How to open an LLC: turn-by-turn instructions. How to open the company independently

Many beginning entrepreneurs at the initial stage in registering their activities face a lot of problems of a formal nature. For example, it is required to open an LLC independently, without the help of a lawyer. This procedure is simple, but without the knowledge of regulatory acts is beyond the power of some people. The market of legal services for today has been developed enough to provide professional assistance in this area to everyone who wants to. Also, many methodical manuals have been created, in which it is told how to open an LLC. The step-by-step instruction given in them is very convenient, but most business people prefer to charge the problem to specialized firms. Typically, this is due to the desire to save time and avoid errors in documents.

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To begin with, it is necessary to determine the legal status of the future enterprise. It depends on several factors, first of all, financial responsibility, the form of tax and accounting, respectively, the types of taxes paid to budgets of different levels. The most common form of a commercial enterprise today is the Limited Liability Company (LLC). In accordance with the current legislation of the Russian Federation, LLC is a legal association that can be organized by both individuals (individuals) and enterprises. The authorized (pooled) capital is distributed among business owners (founders), each of which bears economic responsibility only in the amount of its contribution.

"I want to open an LLC!"

It will be worth while before starting this troublesome process, get acquainted with the legislative acts regulating the work of the company in this status. This is the Federal Law "On Limited Liability Companies" No. FZ-14 of February 8, 1998 and Federal Law No. 129 dated August 08, 2001 "On State Registration of Individual Entrepreneurs and Legal Entities." After studying these documents, many entrepreneurs will have a question: "How much does it cost to open an LLC with the help of a specialized company?" When comparing costs, it turns out that the amounts are approximately equal. The services of a legal company that helps to open a turnkey LLC, get a stamp, statistics codes, open a settlement account, will cost an average of 20 thousand rubles. And this price is average across the country, from Moscow to Vladivostok. When trying to open an LLC independently the amount of costs can be significantly higher, especially if the documents have to be submitted several times, due to errors made.

Where can I register a company

Open LLC in Moscow or Novosibirsk - choose only the owner. The order of registration, the list of documents, the sequence of actions are the same. The place of registration depends only on the legal address of the future company, accordingly, it is necessary to apply to the tax inspection of the registration area. Open an LLC in another city can be quite simple, placing there a production base or renting a premise for a central office. Many entrepreneurs thus optimize tax payments. At the same time, the law does not regulate the number of organized companies, that is, how many to open an LLC. Holding companies are spread in the modern economy. Production activity is carried out by one organization, the second is engaged in retail trade, the third one produces wholesale supplies. Such a scheme is beneficial for entrepreneurs to optimize the tax burden.

How to open a limited liability company: step by step instructions

The main difficulty is the correctness of filling a large number of documents, although, as some businessmen believe, it is a kind of school for all future activities. At the initial stage, everyone determines what is best for him: pay for the result or achieve it himself. So, in order to open the company independently, it is necessary to go through the following steps step-by-step.

Step 1. Name

Not the most difficult, but the most responsible first step. We are creating a company, laying its foundation. First, the name. The owner's fantasy is limited only by the legislation of the Russian Federation, specifically Article 1473 of the Civil Code, each paragraph of which contains a certain requirement for the title. An obligatory condition is the indication of the form of ownership of the commercial organization (CJSC, LLC, OJSC). Use in the title of the word "Russia" in various variations is possible only with the consent of the Government of the Russian Federation, which will assess not only the scale and activity of the company, but the mass of parameters not related to commerce.

Also it is necessary to remember that there is a full name of the company and its shortened analogue. For use on letterheads and internal orders, a short version is sufficient, for example, LLC "Shmel". Most of the constituent documents require the full option, for example, Limited Liability Company "Shmel".

At the initial stage, it is also necessary to determine the scope of the enterprise. The number of species is limited to 20. Accordingly, the selected OKVED codes will appear in the registration documents.

Stage 2. Founders and capital

The number of founders (owners) of business is determined. Depending on their share participation and the size of the contribution, the authorized capital is formed. The number of participants depends on which company to open. They can be from 1 to 50, depending on the size and scope of activity. The amount of monetary or non-cash contribution of each co-owner is not regulated, only the lower limit of the size of the authorized (share) capital - 10 thousand rubles is established by the law.

The share can be paid in cash, assets (property), revolving funds. At the same time, non-cash funds are subject to independent evaluation. By its results, a monetary expression of value is determined, which is the sum of the contribution. If there are several owners, then the general meeting selects a director who does not necessarily belong to the founders. The order on its appointment and the minutes of the meeting are additional documents to the company's charter.

Step 3. Address

The created LLC must have a legal address. If the property of one of the founders is a non-residential, suitable for the company's business premises or office, then it can appear as a place of permanent registration. In the case of the lease of premises, a letter of guarantee from the owner (landlord) with confirmation and a lease agreement will be required, formalized in the form approved by regulatory enactments. Registration of the LLC is possible at the address of the permanent residence of the director (or general director). In this case, a copy of the passport is provided.

Stage 4. Charter

Creating a charter for a future company is a very important issue. This document is the basis for setting up a state registration (registration) LLC as a legal entity. The articles of association of the enterprise must contain the following positions:

• Name (full and short).
• Address (legal mandatory, actual at will).
• Management bodies, decision-making procedures, documentary design.
• Statutory (warehouse) fund, composition, size, order of increase and decrease, transfer of shares to third parties.
• The composition of the founders, the procedure for the entry of new members, withdrawal from the membership of the company.

The charter is printed in 2 copies, must be signed, numbered, stitched and certified.

Stage 5. The system of taxation

The value of this item is very large for the financial performance of the future company. It is necessary to determine the taxation system for work. The maintenance of tax and accounting, the types and order of reporting, the fees that are required to pay the enterprise - all this depends on the chosen regime (USN, ETSO, UTII). As a rule, at this stage, consultation of the chief accountant is required, if he is already employed, or an expert auditor for setting up the entire system and optimizing it.

The final point of the preparatory stage is payment of the state fee. It can be made through any branch of the Savings Bank, its size for today - 4 thousand rubles. Before submitting documents, a receipt original must be attached to them.

Step 6. Documents

The next step in the registration of the company is the collection of documents and their transfer for processing to the tax inspection. Law firms and outsourcing companies can tell in detail how to open an LLC. The step-by-step instruction at this stage provides for the collection of the following securities:

1. Company charter (2 copies).
2. The decision (agreement) on the establishment of the company, the minutes of the general meeting (in the case of several founders).
3. Composition of owners.
4. Form of application for state. Registration (according to the form P11001). The signature is notarized.
5. Orders (orders) on the appointment of the chief accountant and director (general) organization.
6. A guarantee letter when renting a building - a carrier of a legal address.
7. A receipt confirming the deposit of funds for registration.
8. A statement on the applicable taxation regime, if it is used by the USN.

Step 7: Checking

Stitched, certified documents should be carefully examined again. If an employee of the tax inspection finds an error, the registration of the enterprise will not take place. All the work will have to be carried out anew, while the paid state fee is not refundable. The next submission of the full package of documents must contain a new receipt for the transfer of funds.

When opening an LLC through a specialized firm, the completion of the package of documents is free of charge. In this case, errors are eliminated at the expense of the company with which a contract for the provision of relevant legal services was concluded. A specialist of the tax inspection must issue a receipt with a full list of documents received for processing. In the same place, the date of receipt of registration certificates is indicated, if there are no questions to the securities provided.

Step 8. Obtaining Documents

The official processing time for documents is 5 days (working days). After this, the applicant must contact a specialist and get a solution. In case of refusal to register, the reason is indicated in the official document. We start the process anew, correct the shortcomings and re-solve the question of how to open the LLC. The step-by-step instruction presented above will help. With a positive decision, the following documents are issued:

1. Certificate of state registration of a legal entity (LLC).
2. The certificate (assignment of the organization TIN) about the statement on the tax account.
3. Charter, certified by the tax inspection.
4. Extract from the Unified State Register of Legal Entities.

Step 9. Registration

After registration at the local branch of the tax inspection, it is necessary to place LLC in all relevant funds and in the statistics department. The statistical codes assigned after the presentation of the Charter, the current extract from the Unified State Register of Legal Entities, TIN, OGRN, are used to open a settlement account of the enterprise. At the moment, the principle of a single window works, so there is no need to go independently to extra-budgetary funds . The tax must issue a notice on the registration of the enterprise in the FSS, PF and the health insurance fund. If one of the documents is missing, then you will have to visit this agency yourself. It is necessary to have all the papers issued by the tax office and a passport that certifies the identity of the applicant.

Step 10. Printing

We can say that the registration was successful. The certificates of registration in all off-budget funds are received, the organization is registered as a taxpayer, you can proceed to the final stage. Create a printing company. To date, the service is common, when referring to the appropriate workshop of each company, several variants of stamp and round printing will be offered, not to mention additional stamps. And if the stamp seal is maintained in a strict, business style (name, requisites, company codes), then internal-use prints may contain the company logo, which gives scope for the owner's imagination.

Step 11. Accounts

Where to open an account for LLC? For most entrepreneurs this issue does not cause difficulties. Of course, with the bank you need to have partnership and business relationships, which are built on trust. In this case, the reputation of the financial institution, its technical equipment, location of the nearest office (branch), payment for servicing of settlement, currency and special accounts play an important role.

Particular attention should be paid to customer support. A modern, convenient, high-speed program should be running, serviced by the bank's technical services. You should have the opportunity at any time without problems to get appropriate advice from a specialist. The choice of a credit institution is currently quite large, so any newly registered legal entity has a wide choice. The legislation of the Russian Federation does not limit the company in the number of accounts, therefore, if such a need is visible, it is possible to open several settlement or special service units in different banks.

Stage 12. The final moment

After the opening of one or several settlement accounts, it is necessary to provide all the information about it to the tax inspection and funds within a seven-day period (7 working days). In case of violation of the deadline by the state bodies, it is possible to impose fines. If the new company headed by the director independently successfully passed all the tests by Russian legislation and bureaucratic red tape, then it has a huge potential for development. Open the company independently turned out, it remains to wish success in professional work!