Take a seat


Typical legal form for start-ups

tovaristvo c obmeženoû vidpovidalnistû (tov)

Brief information

Due to its simple administration, the tov is the typical legal form for start-ups in Ukraine.

A PE/VC Fund may in principle participate in the Supervisory Board if it is established. Rights for reservation of approval would make a case-by-case examination necessary.

Typically, a managing director manages the tov. It is also possible to establish a Board of Directors with executive and non-executive directors.
The tov can be structured in a dualistic manner by establishing a Supervisory Board. However, a dualistic structure is rarely chosen in practice.
Depending on the structure, the shareholders' meeting, the Board of Directors and the Supervisory Board may be granted approval reservations for certain management decisions.

A PE/VC Fund may not participate in the Management or the Board of Directors.
A PE/VC Fund may in principle participate in the Supervisory Board if it is established.
If the Supervisory Board is granted reservations of approval, it must be examined on a case-by-case basis whether this still leaves sufficient room for the Management to make decisions.

The information in our toolbox provides managers of private equity or venture capital funds with an initial overview of certain framework conditions in the respective country. It does not provide advice on the law of any country, neither does it substitute such advice. Before taking over a board seat in a portfolio company, it is at all times necessary to seek expert advice. Our team is happy to assist you with all questions at any time.

In collaboration with: Kinstellar

Sources: Wegen/Spahlinger/Barth, Gesellschaftsrecht des Auslands 2. EL Januar 2018