L&M Finance Group

Overview of changes in legislation for January 2025

January 9 Draft law No. 6013 was adopted on the regulation of entrepreneurial activities of legal entities during the transition period.

In particular, the bill proposes to repeal the Commercial Code of Ukraine (CCU), which for a long time defined the rules for conducting economic activity in Ukraine. As reported in the explanatory note, the repeal of the CCU, despite the initial goal of promoting the development of entrepreneurship, contained legal contradictions with the Civil Code, complex references to other laws, and outdated approaches to the management of state property, which became the reason for its revision in the regulation of economic activity in Ukraine.

Among the main objectives of the bill, the following can be distinguished :

- Harmonization of legal regulation of legal entities, ensuring their stability and subordination to clear legislative norms.

- Optimization of management of state and municipal property through corporatization of such state and municipal enterprises.

- Creating favorable conditions for attracting foreign investment by implementing and supporting international practices and standards of transparent governance.

The reform has received support from the EU and the OECD, with a plan to complete the transformation of state-owned and municipal enterprises by 2025–2026. From 2027, subsidy financing of such enterprises will be prohibited. The draft law also introduces new conditions for fines for defense enterprises, simplifying their financial burden. The repeal of the Commercial Code is only the beginning of a comprehensive reform. The next step should be the development of new modern legislation that will meet European standards, promote economic development, and make the legal system more transparent and efficient.

This draft law will enter into force the day after its official publication.

January 3 The President of Ukraine signed Law No. 9256-d on the regulation of the gambling business.

This law is aimed at combating gambling addiction, in particular, it introduces large-scale changes in the activities of gambling operators, restricts advertising, and strengthens state control in this area.

One of the key innovations is the liquidation of the Commission for the Regulation of Gambling and Lotteries (KRAL). Instead, a new authorized body will be created by April 1, 2025, which will be responsible for controlling the market. A Ministry will also be determined, which will form a policy in the field of gambling and lotteries. At the same time, a mechanism for blocking illegal gambling sites and mobile applications is being introduced, which will make it impossible to access gambling outside the legal field.

The law also imposes restrictions on gambling advertising. It is completely prohibited, with the exception of certain cases: it is allowed to be placed on television and radio only at night, as well as in media, platforms and search engines aimed at an audience over the age of 21. At the same time, it is prohibited to offer or reimburse the costs of participating in gambling, send mass advertising messages or calls to an unspecified number of people, as well as provide free bonuses instead of real bets.

Separately, strict requirements are stipulated for the content of advertising. Military personnel, volunteers and famous people cannot participate in it, and the use of symbols and themes related to war is also prohibited. Restrictions also apply to obtaining licenses: companies that have tax debts or arrears in license fees will not be able to obtain a permit to operate. Similar requirements are imposed on persons associated with the aggressor country, and the use of their brands is also prohibited.

Gambling payments can now only be made through bank accounts. Any other payment services and alternative payment methods are prohibited. In addition, a ban is being introduced on gambling sponsorship, with the exception of supporting sporting events.

Significant changes have also affected the lottery business. From now on, lotteries are subject to most of the restrictions established for the gambling business. Licensees are subject to requirements regarding the reputation of officials, the absence of tax debts and ties with the aggressor country. All financial transactions must also be carried out exclusively through the banking system. At the same time, foreign companies with relevant experience can obtain a license to conduct state lotteries.

To combat shadow schemes, the mandatory use of payment transaction recorders (PRO) by gambling businesses has been clarified. Limits on time and expenses for playing have also been established, and players are required to take breaks. The practice of so-called "control purchases" during inspections of establishments, which will be recorded on video, is being introduced.

A separate rule prohibits accepting bets on credit or with deferred payment. Thus, players can participate in the game only with their own funds.

The adopted law is aimed at strengthening state control over the gambling business, limiting the negative impact of gambling on society, and eliminating illegal market operators.

This law will come into force in April of this year, when the Ministry that will shape policy in the field of gambling and lotteries will be determined, a new authorized body responsible for regulating this type of activity will be created, as well as its composition.

January 6 The Cabinet of Ministers has registered with the Verkhovna Rada draft law No. 12377 on the basic principles of housing policy. This document aims to define new approaches to housing policy in Ukraine, creating conditions under which every citizen will be able to solve their housing issue by renting or purchasing housing as their own. The draft law is based on the principles stipulated by the Constitution of Ukraine and the guiding documents of the European Union, and is aimed at forming an effective system of attracting international organizations and donors for the development of the housing stock. The draft law defines the state policy in the field of housing as aimed at stimulating and regulating private activity in this area. It is envisaged to create specialized institutions that will be engaged in the construction and management of affordable housing. Separately, guarantees of protection of the right to housing for citizens are determined in order to ensure their legal security in cases of renting or purchasing housing.

The document provides for the introduction of new principles of housing policy that meet European standards. Among them are accessibility and barrier-free housing, inviolability of the right to housing, transparency of processes and public participation in policy-making, freedom of choice, fairness and equal access to housing, as well as strategic planning and social integration. The implementation of the principle of strategic planning involves the creation of relevant documents that will determine the mechanisms for the development of the housing sector, control over the implementation of planned measures and ensure their effectiveness.

An important part of the bill is the development of public-private partnerships, which will contribute to solving housing issues and create opportunities for attracting international partners.

The structure of the housing stock of Ukraine is also determined, which includes private housing stock, state housing stock, and housing stock of territorial communities. At the same time, state and municipal housing stock is divided into social housing and service housing, which is not subject to alienation. The document establishes the possibility of attracting private housing stock for use as social housing.

Housing owned by the state or territorial communities will be leased for a specific purpose – as social or service housing. The level of rent will depend on the income and property status of citizens, and the subsidy mechanism will ensure the availability of such housing for those who need it. The possibility of creating housing cooperatives for joint ownership and use of housing, as well as housing and construction cooperatives for the construction of new housing, is being introduced.

It also provides for minimum and general requirements for the quality of housing, which will guarantee its compliance with basic standards. Financial and credit mechanisms for the purchase of housing are established, in particular with state support, but the draft law contains restrictions on the alienation of such housing in order to avoid possible abuses.

It is planned to form a Unified Information and Analytical Housing System - a public electronic registry that will collect, store and process data on the housing stock of Ukraine, as well as information on persons who may receive state support to exercise the right to housing.

In addition, the draft law provides for the repeal of the Housing Code of Ukraine and the Law "On the Privatization of the State Housing Fund", which will cease to be in force after the adoption of new legislation. This should contribute to the creation of a modern, effective and transparent system of regulating housing relations in Ukraine.

At the moment, the draft law has only been submitted to the Verkhovna Rada for review. L&M Finance Group team will continue to monitor this bill for detailed analysis.

January 9 Resolution No. 6, adopted by the Cabinet of Ministers, came into force , which introduced amendments to the Procedure for Maintaining the State Land Cadastre.

These innovations are aimed at harmonizing cadastral procedures with the Land Code and the Law "On the State Land Cadastre" and concern the mechanism for changing the purpose of especially valuable lands and forest areas when they are classified as defense lands.

From now on, information on restrictions on land use is entered into the cadastre upon application by the person initiating the change in the purpose of the land plot. The application is accompanied by the relevant land management documentation. If the law allows a change in purpose without developing such documentation, technical documentation on land inventory is attached.

A ban has also been established on changing the purpose of state-owned lands that were classified as defense lands after the adoption of Law No. 3948-IX of September 4, 2024.

In addition, the prosecutor's office and pre-trial investigation bodies received access to information and documents of the State Land Cadastre created during its maintenance, as well as to extracts from it.

January 1 In Ukraine, changes to tax legislation come into force, which provide for an increase in tax rates, clarification of tax obligations, and increased control over the activities of enterprises.

Military recruitment.

1. For individual entrepreneurs (single tax):

1.1. First, second, fourth groups: 10% of the minimum wage (800 UAH in 2025) monthly.

1.2. Third group: 1% of income.

1.3. Payment: first, second, and fourth groups - by the 20th of the month; third group - within 10 days after filing the declaration.

2. For individuals who are not single tax payers:

2.1. 5% rate on income from January 1, 2025.

2.2. Annual tax liability for 2024: 1.5% on taxable income (except income from property transactions).

2.3. From January 1, 2025, the rate is 5% on all income accrued to taxpayers.

2.4. Income from property transactions received after December 1, 2024, is taxed at a rate of 5%.

Personal income tax.

1. Residents of Diya City. The procedure for applying the personal income tax rate when paying income to specialists’ resident of Diya City has been clarified.

1.1. 5% is taxed on the taxpayer's income paid to him by a resident of Diya City, starting from the calendar month following the calendar month in which the status of a resident of Diya City was acquired, in the form of: salary; remuneration under a gig contract, including remuneration for the creation and transfer of rights to works created on order; author's remuneration for the creation of a service work and the transfer of rights to service works.

1.2. 18% is taxed on the taxpayer's income that was accrued (paid) in the calendar month in which the status of a resident of Diya City was acquired.

2. Tax agents. From January 1, 2025, a monthly obligation has been established to submit a tax calculation of income accrued to individual taxpayers, as well as the amounts of withheld tax and accrued single contribution. Previously, the submission deadline was quarterly.

Single social contribution (SSC).

1. Restoration of the obligation: In 2025, individual entrepreneurs, independent professionals, and members of farms are required to pay the SSC on a general basis.

2. Diya City: The procedure for applying the SSC rate for income payments to resident specialists of Diya City has been clarified, in the amount of the minimum insurance premium:

2.1. on the amount of wages accrued to each insured person by types of payments, which include basic and additional wages, other incentive and compensation payments;

2.2. for the amount of remuneration to individuals for performing work (providing services) under gig contracts concluded in accordance with the procedure prescribed by the Law.

Income tax.

1. Increase in the income tax rate. For financial institutions (except insurers), the basic income tax rate increases from 18% to 25%.

2. Tax benefits for residents of Diya City. Pension contributions and insurance payments under voluntary health insurance contracts made by residents of Diya City for the benefit of employees and gig workers are exempt from taxation by the "tax on withdrawn capital".

3. Expenses for charitable contributions for the needs of state defense are not considered taxable during martial law.

4. New procedure for paying advance payments. For enterprises engaged in currency exchange in cash, advance payments for income tax will be determined in a fixed amount in euros, rather than in minimum wages. Payment will be made at the NBU exchange rate at the beginning of each quarter.

5. Accounting for royalty expenses. Changes have been made to the procedure for accounting for royalty expenses in connection with the entry into force of the Law on Media and the repeal of the Law on Television and Radio Broadcasting.

6. Control over the use of profits of non-profit organizations. From March 25, 2025, non-profit organizations may be excluded from the Register of Non-Profit Institutions and required to pay income tax, fines, and penalties if it is established that their profits were used to provide unlawful benefit during a criminal offense.

7. Restrictions on tax expenses. From March 25, 2025, transactions that may indicate the provision of improper benefits to officials (including foreign ones) will not be taken into account as expenses, if this is established by regulatory authorities or a court decision.

8. New tax object for residents of Diya City. From March 25, 2025, transactions involving the provision of improper benefits to officials will be taxed at a rate of 18%.

9. Cancellation of tax benefits. The benefit of exemption from income tax for enterprises engaged in aircraft construction is no longer valid.

Value added tax.

1. Used vehicles: The method of determining the selling price for the supply of used vehicles to persons not registered as VAT payers has been changed. The price is determined by contract or not lower than the average market/market value.

2. Tax benefits:

2.3. The exemption from VAT for services for the screening of domestic and dubbed foreign films has been extended until December 31 of the year in which martial law is lifted.

2.4. VAT exemption for the supply of national films and services related to their production has been extended.

3. Exclusion from taxation objects: Transactions for the supply of services under gig contracts by non-residents not registered as VAT payers are excluded.

4. Cancellation of benefits:

4.1. Import of goods for the aircraft industry.

4.2. Providing scientific research results to the aircraft industry.

4.3. Zero VAT rate for goods manufactured by enterprises of people with disabilities.

4.4. VAT payment installments when importing equipment.

4.5. VAT rates are 7% for air transport services.

4.6. Import of unmanned aerial vehicles and other equipment.

Excise tax.

1. Clarification of terms: The terms “total amount of tax liabilities from excise tax on cigarettes” and “weighted average retail selling price of cigarettes” have been defined. The weighted average price takes into account the total cost of all cigarettes with all taxes, including excise tax.

2. Introduction of new definitions: A procedure for determining the share of the total amount of excise tax liabilities in the weighted average retail selling price of cigarettes (60% of the cost) has been introduced.

Excise goods.

1. Prices for excisable goods: The retail price cannot be less than the minimum excise duty liability multiplied by 1.45.

2. Excise duty rates: Determined in euros for tobacco products, tobacco and their substitutes.

Transfer pricing.

1. Relatedness criteria: Increased the share of corporate rights ownership to determine relatedness from 20% to 25%.

2. Controlled transactions: The approaches to forming the list of countries whose transactions with residents are recognized as controlled have been changed.

3. Uncontrolled transactions: Criteria have been established for recognizing transactions with non-residents as uncontrolled.

4. Fines:

4.1. For failure to submit a notification of participation in an international group of companies: 100 subsistence minimums (was 50).

4.2. For untimely declaration of controlled transactions: a fine for each day of delay, but not more than 300 subsistence minimums or 0.5% of undeclared transactions.

4.3. For untimely submission of the notification: a fine for each day of delay, but not more than 50 subsistence minimums (was 100).

5. Sanctions during martial law: Fines for violations committed since January 1, 2022, are not applied provided that duties are performed within six months after the lifting of martial law.

Land tax.

1. Cancellation of the benefit: The exemption from paying land tax for aircraft manufacturing entities that develop or manufacture aircraft and engines is no longer valid. The benefit does not apply to land plots with social, commercial, agricultural and non-industrial construction facilities.

Minimum tax liability (MTL).

1. For 2025 and beyond:

1.1. Coefficient "K": 0.057.

2. Amount of MPZ:

2.1. At least 700 UAH per 1 hectare.

2.2. For land with arable land share ≥ 50%: 1400 UAH per 1 hectare.

January 15 The Verkhovna Rada adopted two draft laws No. 12405 and No. 12404, regarding the extension of martial law and mobilization

Thus, the extension of martial law will take place starting at 05:30 on February 8, 2025 for a period of 90 days, as well as the extension of general mobilization starting from February 8, 2025 for a period of 90 days.

January 21 The Cabinet of Ministers, by Resolution No. 59, introduced changes to the procedure for issuing driver's licenses and allowing citizens to drive vehicles, and to the procedure for state registration (re-registration) and deregistration of various types of vehicles.

This resolution provides for the following:

1. Citizens were given the opportunity to choose a postal operator for the delivery of driver's licenses, vehicle registration certificates, and license plates.

Please note that previously this service was provided exclusively through the postal service of JSC Ukrposhta.

2. Vehicle owners have been given the opportunity to deregister their vehicles if they are temporarily not participating in road traffic. This will allow them to conclude third-party liability insurance contracts for shorter periods — from 15 days to 5 months. Also, this decision will facilitate the procedure for those who use vehicles seasonally or for other reasons do not operate them temporarily.

The new rules will enter into force six months after the official publication of the resolution.

January 8 The President of Ukraine signed Law 4173-IX, which abolishes the institute of the deliberative chamber in civil, commercial and administrative proceedings.

On January 29, the Supreme Court issued recommendations on innovations. From now on, the adoption and pronouncement of court decisions will take place without a deliberative chamber, but the general procedure remains unchanged, namely:

- The court shall render a decision after the conclusion of the debates in the courtroom. The court may render a decision in any courtroom, ensuring that the secrecy is maintained. After the conclusion of the debates, the court shall announce the transition to the decision-making stage.

- The decision is kept confidential. The judge has no right to discuss the case with other persons.

- Judges are required to vote and sign decisions.

- The decision is pronounced publicly. If the decision contains a state secret, it is subject to an appropriate storage regime. The court may pronounce a summary decision, and the full text must be prepared within ten days.

Among the main changes being made to the procedural codes, in particular:

1. Amendments to the Commercial Procedure Code (CPC):

- The court announces the transition to the decision-making stage after the debate.

- The court may postpone the decision for up to 10 days in exceptional cases.

- The decision is made in the courtroom without specifying a specific location.

2. Amendments to the Civil Procedure Code (CPC):

- Judges may not disclose the considerations expressed during the decision-making process.

- After the debate, the court announces the decision stage.

- It has been established that resolutions may be drawn up as separate documents.

3. Amendments to the Code of Administrative Procedure (CAP):

- Leaving the application for recusal without consideration if it is resubmitted for the same reasons.

- After the debate, the court announces the transition to the decision-making stage.

It is important that these changes do not apply to criminal proceedings and proceedings for administrative offenses. The corresponding draft laws have been proposed, but have not yet been considered, therefore the institution of the deliberative chamber in these processes is preserved.

These changes will enter into force 30 days after publication, namely on February 8, 2025.