Do it yourself: register Ltd.
Not so long ago, we posted a podcast in which Anton Shayakhov told the world how to quickly and accurately register an IE. Completely unfairly, we ignored a more complex process. Correct.
It is given: the activity is conducted as an individual entrepreneur, there is Internet access, the level of intelligence is above average.
Task: in the shortest possible time and with minimal costs to close the IE and register an LLC.
First of all, we will try to understand why it is necessary at all to break away from the private space of an entrepreneur and organize a legal entity. In general, in terms of accounting, legal entities get more than IP - accounting is more complicated, more reporting, higher rates, ask more strictly. It also discourages higher entry barriers and registration difficulties.
')
What then motivates entrepreneurs to choose such a legal form as an LLC? As a rule, it is warm to everyone that the founders of an LLC, unlike an individual entrepreneur, are not liable for debt obligations with their own property. Indeed, the LLC risks only the authorized capital, i.e., the probability that the founders will be left without pants at the broken trough decreases.
There is also a popular belief that a legal entity is a more serious organizational and legal form. This is not always true, but the fact remains that our companies trust more willingly. Along with this, legal entities are more willing to give out bank loans for business development. Getting a loan, being an IP is not so easy.
So, the pros still outweighed the cons, and you decided to stop the activity as an IP, but you do not know where to run.
Termination of activities as an IP is a separate process, if you are not an IP - feel free to scroll to the next heading:
To register an LLC, you will have to fill out a bunch of waste paper and go through 7 circles of bureaucratic hell. Briefly describe how it should look like in an ideal.
First: it is necessary to find the right document templates, and to do this, even with well-honed web-surfing skills, is not as easy as it might seem at first glance.
The point here is not that evil search engines blur the output of results for the necessary requests, and not that greedy users do not want to share their experience, but the fact that there are deliberately wrong templates sometimes in the network - this is beneficial for firms that earn a living state registration of legal entities, some of them make "stuffing" obviously incorrect samples, and to understand what is wrong here is quite difficult. After the unsuccessful experience of self-completion of documents, the demotivated applicant is more likely to use the services of clever registrars.
Here is our first tip - do not read all the following nonsense and immediately go to the heading "Good news"!
We cannot uncompromisingly simplify the registration process so that it works on the “one-button” principle, but if you decide to do everything with your own hands, we will try to save you from having to sleep on the documents during sleepless nights.
Now in Elba there is a friendly step-by-step registration wizard Ltd. , which, by analogy with the long-existing IP registration wizard , will help you to correctly form a set of documents. Then you will be able to print and flash it yourself using a template, also courtesy of the master. All you need is a drop of patience, a minimum of information about addresses, founders, activities, etc.
In the appendage, the master recorder will send you where it should be and tell you what to do there.
The relevance of the documents, the correctness of their filling and changes in the legislation are monitored by the staff of the project team of the Documentation Analyst service, who ate a whole pack of wild dogs on such matters.
The only difference between the LLC Registration Wizard and the IP Registration Wizard is its payment, but given the fact that the rate is six times less than the minimum cost of outsourcing services, the amount will seem altogether ridiculous. This pleasure costs only 500 rubles.
You can also fill out and download an application for state registration for free, if in your pockets you are completely empty - this is a temporary action from our colleagues from Documentary Research, which risks becoming a good tradition. Just register and create a verification set of documents in your personal account.
And yet, for an amount comparable in size to the average bill in a fast-food restaurant, you will receive as a gift an account in Elba fully paid for one month, which will automatically register based on the data you entered, so that your further activity does not bring daily discomfort associated with the calculation of taxes and maintaining the primary.
Get used to good! :)
It is given: the activity is conducted as an individual entrepreneur, there is Internet access, the level of intelligence is above average.
Task: in the shortest possible time and with minimal costs to close the IE and register an LLC.
Why LLC?
First of all, we will try to understand why it is necessary at all to break away from the private space of an entrepreneur and organize a legal entity. In general, in terms of accounting, legal entities get more than IP - accounting is more complicated, more reporting, higher rates, ask more strictly. It also discourages higher entry barriers and registration difficulties.
')
What then motivates entrepreneurs to choose such a legal form as an LLC? As a rule, it is warm to everyone that the founders of an LLC, unlike an individual entrepreneur, are not liable for debt obligations with their own property. Indeed, the LLC risks only the authorized capital, i.e., the probability that the founders will be left without pants at the broken trough decreases.
There is also a popular belief that a legal entity is a more serious organizational and legal form. This is not always true, but the fact remains that our companies trust more willingly. Along with this, legal entities are more willing to give out bank loans for business development. Getting a loan, being an IP is not so easy.
So, the pros still outweighed the cons, and you decided to stop the activity as an IP, but you do not know where to run.
Close the shop
Termination of activities as an IP is a separate process, if you are not an IP - feel free to scroll to the next heading:
- Fill out form P26001 (“Application for state registration of an individual’s termination of activity as an individual entrepreneur in connection with his decision to terminate this activity”) and certify it with a notary (bring your passport, application for state registration, TIN certificate , stock up the amount in the region of 200-800 r to pay for notary services, in some cases, you may also need an extract from EGRIP certified by the tax authority).
- You pay the state fee for closing the IP in any branch of Sberbank (160 r), a receipt can be taken in the same place.
- Pay insurance premiums to the Pension Fund, submit reports and withdraw a certificate of absence of arrears from management (you should have the same set of pieces of paper that you carried to the notary + a green card with SNILS and a receipt for paying copies). There you will write a statement, the FIU officer will check your contributions and, if all is well, will issue you a certificate.
- Submit a declaration on the taxes you paid to the inspection.
- If there is a checking account, close it. Notify the tax and funds. If there is a cash register, remove it from the registration.
- Bring to the tax office a statement P26001, a certificate from the pension fund and the original receipt for the state fee with a note about payment.
- 5 days later (if lucky), get a tax certificate of termination.
Bad news
To register an LLC, you will have to fill out a bunch of waste paper and go through 7 circles of bureaucratic hell. Briefly describe how it should look like in an ideal.
First: it is necessary to find the right document templates, and to do this, even with well-honed web-surfing skills, is not as easy as it might seem at first glance.
The point here is not that evil search engines blur the output of results for the necessary requests, and not that greedy users do not want to share their experience, but the fact that there are deliberately wrong templates sometimes in the network - this is beneficial for firms that earn a living state registration of legal entities, some of them make "stuffing" obviously incorrect samples, and to understand what is wrong here is quite difficult. After the unsuccessful experience of self-completion of documents, the demotivated applicant is more likely to use the services of clever registrars.
Here is our first tip - do not read all the following nonsense and immediately go to the heading "Good news"!
Go!
- So, we convene a meeting of the founders, we think for a long time, we make a decision on the opening of an organization and receive the following documents at the exit:
All listed documents should be stitched according to a specific pattern, and the pages should be numbered correctly.
- charter of the organization (immediately make a second copy - it will be useful to you);
- signed by all the founders, the chairman and the secretary of the Minutes of the meeting of the founders, if there are several founders, or the decision of the founder to establish an LLC, if it is one;
- signed Establishment Agreement.
- Then, we pay the authorized capital (now the minimum for LLC is 10 thousand rubles). Before registration, you must pay at least half of the total amount, and the rest - within 12 months from the date of its completion. We keep in mind that the authorized capital is not only
valuable furmoney, but alsothree or four computersany property.- We fill in the application for state registration of a legal entity and carry it to the notary, along with the decision to open or the minutes of the founders meeting, the applicant's passport and the amount of money (about 1000 rubles in Moscow, but it’s better to clarify).
- We are looking for samples of receipts in the form of PD-4 (tax) and pay state fees for registration (4000 rubles), as well as for providing a copy of the Charter (400 rubles) in the Sberbank branch.
- We are filling in another document - a request for obtaining a certified copy of the charter by an individual (they will not be given a copy without it).
- If you decide to apply the simplified taxation system (STS), complete the application for the transition to the STS on form No. 26.2-1.
- Grab all the documents listed, including a copy of the statute, and run to the tax registration authority (determined at the address specified in the charter).
- Within 5 days, the tax authority must make a decision, notify the applicant and provide him with a complete set of documents - this is by law, and in fact, as a rule, it takes 10 days from the moment of filing an application to receiving a set of documents.
This creates an additional problem in the event that you did not apply for the use of the simplified taxation system along with the rest of the documents (you forgot, did not know), since it should be submitted within 5 days from the date of registration. Accordingly, remaining in ignorance, waiting for a response from the inspection, you can simply skip this period. Further, it will be possible either to challenge this decision in court, referring to legislation and precedents of judicial practice, or to accept and submit an application for the application of the simplified system from the next calendar year.
If successful, the inspectorate should provide you with a certificate of registration, a certificate of state registration and assignment of OGRN, a certified copy of the charter, an extract from the Register and, if lucky, a list of statistics codes. But in case of failure - the refusal to register.
Formally, the refusal can be given in two cases: if you did not submit a complete set of documents, or if you submitted it to the wrong tax, or all together, but the ways of government agencies are inscrutable, and you can pull anything by the ears.
It is also interesting that in case of refusal, no one will return the state duty paid by you, and if this does not discourage you from registering again, you will have to pay another 4,000. And so - to infinity.- After registering with the tax, you must also register with extrabudgetary funds (PFR, TFOMS, FSS), but then the tax will submit all documents for you, within 5 days from the date of registration, so you can take a break and note the event.
Assigned numbers in the funds you may be sent by ordinary mail, otherwise you will need to either walk to the above-mentioned authorities on foot and find out everything personally, or look at the numbers in the extract from the state registry (USR).- Open a bank account and notify tax in 7 days. Otherwise - fine. The funds also need to send a notification.
The process will become more complicated if there are, for example, foreign legal entities among the founders, as well as due to a number of other factors not dependent on the applicant.
It's easier to fly into space and start a business on the moon. It’s not for nothing that the very firms that live by providing registration services for an LLC take from 3,000 to 15,000 rubles, depending on the quality of their service and the complexity of the situation.
Good news
We cannot uncompromisingly simplify the registration process so that it works on the “one-button” principle, but if you decide to do everything with your own hands, we will try to save you from having to sleep on the documents during sleepless nights.
Now in Elba there is a friendly step-by-step registration wizard Ltd. , which, by analogy with the long-existing IP registration wizard , will help you to correctly form a set of documents. Then you will be able to print and flash it yourself using a template, also courtesy of the master. All you need is a drop of patience, a minimum of information about addresses, founders, activities, etc.
In the appendage, the master recorder will send you where it should be and tell you what to do there.
The relevance of the documents, the correctness of their filling and changes in the legislation are monitored by the staff of the project team of the Documentation Analyst service, who ate a whole pack of wild dogs on such matters.
The only difference between the LLC Registration Wizard and the IP Registration Wizard is its payment, but given the fact that the rate is six times less than the minimum cost of outsourcing services, the amount will seem altogether ridiculous. This pleasure costs only 500 rubles.
You can also fill out and download an application for state registration for free, if in your pockets you are completely empty - this is a temporary action from our colleagues from Documentary Research, which risks becoming a good tradition. Just register and create a verification set of documents in your personal account.
And yet, for an amount comparable in size to the average bill in a fast-food restaurant, you will receive as a gift an account in Elba fully paid for one month, which will automatically register based on the data you entered, so that your further activity does not bring daily discomfort associated with the calculation of taxes and maintaining the primary.
Get used to good! :)
Source: https://habr.com/ru/post/115398/
All Articles