How to organize LLC?
Do you want to open your own business and for this you decided to register an LLC? And now you have a serious question: how to organize an LLC. And then many other questions will follow: where to start, what documents are needed, how much it will cost, and so on. This article will try to answer the basic questions on this topic.
Stages: how to organize an LLC
Stage 1: preparatory
At this stage it is necessary to determine the main characteristics of the future organization. A detailed look at them.
You can name your organization as you like, however, please note that you will have to pay an additional fee for using words like “Russia” or “Moscow” in the title. If you want to find out how unique the name you have invented, you can do this by clicking and searching for the name in the Unified State Register of Companies, you will see a list of organizations with identical names.
If the legal address is a room that is not the property of one of the LLC participants, then a guarantee letter from the owner of the area is required stating that the premises will be leased.
You have to decide what activity your organization will be engaged in and select the appropriate OKVED codes; you will find the full list of codes by clicking.
It is very important to determine the tax system at this stage. This can be helped by another article from our site, which you can read by clicking here. If you still can not do it yourself, then contact the specialists for help, and they will help you choose the best taxation option for the activity that you plan to conduct.
Share capital and founders
It is necessary to determine the number of founders, for the founders LLC there can not be more than 50 people. And also, how between them shares in the authorized capital will be distributed. What will be the size of the authorized capital, and how it will be formed (money, property). Such a characteristic of the LLC organization as the authorized capital has limitations, namely the minimum threshold: the authorized capital of the LLC cannot be less than 10 thousand rubles. If part of the share capital will be contributed by the property, the value of which is more than 20,000 rubles, it is necessary to make an independent assessment of the value of the property.In addition, it is necessary to determine which of the founders will be an applicant for registration of an LLC.
It is necessary to choose the General Director for your organization, they can be either one of the LLC participants, or a person from the outside.
Stage 2: preparation of documents
In order to register a legal entity, you need to first arrange and then carefully check the correctness of paperwork. If the organization of an LLC’s activities in legal terms is rather complicated for you, then it makes sense to contact a law firm that will help you compile the necessary documents for an LLC organization:
- Application for state registration in the prescribed form (Form P11001, it will be found on the website of the Federal Tax Service of the Russian Federation by clicking). Will sign and fasten it at the notary.
- The decision to establish an LLC: protocol or agreement on the establishment.
- Founding documents in two copies. In some tax 2 originals are required, in others the original and a copy, this is worth clarifying, since an additional fee will have to be paid for the certification of a copy of constituent documents.
- The document on the payment of state duty for registration of the LLC in the amount of 4000 rubles. You must provide the original payment document, the payer must be the applicant.
Let us dwell on the constituent documents. The constituent document of an LLC is its charter; it must contain the following information:
- Full and abbreviated name
- Address LLC (legal and actual)
- Size of authorized capital
- The structure of the LLC organization, that is, the list of governing bodies, and their powers, as well as the procedure for making decisions.
- Rights and obligations of participants Ltd.
- The possibility of exit from the LLC and its order.
- The procedure for the redistribution of shares (transfer of a share or part thereof from one participant to another)
- The procedure for storing LLC documents and providing information to various persons (LLC participants and third parties).
After the charter has been prepared, it must be stitched, numbered, glued a “seal” in place of the firmware from the back of the document. The applicant must sign the “seal”, and the signature must go beyond the “seal”, the seal itself must contain the following text: “Stitched, _____ (number in numbers and words) _______ sheets (signature and decryption of the signature)”.
Stage 3: notary
A hike to a notary is necessary in order to certify the applicant's signature on the application.In this case, the notary may require other documents LLC, such as the statute, decision or agreement on the establishment of the company. Check the data that the notary indicates in the identification mark, in addition, he must indicate his TIN on the last sheet of the application and put a seal with the painting.
Stage 4: submission and receipt of documents
That reached the final stage, how to organize an LLC. All prepared documents must be submitted to the Inspection of the Federal Tax Service on the location of the company (legal address). However, before sending documents, it is necessary to enter the amount of the authorized capital to the temporary bank account, a certificate on the introduction of the authorized capital, you must also attach to the documents.
After the documents have been submitted, you will be given a receipt for their consideration. A verdict, positive or negative, will be delivered within 5 days. In case of a positive outcome, you will be given:
- OGRN certificate is the main state registration number.
- Certificate of Registration (TIN)
- Statement of Incorporation
After receiving these documents you need to register with the following authorities:
- Pension Fund of the Russian Federation
- Federal State Statistics Service
- Social Security Fund
- Rospotrebnadzor (if necessary)
In addition, in order for the organization of the work of the LLC to be fully completed, you need to make a seal and open a checking account for the LLC.
To open a current account, you must issue a card with an imprint of the LLC stamp and specimen signatures of officials of the organization. This card can be notarized either at a notary or at a bank, this, as well as other requirements, you need to clarify with the bank you have chosen to open an account.
After you have opened a current account. It is necessary to notify the PFRF, the FSS and the territorial tax service, with all notifications filed in two copies (one with the seals of the service leave for yourself).