A foreign legal entity must confirm legal capacity to apply to a Ukrainian court — Commercial Cassation Court of the Supreme Court

Failure of a foreign legal entity to provide proper documents confirming its legal capacity in accordance with the requirements of Ukrainian legislation is grounds for returning the appeal without consideration. At the same time, such a procedural decision does not deprive it of the right to reapply to the court after correcting the deficiencies and, if necessary, to request the restoration of the procedural deadline.

The Commercial Cassation Court within the Supreme Court confirmed that a foreign legal entity applying to a Ukrainian court must properly confirm its legal capacity in accordance with the requirements of Ukrainian legislation. If such documents are absent, the appeal may be returned without consideration.

Case circumstances

The dispute arose within a bankruptcy case of a Ukrainian airline undergoing liquidation. A foreign legal entity applied to the commercial court with a request to replace the creditor in the case.

The applicant referred to an assignment agreement and claimed to have acquired the right to claim against the debtor, therefore requesting to replace the original creditor with its successor in the bankruptcy procedure.

The commercial court of first instance denied the request. The court noted that the submitted documents did not properly confirm the authority of the persons who signed the assignment agreement on behalf of the parties, and also pointed out that the documents issued in the United Arab Emirates were not properly legalized for use in Ukraine.

After that, the applicant appealed the ruling.

Why the appeal was returned

The South-Western Commercial Court of Appeal returned the appeal without consideration.

The court noted that the applicant did not provide proper documents confirming its legal capacity under the law of the state of registration, in particular a certificate of registration, an extract from the commercial register, or other relevant documents as required by procedural law.

The printouts from the official website of the state authority were not recognized by the court as official documents. Moreover, they were not consularly legalized and therefore could not be considered proper evidence in Ukraine.

The appellate court also noted that the commercial license provided by the applicant had already expired at the time of filing the appeal.

What the Supreme Court stated

The Commercial Cassation Court agreed with the conclusions of the appellate court.

The Supreme Court reminded that foreign legal entities enjoy the same procedural rights and obligations in Ukraine as legal entities established under Ukrainian law. At the same time, at the court's request, they must provide a document confirming their legal capacity under the relevant foreign law (certificate of registration, extract from the commercial register, etc.), issued in accordance with Ukrainian legislation requirements regarding recognition of foreign official documents.

The Commercial Cassation Court emphasized that verifying the procedural legal capacity and capability of a foreign legal entity is the court's duty. Without proper confirmation of legal capacity, the court cannot proceed to consider the appeal on the merits. The court also noted that procedural legal capacity arises directly from the law, while the ability to exercise procedural rights in a specific case depends, among other things, on proper confirmation of the relevant procedural status of the person.

According to the Supreme Court, in the absence of proper confirmation of the procedural capability of a foreign legal entity, the appellate court reasonably returned the appeal as submitted by a person who did not confirm its procedural capability in the relevant procedural relations. This approach complies with paragraph 1 of part five of Article 260 of the Commercial Procedural Code of Ukraine.

The Supreme Court also referred to its own legal position set out in the ruling dated March 10, 2026, in case No. 910/3279/25, stating that it sees no grounds to depart from it.

New evidence in cassation did not change the situation

During the cassation review, the applicant submitted a new commercial license with an extended validity period.

However, the Commercial Cassation Court in case No. 916/3619/19 noted that this document was not examined by the courts of previous instances and was absent at the time the appellate court decided on opening the appellate proceedings. Therefore, the cassation court could not consider it, as it does not have the authority to examine new evidence or re-evaluate evidence that was not subject to consideration by the courts of previous instances.

Does this limit the right of access to court

The Supreme Court rejected the applicant's arguments about violation of the right to access justice.

The panel of judges emphasized that returning the appeal does not deprive a foreign legal entity of the right to reapply to the court after correcting the deficiencies. In addition, if the procedural deadline was missed due to document preparation or consular legalization, the person may request the court to restore the deadline, duly substantiating the reasons for the delay.

In conclusion, the Commercial Cassation Court dismissed the cassation appeal and left the appellate court's ruling on returning the appeal unchanged.

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