1. TASK: Insert the appropriate word in the text below:
Diverge - withdraw - overlap - uncertainty - governs – registrar - established -minimum capitalisation requirements - carry out - notice - transfer
Legal framework for business entities (effective from 1 January 2004)
The primary framework for establishing and operating legal entities in Ukraine is found in the Civil Code. Legal entities may be _____ in the form of joint stock companies, limited liability companies, additional liability companies, general partnerships or limited partnerships.
Commercial law
The Commercial Code (also effective from 1 January 2004) _____ business relationships. In reality, parts of the two Codes ____, including a number of provisions dealing with the establishment and operation of legal entities.
Furthermore, the two Codes often ____, and this creates ______.
Choice of business entity
Establishing a legal entity in Ukraine involves registering with the local state ______, the tax authorities, the statistics office, and various pension and social funds, as well as opening a bank account and other formalities.
From a foreign investor's perspective, the choice will tend to be either a LLC, a JSC, or in limited circumstances a representative office engaged in either commercial or non-commercial activities.
For a 100% investment, using a LLC tends to be more convenient. It is easier and quicker to establish, has lower _______ (approximately USD 9,000), and is less regulated.
One potential issue with a LLC is that members may ______ their contributions at any time by giving three month's ______. Participants of a LLC may _______ their participation in the company's capital to third parties (non-participants) only with the consent of all other participants.
If an investor intends to ______only preparatory or auxiliary activities in Ukraine, such as representation, information gathering (e.g. to project sales revenues) and liaison activities, establishing a non-commercial representative office is a viable and convenient option, provided there is double tax treaty protection.
2. CHECK YOUR SPEAKING
|
carry out |
[ʹkærı] [aʋt] |
выполнять |
|
diverge |
daıʹvɜ:dʒ] |
расходиться |
|
established |
[ıʹstæblıʃt] |
основывать |
|
governs |
[ʹgʌvən] |
править, управлять |
|
minimum capitalisation requirements |
[ʹmınıməm] [͵kæpıtlaıʹzeıʃ(ə)n] [rıʹkwaıəmənt] |
требования к размеру минимального капитала |
|
overlap |
[ʹəʋvəlæp] |
частично совпадать |
|
notice |
[ʹnəʋtıs] |
уведомление |
|
registrar |
[redʒıʹstrɑ:] |
гос. регистратор |
|
transfer |
[ʹtrænsfɜ:] |
передавать |
|
uncertainty |
[ʌnʹsɜ:t(ə)ntı] |
неизвестность, неясность, неопределённость |
|
withdraw |
[wıðʹdrɔ:] |
изымать |
3. SEE CORRECT ANSWER
The primary framework for establishing and operating legal entities in Ukraine is found in the Civil Code. Legal entities may be established in the form of joint stock companies, limited liability companies, additional liability companies, general partnerships or limited partnerships.
Commercial law
The Commercial Code (also effective from 1 January 2004) governs business relationships. In reality, parts of the two Codes overlap, including a number of provisions dealing with the establishment and operation of legal entities.
Furthermore, the two Codes often diverge, and this creates uncertainty.
Choice of business entity
Establishing a legal entity in Ukraine involves registering with the local state registrar, the tax authorities, the statistics office, and various pension and social funds, as well as opening a bank account and other formalities.
From a foreign investor's perspective, the choice will tend to be either a LLC, a JSC, or in limited circumstances a representative office engaged in either commercial or non-commercial activities.
For a 100% investment, using a LLC tends to be more convenient. It is easier and quicker to establish, has lower minimum capitalisation requirements (approximately USD 9,000), and is less regulated.
One potential issue with a LLC is that members may withdraw their contributions at any time by giving three month's notice. Participants of a LLC may transfer their participation in the company's capital to third parties (non-participants) only with the consent of all other participants.
If an investor intends to carry out only preparatory or auxiliary activities in Ukraine, such as representation, information gathering (e.g. to project sales revenues) and liaison activities, establishing a non-commercial representative office is a viable and convenient option, provided there is double tax treaty protection.
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