Back in May, we highlighted the key legislative changes expected from the repeal of the Commercial Code of Ukraine (hereinafter – the “CCU”): https://bit.ly/4mBt9j4. On August 28, 2025, the CCU officially lost its force, marking the beginning of a three-year transitional period.
This moment offers businesses a window to consider the legislative changes, align their operations with the new legal landscape and avoid potential state sanctions in the future.
What should be addressed as a priority?
- Private, subsidiary, and foreign enterprises, as well as enterprises established by associations of citizens (e.g., trade unions, religious organizations) should change their legal form.
- Review contracts with counterparties that were previously governed by the CCU and introduce appropriate amendments, since all agreements concluded after August 28, 2025 must refer to the Civil Code of Ukraine and other applicable legislation.
- Update charters and corporate documents regarding voting procedures at general meetings of participants: from now on, decisions will be adopted by a simple or qualified majority of all participants, not just those present.
- Consider new legislative opportunities regarding the definition of governing bodies, corporate governance procedures, and the fiduciary duties of company officers.
Of course, the new legislature does not consider a lot of issues, arising as the businesses reaction on the repeal of the CCU. We expect that new litigation practice will gradually fill this regulatory gap. We will highlight this later, once the relevant practice appears.
