The relocation of Ukrainian businesses abroad, which in 2022 took the form of emergency evacuation, is becoming strategic planning to diversify risks, enter EU markets, and ensure business continuity, according to Kateryna Danilova, partner at Barristers Law Firm.
“While in 2022 relocation was often an emergency evacuation, it is now taking on the characteristics of strategic planning with the aim of diversifying risks, entering EU markets, and ensuring business continuity,” she told the Interfax-Ukraine news agency.
Danilova noted that “since the start of the full-scale invasion, Ukrainian businesses have kept up their interest in relocation, although it’s changed depending on what’s happening on the front lines and the overall economic situation.”
According to the lawyer’s observations, the information technology (IT) sector is the most active in terms of relocation, due to its mobility, focus on global markets, and minimal dependence on physical assets.
“For IT companies, relocation often means opening offices in EU countries to retain their teams, which also allows them to guarantee continuity and stability of services to their clients and simplifies access to international financial infrastructure. Many companies based in Diia.City are setting up overseas hubs while keeping a significant part of their development in Ukraine,” she said.
In addition, according to Danilova, manufacturing companies in light industry, woodworking, component manufacturing, and the food industry are also very active in relocation.
“The main driver for them is the desire to protect production facilities from physical destruction, bring production closer to European consumers, expand the sales market, etc.,” she said.
Agrarian and processing enterprises are also active in relocation, seeking opportunities to create processing capacities in neighboring EU countries to gain access to the market without logistical complications at the border.
In addition, these are companies in the creative industry, consulting, and marketing, which, like IT, are mobile and actively integrating into the European market.
Commenting on the geography of relocation, Danilova noted that the choice of a relocation country depends on many factors, including geographical proximity, logistics, business conditions, the availability of support programs, the tax climate, and cultural and linguistic similarities.
Currently, the main destinations for Ukrainian businesses are Poland, which leads in the number of relocated Ukrainian companies, and Germany, where Ukrainian businesses are attracted by economic stability, access to the largest EU market, and high purchasing power, although this country is “characterized by a higher level of bureaucracy and tax burden.”
In addition, Ukrainian businesses are relocating to Romania and Bulgaria, which are gaining popularity thanks to, in particular, competitive tax rates and lower labor costs, the Czech Republic and Slovakia, which are traditionally attractive due to their cultural proximity and favorable conditions for small and medium-sized enterprises, and the Baltic countries (Lithuania, Latvia, Estonia), which are “interesting for technology and innovation companies due to their developed digital infrastructure and favorable investment climate.”
However, Danilova stressed that “it is legally impossible to transfer an employee from a Ukrainian legal entity to a foreign one, as they are different business entities operating in different legal systems,” but in practice, companies use a number of mechanisms.
These include, in particular, dismissal in Ukraine and employment abroad, which is the most common and transparent mechanism, but requires the employee to obtain a residence and work permit in the country of relocation, or a business trip, which is risky for long-term work abroad.
In addition, companies use mechanisms for concluding civil law contracts, where an employee registers as an individual entrepreneur in Ukraine (or as an individual entrepreneur in the country of relocation) and concludes a service contract with a foreign company. This model is flexible but carries the risk of additional taxes and penalties.
Another common mechanism is intra-corporate transfer (Intra-Corporate Transferee), which is used in EU countries that have implemented the relevant EU Directive, which creates simplified conditions for the temporary transfer of key managers, specialists, and trainees within a group of companies. This requires, in particular, the existence of legally related Ukrainian and foreign companies. Another popular mechanism is outsourcing or “leasing” of employees, which involves removing employees from the payroll on condition that they are hired by a foreign company. However, Ukrainian legislation does not contain clear regulatory provisions governing such legal relations.
Commenting on the pitfalls of Ukrainian legislation in the field of relocation, Danilova noted a number of restrictions in the Ukrainian legal field, in particular, currency restrictions, rules for controlled foreign companies (CFC), transfer pricing (TP), as well as restrictions on travel abroad and the movement of assets.
In addition, banking compliance and opening a bank account for a new company in the EU founded by Ukrainian citizens, the complexity of managing a dual structure, the loss of preferential treatment upon the actual transfer of activities abroad, in particular IT companies, which may lose the advantages of the special legal and tax regime of Dnipro.City, as well as adaptation to foreign legislation.
“Relocating a business abroad is an effective tool for minimizing the risks of war, but at the same time it is a complex legal and organizational project. The success of relocation directly depends on comprehensive strategic planning that takes into account all legal, tax, financial, and operational aspects,” she said.
Barristers, BUSINESS, Danilova, ENTERPRISES, LAWYER, RELOCATION
