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Liquidation of a Closed Joint-Stock Company (ZAO)

Liquidation of a Closed Joint-Stock Company

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from 50 USD
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Liquidationfrom 100 USD
Liquidation (express)from 250 USD
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Today the number of closed joint-stock companies that are being liquidated is rapidly increasing, since this is a convenient and effective way to cease operations. However, the decision to liquidate a ZAO should be made by the shareholders thoughtfully, because creating such a company “from scratch” is financially difficult (the minimum size of the authorized capital must be no less than 1250 minimum wages).

The law establishes that the termination of a legal entity, including a joint-stock company, can occur through:

  • reorganization (transformation, merger, accession, division);
  • liquidation.

In reorganization the legal entity transfers its rights and obligations, as well as its assets, to others, whereas in liquidation it ceases to exist without successors.

Since 2011 amendments to the Law of Ukraine “On Joint-Stock Companies” came into force, which require ZAO (closed joint-stock company) and OAO (open joint-stock company) to bring their type in line with legal norms and international standards. Now a joint-stock company can exist as ChAO (private joint-stock company) or PAO (public joint-stock company). Therefore, hereafter the abbreviation ZAO will be equated with ChAO.

Liquidation of a ZAO (ChAO) can occur in two cases:

  • by decision of the general meeting (the highest management body) — may be due to achieving a specific purpose or expiration of the term for which the company was established;
  • by court decision — upon filing a claim by one of the participants of the legal entity or by the relevant state authority.

When the highest body decides on liquidation, this is a voluntary liquidation of the ZAO. The start of such a procedure is considered the decision adopted by the shareholders. For this purpose, a general meeting is convened, at which a number of issues are put on the agenda:

  • liquidation of the joint-stock company;
  • election of the liquidation commission;
  • approval of the liquidation procedure;
  • distribution of the property among the shareholders remaining after satisfying creditors’ claims.

The next stage is the submission of documents to the state registrar for entering a record in the Unified State Register about the termination of the joint-stock company.

During liquidation attention should be paid to all details: the presence or absence of creditors, approval of the liquidation balance sheet, correct and precise distribution of assets, and liquidation timelines. All this is necessary so that no questions arise later regarding the fact of termination of the legal entity.

Services for closing ZAO (ChAO) from the law firm “Nakaz”

The procedure for closing a ZAO is a labor-intensive process during which more questions arise from shareholders and misunderstandings with competent state authorities occur. To avoid all this, consult the professionals.

Our specialists thoroughly know the procedure for liquidating a ZAO (ChAO), so they can answer all your questions. They will independently handle the entire procedure turnkey, saving your nerves and extra time. The cost of closing a ZAO (ChAO) depends on the desired execution timeframe.

Our services include:

  • consultations on liquidation matters;
  • assistance in holding the general meeting;
  • assistance in drafting documents during the liquidation process;
  • submission of documents to the tax authority;
  • preparation and submission of the document package to the state registrar.

To order the service you need to:

  • email us information about the joint-stock company (the list of documents is determined by our specialist);
  • provide authority for liquidation — sign a power of attorney at a notary public.

Legislation:

The Law of Ukraine “On Business Companies” dated 19.09.1991 No.1576-XII;

The Law of Ukraine “On State Registration of Legal Entities and Individual Entrepreneurs” dated 15.05.2003 No. 755-IV.

Nakaz UA
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