the legal entity join in the unified state register.
1. The legal entity independently answers for the obligations.
2. The legal entity answers for the obligations all property belonging to it.
3. The member (founder) of the legal entity does not answer for obligations the legal entity, and the legal entity does not answer for obligations his participant (founder), except the cases established by constituent documents and the law.
4. Persons creating the legal entity bear joint liability according to the obligations which arose before its state registration.
The legal entity answers for the obligations his participants (founders) connected with its creation only in case of the subsequent approval of their actions of the legal entity by relevant organ.
1. The rights of participants legal entities (corporate laws) are set of the competences belonging to person as the member (the founder, the shareholder, the unitholder) of the legal entity according to the law and the charter of society.
2. Corporate rights are acquired by person from the moment of acquisition of property right to share (the share, share or other object of the civil laws that confirms participation of person in the legal entity) in the authorized capital of the legal entity.
3. Members (founders, shareholders, unitholders) of the legal entity have the right according to the procedure, established by the constituent document and the law:
1) to participate in the management of the legal entity according to the procedure determined by the constituent document except the cases established by the law;
2) to take part in profit distribution of the legal entity and to receive its part (dividends) if such legal entity aims at profit earning;
3) in the cases provided by the law and the constituent document to leave the legal entity;
4) to perform alienation of shares in the authorized (share) capital of society, securities, shares and other objects of the civil laws which certify participation in the legal entity, according to the procedure, established by the law;
5) to obtain information on activities of the legal entity according to the procedure, established by the constituent document;
6) to receive part of property of the legal entity in case of its liquidation according to the procedure and in the cases provided by the law, the constituent document (the right to liquidating quota).
4. Members of legal entities can also have other rights established by the charter and the law.
5. Restrictions on ownership of corporate laws can be set by the law for certain persons. By the law conditions and/or restrictions on realization of separate corporate laws by certain persons can be set.
6. The corporate relations are the relations between members (founders, shareholders, unitholders) of legal entities including arising between them before state registration of the legal entity, and also the relation between the legal entity and his participants (founders, shareholders, unitholders) concerning origin, implementation, change and the termination of corporate laws.
1. Control of society is exercised by its bodies.
2. Governing bodies of society are general meeting of his participants and executive body if other is not established by the law.
3. In structure of governing bodies of society persons found by a court decision guilty of the caused losses to partnership by the actions (failure to act) cannot be elected if such losses arose owing to violation by such person of the obligations. Such restriction is applied within three years from completion date of such judgment.
1. General meeting of members of society has the right to make decisions on all questions of activities of society including on those which are within the competence of other bodies of society if other is not established by the law.
2. Decisions of general meeting are made by simple majority from number of the present participants if other is not established by constituent documents or the law.
Decisions on introduction of amendments to the charter of society, property acquisition of society on the amount, component fifty and more percent of property of society, and about liquidation of society are accepted by the majority at least than 3/4 voices if other is not established by the law.
3. The member of society has no right to vote in case of acceptance by general meeting of society of decisions concerning relatively making of the transaction with it and concerning dispute between it and society if other is not established by the law. This rule is not applied in society with one participant.
4. The procedure for convocation of general meeting is determined in constituent documents of society. The members of society owning at least than ten percent of votes can demand convocation of general meeting.
If the requirement of participants about convocation of general meeting is not fulfilled, these participants have the right to convene general meeting.
5. It is excluded.
1. General meeting of society the decision creates executive body and establishes its competence and structure.
2. The executive body of society can consist of one or several persons. The executive body consisting of several persons makes decisions according to the procedure, established by paragraph one of part two of article 98 of this Code.
3. Powers of the member of executive body can be stopped at any time or he can be suspended from execution of the powers.
4. "Board", "directorate", etc. can be the name of executive body of society according to constituent documents or the law.
1. Members of society have the right to leave society if other does not follow from the law.
2. The member of society in cases and according to the procedure, established by the law, can be expelled from society.
1. Founders of organization do not take part in management of it.
In organization the board to which provisions of article 99 of this Code are applied is surely created.
The constituent act can provide creation also of other bodies, determine procedure for forming of these bodies and their structure.
2. Supervision of activities of organization is exercised by its supervisory board.
The supervisory board exercises supervision of property management of organization, observance of the purpose of organization and of its other activities according to the constituent act.
1. In the constituent act the property which the founder (and in case of his death - the obliged person) shall give to organization after its state registration is determined.
1. If implementation of the purpose of organization became impossible or it threatens public concerns, then relevant organ of the government, can take a legal action with the statement for determination of other purpose of organization in coordination with governing bodies of organization.
2. In case of change of the purpose of organization the court shall consider intentions of the founder and care for that benefits from use of property of organization were transferred to those destinators to whom these benefits intended on intention of the founder.
3. The court can change management structure of organization if it is necessary as a result of change of the purpose of organization or on other reasonable excuses.
4. In case of change of the purpose of organization or change of management structure of organization its board shall notify court in writing on the opinion on this matter.
1. The legal entity stops as a result of reorganization (merge, accession, separation, transformation) or liquidations. In case of reorganization of legal entities the property, the rights and obligations pass to legal successors.
2. The legal entity who has no right to share profit between participants cannot be reorganized if among legal successors there is legal entity given such right. If among legal successors there is legal entity who has no right to share profit between participants, the decision on reorganization of the society given such right is accepted by unanimously general meeting of participants in whom all members of society took part.
Provisions of this part are not applied to public institutions.
3. The legal entity who has no right to distribute property between participants including in case of liquidation, cannot be reorganized if among legal successors there is legal entity given such right. If among legal successors there is legal entity who has no right to distribute property between participants, the decision on reorganization of the society given such right is accepted by unanimously general meeting of participants in whom all members of society took part.
Provisions of this part are not applied to public institutions.
4. The organization cannot be transformed, except the cases provided by the law.
The public institution can be transformed to joint-stock company, limited liability company or additional liability company.
5. The legal entity is stopped from the date of entering into the unified state register of record about its termination.
6. The procedure for the termination of the legal entity in the course of recovery of its solvency or bankruptcy is established by the law.
7. Features of the termination of bank, the insurer, credit union as legal entity are established by the law.
1. Members of the legal entity, the court or body which made the decision on the termination of the legal entity shall within three working days from decision date in writing inform the body performing state registration.
2. It is excluded according to the Law of Ukraine of 26.11.2015 No. 835-VIII.
3. Members of the legal entity, the court or body which made the decision on the termination of the legal entity according to this Code appoint the commission on the termination of the legal entity (the commission on reorganization, liquidation commission), the commission chairman or the liquidator and establish procedure and term of the statement creditors of the requirements to the legal entity who stops.
Accomplishment of functions of the commission on the termination of the legal entity (the commission on reorganization, liquidation commission) can be assigned to governing body of the legal entity.
4. From the moment of appointment pass powers concerning administration of the legal entity to the commission on the termination of the legal entity (the commission on reorganization, liquidation commission) or the liquidator. The commission chairman, her members or the liquidator of the legal entity represent it in the relations with the third parties and appear in court on behalf of the legal entity who stops.
5. Statement term creditors of the requirements to the legal entity who stops, cannot constitute less than two and more than six months from the date of promulgation of the message on the decision concerning the termination of the legal entity.
6. Each separate requirement of the creditor, in particular concerning tax payment, charges, single fee on obligatory national social insurance, insurance means in the Pension fund of Ukraine, Social Insurance Funds is considered then the relevant decision which is sent to the creditor no later than thirty days from the date of receipt by the legal entity which stops of the relevant requirement of the creditor is made.
1. Merge, accession, separation and transformation of the legal entity are performed according to the decision of his participants or body of the legal entity authorized on it by constituent documents, and in the cases provided by the law - by a court decision or relevant organs of the government.
2. By the law receipt of consent of relevant organs of the government to the termination of the legal entity by merge or accession can be provided.
1. The creditor can demand from the legal entity who stops which accomplishment of obligations is not provided, the termination or early accomplishment of the obligation, or ensuring accomplishment of the obligation, except the cases provided by the law.
2. After term for presentation of requirements by creditors and satisfaction or variation of these requirements the commission on the termination of the legal entity draws up the transfer statement (in case of merge, accession or transformation) or distribution balance (in case of separation) which shall contain regulations on legal succession concerning property, the rights and obligations of the legal entity which stops by separation, concerning all his creditors and debtors, including the obligations challenged by the parties.
3. The transfer act and distribution balance affirm members of the legal entity or the body which made the decision on its termination except the cases established by the law.
The paragraph two is excluded.
4. Violation of provisions of parts two and third this Article is the basis for refusal in entering into the unified state register of record about the termination of the legal entity and state registration of the created legal entities - legal successors.
5. The legal entity - the legal successor formed as a result of separation bears subsidiary responsibility according to obligations of the stopped legal entity which according to distribution balance passed to other legal entity - the legal successor. If legal entities - the legal successors formed as a result of separation more than two, they bear such subsidiary responsibility solidary.
6. If legal successors of the legal entity are several legal entities and precisely it is impossible to determine the legal successor of rather specific obligations of the stopped legal entity, legal persons legal successors bear joint liability to creditors of the stopped legal entity. Members (founders) of the stopped legal entity who according to the law or constituent documents answered for its obligations answer for obligations the legal successors who arose until the termination of the legal entity in the same amount if the bigger scope of responsibility of participants (founders) according to obligations of legal successors is not established by the law or their constituent documents.
1. Transformation of the legal entity is change of its form of business.
2. When transforming pass all property, all rights and obligations of the former legal entity to the new legal entity.
1. Allocation is transition on distribution balance of part of property, the rights and obligations of the legal entity to one or several created new legal entities.
2. After decision making about allocation members of the legal entity or the body which made the decision on allocation constitute and approve distribution balance.
The court which made the decision on allocation in the decision determines the member of the legal entity or the supreme body of the legal entity (owner) who shall constitute and approve distribution balance.
3. The legal entity who was formed as a result of allocation bears subsidiary responsibility according to obligations of the legal entity from whom allocation which according to distribution balance did not pass to the legal entity formed as a result of allocation was performed. The legal entity from whom allocation was performed bears subsidiary responsibility according to obligations which according to distribution balance passed to the legal entity formed as a result of allocation. If legal entities who were formed as a result of allocation they bear two or more subsidiary responsibility together with the legal entity from whom was allocation, solidary is performed.
4. If after allocation it is impossible to establish precisely obligations of person on separate liability which existed at the legal entity before allocation, the legal entity from whom allocation is performed, and legal entities who were created as a result of allocation bear joint liability to the creditor according to such obligation.
1. The legal entity is liquidated:
1) according to the decision of his members of the subject of management of the state-owned or municipal property or body of the legal entity authorized on it by constituent documents including in connection with the expiration on which the legal entity, was created by goal achievement for which it is created, and also in other cases provided by constituent documents;
2) by a court decision about liquidation of the legal entity because of the violations allowed during its creation which cannot be eliminated, in the claim of the member of the legal entity or relevant organ of the government;
3) by a court decision about liquidation of the legal entity in other cases established by the law - in the claim of relevant organ of the government.
2. The body (person) which made the decision on liquidation of the legal entity according to part one of this Article appoints liquidation commission (liquidator) of such legal entity. In the case of bankruptcy of non-bank financial institution according to the petition of public authority the nominated person from among arbitration managers on such case can be the liquidator.
The paragraph two is excluded according to the Law of Ukraine of 10.10.2013 No. 642-VII
3. If the property value of the legal entity is insufficient for satisfaction of requirements of creditors, the legal entity makes all necessary actions provided by the Code of Ukraine on insolvency proceedings.
4. Features of liquidation of banks are established by the law on banks and banking activity.
1. From the date of entering into the Unified State Register of Legal Entities, physical persons entrepreneurs and public forming of record about the decision of founders (participants) of the legal entity, court or the body authorized by them concerning liquidation of the legal entity the liquidation commission (liquidator) shall take all necessary measures concerning collection of receivables of the legal entity which is liquidated, and in writing to report to each of debtors about the termination of the legal entity in the terms established by this Code.
The liquidation commission (liquidator) declares requirements and actions of debt from debtors of the legal entity.
2. The liquidation commission (liquidator) shall tell members of the legal entity, the court or body which made the decision on the termination of the legal entity, on its participation in other legal entities and/or to provide the information on the economic societies created by it, affiliated enterprises.
3. During actions for liquidation of the legal entity before completion of term of presentation of requirements of creditors the liquidation commission (liquidator) closes the accounts opened in financial institutions except the account which is used for settlings with creditors during liquidation of the legal entity.
4. The liquidation commission (liquidator) takes measures concerning inventory count of property of the legal entity which stops, and also property of its branches and representations, affiliated enterprises, economic societies, and also the property confirming its corporate laws in other legal entities reveals and takes measures concerning return of the property which is at the third parties.
In the cases established by the law, the liquidation commission (liquidator) provides carrying out independent assessment of property of the legal entity which stops.
5. The liquidation commission (liquidator) takes measures concerning closing of separate divisions of the legal entity (branches, representations) and according to the legislation on work performs dismissal of workers of the legal entity which stops.
6. Licenses, documents of allowing nature and other documents, and also the seals and stamps which are subject to return to public authorities, local government bodies return it liquidation commission (liquidator).
7. For conducting checks and determination of availability or absence of debt on tax payment, charges, single fee on obligatory national social insurance, insurance means in the Pension fund of Ukraine, Social Insurance Funds, the liquidation commission (liquidator) provides timely provision of tax authority and Pension fund of Ukraine, Social Insurance Funds of documents of the legal entity (its branches, representations), including source documents, registers of business and tax accounting.
Until approval of the liquidation balance sheet the liquidation commission (liquidator) constitutes and submits tax authorities, the Pension fund of Ukraine and Social Insurance Funds the reporting for the last accounting period.
8. The liquidation commission (liquidator) upon termination of term for presentation of requirements by creditors constitutes the interim liquidation balance sheet including the information about structure of property of the legal entity which is liquidated the list of requirements imposed by creditors and result of their consideration.
The interim liquidation balance sheet affirms liquidation commission (liquidator) of the legal entity.
9. Payment of sums of money to creditors of the legal entity who is liquidated including for taxes, charges, single fee on obligatory national social insurance and other means which should be paid in the government or local budget, the Pension fund of Ukraine, Social Insurance Funds is performed according to the procedure of priority, stipulated in Clause the 112th this Code.
In case of insufficiency at the legal entity who is liquidated of means for satisfaction of requirements of creditors the liquidation commission (liquidator) will organize realization of property of the legal entity.
10. Before approval of the liquidation balance sheet the liquidation commission (liquidator) constitutes and submits to tax authorities, the Pension fund of Ukraine and Social Insurance Funds, the reporting for the last accounting period.
11. After completion of settlings with creditors the liquidation commission (liquidator) approves the liquidation balance sheet and provides its submission to tax authority.
12. The property of the legal entity which remained after satisfaction of requirements of creditors (including on taxes, charges, single fee on obligatory national social insurance and other means which should be paid in the government or local budget, the Pension fund of Ukraine, Social Insurance Funds), is transferred to members of the legal entity if other is not established by constituent documents of the legal entity or the law.
13. The documents which are subject to obligatory storage are transferred in the procedure established by the legislation to the relevant archival organizations.
14. The liquidation commission (liquidator) provides provision to the state registrar of the documents provided by the law for carrying out state registration of the termination of the legal entity in the time established by the law.
1. In case of liquidation of the solvent legal entity requirements of his creditors are met in the following priority:
1) first of all requirements for indemnification, caused by mutilation, other damage of health or death, and the requirements of creditors provided with pledge or otherwise are met;
2) at second priority the requirements of workers connected with employment relationships, requirements of the author about payment for use of result of its intellectual, creative activities are met;
3) in the third queue requirements for taxes, charges (obligatory payments) are met;
4) in the fourth queue all other requirements are met.
Requirements of one queue are met in proportion to the amount of the requirements belonging to each creditor of this queue.
2. The priority of satisfaction of requirements of creditors for insurance contracts is determined by the law.
3. In case of refusal liquidation commission in satisfaction of requirements of the creditor or evasion from their consideration the creditor has the right within a month from date when he learned or shall learn about such refusal - to take a legal action with the claim to liquidation commission. By a court decision requirements of the creditor can be met at the expense of the property which remained after liquidation of the legal entity.
4. The requirements of the creditor declared after the term established by liquidation commission for their presentation are satisfied from property of the liquidated legal entity who remained after satisfaction of requirements of the creditors declared timely.
Disclaimer! This text was translated by AI translator and is not a valid juridical document. No warranty. No claim. More info
Database include more 50000 documents. You can find needed documents using search system. For effective work you can mix any on documents parameters: country, documents type, date range, teams or tags.
More about search system
If you cannot find the required document, or you do not know where to begin, go to Help section.
In this section, we’ve tried to describe in detail the features and capabilities of the system, as well as the most effective techniques for working with the database.
You also may open the section Frequently asked questions. This section provides answers to questions set by users.