Thus, the decision of the SCU states that the way a company participates in the transfer of its share to other participants is elected by its owner, and the law allows for a retreat, either by concluding agreements or otherwise.

A similar legal conclusion is contained in Supreme Court rulings of July 17, 2018 in Case No. 916/2386/17, of October 31, 2018, in Case No. 904/9835/17, of November 28, 2018, in Case No. 903/568/17.

The Grand Chamber of the Supreme Court decided to depart from these findings and pointed out that the withdrawal by the participant of the LLC of the share in the authorized capital of the company provided for in Art. 147 of the Civil Code of Ukraine and Art. 53 of the Law of Ukraine "On Business Societies" is an alienation of a part and requires the will of the person who alienates it and the person who accepts it into ownership. Assignment (alienation) of a share is not an independent unnamed type of contract, because it occurs through the conclusion of the contract of sale, exchange, gift and so on.

Such an agreement may be concluded verbally or in writing, depending on the requirements of the current legislation of Ukraine and the charter of the company. The parties' failure to comply with the written legal form shall not have the effect of invalidating it, except in cases established by law.

The Grand Chamber of the Supreme court also noted that, in accordance with the requirements of Articles 717, 719 of the Civil Code of Ukraine, the contract of donation of a share (corporate rights) in the authorized capital of the company should be made in writing. In case of non-compliance with the written form, this contract is void. The written form of the donation agreement may be considered to be observed, in particular, if the parties' wills are stated in the statement of the participant in the name of the company and the minutes of the general meeting of the members of the partnership, provided that these documents indicate that the transfer of the share is free of charge and the protocol contains signatures of both parties of the transaction (donor) and the gifted).

The full text of the ruling of the Grand Chamber of the Supreme Court of 1 October 2019 in Case No. 909/1294/15 is at the link.