Let's consider possible ways to return.

OPTION 1: purchase agreement

The provisions of paragraph 292.2. Art. 292 of the TCU provides that the sale of fixed assets by legal entities - payers of the single tax income is defined as the sum of funds received from the sale of such fixed assets. If fixed assets are sold after their use within 12 calendar months from the date of commissioning, income is defined as the difference between the amount of proceeds from the sale of such fixed assets and their residual book value at the date of sale.

That is, if 12 months have passed since the beginning of its official operation, and the value of the property specified in the contract of sale does not exceed its book value, the Company will not have income that must be taxed on this transaction.

However, there will be traditional costs of buying and selling real estate:

- fee for state pension insurance in the amount of 1% of the value of real estate;

- 1% of the amount of the contract for the certificate of contracts of alienation of real estate (state duty).

Disadvantages: the need to credit funds and conduct a property appraisal, according to which the amount of mandatory payments will be determined. If when selling the property its value specified in the contract of sale, which is confirmed by the assessment, will be greater than its book value, such difference is the Company's income and if the total income for the calendar year will exceed 5 million hryvnias - up to the amount required will apply a double rate of the single tax in the amount of 10% of income, as well as register as a VAT payer by submitting an application no later than the 20th day of the month following the calendar quarter in which the excess of income is allowed.

OPTION 2: mine contract

The contract of exchange for tax consequences is equated to a contract of sale. Therefore, the same tax consequences apply to the contract of exchange as to the contract of sale.

Disadvantages: based on the legal nature of the contract of exchange, there is a need to contribute to the authorized capital of the Company of some other property (instead of existing). That is, the procedure is more complicated than the previous one.

OPTION 3: gift agreement

You can do otherwise and draw up a donation agreement, although this option is contrary to the purpose of the Company - to make a profit.

The object of taxation, in this case, will be the total monthly (annual) taxable income (including income received by the taxpayer as an additional benefit); income from the source of their origin in Ukraine, which is finally taxed at the time of their accrual (payment, provision); foreign income - income (profit) received from sources outside Ukraine.

When concluding a gift agreement, an individual member of the Company will be required to include the value of donated property in their income and also pay personal income tax at a rate of 18% of the value of donated property and 1.5% of the military fee.

Cons: the need to pay personal income tax and military duty, lack of documentary evidence of the value of the property (unlike the contract of sale), it is possible to attract tax attention. In addition, after signing the Donation Agreement, it will be necessary to decide to reduce the authorized capital of the Company to the value of the property and make these changes to the Charter, register them in the Register and reflect in the financial statements of the Company.

OPTION 4: upon liquidation of the Company

To implement the liquidation procedure of the Company, the members of the Company must decide on its liquidation, which will determine the composition of the liquidation commission or appoint a liquidator of the Company and set a deadline for creditors to declare their claims against the Company, which may not be less than two months. regarding its termination. Such a decision is subject to registration in the Register, after which the creditors have the right to submit their claims to the Company, and the liquidation commission or liquidator is obliged to take all the above actions aimed at terminating the activities of the Company. After the expiration of the term established in the decision, the property of the Company remaining after satisfaction of the claims of all creditors shall be transferred (returned) to the participants of the legal entity.

Please note that when returning property to a member of the Company, in connection with its liquidation, the legal entity does not receive income, and therefore there is no obligation to pay income tax within the single tax in accordance with paragraph 292.2. Art. 292 TCU.

As for the participant of the Company, it is necessary to decide whether in this case this participant receives investment income. Thus, in accordance with the tax legislation, the total monthly (annual) taxable income of the taxpayer includes investment income from the taxpayer's transactions with securities, derivatives and corporate rights issued in forms other than securities, including transactions on the return to the taxpayer of funds or property (property rights) previously contributed by him to the authorized capital of the issuer of corporate rights, in the event of liquidation of such issuer.

If the value of the returned property is equal to or less than its value at the time of contribution to the authorized capital of the Company, the investment income does not arise, and therefore the obligation to pay personal income tax at the rate of 18% and 1.5% of military collection, the participant will be absent.

Otherwise, the difference in value will be an investment return, and therefore the participant will be obliged to pay the relevant taxes from this difference.

Cons: long liquidation procedure, on average, from 3 months. In addition, in accordance with the law, upon termination of a legal entity, its unscheduled documentary tax audit is mandatory. And only after that the property can be transferred to the founders / participants.

OPTION 5: when reducing the size of the authorized capital

The procedure for reducing the authorized capital of the company is performed in accordance with Art. 19 of the Law "On Limited and Additional Liability Companies". In this case, in the event of a decrease in the nominal value of the shares of all members of the company, the ratio of the nominal value of their shares must remain unchanged.

To reduce the authorized capital of the Company, its members must make a decision, make appropriate changes to the Charter of the Company, register it in the Register, notify all creditors of the Company, whose claims to the Company are not secured by collateral, guarantee or surety, such a decision, wait for expiration 30 days from the moment of such notification, and only then, to pay to the participant of the Company, the reduced part of the authorized capital (or to return property in case of acceptance of such decision.

At the same time, the Company has no tax liabilities due to lack of income.

To determine the need for a member of the Company to pay personal income tax at the rate of 18% and 1.5% of the military tax - it is necessary, as in the previous version, to determine the availability of investment income. If the investment income is equal to 0 or has a negative value, the tax is not paid. In the case of investment income, it is necessary to tax it.

Cons: The likelihood of a refund of the reduced value of the share and the need for the creditor to apply to the Company within 30 days. Thus, if the creditor did not apply to the company with a written request within the period provided for in part four of Art. 19 of the Law "On Limited and Additional Liability Companies", it is considered that it does not require the company to take additional action to fulfill its obligations to him.

OPTION 6: withdrawal of the participant from the Company

The provisions of Part 1 - 11 of Art. 24 of the Law "On Limited and Additional Liability Companies" provides that a member of the company, whose share in the authorized capital is less than 50%, may withdraw from the company at any time without the consent of other participants. If the participant's share in the authorized capital of the company is 50 percent or more, he may leave the company with the consent of the other founders. The decision to consent to the withdrawal of a participant from the company may be made within one month from the date of submission of the application, unless otherwise provided by the statute.

No later than 30 days from the day when the company learned or should have learned about the withdrawal of the participant, it is obliged to inform such former participant of the value of his share, provide a reasonable calculation and copies of documents required for calculation. The value of the participant's share is determined as of the day preceding the day of submission by the participant.

Further, the Company has a maximum of one year from the day when it learned or should have learned about the withdrawal of the participant in order to pay his share. The value of a participant's share is determined based on the market value of the totality of all shares of the company's participants in proportion to the size of such participant's share.

With the agreement of the withdrawn member of the company and the Company, the obligation to pay cash may be replaced by an obligation to transfer other property. The company pays to the participant who left the company the value of its share or transfers the property only in proportion to the amount of the paid part of the share of such participant.

Please note that the Company is obliged to provide the participant who left the company, access to financial statements, other documents necessary to determine the value of his share.

Note, according to the law, transactions to return to the taxpayer funds or property (property rights), previously contributed by him to the authorized capital of the issuer of corporate rights, in case of withdrawal of such taxpayer from the founders (participants) of such issuer are equated to sale of investment asset. .p 1707..2 p. 170.2 Article 170 TCU).

When returning the property to a member of the Company, in connection with his withdrawal from the Company, the Company has no tax liabilities.

With regard to the participant, in order to determine the need to pay personal income tax at the rate of 18% and 1.5% of the military tax, it is still necessary to determine the availability of investment income.

If the investment income is equal to 0 or has a negative value, the tax is not paid. In the case of investment income, it is necessary to tax it.