If you do not receive spam about the “re-registration” of Limited Liability Companies at least twice a day, then you do not use e-mail. It seems that this kind of spam breaking through any filters has eclipsed both “American English” and “increase” in itself. If we take into account that the topic of "re-registration" is actively fueled by registrars, then it seems that it should beat such well-known scammers as "problem 2000" and "swine flu" in terms of profitability.
Jean Valjean has to answer questions about this fictitious "re-registration" every day. Therefore, I decided why not publicly appeal to reason though IT specialists, their directors and accountants.
There is no re-registration of the LLC! It was invented by those who earn on re-registration.')
And what is there?
On December 30, 2008, Federal Law No. 312- “On Amendments to Part One of the Civil Code of the Russian Federation and Certain Legislative Acts of the Russian Federation” was adopted.
The legislator hopes with the help of this law to complicate all sorts of "raider" seizures of LLC: a ban on leaving the company (unless otherwise provided by the charter), the possibility of establishing in the charter a mechanism for selling a share, the possibility of entering into agreements between participants, notarization of the transfer of shares, etc.
According to paragraph 5 of Art. 5 of the Law, the charters of companies created prior to the entry into force of the Law
are subject to alignment with the Civil Code of the Russian Federation and the “Law on LLC” before January 1, 2010
What will happen if you do not align your charter with the Civil Code? The answer is contained in the Law itself - the charters and constituent agreements of companies created prior to the entry into force of the Law,
are applied in the part that does not contradict the above legislative acts . And that's it! Failure to bring the charter of an LLC into line with the Civil Code does not entail the invalidity of the charter after January 1, 2010 and cannot be grounds for liquidation by a court decision.
If you do not believe Jean Valjean, believe the Ministry of Economic Development, which chewed all of the above in a letter of September 11, 2009 No. d06-2639. No re-registration! Convince your accountant!
PS
The reason for writing this appeal was the campaign of Jean Valjean in the 46th Tax Inspectorate in Moscow and observation of the many hours of suffering "re-registered".
Description of eyewitnesses: “Five minutes before the opening of the gate, all put up umbrellas and stand in tension, not paying attention to the pouring rain. Exactly at 07-00 the entrance gate opens, the head of the queue sighs and moves ten centimeters forward. It no longer works, because the pressure inside the head does not allow a single person to squeeze into the gate. There are shouts, moans. The head swings left and right. Three minutes later, the very first ones are already running a hundred meters across the tax territory, and several people crawl off to the side. Their crush line ... ".
Always yours,
tax advisor to Internet entrepreneurs, Jean Valjean .
UPD
Today, a colleague ordered an extract from the 46th tax department (the only one in Moscow that deals with registration). It seems that the tax authorities surrendered there too;) Once a hour they announce over the loudspeaker that it will be possible to bring the charters into conformity after January 1, 2010, and also recommend sending documents by mail. Not many people know that in the 46th tax there is a special window for depositing documents in an envelope (as if you sent them by mail).