The proposed amendments affect the Civil Code, the Law on Economic Partnerships and Societies, as well as the Law on Bankruptcy (Insolvency). One of the main innovations is the introduction of subsidiary liability for founders and participants of LLCs for the company's tax obligations. This means that if the company fails to meet its obligations to the state budget, the responsibility may also be imposed on its owners.
Additionally, the draft law proposes to change the management structure of new companies. In particular, during the first two years after registration, the director of the LLC must be one of the founders. If the founder is a legal entity, then the manager becomes a natural person who is at the top of the corporate chain.
After 24 months, the management of the company can be transferred to another person who is not a founder, only upon confirmation of actual business activity.
The draft law also introduces stricter measures in the area of bankruptcy, including mandatory disqualification of managers of companies recognized as bankrupt. The prohibition on engaging in entrepreneurial activities or holding managerial positions will range from one to three years for the first bankruptcy, and up to ten years for a repeat bankruptcy.
The initiators of the draft law emphasize that this measure is aimed at combating fictitious LLCs, the use of nominal managers, and tax evasion, as well as improving transparency in the business environment.
