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How to register a new charter with the tax office. The procedure for registering the charter in the new edition |
Charter of the homeowners' association, charter of the housing cooperative, charter of SNT 2015, charter in the new edition of LLC and other OPFVery often, representatives or managers of housing cooperatives, homeowners associations, educational institutions, institutes of the Academy of Sciences, to which new texts of constituent documents were “released” for subsequent registration of new texts of charters with the tax office 46. Even homeowners' associations and housing cooperatives, heads of kindergartens are sometimes instructed to carry out reorganization by methods of merger, accession and other complex legal procedures that require posting advertisements in " Bulletin" and writing liquidation and interim balance sheets, changing directors, appointing acting and liquidators, etc. Of course, the heads of housing cooperatives or homeowners' associations are ordinary residents of apartment buildings, they are not lawyers and do not have their own lawyers on staff, so it is difficult for them to understand the procedure for carrying out this kind of one-time changes, which occur, perhaps, in their organization once every 5 years. 10 years. Or maybe it’s not at all necessary for HOAs and housing cooperatives to pay a lawyer for years? Maybe it would be more reasonable to entrust the new version of the charter to be prepared and implemented by a specialist on the basis of a one-time contract? So, before you is a new edition of the charter. The procedure for carrying out registration actions when applying for registration new edition the charter is like this. USUALLY: The period of preparation for registration of the charter in the new edition is approximately 3 days.
USUALLY: Another day - the process of submitting a new version of the charter for registration.
USUALLY: In total, the period of preparation and submission of the charter in the new edition takes at least 4 days. Getting the result.
Conclusions. If you do not want to test the patience of your manager or yours, if the leader is you, you need to look for ways to facilitate this procedure. It is better to contact those who perform it every day and know all the intricacies as of today. Our Public Reception staff will be happy to provide you with qualified assistance. UNUSUAL: Our offer is exclusive in the Moscow government services market: registration of the charter in a new edition -30 min.
Charter of the company with limited liability, is a constituent document regulating the relations of LLC participants and containing information about the activities of the organization and its position and status. This is one of the main constituent documents, which mandatory necessary for registration of an LLC and its legal functioning.
The charter is drawn up at the stage of preparing the registration of the organization. As a rule, ready-made templates are used to write the charter model charters. Individual adjustments are made to the template depending on the tasks facing the LLC organizers. Registration of a new LLC charterThere are two ways to draw up a charter. First way, as mentioned above, is the use of a well-designed, ready-made charter. This method involves making changes taking into account your type of activity and characteristic features specifically for your organization. This is convenient and fast, but justified only when we are talking about typical activities. If you decide to use a standard charter, pay attention to whether current standards for drawing up charters are taken into account. If you decide to engage in an activity in which many aspects are strikingly different from standard types, it is better to use an alternative method. This is exactly what it is second way drawing up the charter. It involves writing the charter yourself, without using templates. Of course, this method is more complicated and costly than the previous one, but still, if you intend to open an atypical organization, it is better to spend money on a lawyer than to be refused registration or face controversial issue during the implementation of activities, resolve it through the court. The convenience of a “manually” drawn up charter also lies in the ability to prescribe all sorts of solutions to issues that may arise between the founders of the LLC. Whatever you decide for yourself, it is important to know what a well-drafted charter should contain. The basis is Art. 12 No. 14-FZ
Additionally, you can specify information that is important to you specifically. Depending on the number of founders, the list of data included in the charter may vary. For example, if an LLC has one founder, then it is possible to register a legal entity at the home address of the director. In the event that several founders participate, required condition- assignment of a legal address. It is advisable to indicate in detail how the relationship between the founders will take place, how financial issues will be resolved, and the procedure for resolving disputes. Registration and registrationAfter drawing up the charter, it is necessary to put numbering on it (the first page is taken into account, but not numbered, the last page is numbered). Next, the charter is stitched, and a seal sheet is glued to the last page at the seam, on which the number of pages is indicated. Next, the same seal is endorsed by the applicant, indicating the decryption of the signature. If we are talking about making changes to the charter, the seal of the organization is placed on the sealing sheet. Last page leave the charter clean. Next, you need to make a copy of the charter, since the Federal Tax Service keeps the original for its archive. The copy is made in a similar way. First, a photocopy is made of all pages of the charter, numbered, stitched, and sealed. We leave the seal of the copy of the charter clean, without marks or seals. When registering a copy of the charter, you must pay a state fee of 200 rubles and provide an application requesting a copy of the charter. A request is drawn up in free form, endorsed by the manager and in the case. If we are talking about changes to the charter already existing organization, then a stamp is placed. Registration of changes in the LLC charterFrom time to time, organizations may encounter situations when it is necessary to make changes to the charter. This can happen if the LLC has changed legal address, name of the organization, amount of authorized capital (up or down) or if a decision was made to re-register. It is the responsibility of the founders to make changes to the charter in a timely manner. Failure to comply with this requirement may result in penalties and many other unnecessary problems. How should these changes be made?? A new version of the charter is drawn up or created special document, which lists all the points that have been changed. The new charter is easier to use, since constantly checking it with changes is not very convenient. Changes to the charter are made by voting of the founders. At least 2/3 must vote for the changes. (Basis Article 37, clause 8 of February 8, 1998 No. 14-FZ). After voting, a protocol should be drawn up indicating its results. To register changes, the new charter is sent to the tax service. In cases where changes do not affect branches, registration occurs on the basis of an application. The following should be attached to the charter (2 copies): an application, a decision of the LLC participants, a receipt for payment of the state duty (800 rubles). Sometimes, the tax office may require you to attach a rental agreement (copy) and confirmation of the contribution. This happens if the legal address or the amount of the authorized capital changes. If changes occur in branches, form P13002 is filled out, 2 copies of the new charter and minutes of the meeting of founders are also provided. In case of changes concerning branches, the state duty is not paid. Within 5 working days from the date of submission of documents, the new charter will be registered. (Clause 1 of Article 8 of August 8, 2001 No. 129-FZ). If you submitted documents in person and not by mail or electronically, you should immediately be given a receipt confirming their receipt by NI. Registration of the charter in case of lossThe charter is a constituent document, and it is best to keep it in limited access. However, it happens that the charter is still lost. In this case, it is necessary to order a restored copy of the charter due to loss, from the NI in which it was registered. The state fee for restoring the charter is 200 rubles. Execution time - 5 working days. If there is a need to restore the charter in 1-2 days, the amount of state duty will be 400 rubles. Considering all of the above, we can draw the following conclusions. The charter is one of the main documents regulating cooperation processes, the rights and obligations of the founders; characterizes the processes of doing business and contains data on the authorized capital and details of the organization. It is better for founders planning a “non-standard business” to hire a competent lawyer to draw up the charter, rather than use templates. The charter must be registered with the tax service. If the charter is lost, it must be restored. Registration of a new edition of the charter of an LLC is an action aimed at notifying the relevant authorities about amendments (changes) to the already existing statutory documents of the company. Below we will look at how to organize this procedure and what possible consequences may occur if legal requirements are ignored. What happens for breaking the rules?The charter is the main document of a company in the form of an LLC. It describes the conditions and standards of the company's work, which must be strictly observed by all founders (if there are several of them). In the LLC Law (Article 12) you can find full information regarding the requirements for filling out the charter and entering certain information. The main document of the company must contain information about the location of the company, its name, the amount of authorized capital, obligations and rights of the founders. The charter may contain other information that the LLC participants decide to include in the document. All changes (edits) that are made after registration are made with the obligatory notification of the registering authority (FTS). Punishment for failure to comply with this requirement can be found in the Code of Administrative Offenses of the Russian Federation (Article 14.25). The offending society will have to fork out 5-10 thousand rubles. To avoid problems, it is necessary to register a new LLC charter. When are edits made?Conventionally, changes to the charter are divided into two groups:
Please note that if the charter indicates only the locality of registration of the company, and the legal address is changed within its boundaries, there is no need to make adjustments to the charter. Information about current changes is carried out using an application drawn up in form P14001.
To register new version LLC charter, it is important to carefully approach this process. First of all, it is necessary to gather the founders and decide on the relevance of making such adjustments. The intention of the participants is recorded in the minutes of the meeting. If there is only one founder in a society, only his decision is sufficient to carry out such work. At the next stage, amendments agreed upon at the meeting are made to the charter. This could be a change of name, an updated value of the charter capital, a change of legal address, or other issues. At the same time, the Federal Tax Service accepts both the charter with additions and the new edition of the document. Practice has shown that the second option is more preferable and convenient for LLCs. Changes are notified using a statement drawn up in form P13001. The document is filled out by the director, and his signature must be certified by a notary. To complete this job, the notary will need:
Once all the documents are prepared, all that remains is to pay for the notary’s services and pay the fee for making amendments (800 rubles). Free preparation of documents for LLC registration and convenient online accounting are available to you on the “My Business” service. How to register a new option?The last stage is registration of the LLC charter with amendments to the Federal Tax Service. To do this, you need to collect and submit to the mentioned authority:
This full list papers that are required to draw up a new version of the charter. If desired, it can be found in the law on state registration under number 129 (Article 17). But there are nuances here. If the legal address is changed, tax inspectors may request a number of additional documents confirming the right to use the premises. This could be a lease agreement, a copy of the certificate of ownership, a letter of guarantee and others. The transfer of papers to the Federal Tax Service is carried out by the director or a third party (if there is a power of attorney). It is allowed to send documents online (with digital signature) or by mail in the form registered letter. In the latter case, a complete inventory of investments is made. Registration of a new version of the charter is carried out within 5 days, unless employees of the Federal Tax Service have any suspicions regarding the transmitted information. In this case, the registration authority has the right to check the papers, request explanations and go for a personal inspection of the premises. If the registration authorities have questions, the manager must provide explanations. Otherwise, a record appears in the Unified State Register of Legal Entities indicating that the information about the LLC is unreliable. After registration, the director of the company is issued a new charter, and then the tax service notifies other services - the Social Insurance Fund, the Pension Fund of the Russian Federation and the Compulsory Medical Insurance Fund - about the changes made. But the director of the company will have to inform the bank and counterparties. New information is reflected in the Unified State Register of Legal Entities. In this case, it is advisable to check the correctness of the entries in person (this can be done online). If changes have not been made within 7-14 days, you should contact the registration authority where the papers were submitted. Otherwise, discrepancies between the data in the statement and the charter may lead to problems with financial institutions, business partners and the submission of reports. In some situations, both forms are filled out at once. Company liability Operating an enterprise under an unregistered charter can lead to administrative penalties for both legal entity, and for its management and founders. In addition to a fine of 5,000 rubles, managers can be forcibly removed from office and prohibited from holding leadership positions in any legal entities for up to 3 years. For this reason, every manager should know how to formalize amendments to the charter of an LLC, step-by-step instruction is an indispensable assistant in this matter. If it is proven that the company's management intentionally provided false information government agencies, they can face up to 2 years in prison, but in practice this is quite difficult to do. Amendments to the LLC charter in 2018More details on the page: Amendments to the Unified State Register of Legal Entities. Application form No. P13001 is subject to mandatory notarization, the applicant is CEO society. The procedure for registering the charter with the tax office. After preparing the documents, paying the state fee and certifying the application by a notary, you must submit a complete set of documents to the tax office. The documents can be submitted personally by the applicant (general director), or by any person, but with a notarized power of attorney. The registration period for the charter is 5 working days from the date of submission of documents.
The BUKHprofi company provides services for amending the charter of an LLC. Registration and procedure for registering the charter for LLCWhen changes are made to the charter using form P13001, many people do not know which sheets to fill out. You can consult the tax office on this issue, but usually you need to fill out:
The last item is selected depending on the purpose of the application. It is allowed to make changes to several provisions of the charter at once in one application. It is prohibited to make any corrections or erasures, and you cannot fill in the service fields of the tax authority. A sample of changes to the LLC charter regarding a change of legal address is shown in the picture; for other types of changes it will be different. Changing the charter of LLCSubmitting documents to change the charter The following documents are provided to the tax authorities:
The applicant is the general director. A package of documents is provided to the tax authorities by the applicant personally or by his representative with a notarized power of attorney.
Amendments to the constituent documents of a legal entityImportant In the event that several founders are involved, a mandatory condition is the assignment of a legal address. It is advisable to indicate in detail how the relationship between the founders will take place, how financial issues will be resolved, and the procedure for resolving disputes. Registration and registration After drawing up the charter, it is necessary to put numbering on it (the first page is taken into account, but is not numbered, the last page is numbered). Next, the charter is stitched, and a seal sheet is glued to the last page at the seam, on which the number of pages is indicated. We leave the last page of the charter blank. Next, you need to make a copy of the charter, since the Federal Tax Service keeps the original for its archive. How to register the charter in the new edition step by stepThe charter may contain other information that the LLC participants decide to include in the document. All changes (edits) that are made after registration are made with the obligatory notification of the registering authority (FTS). Important Punishment for failure to comply with this requirement can be found in the Code of Administrative Offenses of the Russian Federation (Article 14.25). The offending society will have to fork out 5-10 thousand rubles. To avoid problems, it is necessary to register a new LLC charter. When are edits made? Conventionally, changes to the charter are divided into two groups:
Registration and procedure for registering a charter for an LLC Of course, this method is more complicated and costly than the previous one, but still, if you intend to open an atypical organization, it is better to spend money on a lawyer than to be refused registration or, when faced with a controversial issue during the implementation of your activities, to resolve it through the court. Making changes to the LLC charter: step-by-step instructionsDue to changes in Civil Code, from September 1, 2014, to certify the composition of participants and the subsequent decision general meeting must a notary. But, in the Charter of the LLC, its participants can make such changes as determining the method of signing the agreement (by part of the participants or the full composition). By voting unanimously for such changes, LLC participants are relieved of the obligation to invite a notary to meetings regarding changes to their own Charter. If there is only one founder, then the decision of the sole founder is drawn up, for certification of which an invited notary is not needed.
Registration of the institution's charterPlease note: the protocol must contain signatures responsible persons, which includes a chairman and secretary. It is also required that the document bear the seal of the company; the original must be certified by a notary. The charter is a tool for regulating the operating procedure of an organization. After making a decision to change the charter, you can begin to draw up the document. It must comply with business standards:
After this, you need to submit documents to the tax service and wait for the application to be reviewed; no more than 5 days are given to make a decision. LLC registration | 12 Jul 2016 | 4318 The charter of a limited liability company is a constituent document that regulates the relations of LLC participants and contains information about the activities of the organization and its position and status. This is one of the main constituent documents, which is mandatory for the registration of an LLC and its legal functioning. Is LLC registration required? Only our specialists guarantee saving time and money when creating a new LLC. The charter is drawn up at the stage of preparing the registration of the organization. As a rule, templates of ready-made standard charters are used to write the charter. Individual adjustments are made to the template depending on the tasks facing the LLC organizers. Registration of a new LLC charter There are two ways to draw up a charter.
If the LLC has changed its legal address:
If the LLC has changed the type of its economic activity, and its participants want to indicate it in the Charter:
If the LLC changes the amount of its capital:
With the help of Document Manager you can: Download form P13001 with recommendations Download the minutes of the founders’ meeting View an example of the decision of the sole founder 2. Advice from an Expert - Financial Consultant Photos on the topic According to the law, the charter is the constituent document of a legal entity. It contains the name of the company (full and abbreviated), legal address, information about the size of the authorized capital of the company, the rights and obligations of participants, etc. Any changes to the charter are made only at the general meeting of participants, and nothing else. Just follow these simple ones step by step tips, and you will be on on the right track when resolving your financial issues. What you need to have- extract from the Unified State Register of Legal Entities, no later than 1 month; Quick step by step guideSo, let's look at the actions that need to be taken.Step - 1 Step - 2 Step - 3 Step - 5 Step - 6 We recommend that you pay attention to the following tips from a financial advisor: All changes made to the company's charter become effective for third parties from the moment of their state registration, and in some cases from the moment of notification of the body carrying out state registration. Additional information and useful tips financial expert When contacting companies that provide services for registering changes in constituent documents, you will receive detailed information about all the intricacies of the process, assistance and support in the process of making changes. |
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