Criminal Liability of Businesses in 2026: Trends and Risks
Author: Marina Kuzmenko, Paralegal at Grain Law Firm
In 2026, the criminal law impact on business in Ukraine is expected to significantly intensify and become increasingly systemic. While criminal law previously played a predominantly reactive role, responding to already committed offences, in 2026 it will more often serve as a tool of preventive and regulatory influence over business activities.
This transformation will be driven by the combined effect of several key factors: the implementation of Ukraine’s EU integration commitments, strengthened anti-corruption enforcement, the development of the Bureau of Economic Security, and a shift in focus by law enforcement authorities from individuals to corporate structures.
As a result, in 2026 businesses will operate in an environment of substantially increased criminal law risks, where even managerial, tax, or contractual decisions may be subject to criminal legal assessment. This makes it essential to conduct systematic forward-looking analysis of key trends and risks so that companies can integrate preventive legal measures into strategic management and effectively protect themselves from growing criminal law pressure.
Institutionalization of Corporate Criminal Liability
In 2026, it is expected that the institution of criminal liability of legal entities will cease to be a purely formal or residual mechanism. Its application will become practical and widespread, particularly in proceedings related to corruption, money laundering, and violations of sanctions regimes.
Under Article 96-3 of the Criminal Code of Ukraine, a legal entity may be subject to criminal-law measures if its authorized representative commits a criminal offence on behalf of or in the interest of the legal entity, or due to a failure to implement adequate anti-corruption safeguards that leads to a crime. Such offences include, inter alia, those provided for in Articles 209 (laundering of proceeds of crime), 368-3 and 368-4 (bribery of officials of private legal entities), 369 (offering of undue advantage), among others listed in the provision.
However, it is important to note that legal entities are not subjects of criminal liability in the traditional sense (i.e., they cannot be imprisoned or bear individual punishment). Instead, the law provides for criminal-law measures such as:
- fines;
- confiscation of property;
- liquidation;
- additional (non-financial) criminal-law measures.
Tax Offences and the Economic Substance Doctrine
Tax-related offences will continue to remain one of the key areas of criminal risk for businesses. In 2026, Article 212 of the Criminal Code of Ukraine (tax evasion) will be applied with increased reliance on the “economic substance of transactions” doctrine, meaning that law enforcement will focus not on formal documentation compliance but on the actual reality of business operations. Particular attention will be paid to transfer pricing, transactions with related parties, and the use of artificial counterparty chains.
At the same time, Article 205-1 (forgery of documents submitted for state registration of legal entities) will continue to serve as an instrument of criminal pressure in cases involving fictitious or nominal corporate structures.
Money Laundering and Financial Monitoring
In 2026, the role of criminal proceedings under Article 209 of the Criminal Code of Ukraine, which covers legalization (laundering) of proceeds of crime, is expected to grow significantly. Businesses will increasingly find themselves subject to scrutiny regarding the origin of funds, even in the absence of direct intent.
Financial transactions, corporate restructurings, dividend payments, and intra-group loans will be assessed through the lens of potential links to prior criminal activity. The risk of liability under this provision will notably increase for companies operating in the financial, agricultural, construction, and import-export sectors.
White-Collar Crime: Corporate Risks
A separate category of criminal risk in 2026 will arise in the sphere of White-Collar Crime. This will primarily include abuse of power or official position (Article 364 of the Criminal Code of Ukraine), official forgery (Article 366), fraud (Article 190), as well as misappropriation or embezzlement of property (Article 191), among others.
In a corporate context, these offences will increasingly be linked to managerial decisions, entering into knowingly loss-making agreements, asset stripping, or concealed conflicts of interest among executives. In 2026, law enforcement authorities are expected to intensify the practice of holding not only formal directors but also ultimate beneficial owners accountable.
Sanctions and National Security
A particularly sensitive area of criminal risk in 2026 will be business cooperation with sanctioned individuals, companies, and jurisdictions.
For Ukrainian businesses, issues of national security and sanctions compliance remain a high-risk area. In the context of war, any links with sanctioned persons, non-transparent supply chains, use of intermediaries, or technical transactions with problematic counterparties may receive criminal legal assessment. In practice, this means that the classic defense of “we did not know” is no longer effective. In 2026, businesses are expected to know exactly who they are dealing with and bear responsibility for negligence in verifying counterparties and the origin of assets.
Although sanctions are governed by special legislation, criminal consequences for businesses are already being formed through the application of Article 111-2 (aiding the aggressor state), Article 111-1 (collaboration activities), as well as Article 209 in cases involving financial transactions with sanctioned assets. Under such approaches, criminal liability arises indirectly through the establishment of assistance to an aggressor or laundering of proceeds of crime.
At the same time, in 2026 sanctions risks may acquire a fundamentally new dimension due to legislative initiatives aimed at the direct criminalization of sanctions violations.
The Verkhovna Rada of Ukraine has adopted in the first reading Draft Law No. 12406 of 14 January 2025 “On Amendments to the Criminal Code of Ukraine, the Criminal Procedure Code of Ukraine, and the Law of Ukraine ‘On Sanctions’ regarding the establishment of liability for violation of special economic and other restrictive measures (sanctions).” The draft law was submitted as presidential and has urgent status.
The bill proposes introducing direct criminal liability for sanctions violations and intentional circumvention of sanctions by adding a new Article 114-3 to the Criminal Code of Ukraine. It would provide for significant fines, imprisonment, and strict measures against legal entities, including confiscation of assets and liquidation of companies. Although the bill has not yet become law, its potential adoption significantly strengthens the compliance obligations of businesses.
This legislative direction signals a strategic shift in state policy — from purely administrative sanctions mechanisms to a clear criminal law framework, thereby increasing risks for businesses that have any connection with sanctioned persons or assets.
Thus, in 2026 any economic activity that directly or indirectly supports the economic interests of sanctioned persons will be considered a potential threat to national security, regardless of the company’s jurisdiction, corporate structure complexity, or lack of direct contact with sanctioned entities. Sanctions compliance is effectively becoming a core element of corporate criminal risk management.
Martial Law and Strategic Resources
In 2026, the risk of criminal prosecution in the area of defense procurement and supply of goods and services for state needs will remain highly relevant. Martial law has expanded the discretion of contracting authorities and suppliers, but at the same time has increased scrutiny by law enforcement regarding pricing, product quality, and contract performance.
Judicial practice indicates that businesses often become the “last responsible party” in situations where violations are caused by regulatory uncertainty or force majeure circumstances. This trend is unlikely to change in 2026, requiring companies to carefully document all circumstances of contract performance.
Conclusion
The general trend in 2026 will be a shift from formal elements of crime toward the analysis of business behavior as a system. Courts and law enforcement will increasingly assess corporate culture, internal policies, compliance procedures, and actual preventive mechanisms. The absence of such mechanisms will effectively be treated as a factor increasing a company’s criminal law vulnerability.
Ultimately, in 2026 criminal liability for businesses in Ukraine will transform from an episodic risk into a permanent element of strategic management. Companies that fail to integrate criminal law analysis into their business processes will automatically fall under increased scrutiny by law enforcement authorities. At the same time, those that invest in transparency, internal control, and legal prevention in advance will significantly improve their ability to maintain stability and legal security under growing criminal law pressure.
It can be assumed that 2026 will not bring radical changes in the approach to corporate criminal liability, but it will solidify a dangerous pattern: the larger and more complex a company becomes, the higher its criminal risk exposure. The only effective strategy is to change perspective — criminal law should be viewed not as a last resort, but as a core component of corporate governance. For businesses, this means investing not only in growth but also in legal security, ideally before investigators come knocking.
Therefore, 2026 will require companies to transition toward a preventive legal security model, where criminal law is integrated alongside finance, taxation, and business strategy. Businesses that proactively build real compliance, internal controls, and legal prudence will gain not only protection from criminal risks but also a competitive advantage. For those who ignore the new rules of the game, criminal proceedings may become not a surprise, but a logical consequence of their own negligence.