The President of Ukraine signed the Law of Ukraine “On Limited Liability Companies” of 06.02.18, No. 2275-VIII. The new law should significantly improve the legal regulation of the activities of LLC and eliminate the gaps in this sphere.
In particular, the law introduced a corporate agreement, according to which the members of the partnership undertake to exercise their rights and powers in a certain way or refrain from their implementation. It should certainly be done in writing and it is non-refundable. In particular, a corporate agreement may provide for conditions or procedures for determining the conditions on which the participant is entitled or obliged to buy or sell a share in the authorized capital (its part), as well as to determine cases when such right or obligation arises.
Also, the law updated the procedure for making contributions in connection with the creation of a partnership. Each participant will have to contribute fully within six months from the date of the state registration of the company, unless otherwise provided by the charter. If the participant has delayed the deposit or a part of it, the executive body of the company must send him a written warning about the delay. When the participant of the partnership does not contribute to repayment of the debt within the given additional term, the general meeting of the participants will be able to decide to exclude such participant from the partnership.
In accordance with the new law, in case of death or termination of a company member, its share will pass to its inheritor or successor without the consent of other members of the partnership.
In addition, a participant of a company whose share in the authorized capital of a company is 50 or more percent will be able to leave the partnership with the consent of other participants.
The new law clearly sets out rules relating to dividends. Thus, they can be paid for any period that is a multiple of the quarter, unless otherwise provided by the statute.
The Cabinet of Ministers of Ukraine by its Resolution “On Approval of the Criteria for Assessing the Validity of State Assistance to Economic Entities for Research, Technical Development and Innovation Activity” of 07.02.18, No. 118 which approved the criteria for determining whether a legal entity could receive state assistance conducting research, technical development and innovation activities.
The document also establishes the maximum amounts of this state aid. In particular, small and medium-sized companies may receive compensation for 50% of the costs of innovation activities. And the cost of carrying out feasibility studies is compensated in the amount of 70% for small businesses, 60% for medium companies and 50% for large companies.
It is worth noting that the same business entity can receive state assistant through several state assistant programs and/or individual state aid.
The Cabinet of Ministers of Ukraine by its Resolution “On Approval of the criteria for assessing the degree of risk from conducting business activities in the field of educational activity subject to licensing and determining the frequency of implementation of planned state supervision (control) by the Ministry of Education and Science, regional, Kyiv city state administrations” of 28.02.18, No. 127 approved the criteria for assessing the degree of risk from conducting business activities in the field of educational activities subject to licensing and determining the periodicity of the implementation of planned state supervision (control) by the Ministry of Education and Science, regional, Kyiv city state administrations.
Such criteria are:
- term for conducting educational activities;
- compliance with the requirements of licensing conditions for conducting educational activities.
According to these criteria three levels of risk will be determined - high, medium and insignificant. High-risk institutions include those who undertake education activities in less than 4 years or have violated the license conditions for conducting educational activities during the last three years. Such institutions will be checked no more than once every two years. The average degree of risk will be given to institutions that work in the education sector from 4 to 10 years old or have violated the license conditions during the last five years. They will be checked no more than once every three years. All other institutions of education, the degree of risk of which will be identified as insignificant, will be checked no more than once every five years.
In the opinion of the government, the adoption of the resolution will promote the improvement and simplification of the system of state supervision, increase of objectivity, transparency, and also more effective and predictable conducting of inspections in the field of education.
The State Fiscal Service of Ukraine in its Individual Tax Advice “On the category of persons who are not taxpayers with the purpose of determining the differences in accordance with paras. 140.5.10 of TCU” of 27.02.18, No. 792/6/99-99-15-02-02-15/ІПК reported that the amount of non-repayable financial assistance (free of charge, provided goods, works, services) to non-residents, including those who have a tax address (location) on the territory of Crimea FEZ, the taxpayer must increase the financial result before tax.
At the same time, if such assistance is provided to profitable persons who carry out their activity during the period of the ATO in the temporarily occupied territory or in settlements on the line of collision, it is not required to increase the financial result. However, on condition that, such profitable persons from the ATO zone pay a tax on general terms.
The State Fiscal Service of Ukraine in its letter “On the calculation of annual income for determining the tax (reporting) period on income tax in the transition from a simplified system of taxation to the general system of taxation” of 23.02.18, No. 744/6/99-99-15-02-02-15/ІПК reported: the carrying out of a desk inspection within 30 calendar days following the last day of the deadline for submission of a declaration is possible only in case of the actual filing of the tax return.
In other cases (for example, if the declaration is not submitted at all), a desk inspection should be carried out using the general limitation periods provided for by the tax law. That is, not later than the end of 1095 day that occurs on the last day of the deadline for submitting a tax return.
The Ministry of Finance of Ukraine in its letter “On the reflection of information on the creation of state material reserves in the accounting” of 07.10.17, No. 35220-03-2/34052 reported that the creation of state material reserves should be reflected in the subaccount 5411 “Targeted financing of budget funds”. In its turn, the state reserve is a special state property of material values. Therefore, in order to account for the creation and use of material reserves, it is necessary to follow the norms of the National Accounting Standards in Public Sector 123 “Inventories”.
It should be recalled that posting and write-off transactions are reflected in the accounts of entities of the state sector in accordance with chapter 3 of the Standard correspondence of sub-accounting of accounting for the reflection of transactions with assets, capital and liabilities of the administrators of budgetary funds and state trust funds, approved by the order of the Ministry of Finance of Ukraine dated 29.12.15, No. 1219.
The Ministry of Finance of Ukraine in its letter “On submission of IFRS financial reporting by companies that first apply IFRS with a transition date on 01.01.2018” of 27.02.18, No. 35210-06-5/5570 reported that companies that chose the date of transition to IFRS on 01.01.18, in 2018 can still prepare financial reporting according to national standards. This financial reporting (interim and annual) will be subject to transformation to ensure comparability of the first IFRS-reporting in 2019.
It should be recalled: IFRS 1 clearly states that the first IFRS financial reporting kit includes (§21 of IFRS 1):
- introductory balance at the date of transition;
- comparative financial reporting (2017 or 2018, depending on the chosen date, that is, fiscal reporting for the reporting period preceding the first one);
- first IFRS financial reporting with notes to it (2018 or 2019, depending on the date of transition).
The Ministry of Social Policy of Ukraine by its letter “On the Right of Women for the Primary Use of Social Extra Leave for Children” of 06.02.18, No. 204/0/101-18/284 reported in which order additional social leave for children should be granted. Legislation does not establish requirements for determining the period of such leave in the schedule of leaves. However, in order to avoid accumulation of these leaves and rational planning of the company, in the opinion of the department, the parties to the employment contract should be advised to agree on the provision of “children’s” leaves in a separate line in the schedule of leaves.
It should be recalled that according to Art. 19 of the Law of Ukraine “On Leaves” of 15.11.96, No. 504/96-ВР for a woman who works and has two or more children under the age of 15, or a child with a disability, or who has an adopted child, a mother of a person with disabilities since childhood of subgroup A of Group I, single mother, father of a child or a person with a disability from the childhood of the subgroup A of Group I that educates them without a mother (including in case of prolonged stay of the mother in a medical institution), as well as the person who took care of the child, or a person with a disability from the childhood of subgroup A of Group I, or one of the foster parents, it should be provided annual additional paid vacation of 10 days excluding holidays and days off.
Such a leave is granted on an obligatory basis upon application of the employee once a calendar year.
The agency also notes that the current legislation does not provide for a limitation period, after which the employee loses the right to additional social leave. If, for whatever reason, he/she has not exercised his/her right to such leave for the previous year or for several years, he/she is entitled to use it (including all together), and in case of dismissal, regardless of the grounds, he/she must be compensated for all unused days of this vacation.
