Not to the new address: where the notary should send documents after changing the legal entity's location
Notaries who carry out the state registration of a change in the location of a legal entity must send the documents not immediately to the company’s new address, but to the entity that actually holds its registration file. Only after that does the responsible entity independently transfer the entire registration file along with the new documents to the new location of the legal entity. The Ministry of Justice has drawn attention to the procedure for notaries' actions after making the relevant changes to the Unified State Register.
Notary as a state registrar: what powers they have
According to paragraph 5 of part one of article 1 of the Law of Ukraine "On State Registration of Legal Entities, Individual Entrepreneurs and Public Formations," a notary is a state registrar.
Taking into account the provisions of the Law of Ukraine "On Notariate," a notary has the right to certify the authenticity of signatures on documents that provide for a change in the location of a legal entity.
The notary is also authorized to make the relevant changes regarding the location of the legal entity in the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Formations (USR).
Where the notary must send documents after changing the location
After performing such a registration action, the question often arises in practice as to which storage entity the documents should be sent to be attached to the registration file.
The Ministry of Justice noted that the storage of registration files of legal entities is ensured by the relevant state registration entities defined by article 29 of the Law.
The general rules for forming and storing registration files in paper form, the rights and obligations of the entities that ensure their storage, as well as other participants in this procedure, are defined by the Procedure for Forming and Storing Registration Files, approved by the order of the Ministry of Justice of Ukraine dated November 18, 2016, No. 3267/5.
According to paragraph 1 of section VI of this Procedure, in cases provided by law, the notary who ensured the issuance of documents submitted for state registration is obliged, within three working days from the date of the relevant state registration, to transfer the documents for attachment to the registration file to the entity that ensures its storage. The transfer is carried out by postal dispatch with an inventory or in person also with an inventory.
How the registration file is transferred after the address change
Paragraph 1 of section VII of the Procedure establishes that the basis for transferring the registration file between entities that ensure its storage is the performance by the state registrar of a registration action related to changing the location of a legal entity if the new location is situated in the territory of another administrative-territorial unit.
In such a case, the official responsible for storing registration files transfers the registration file to another storage entity within ten working days from the date of the relevant event. This is done by postal dispatch with an inventory together with an acceptance-transfer act or in person with the corresponding act.
After certifying the authenticity of the signature on the document that provides for the change of the legal entity’s location and the state registration of such changes in the USR, the documents on the basis of which the relevant changes were made must be sent to the entity that actually holds the registration file, i.e., at the previous location of the legal entity.
After receiving these documents, the entity that ensures the storage of the registration file independently transfers it along with the new documents to the storage entity at the new location of the legal entity.
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