Registration of any type of legal entity with the nearest tax office is an indispensable condition for all organizations that want to do business. Moreover, this will have to be done regardless of the form of ownership, size and status of the company. This even applies to individual entrepreneurs. Any entity is prohibited from functioning on the territory of the country unless it has confirmed its legal capacity and capacity in special bodies. The order in which the procedure must take place is established by law, as is the list of documents for it.
Where is it held?
This responsibility is assigned to the relevant inspectorate. For them, the city is conventionally divided into districts, each of them has its own office. The easiest way to determine which branch will help you start a business is through a special service from the federal tax service. There it will be enough to enter your city and street so that it will give the address of the nearest Federal Tax Service. You can find it even if you just ask in the search bar. Usually the closest one will be exactly what you need.
It is worth noting that for individual entrepreneurs the place of residence of the future owner is taken into account, and for other types of property this location is the legal address of the company.
This is an activity to make changes to the state register. They change data when it is necessary to create a new LLC, change it, reorganize, liquidate or carry out other actions in relation to OJSC, individual entrepreneurs and other enterprises. When they cease their activities, the relevant information is entered.
For each of the above actions there is a separate regulation that prescribes the procedure, deadlines and a certain package of documents - one for registering a legal entity, another for its liquidation, and so on. It also stipulates the period within which the government agency must respond and issue confirmation of legal status or a justified refusal.
The process you need to go through is quite simple. Let's imagine it in the form of a small diagram:
The employee who accepted the paper has 5 days to make a decision in accordance with the legality and law. If everything has been prepared and assembled correctly, a certificate is usually issued. But if a specialist decides that the new establishment will disturb people in the neighborhood, problems will arise.
The law does not prohibit registering an LLC at the address where the director lives. But it is important that the upcoming proceedings do not violate the rights and freedoms of citizens who live in the same house or nearby.
Refusal of state registration
If the information in the submitted documents is incorrect, the applicant will receive a refusal.
These are the most common reasons. As such, an appropriate decision is drawn up, which is submitted within the same period as the certificates indicated above.
The refusal must be motivated. Otherwise, such acts will be canceled if the applicant initiates a judicial appeal against them.
In addition, he will have every reason to demand compensation for losses caused by the unlawful refusal. Expenses for state duty, transportation costs and expenses for entertainment services can be considered as such.
Cancellation of the decision serves as the basis for registration of the organization.
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How to create a legal entity: step-by-step instructions and procedure
The list of actions and documentation that business owners must collect to open is legislatively approved.
What will happen:
- First, those who want to open a business prepare and submit a package of papers. The tax office deals with the registration of enterprises, individual entrepreneurs, farms and all other forms based on the application and originals. When the specialist accepts the applicant’s documents, he will issue a receipt with the date of acceptance.
- Employees of the Federal Tax Service conduct a legal examination. Before submitting, you should check that all forms and files comply with the law. During the inspection, specialists have the right to request information from different departments if they need it. They can also go on site to establish exactly how and where the new company plans to open.
- A conclusion is formed and issued. All actions must not exceed 5 business days. After this period, the government employee draws up a conclusion about whether the papers were provided in full and whether there are any violations.
- A decision is made whether to register or refuse. If everything complies with the requirements of the law and everything necessary according to the list of documents for registering a legal entity is provided, then usually no problems arise. Then an entry is made in the Unified State Register of Legal Entities, and a number is entered in the journal of incoming company forms. A stamp is also placed on the first page of the constituent documentation, and with it the date and number under which the individual entrepreneur or LLC was registered.
- Issue. This is the final stage where business owners are presented with a certificate of registration. This happens no later than within 24 hours after changes have been made to the registry.
Now let’s take a closer look at how this happens, what to fill out, how the examination takes place and what specialists check.
Preparation and timely submission of a prepared package of documents for quick registration of a legal entity: what is needed
In addition to the application we talked about above, other papers are required. They are provided by law.
What to prepare:
- Solution. Before going and opening an individual entrepreneur or LLC, future owners get together and draw up meeting minutes, an agreement or other file that will confirm their intention to open.
- Notification of transition to the simplified tax system. It is necessary if you plan to pay taxes under this system. Usually the Federal Tax Service requires 2-3 copies.
- Constituent documents. Depends on the type of future company. Most often this is a charter, but not always. You must have the original and copies with you.
- Extract from the register. This is necessary if the future owners include a foreign citizen or if the company will be foreign in the country.
- Duty payment receipt. Be sure to include the original, but we recommend that you also make a copy for yourself so that if you lose it, you can quickly create a new package.
In some cases, employees may ask to provide other documents, but only those that are established by law. It is also worth noting that sometimes it is easier to provide them with a certificate stating that the neighbors are not against future production than to prove to them that they do not have the right to request such a thing.
Conducting legal due diligence
This is the central stage of the entire procedure. This includes a professional and careful review of all documents provided. The task of the specialist who deals with the issue is to establish the legal fact-basis for the creation, liquidation or reorganization of the company.
Documents are checked for authenticity and reliability, as well as for consistency between form and content. The place of composition, signature, and date are compared. Information is requested from the Unified State Register of Real Estate on the ownership of the area where the enterprise plans to develop.
An analysis of public interests is being carried out - whether the new establishment will interfere with and violate the rights of citizens who live in this house or in the neighborhood. They monitor the inadmissibility of interference in the personal lives of residents. Only organizations that do not interfere or those with which residents agree in writing can be opened.
Another subject to study is whether the applicant has the right to prepare and submit a package of documents for registration. The seals and signatures of the notary are checked, the indication of legal entities is legible and without abbreviations.
Also be sure to look clean. Make sure there are no blots, cross-outs, circles, corrections, erasures, or additions (especially with a different color pen). Additions in pencil, in the margins or on the side are not allowed. The sheets themselves should not be wrinkled, damaged, or flooded. You cannot submit papers that can be interpreted in two ways, only with unambiguous content.
Expert opinion
At this stage, the task of the Federal Tax Service specialist is to decide and understand whether everything was provided to him, whether it was in full and legal. Compiled in the form of the result of an examination of all provided originals and copies no more than 5 working days later.
The decision to register a new organization with the nearest tax office as a newly created legal entity
If everything has been prepared and submitted in accordance with the requirements, then the authority usually agrees to register the legal entity. Based on the drawn up act, a special entry is also created in the Unified State Register of Legal Entities. The number from there is then assigned to the enterprise, and this is recorded in its constituent documents.
Obtaining a certificate
The owner comes on the appointed day to receive registration papers - now he is the owner of the organization. This happens within 24 hours from the moment the entry was made, no later.
After the founders have received confirmation of their inclusion in the register, they become a real individual entrepreneur, LLC or other type of organization. From this moment on, they no longer need to worry about how to register a legal entity; they can actively work and implement their plans. It is important to think in advance what software you will need for this purpose, purchase and install it.
For further optimal functioning of your business, you will need special software. In Cleverence you will find software for optimizing various routine operations, including in a warehouse or store. This will help simplify solving business problems.
Stage 1. Choice of organizational and legal form.
There are the following types of legal entities:
- Commercial organizations.
- Non-profit.
The first ones are created with the aim of extracting profit from the activities carried out and distributing it among the participants of the created organization.
The main purpose of creating the latter is not to make a profit, which means they cannot distribute it among the participants. Non-profit organizations include: housing cooperatives, political parties, charitable foundations, civil corporations, mutual insurance societies and others.
Since our site is about business, we will not consider non-profit organizations, but will talk further about the first ones - commercial organizations. So, carefully read the sign to understand which legal form of business enterprise to choose.
Registration deadlines and registration procedure when creating a new legal entity
Now you can completely complete the process in 3-5 days. But in some cases, this event drags on for months and even years if the owner constantly violates the requirements or makes mistakes. He will be constantly sent for re-registration until he gets everything right.
One more nuance. In accordance with the official portal nalog.ru, founders can handle documents both in person and electronically. When submitting remotely, you should use a secure service or send a letter with the declared value and a description of the attachment. The regular postal option takes longer and has a higher risk of loss.
Responsibility for violation of registration legislation
Responsibility is provided for by the Code of Administrative Offenses and the Criminal Code. If the deadline for providing information established by law is violated, then Part 3 of Art. 14.25 of the Administrative Code may result in a warning or a fine of 5 thousand rubles.
In situations where information is not transmitted to the registration authorities or false information is transmitted, Part 4 of this article establishes a fine of 5 to 10 thousand rubles, and if repeated, will entail disqualification for a period of 1-3 years.
Art. 170.1 of the Criminal Code establishes punishment for providing false information if it is committed in order to obtain rights to property.
As a measure of liability, imprisonment for a term of up to 2 years is possible, and if violence is used, up to 7 years.
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Why could they refuse?
We looked at what documents are required to register a legal entity. Now let's figure out why a government employee makes a negative decision and what to do about it.
The creation of a new company or individual entrepreneur is usually prohibited for 3 reasons:
- the requirements were violated while the constituent or other documentation, incorrectly drawn up charter or other papers were being prepared for delivery;
- the application was filled out incorrectly;
- everything was submitted to the wrong department that maintains the site - this happens if the owner brought the package to the office that receives owners from other areas of the city.
In addition, do not forget that any mistake, crossing out or signature in pencil can be a reason for a return. Carefully read all the documents necessary for the creation and registration of a legal entity that you are going to submit to the Federal Tax Service and only if everything is correctly and correctly filled out, send it.
Is it possible to appeal the decision?
Anyone who wants to open a business has 3 months during which he can file a complaint, who refused to open a legal entity. The founders and the sole executive body have this right if the company is created by one person, in case of initial refusal.
You must go to complain to a higher branch of the Federal Tax Service or directly to the arbitration court at the place where the organization is located. But it is also advisable to remember that if a tax officer asks you to refill the application and correct obvious errors, then it is better to simply rewrite them, and not go with a complaint.
We have discussed how to prepare for opening an individual entrepreneur or LLC, and have prepared for you a list of what documents are required when creating and registering a legal entity.
We examined point by point how the process will move, what stages will have to be completed in order to become an official enterprise. The main thing is to correctly draw up and submit the papers, and after receiving them, launch correctly. We are ready to help you with this. Number of impressions: 3483
