Law Published Declaring the Commercial Code of Ukraine "Invalid"

03/03/2025

On February 27, 2025, the newspaper Voice of Ukraine published the Law of Ukraine "On the Specifics of Regulating the Activities of Legal Entities of Certain Organizational and Legal Forms in the Transitional Period and Associations of Legal Entities", dated January 9, 2025, No. 4196-IX.

The law enters into force on February 28, 2025, and will be enacted six months after its effective date. Clause 4 of Article 17 takes effect from the date the law enters into force, i.e., from February 28, 2025, and states that:

"The provisions of the third paragraph of Part 2 of Article 231 of the Commercial Code of Ukraine, regarding the collection of a fine amounting to 7% of the value of goods (works, services) for which an obligation has been delayed, shall not apply to contractors of state defense procurement contracts (agreements) executed during the period of martial law in Ukraine, imposed by the Decree of the President of Ukraine No. 64/2022 dated February 24, 2022, 'On the Introduction of Martial Law in Ukraine,' approved by the Law of Ukraine 'On Approval of the Decree of the President of Ukraine "On the Introduction of Martial Law in Ukraine"' No. 2102-IX dated February 24, 2022, and not completed as of the date this Law comes into force."

The Commercial Code is deemed invalid from the date this Law is enacted, i.e., from August 28, 2025.

This Law introduces amendments to the following legal acts of Ukraine:

Codes: The Land Code, the Civil Code, the Commercial Procedural Code, the Bankruptcy Procedure Code, the Fundamentals of Health Legislation.

Laws of Ukraine: "On Museums and Museum Affairs", "On Pipeline Transport", "On Railway Transport", "On Local Self-Government in Ukraine", "On the National Bank of Ukraine", "On the Legal Regime of Property in the Armed Forces of Ukraine", "On Libraries and Library Affairs", "On the Armed Forces of Ukraine", "On Bodies of Self-Organization of the Population", "On Drinking Water and Drinking Water Supply", "On the State Border Guard Service of Ukraine", "On Mortgage", "On the Use of Defense Lands", "On the Specifics of the Legal Regime of the National Academy of Sciences of Ukraine, National Sectoral Academies of Sciences, and the Status of Their Property Complex", "On Theaters and Theatrical Affairs", "On the Management of State-Owned Objects", "On the Seaports of Ukraine", "On the Transfer, Forced Seizure, or Withdrawal of Property under Martial or State of Emergency Conditions", "On the Depository System of Ukraine", "On the Cabinet of Ministers of Ukraine", "On Cooperation of Territorial Communities", "On Higher Education", "On Licensing of Economic Activities", "On the Natural Gas Market", "On State Registration of Property Rights to Immovable Property and Their Encumbrances", "On State Registration of Legal Entities, Individual Entrepreneurs, and Public Associations", "On Scientific and Scientific-Technical Activities", "On Enforcement Proceedings", "On the National Commission for State Regulation in the Energy and Utilities Sectors", "On the Ukrainian Cultural Fund", "On the Electricity Market", "On the Energy Efficiency Fund", "On Education", "On State Financial Guarantees for Medical Care of the Population", "On Privatization of State and Municipal Property", "On Limited and Additional Liability Companies", "On Ensuring the Functioning of the Ukrainian Language as the State Language", "On Professional Pre-Higher Education", "On Lease of State and Municipal Property", "On the Specifics of Reforming State-Owned Defense Industry Enterprises", "On Protection of the Interests of Reporting Entities and Other Documents Submitters During Martial Law or a State of War", "On Joint-Stock Companies".

For a more detailed overview of the amendments, you can refer to the comparative table, which presents the provisions of the Commercial Procedural Code, the Land Code, the Civil Code, and the Bankruptcy Procedure Code in their current version and with the proposed changes.

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