MAGISTERS / INTERNATIONAL BUSINESS
Registration of a Representative Office of a Foreign Company in Ukraine
Establish a presence in the Ukrainian market without creating a separate legal entity. We prepare corporate documents, review ownership arrangements, register the subdivision in the Unified State Register and coordinate subsequent tax and staffing matters.
Kyiv · Kharkiv · Odesa · Remote assistance for foreign companies
A subdivision of a foreign company
No need to establish a Ukrainian LLC or contribute separate share capital.
Registration in the Unified State Register
The updated procedure has applied since September 2024.
Corporate and tax matters
We review authority, taxation and staffing before operations begin.
01 / LEGAL STRUCTURE
A foreign company’s representative office is not a separate legal entity
A representative office or branch of a foreign legal entity operates in Ukraine as a separate subdivision of the overseas company. Its powers are defined by its regulations, the parent company’s corporate resolution and powers of attorney. Rights and obligations under transactions depend on the legal entity on whose behalf the head of the subdivision acts.
CORPORATE STATUS
No separate Ukrainian LLC
There is no need to incorporate a new legal entity with its own share capital. The foreign company continues to operate as a non-resident through its subdivision.
GOVERNANCE
Functions and authority
The subdivision’s regulations define the purpose of its presence, functions, location, management, authority to sign documents and dealings with counterparties.
OPERATING MODEL
Not all activities are treated alike
Market research and negotiations, sales and contract execution, warehousing or project activities may have different tax consequences.
02 / DIFFERENT LEGAL CONCEPTS
A representative office and a permanent establishment are not the same
In corporate registration, the term “representative office” describes the organisational form of a subdivision. In tax law, a “permanent establishment” characterises a non-resident’s activities and may arise where the factual conditions prescribed by law are met. The name of the office alone does not determine its tax treatment.
NO AUTOMATIC ASSUMPTIONS
Representative functions
Market research, partner relations, information services and other preparatory activities. We assess tax classification based on actual operations, authority and applicable international tax treaties.
TAX ASSESSMENT
Commercial activities
Concluding contracts, participating in sales, providing services, maintaining a fixed place of business or engaging dependent agents may result in a permanent establishment and corresponding tax liabilities.
We do not promise “automatic tax exemptions” simply because a representative office is registered. Before operations begin, we determine the actual business model and the applicable tax rules.
03 / NEW RULES SINCE 2024
Registration moved to the Unified State Register — the former Ministry of Economy procedure no longer applies
Since 3 September 2024, updated rules have governed state registration of subdivisions of legal entities established under foreign laws. The creation, amendment of particulars and termination of a subdivision are registered in the Unified State Register under Ukraine’s Law No. 755-IV.
What changed. The outdated procedure describing registration “in about a month through the Ministry of Economy” has been replaced by the current process. For an ordinary foreign subdivision, the statutory processing period for a properly completed application is five working days, and the administrative fee equals one subsistence minimum for able-bodied persons as at 1 January of the relevant year.
STATE REGISTER
We review more than the application form
When preparing the documents, we check the parent company’s resolution, foreign register extract, subdivision regulations, ownership structure, ultimate beneficial owners and the representative’s authority.
04 / DOCUMENTS
Documents required from a foreign company
The list is determined by Law No. 755-IV, the information required for the Unified State Register and the foreign company’s circumstances. Documents issued abroad often require separate authentication and translation.
KEY CORPORATE DOCUMENTS
Resolution and subdivision regulations
A resolution of the competent body of the foreign company specifying the subdivision’s name, address, head and the date their powers begin; approved subdivision regulations and the scope of representative authority. We check the resolution against the parent company’s constitutional documents and its authority to establish subdivisions abroad.
LEGAL EXISTENCE
Extract from a foreign register
Evidence of the parent company’s existence, name, registration details and authorised persons.
OWNERSHIP TRANSPARENCY
Ownership structure and ultimate beneficial owners
Details of ultimate beneficial owners, the ownership structure and documents identifying them, where required by law.
FILING WITHOUT TRAVEL
Power of attorney and execution abroad
Authority of the person submitting the documents; where necessary, an apostille or consular legalisation, Ukrainian translation and appropriate certification. We separately check the specific requirements applying to the registration applicant.
05 / STEP-BY-STEP PROCESS
From the parent company’s decision to an entry in the Unified State Register
Preparing foreign documents and agreeing on authority usually takes longer than registration itself. We therefore begin by checking the entire corporate structure, rather than filing a form immediately.
01
Choose the operating structure
We determine whether a branch, representative office or separate Ukrainian legal entity is appropriate. We compare the planned activities and tax consequences.
02
Corporate resolution
We check which body of the parent company is authorised to establish the subdivision and appoint its head.
03
Foreign company documents
We collect foreign registration documents, ownership information, subdivision regulations, powers of attorney and the required translations.
04
Registration filing
We confirm the appropriate applicant and registrar, submit the documents and verify the resulting entry in the Unified State Register.
05
Start operations
We identify separate steps relating to taxation, bank accounts, personnel, contracts and immigration matters.
06 / TIMESCALE AND COST
The registration fee is not the total cost of establishing a representative office
In 2026, the administrative fee for establishing an ordinary separate subdivision of a foreign company is UAH 3,330, applying the statutory rounding rule to the nearest UAH 10. The standard state-registration period is five working days after submission of a compliant application.
REGISTRATION
Five working days
The statutory period for the registration procedure. It excludes preparation of documents abroad, delivery, translation and any correction of deficiencies.
ADMINISTRATIVE FEE
UAH 3,330
The administrative fee for an ordinary subdivision in 2026. Different rates apply to certain foreign non-governmental and charitable organisations, so the legal category matters.
PROJECT BUDGET
Additional expenses
Notarisation, translation, apostille or legalisation, banking procedures and legal support are priced according to the actual work required.
07 / TAXES AND PERMANENT ESTABLISHMENT
Tax status depends on what the subdivision actually does in Ukraine
We assess whether a permanent establishment exists under paragraph 14.1.193 of the Tax Code of Ukraine and the applicable double-taxation agreement. We examine employees’ authority, contracts, office activities and economic presence, not merely the wording of the subdivision’s regulations.
CORPORATE INCOME TAX
Permanent establishment
Where statutory conditions are met, the non-resident may incur corporate income tax obligations in respect of profits attributable to the permanent establishment.
TRANSACTIONS
VAT and other taxes
Having a representative office does not create a general VAT exemption. The applicable rules depend on transactions, the scope of activities and the taxpayer’s status.
TAX REGISTRATION
Registration with the tax authorities
Under the current rules, basic information is transmitted automatically from the Unified State Register. However, separate tax obligations and details of the person responsible for accounting must still be checked.
08 / MANAGEMENT AND FOREIGN STAFF
Appointment of a head, employment and residence status require separate assessment
The subdivision represents a foreign company, but this does not remove Ukrainian requirements concerning the employment and lawful stay of foreign nationals. Work permit grounds, exemptions and immigration procedures depend on the individual’s status and actual duties.
EMPLOYMENT MATTERS
Head of the representative office
We review the appointment, corporate authority, employment status and whether a work permitis required. Rules for directors of Ukrainian LLCs must not automatically be applied to the personnel of a foreign company’s subdivision.
IMMIGRATION STATUS
Residence of a foreign employee
Where the head or an employee needs to remain in Ukraine for an extended period, we separately assess visa documents, grounds for temporary residence and whether an immigration lawyershould be involved.
09 / REMOTE ESTABLISHMENT
Can a subdivision be registered without the founders travelling to Ukraine?
In many cases, the foreign company’s documents can be prepared and authenticated abroad, while an authorised representative completes the registration in Ukraine. However, the procedure imposes specific requirements on the person acting on behalf of the foreign company during registration.
01
Where to sign documents
We determine the country of issue, how corporate resolutions and powers of attorney must be certified, and the translation requirements.
02
Who may submit the application
We check statutory restrictions applying to the representative in this registration procedure and the scope of their authority.
03
What may require attendance
We separately identify banking, employment and immigration steps that cannot always be completed remotely.
LAWFUL SUBMISSION
An important practical issue
A notarised power of attorney alone does not mean that any person may be the applicant: the registration procedure for a foreign company’s subdivision has specific requirements for its representative. We check these before preparing the filing.
10 / EXISTING REPRESENTATIVE OFFICES
If the representative office was established before September 2024
The legislative changes affect existing subdivisions as well as new ones. Information about pre-existing representative offices is transferred to the Unified State Register under Cabinet of Ministers Resolution No. 1004 of 3 September 2024. When changing a head, address or other registered details, the register entry may first need to be checked and updated.
PREVIOUS REGISTRATION
Transfer of information
We check whether the existing representative office appears in the Unified State Register and what is required to update its record.
GOVERNANCE
Change of head
We determine how to document the corporate decision, revised regulations and registration changes.
UPDATED PARTICULARS
Change of address or activities
We assess which changes must be entered in the subdivision’s record and what tax consequences may follow.
11 / COMMON RISKS
What causes registration refusals and problems after registration?
The most costly mistakes usually arise before filing: choosing the wrong operating structure, inconsistent powers or documents, and failing to assess tax status properly.
Wrong operating structure
A subdivision is opened for operations that would be better conducted through a Ukrainian LLC, without comparing corporate and tax implications.
Defective parent-company resolution
The resolution omits essential details about the subdivision or its head, or the signatory cannot demonstrate their authority.
Errors in foreign documents
Inconsistencies in the company’s name, register information, translations or chain of ownership.
Ineligible applicant
The documents are submitted by someone who does not meet the requirements for representing a foreign legal entity.
Unassessed taxable activity
The representative office actually conducts commercial operations, but the indicators of a permanent establishment have not been assessed.
Foreign staffing errors
Foreign employees begin work or residence in Ukraine without checking the statutory requirements.
12 / WHAT OUR LAWYERS DO
After signing the agreement, we organise the establishment of your subdivision
We do more than prepare an application. We divide the work into clear stages and identify in advance which procedures require separate approval and fees.
01
Legal structure
We establish the purpose of the company’s presence, anticipated contracts, authority and tax risks.
02
Document review
We cross-check the foreign register extract, ownership structure, parent-company resolution, subdivision regulations and powers of attorney.
03
Registration in the Unified State Register
We arrange an appropriate filing, prepare the registration package and verify the outcome.
04
Tax and staffing matters
We identify next steps for tax registration, management, contracts and immigration grounds.
05
Ongoing legal support
Under a separate engagement, we can provide corporate legal advice, contract support and protection of foreign business interests.
13 / REPRESENTATIVE OFFICE OR LLC
When to establish a subdivision and when to incorporate a Ukrainian company
A representative office is not necessarily faster, cheaper or safer than a Ukrainian LLC. The choice depends on the contractual model, the parent company’s liability, taxes, staff and planned operations.
SUBDIVISION
Separate subdivision of a foreign company
Suitable where an international company wishes to operate through its representative office, retain corporate control within the parent company and account for the tax status of its Ukrainian activities.
SEPARATE COMPANY
Ukrainian LLC with a foreign shareholder
A separate legal entity with its own governing bodies and share capital. Where local business development and the founders’ personal immigration status are relevant, we also assess business immigration.
14 / QUESTIONS AND ANSWERS
Frequently asked questions from foreign companies
Begin with a short description of the planned operations: what contracts will be concluded in Ukraine, who will manage the office, where employees will work and what powers the office will have. This helps identify the registration process and any additional mandatory procedures.
Registration is only the beginning. The legal structure, tax position and foreign employees’ documents should be coordinated before actual operations commence.
Is a foreign company’s representative office a separate legal entity?
No. It is a separate subdivision of a foreign legal entity and acts within its delegated authority. A Ukrainian LLC, by contrast, has its own legal personality.
Where is a representative office registered in 2026?
A foreign legal entity’s subdivision is registered in the Unified State Register under Law of Ukraine No. 755-IV. The former initial registration procedure through the Ministry of Economy has not applied since 3 September 2024.
How long does registration take?
The statutory state-registration period is five working days after a complete and compliant application is filed. Preparing foreign documents may take additional time.
What is the administrative fee in 2026?
For an ordinary separate subdivision of a foreign company, it is one subsistence minimum for able-bodied persons as at the beginning of the year, subject to statutory rounding: UAH 3,330 in 2026. Other rates apply to certain organisations.
Is share capital required?
A separate subdivision of a foreign company does not need its own share capital as a newly established Ukrainian legal entity would.
Must a director of the foreign company come to Ukraine in person?
Not always. Documents may be handled through a duly authorised representative, but the registration procedure imposes specific requirements on the applicant. We assess the feasibility of remote registration in advance.
What documents must the parent company prepare?
The usual review covers a resolution establishing the subdivision, proof of the foreign company’s registration, subdivision regulations, ownership and beneficial-owner information, powers of attorney and proof of fee payment, taking account of the specific requirements of Law No. 755-IV.
Does a representative office have to pay corporate income tax?
That depends on its actual operations, whether a permanent establishment exists and the applicable tax legislation and international treaty. There is no automatic exemption solely because the entity is described as a “representative office”.
Can we appoint a foreign head of the representative office?
Yes, subject to applicable requirements. Whether a work permit is required and the grounds for residence depend on the individual’s immigration and employment status.
What should we do with a representative office registered before 2024?
Check whether its records have been transferred to the Unified State Register under Cabinet of Ministers Resolution No. 1004 and the current procedure for changes. A separate step may be needed if the information has not been transferred.
Should we choose a representative office or a Ukrainian LLC?
The choice depends on business objectives, transaction structure, governance, tax exposure and staffing. Both models should be compared before registration.
Can you work remotely with companies from other countries?
Yes. Initial legal assessment and document preparation can be handled remotely; whether attendance is required depends on authentication of foreign documents, the filing route and subsequent procedures.
15 / MAGISTERS CONSULTATION
Planning to establish a representative office in Ukraine?
Send us the parent company’s country of incorporation, the subdivision’s intended functions, information about its proposed head and a list of documents already prepared. We will determine an appropriate registration structure, identify missing documents and set out the next steps.
Kyiv · Kharkiv · Odesa · Remote consultations available
Start with your documents
Phone +38 (097) 718 11 88. Legal assistance is provided by prior arrangement.