Ukraine,until recently, maintained an archaicrequirement for a corporate seal as a mandatory attribute of every legal entity. In order to be valid most of the documents, including contracts and contractual documentation, had to be attested by the corporate seal. Abolishing this requirement is a welcomingdevelopment considerably simplifyingand modernizing businessoperations. 

This development occurred pursuant to the Law "OnAmendments to CertainLegislative Acts Regarding the Simplification of Opening Businesses in Ukraine" dated15 April 2014 (hereinafter

– the “Law”), which took effect on 31 October2014. The purpose of the Law is to simplifythe creation and day-to-day activity of legal entities. The Law, for example, cancels the State fee for theState registration (incorporation) of the legal entity andan individual-entrepreneur (such fees were 170UAH and 34 UAH, respectively). 

With regards to corporate seal, the Law amended a number of other Laws replacingin them the obligation of a legal entity to have a corporate seal with the right to have it (in other words,leaving this issueto the discretion of the legal entity). In particular, the amendments were made to the Commercial Code, Civil Code, the Law "On Electronic Documents and Electronic Documents Turnover", the Law "OnNotaries", the Law "OnState Registration of Legal Entities andIndividuals-Entrepreneurs". 

However,a number of other Laws and regulations currently in effect have not been amended,and they still contain the mandatorycorporate seal requirement. For example, the Instructions Concerning the Procedurefor Registering Issued, Returned and Used Powers of Attorney Authorizing the Obtainingof Valuables, approved by Order No. 99 of the Ministryof Finance of Ukrainedated 16 May 1996, which requiresa seal to be affixedto a power of  attorney authorizingthe obtaining of commodityand material valuables. 

We believe that relevantamendments must be introduced into all Laws and regulations that have mandatory sealrequirement for anypurpose or document. Therefore, until such Laws and regulations are amended, in case thereis a mandatory corporate seal requirement ineffect for a specificpurpose or document,this requirement must be compliedwith. This position is supported by instructive letters of the State bodies (for example,a letter of the State Service of Ukraine on Regulatory Policy and Development dated 04.08.2014 #6255 and letter of  the Ministryof Justice dated 14.08.2014 #6820-0-4-14/8.1).