- A foreign supplier needs its standard terms adapted for the Ukrainian market.
- Export proceeds are at risk of breaching the statutory settlement deadline.
- A distributor is being appointed and the territory and pricing terms need to be competition-compliant.
- A counterparty has invoked force majeure and the exposure needs to be assessed.
- Payment security is required from a new Ukrainian buyer.
Overview
Contracts involving a Ukrainian party carry requirements that do not exist in purely domestic arrangements elsewhere. Foreign economic activity agreements must support the bank's currency control review, must allow the settlement deadlines to be met, and must be capable of being presented to customs. Choice of foreign law and arbitration is generally permitted, but the enforcement route needs to be considered when the clause is drafted, not when the dispute arises.
We draft and negotiate the agreements through which businesses actually operate: supply, distribution, services, agency, licensing, construction and lease. Our review is commercial rather than academic — we identify what the counterparty could do to you under the current wording, and what it would take to close that gap.
Typical situations
Scope of work
What we do
The matters we handle within this practice. Engagements are usually a combination of several of them rather than a single item.
01
Foreign trade contracts
Export and import agreements structured for currency control, settlement deadlines, customs valuation and payment security.
02
Supply and distribution
Supply, distribution, agency and franchise arrangements, with attention to competition law limits on pricing and territory.
03
Services and outsourcing
Service agreements, IT and development contracts, intellectual property assignment and cross-border service taxation.
04
Licensing and IP
Trade mark and technology licences, royalty structuring and withholding tax treatment.
05
Construction and real estate
Construction contracts, lease and sublease agreements, and preliminary and investment agreements.
06
Security
Guarantees, sureties, pledges over movable assets and shares, mortgages and retention of title arrangements.
07
Standard documentation
Template suites for recurring transactions, with drafting notes so that commercial teams can use them safely.
08
Negotiation
Direct participation in negotiations in English and Ukrainian, including counterparty positions and fallback drafting.
How we work
From first call to completion
A predictable sequence with a written output at each stage, so that you always know the position and what it will cost to reach the next one.
01
Commercial brief
We establish the deal, the risks that concern you and the outcomes that are non-negotiable.
02
Draft or review
Documents prepared or marked up with an accompanying note explaining the points that matter and why.
03
Negotiation
Positions taken with the counterparty, with fallbacks agreed with you in advance.
04
Execution
Signature formalities, powers of attorney, notarisation where required and a complete executed set.
Why clients instruct us
Local knowledge, international standards
We work the way our clients' in-house teams and international counsel expect: clear scope, written advice, English-language reporting and no surprises on fees.
- Advice in English, drafted to be usable by a board that does not know Ukrainian law.
- Fee estimates agreed before work begins, with fixed fees where the scope allows.
- A named partner responsible for the matter, not a rotating team.
- Practising in Ukraine since 2003, through every regulatory cycle since.
Questions
Frequently asked
Can a contract with a Ukrainian company be governed by English law?
Yes, where the contract has a foreign element, and this is standard for cross-border commercial agreements. Certain matters remain subject to Ukrainian law regardless of choice — rights over Ukrainian real estate, corporate procedure, employment relationships performed in Ukraine and currency control compliance.
What are the settlement deadlines for foreign trade contracts?
Ukrainian law requires export proceeds to be received, and prepaid imports to be delivered, within a statutory period running from shipment or payment. Breach triggers a daily penalty. The period has been changed several times, so it should be confirmed for the relevant contract date, and payment terms should be drafted with margin rather than to the limit.
Is a contract valid if signed electronically?
Ukrainian law recognises qualified electronic signatures, and contracts between Ukrainian parties are routinely concluded this way. For cross-border contracts, banks and customs often still expect a wet-ink or scanned signed version, so we usually recommend both where the contract will support currency control.
Should we arbitrate or litigate?
Arbitral awards are enforceable in Ukraine under the New York Convention and enforcement is generally reliable, which makes arbitration attractive for substantial contracts. For lower-value recurring transactions the cost of arbitration is disproportionate and the Ukrainian commercial courts are a practical forum.
Related
Practices that usually come with this one
10
Compliance & Regulatory
Compliance failures in Ukraine rarely announce themselves. They surface during a bank review, an audit or a transactio…
Read more →11Litigation & Disputes
Ukrainian proceedings run through three instances and reward parties who prepare the evidence before filing rather tha…
Read more →06Banking & Accounts
For a foreign-owned Ukrainian company, opening a bank account is usually harder than incorporation. The obstacle is ra…
Read more →05Antitrust & Competition
Ukrainian merger control catches more transactions than foreign parties expect, and the penalty for closing without cl…
Read more →
Next step
Discuss your matter with us
Tell us what you need to achieve in Ukraine. The first consultation is free and confidential — we will tell you candidly whether we are the right firm for the task.