Annual general meetings of LLCs and ALCs: what to consider
before 30 June 2026

• When should shareholders be notified? 
• How should a sole shareholder’s decision be formalised?
• What should be taken into account when paying dividends to a non-resident? 

Answers to these and other important questions can be found in the material prepared by the Forvis Mazars team. We have outlined the key points to help businesses navigate the process and timely identify issues that may require additional review.

Download the step-by-step guide in PDF format
   

Adoption of the decision to convene the general shareholders’ meeting

Under Ukrainian law, LLC and ALC (hereinafter – the company) are required to hold an annual general shareholders’ meeting within 6 months after the end of the reporting year, i.e. by 30 June.

The agenda of the annual general shareholders’ meeting usually includes the following matters:

• approval of company’s activity results;
• distribution of the company’s net profit;
• adoption of the decision on dividend payment and determination of its amount.

Sending the notice of the general meeting

As a general rule, the notice must be sent to shareholders at least 30 days before the date of the general meeting, unless another term is provided by the company’s charter. The method of notification must also comply with the provisions of the charter.

If any changes are made to the agenda, shareholders must be informed of such changes no later than 10 days before the date of the general meeting, unless otherwise provided by the charter.

Holding the general meeting

The general shareholders’ meeting usually involves the joint presence of shareholders, or may be held via videoconference, unless otherwise provided by the charter.

The general meeting is held at the company’s registered address. To hold the general meeting outside Ukraine, the unanimous written consent of all shareholders of the company is required.

Adoption of decisions

Decisions may be adopted, in particular, in the following ways:

• by open voting during the general meeting;
• by absentee voting;
• by surveying the shareholders.

❗ Important: if absentee voting or surveying is planned, we recommend checking the company’s charter in advance for any restrictions or special requirements applicable to such decision-making methods.

Preparation of the minutes or sole shareholder’s decision

The voting results are recorded in the minutes of the general shareholders’ meeting. The decision is deemed adopted from the moment the minutes on the voting results are prepared, unless otherwise provided by the content of the decision itself.

If the company has one shareholder, annual matters falling within the competence of the general shareholders’ meeting are decided by the sole shareholder individually and formalised in a written sole shareholder’s decision.

How can our team support you?

General meetings of shareholders:

• review of the company’s charter with regard to the procedures for convening meetings, quorum, and decision-making;
• support in convening and holding annual general meetings;
• preparation of notices to shareholders;
• preparation of a draft decision of the sole shareholder and / or a draft minutes of the general meeting.

Corporate secretarial (CoSec) and transactional services:

• incorporation and liquidation of companies;
• support of corporate changes and restructurings;
• comprehensive corporate support of M&A transactions.

Dividends and currency regulation:

• analysis of currency restrictions and regulatory requirements;
• assessment of the possibility of paying dividends to non-residents for different periods.

Do you have questions regarding the annual general meetings?
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