Snowflake LLC - Part 3. Federal Law of December 30, 2008 N 312-ФЗ Re-registration, New Forms of Documents for Registration

From July 1, 2009, limited liability companies will operate on the basis of a single constituent document - the charter. The founding treaties of societies from July 1, 2009 will lose the force of constituent documents. All LLCs from the time of registration are required to maintain a list of their members. It will include information about the founders, including information about their addresses, information about their shares and their payment, information about shares transferred to the company.
Limited liability companies need to make changes to their charter. This should be done no later than January 1, 2010. Changes to the charter come into force upon registration. That is, in the period established in the legislation, you need to have time to not only make changes to the charter, but also register them. Since January 1, 2010 is a non-working day, the deadline is postponed to the first working day of the year.

Changes in legislation primarily affected the information contained in the charter:

• on the valuation of non-monetary contributions to the share capital;
• on the procedure for the commission of major transactions by the company;
• on the procedure and consequences of the participant’s withdrawal from the company;
• about the actual value of the share of the outgoing participant;
• on the procedure for transfer of rights to a share or part of a share in the authorized capital of a company;
• on matters that constitute the exclusive competence of the board of directors (supervisory board) of the company, etc.

Summary table of changes in the legislation on LLC.

Changes in the statute need to register. For state registration of changes, submit the following documents to the tax office:

• application for state registration of changes ( form 13001 ), signature of the application by the head of the organization must be certified by a notary;
• the decision on amending the charter ( minutes of the general meeting of participants or the decision of the sole founder, participant );
• new edition of the charter ; (stitched, stamped and a copy of it) and a request for a copy of the charter
• payment order for the payment of state duty in the amount of 400 rubles. for an application for state registration of changes (form 13001)
• payment order for the payment of state duty in the amount of 200 rubles. for request for a copy of the statute

Attention may be needed! order an extract from the Unified State Register of Legal Entities to confirm the authority of the General Director for a notary and for it will be necessary to pay a state fee in the amount of 400 rubles.
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When the decision to change the charter is made by the general meeting of participants, at least 2/3 of the total number of votes of the LLC participants must be submitted for its adoption, unless a larger threshold is set by the charter. If changes are made that provide for the right of a member of the organization to leave the company, other rules apply. For such a decision should be made 3/4 of the votes of the total number of votes of participants in the company.

The deadline for state registration is no more than five working days from the date the documents are handed over to the inspection office. After the registration actions are taken, the organization will receive a certificate of entry in the Register.

Bad people on the Internet are actively selling new forms of the standard charter LLC and even new forms of applications! We stop this activity:

Form No. 11001 “Application for state registration of a legal entity upon creation”
Form No. 12001 “Application for state registration of a legal entity created through reorganization”
Form No. 13001 “Application for state registration of amendments to the constituent documents of a legal entity”
Form No. 14001 “Application for Amendments to Information on a Legal Entity contained in the Unified State Register of Legal Entities”
Minutes of the general meeting of participants
The decision of the sole founder member
Charter in the new edition v.1
Charter in the new edition v.2
Charter in the new edition v.3
Agreement on the establishment of LLC in the new edition
List of Participants Ltd. (simple)
List of Participants Ltd. (complex)

This third topic in the same topic:
Snowflake LLC - Part 1. Step-by-step guide to registration.
LLC “Snowflake” - Part 2. Consider various aspects of registration and begin to work "> LLC" Snowflake "- Part 2. Consider various aspects of registration and begin to work

PS Mogilevsky S.D., Makovskaya A.A. - “New in the legislation on LLC: a comment on key stories: a comment on key stories” torrents.ru