Commercial Disputes Case Law

Key Ukrainian court decisions affecting foreign companies, investors and cross-border commercial relationships.

Payment Made Before Transfer of Ownership Is an Advance Payment
Stanislav Batryn Stanislav Batryn

Payment Made Before Transfer of Ownership Is an Advance Payment

The Supreme Court of Ukraine clarified that payment for goods is an advance payment where, under the contract, it must be made before ownership passes from the seller to the buyer. Failure to make that payment does not itself terminate the contract; the right arising from non-payment to terminate belongs to the seller.

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Returning an Advance Payment Does Not Automatically Terminate the Obligation to Supply Goods
Stanislav Batryn Stanislav Batryn

Returning an Advance Payment Does Not Automatically Terminate the Obligation to Supply Goods

The Grand Chamber of the Supreme Court held that a seller’s unilateral return of an advance payment does not necessarily terminate its obligation to supply the goods. The result depends significantly on the buyer’s response: acceptance without objection may terminate the parties’ obligations, while a prompt and unequivocal objection may preserve the buyer’s right to demand delivery.

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An Export Operation Occurs When the Goods Actually Cross Ukraine’s Customs Border
Stanislav Batryn Stanislav Batryn

An Export Operation Occurs When the Goods Actually Cross Ukraine’s Customs Border

The Supreme Court held that the decisive moment of an export operation, including the supply of goods, is the actual crossing of Ukraine’s customs border. The distinction between the customs declaration date and the physical export date can determine whether sanctions for violating foreign-currency settlement deadlines are lawful.

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VAT Included in a Supply Contract Cannot Be Challenged Where the Statutory Conditions for VAT Exemption Were Not Met
Stanislav Batryn Stanislav Batryn

VAT Included in a Supply Contract Cannot Be Challenged Where the Statutory Conditions for VAT Exemption Were Not Met

The Supreme Court held that VAT was lawfully included in a supply contract where the statutory conditions for VAT exemption were not satisfied. The Joint Chamber also clarified that VAT is not a contractual price term freely determined by the parties and departed from its earlier approach to partial invalidity of VAT provisions.

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A Contract for Goods Intended for Household Use Is a Sale Contract, Not a Supply Contract
Stanislav Batryn Stanislav Batryn

A Contract for Goods Intended for Household Use Is a Sale Contract, Not a Supply Contract

The Supreme Court of Ukraine held that an agreement between an individual and an entrepreneur for prepaid goods intended for household use constitutes a sale contract rather than a supply contract. Where no delivery date is agreed, failure to deliver within seven days after the buyer’s demand may justify termination, repayment of the advance and interest.

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Force Majeure May Release a Party From Liability for Delay but Does Not Extinguish the Underlying Obligation
Stanislav Batryn Stanislav Batryn

Force Majeure May Release a Party From Liability for Delay but Does Not Extinguish the Underlying Obligation

The Supreme Court of Ukraine confirmed that force majeure may exempt a debtor from liability for delayed contractual performance without extinguishing the underlying debt. In a dispute involving ground handling services, the Court accepted that Russia’s invasion, martial law, closure of Ukrainian airspace and suspension of civil aviation prevented timely performance, while the obligation to pay for services already received remained in force.

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Force Majeure May Exempt a Supplier From Liability Where It Actually Makes Contractual Performance Impossible
Stanislav Batryn Stanislav Batryn

Force Majeure May Exempt a Supplier From Liability Where It Actually Makes Contractual Performance Impossible

The Supreme Court of Ukraine upheld the dismissal of a claim for contractual penalties where a supplier proved that mass missile attacks, disruption of critical infrastructure and emergency electricity outages made timely performance objectively impossible. The case illustrates that wartime force majeure requires a demonstrated connection between the extraordinary event and the specific contractual breach.

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A General War-Related Force Majeure Letter Is Not Enough — Courts Must Examine Whether the War Actually Prevented Performance
Stanislav Batryn Stanislav Batryn

A General War-Related Force Majeure Letter Is Not Enough — Courts Must Examine Whether the War Actually Prevented Performance

The Supreme Court of Ukraine held that the Ukrainian Chamber of Commerce and Industry’s general letter on Russia’s invasion does not itself prove force majeure for a particular contract. However, an individual force-majeure certificate is not necessarily the exclusive form of evidence. The courts must examine the actual impact of wartime events, including the missile strike and partial destruction of the Retroville shopping centre, on performance of the specific lease.

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A Force Majeure Certificate Obtained After Contract Termination Can Still Confirm Earlier Force Majeure
Stanislav Batryn Stanislav Batryn

A Force Majeure Certificate Obtained After Contract Termination Can Still Confirm Earlier Force Majeure

The Supreme Court of Ukraine held that obtaining a force-majeure certificate after termination of a contract does not automatically deprive the certificate of legal significance. The Court distinguished formal force-majeure certification from the separate obligation to give timely contractual notice and upheld a supplier’s exercise of a unilateral termination right after force majeure had continued for more than 30 days.

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A General Reference to War Does Not Release a Business From Contractual Liability
Stanislav Batryn Stanislav Batryn

A General Reference to War Does Not Release a Business From Contractual Liability

Ukraine force majeure, war force majeure Ukraine, Ukraine Supreme Court, Ukraine commercial disputes, Ukraine contract law, martial law contracts Ukraine, Ukrainian Chamber of Commerce, TPP Ukraine force majeure certificate, commercial litigation Ukraine, contracts during war Ukraine, foreign companies Ukraine, business risk Ukraine

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War and Inflation Do Not Automatically Justify Changing the Terms of a Commercial Loan
Stanislav Batryn Stanislav Batryn

War and Inflation Do Not Automatically Justify Changing the Terms of a Commercial Loan

The Supreme Court of Ukraine held that war, inflation, loss of profit and non-payment by a borrower’s counterparties do not automatically justify changing the terms of a commercial credit agreement. Businesses operate at their own commercial risk, and judicial modification under Article 652 requires the statutory conditions for a material change of circumstances to be established.

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A Company in Occupied Territory Cannot Be Denied Legal Representation Merely Because of Its Location
Stanislav Batryn Stanislav Batryn

A Company in Occupied Territory Cannot Be Denied Legal Representation Merely Because of Its Location

The Supreme Court of Ukraine held that a company's location in temporarily occupied territory does not, by itself, invalidate its agreement for professional legal assistance or deprive it of access to Ukrainian courts. The Court distinguished restrictions on conducting economic activity from obtaining legal services to protect a company’s rights in litigation.

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