How to open a law firm from scratch? How to open an auto parts business. How to start an auto parts company

To date, the opening of an LLC is the most common form of a legal entity that entrepreneurs everywhere use to conduct their commercial activities, including when registering an LLC with a foreign founder. Statistics show that at present more than half of all legal entities in our country are registered in the form of opening a turnkey LLC. Our company YUST Group provides a full range of services for registering an LLC with a legal address in an accelerated time frame. We are ready to offer several different options for registration: from the preparation of documents and consultation, to the registration of a turnkey LLC, including the production of a seal and opening a bank account, which includes a maximum of services. Also on the pages of our website you can get acquainted with the prices and the list of services for the registration of LLC, which we are ready to offer.
LLC, as a form of legal entity, has a number of undoubted advantages.

Among them it is worth noting:

• inexpensive cost of registering an LLC in 2019 (minimum costs for state duty, a notary and authorized capital);
• a small package of documents for registration with the tax office (application form, LLC charter, decision on creation, state duty);
• registration of a new LLC from scratch, with one founder (including with a foreign founder);
• registration of the opening of an LLC in the tax office online, accelerated deadlines for preparing documents for the tax office, and passing the stages on your own in Moscow;
• minimum level of entrepreneurial risks.

Our company is ready to quickly and competently register your LLC. Registration terms are from one to nine days, depending on the selected service package.

Required documents from the Customer of services

Turning to our company YUST Group to register your LLC with a certain number of participants and authorized capital, you can count on a quick and relatively inexpensive execution of this paperwork procedure. We can register a turnkey LLC or simply provide certain advisory services to collect the required package of documents. You, as the future owner of the LLC, must submit the following documents:
1. Individual - a copy of the passport of a citizen of the Russian Federation or a passport of a foreign citizen (foreign founder).
2. Legal entity - all information about the accountant and director, legal address, total size of the authorized capital, as well as the ratio of shares of all co-owners.
We, in turn, are ready to provide all the documents you need for quick registration of an LLC:

• an application in a certain form from the applicant with his signature;
• an agreement or minutes of the meeting, which confirms the decision of the co-founders to open an LLC;
• a document confirming the legal status of each co-founder;
• a document in which the payment of the mandatory state duty is noted.

Step-by-step instructions 2019 - stages of LLC registration

1. Preparation of the required documents for the tax office.
2. Submission of a full package of documents to the registration state body (in person, online, public services, MFC).
3. Obtaining a certificate of registration of a legal entity (MI of the Federal Tax Service of the Russian Federation No. 46 for Moscow).
4. Making a seal and opening an account in the selected bank.
At first glance, it may seem to an uninformed person that the procedure for registering such a company is transparent and simple, but our experience suggests otherwise. The slightest inaccuracy in the submitted documents can lead to a refusal. Considering the very inexpensive cost of registering an LLC with the help of our specialists, you should consider whether it is worth spending time for the sake of insignificant money savings.
Our company has been working in the field of legal and registration services for more than one year, so we know all the details of this process. We are ready to register your LLC as quickly as possible.
Contact YUST Group - we have a reliable, fast and inexpensive registration of an LLC.

In this article, I told in detail how to become an entrepreneur and open your own company from scratch (IP and LLC), and what kind of business you can do without experience

Hello dear friend! Alexander Berezhnov is in touch.

Today, more and more people want to become entrepreneurs and open their own company. Friends often turn to me for advice on such matters.

This article is a simple and accessible instruction that will help all aspiring entrepreneurs register their company and conduct official commercial activities.

Let's go in order!

1. What is a firm and what firms are there?

Before I tell you how to open your own company, I will define this term and briefly describe what companies are and how they differ.

Firm- is an officially registered independent business unit that realizes its commercial goals in the interests of its participants by selling goods and services.

Such a concept as a firm has synonyms: company, enterprise.

Usually, a firm means a legal entity of one of the organizational and legal forms - LLC, CJSC, OJSC. These types of firms have both similarities and differences. We will also consider them below.

So the company is sometimes called individual entrepreneurs. However, this is not entirely true, since an individual entrepreneur is an individual registered in the prescribed manner for the purpose of conducting commercial (entrepreneurial) activities.

According to the current legislation, firms include only legal entities (Article 48 of the Civil Code of the Russian Federation).

And when the question arises of how to create a company, it means the opening of a legal entity.

In modern society, the word "firm" acquires a colloquial connotation.

For example, “Vasya, did you hear that Petrovich opened his own company?”. Almost all people who are engaged in business, they say "he has his own company". This word was especially popular in Russia in the 90s and 2000s.

At that time, a market economy was just emerging in our country, and even in various advertising messages one could see phrases like: "The company offers building materials wholesale and retail".

Let's now look at what firms are. I won't give an economics lesson here, and will only look at the kinds of business ventures that are appropriate to pursue if you want to become an entrepreneur.

2. Types of firms and enterprises

1. OJSC (Open Joint Stock Company)- a legal entity, a form of organization of a public company, whose shareholders can sell their shares (stakes) in the company, and other individuals and legal entities can acquire these shares.

Open joint-stock companies are usually opened when it is necessary to quickly and without lengthy procedures attract investment in their business. All participants in such a joint-stock company receive dividends (profit) from existing shares.

The more shares a participant (shareholder) of an LLC owns, the more money he will receive in the form of dividends (earnings per share) for the period of holding shares.

JSC is obliged to publish a statement of its profits and losses. Examples of OJSCs include such giant companies as Gazprom, Sberbank and Lukoil.

2. CJSC (Closed Joint Stock Company)- a form of organization of a non-public company, with a predetermined circle of shareholders (founders).

Unlike an LLC, a CJSC is not required to publish its financial statements.

The current shareholders have the pre-emptive right to purchase shares in such a company.

CJSC is opened in the following cases:

• The need to attract external investment;
• The total volume of the company's capital is calculated in large amounts;
• The founders of this legal entity are going to sell their business some time later.

3. LLC (Limited Liability Company)- a legal entity, a feature of which is the limited financial risk of its participants.

In an LLC, all debt obligations cannot exceed the volume of its authorized capital.

This means that the members of the company are liable for the company's debts only to the extent of their share in the authorized capital.

Today LLC is the most popular form of business organization in Russia among legal entities.

Separately, we consider IP (individual entrepreneurship) as a subject of commercial activity.

IP- an individual registered in the manner prescribed by law as an entrepreneur.

This form of business has its advantages and disadvantages. Along with LLC, IP is opened by many aspiring entrepreneurs.

It is worth saying that it is ideal when you have both an individual entrepreneur and an LLC open at the same time.

Moreover, you can register for yourself both an individual entrepreneur and an LLC. The legislation allows this.

For example, you can be an individual entrepreneur, while being the founder (co-founder) of an LLC, and even at the same time be an employee in any other company, and be registered there under an employment contract.

3. How to open your own company - choose the form of business organization

When a person begins to think about formalizing an existing business or wants to immediately open a company and officially become an entrepreneur, the question arises, what is better to open - an individual entrepreneur or an LLC?

There is no definite answer to it. Both options have their advantages and disadvantages.

It remains only to compare these forms of doing business and choose the most suitable one for yourself.

What is better to open - IP or LLC?

Let's take a closer look at the pros and cons of opening an IP and LLC.

IP advantages (+):

1. Easy and cheap registration. It is very easy to open an IP, and the whole procedure will take you from 2000 to 5000 thousand rubles (this already includes payment of the state fee for registering an IP in the amount of 800 rubles, making a seal and opening a current account).
2. Low fines and taxes. Sole proprietors usually pay lower taxes than legal entities. All fines for an entrepreneur are 10-50 times less than for legal entities (LLC).
3. Flexibility of activity. An entrepreneur can work without a current account, often he also does not need a cash register, which complicates the control of real income by the state. Therefore, it is easier for an individual entrepreneur to optimize (minimize) taxes, and he also has less chance of getting sanctions from regulatory authorities.
4. Easy reporting. For individual entrepreneurs, reporting is much easier than for an LLC, its volume is also smaller. If you want to independently maintain and submit reports for your IP, then after spending a couple of days on this issue, you can do it without any problems.
5. Free disposal of your own money. All the money of an individual entrepreneur received as a result of conducting commercial activities is his property. So, for example, the money received by an LLC as a result of its commercial activities is the property of this company. You can’t withdraw them just like that, for example, to your card in a bank, or you can’t withdraw them in the form of cash.

According to paragraph 2 of Art. 861 of the Civil Code of the Russian Federation, all transactions between legal entities and individual entrepreneurs are carried out by bank transfer. Here we will not consider how to withdraw money from the current account of LLC. This is the topic of a separate article.

Cons of IP (-):

1. An individual entrepreneur is liable for his obligations (debts) with all his property. That is, if you signed any contract, did not fulfill your obligations properly, and you have debts to your clients or partners, then you can be deprived of any property in court. Among it may be: real estate, vehicles, securities, bank deposits, equipment. This is the main disadvantage of IP. The next minus is rather subjective, but it is also present.
2. Restrictions on certain types of activities. An individual entrepreneur, for example, cannot sell alcoholic beverages and engage in certain other activities. Keep this in mind before starting your own business.
3. Individual entrepreneurs are required to pay contributions to the Pension Fund. An individual entrepreneur must pay money to the FIU, regardless of whether he conducts business or not. In the FSS (Social Insurance Fund), the IP makes contributions if there are employees.
4. "Insolidity" IP. With an individual entrepreneur, you will not always be able to participate in the state. purchases (competitions, quotations), that is, to fulfill government contracts. In most cases, individual entrepreneurs are not allowed to participate in such auctions. Also, large companies are reluctant to cooperate with IP. Here the image or in another way the psychological moment plays a role. For "business tycoons", unfortunately, a private entrepreneur is associated with a small stall in the market, where they sell socks or jeans. Although, by law, no one forbids a person registered as an individual entrepreneur to open a plant with hundreds of employees.

For example, I myself often pay attention to the following interesting fact and even share these observations with friends.

Real life examples

Once I go to a large Adidas brand store, I buy sneakers, and on the check it says “IP Babayan”.

I also recently dined at the famous Subway fast food chain and what do you think? Same situation! The seller's inscription "IP Petrov" on the check.

Why is this happening? The answer is simple!

These entrepreneurs have opened their own franchise business, and accordingly, no one forbids them to be an individual entrepreneur and conduct their business under the brand name of a promoted brand.

Information on how to become an entrepreneur and open a franchise business can be found below in the "" section. This is one of the best ways to start your own business when you have already opened a company.

There are other disadvantages of IP, they are more related to the accounting side of the issue.

Therefore, when you register your company, contact an accountant and he will tell you what is better to open: an LLC or an individual entrepreneur.

This concludes a brief analysis of the advantages and disadvantages of IP.

Let's move on to the analysis of LLC.

Advantages of LLC (+):

1. Limited liability of participants (founders) of the company. Personally, you, as an individual, are not at risk of being left without money and property if your LLC fails to fulfill its obligations and remains in debt. According to the law, you only risk losing that part of the authorized capital that you own in the company.
2. Solidity and the ability to carry out any type of activity (with licenses). LLC is a full-fledged company that is trusted. The company can easily carry out any type of activity not prohibited by law, participate in tenders and quotations (public procurement).
3. An LLC can be sold or bought a company, unlike a sole proprietorship. If you have a need for additional investments or the sale of a business, then an LLC will suit you more than an individual entrepreneur.
4. A limited liability company does not pay contributions to the Pension Fund if it does not operate. This is very convenient if you are doing business "from time to time". At the same time, the LLC can cover the losses of previous years at the expense of the profit of the current year. Using this, the society reduces the income tax.

Cons of LLC (-):

1. Relatively expensive and more complicated registration procedure. To open an LLC, you need to collect more documents and the registration of a company itself costs several times more than registration of an individual entrepreneur.
2. Share capital required. The authorized capital acts as a monetary security for the guarantee obligations of the company to creditors.
3. Difficulties with the withdrawal of earned funds. The LLC distributes profits among the participants no more than once a quarter, all earned funds after receipt to the LLC's settlement account belong to the company and cannot be withdrawn without special procedures.
4. The need for accounting and more complex reporting. To maintain an LLC, a full-time or "incoming" accountant is usually hired, since there are subtleties that only a person with special education or experience can understand.
5. High fines for violations of the law in the field of commercial activity. Some penalties for LLCs are ten times higher than those for individual entrepreneurs. In addition, individual entrepreneurs are less controlled by the state. It is more difficult for a limited liability company to apply "gray" schemes of work and legally evade taxes.

Dear readers, we have conducted a comparative analysis of the two most popular organizational and legal forms of a commercial enterprise for a novice entrepreneur.

How to open an IP

I have covered this topic in detail in a separate article on our website: "".

How to open an LLC

I described all the details of creating my own LLC in the article: "".

Now you just have to work, and you can keep accounts and submit reports of your company via the Internet.

4. How to Become an Entrepreneur - 5 Proven Ways to Start Your Business

Method 1. We start our own business from scratch

This method is not the easiest for beginners, but it allows you to go all the way to organizing your business - from finding an idea to officially registering your company and making the first profit.

If you decide that you absolutely want to start your own business, but do not have the necessary knowledge and capital to do this, check out the best articles on our website for start-up entrepreneurs on this topic.

For example, if you want to organize your business and not invest money in it, read the article "". Always strive not to invest in your business if you have no experience.

With the right knowledge, you can always open your business from scratch, and read how to do it right.

Aerobatics in the future, after you have opened a company and become an entrepreneur, will be to receive passive income from your activities. What is it and how to create passive income, read in.

Method 2. We buy a ready-made company

Buying a ready-made company is another option for starting your own business.

Today on the market, various legal and consulting companies offer to buy a ready-made company from 20,000 rubles.

In this case, you can buy a so-called "pure" company - just registered, which has never been in business and does not have any history.

This method has its pros and cons.

Advantages of buying a ready-made company:

1. You get a turnkey company. Specialists have already done everything for you and handed over your brainchild to you. You just have to grow it and develop it.
2. Low risks of "surprises". You have a guarantee that you will not run into lawsuits or debts of the company, as it does not have a commercial history, including a negative one.
3. Complete freedom of creativity. Now you are the boss and have the right to decide for yourself in which direction to develop your business. You have your company documents in your hands, and you can create all commercial activities and business processes from scratch, based on your business vision.

Cons of buying a ready-made company:

1. The lack of a "name" in the market. The new company is one of thousands of its kind, without the trust of customers and business partners. You will not be able to use the positive reputation of the company as your asset, you will have to work on it and create a good reputation for the company yourself. You can also buy a ready-made company with equipment, employees and a solid history of existence. In this case, you will need an expert business appraiser and an auditor. These specialists will conduct a comprehensive assessment of your future enterprise and give their opinion on the appropriateness of buying such a business.

I had the experience of buying a ready-made business with 9 employees who worked in shifts (the establishment functioned around the clock). It was a gaming computer club with 17 seats (seventeen gaming computers and one server).

This experience allowed me to evaluate in practice all the advantages and disadvantages of buying a ready-made business, which I wrote about above.

Method 3. We create a business on the Internet

Business on the Internet is a great opportunity to start your own business without investments, for example, by educating people and selling your knowledge in the form of information goods.

Here are some ways to make money online:

1. Provide paid services (freelance). If you know how to design, write texts or program, you can sell your services on the Internet at fl.ru and workzilla.ru - these are the most popular exchanges for freelancers.
2. Set up for remote work. You can also find a permanent employer and work from home, for example, in a call center as an operator or an online store manager.
3. Create your own website (blog) and organize your own information business. If you are computer savvy and a fast learner, then try setting up your online business. To create a successful business on the Internet, you will need to create your own website, attract visitors to it, collect your subscriber base, and then competently monetize it. For example, the HiterBober.ru site, where you are now, brings a good income. By creating such a project, you can not work anywhere else and provide for yourself by doing what you love. You can learn more about how to create such projects from Konstantin Rudnev's course "".
4. Sell ​​goods over the Internet. The easiest way to sell products on the Internet is with the help of electronic bulletin boards. The most popular and effective platform for selling goods today is Avito.ru. You can find out how to earn on Avito.ru from 2000 rubles a day.
5. Open your online store. How to do it right and what you need to know, I already wrote in the article "".

I wrote in more detail about these and other ways of earning money in the article "".

Method 4. Opening a franchise business

If you have a decent amount of money, but do not have enough experience in business, then starting a franchise business is the best option for you.

Usually, to buy a good franchise, you need an amount from several hundred thousand to several million rubles.

If you are not yet familiar with the concepts of franchising and franchise, I will briefly talk about them:

Franchising is a way to organize your business under the brand name of a well-known brand using its technologies and trademark.

Franchise is the right to use the franchisor's brand and use its business model.

How to start a franchise business

To do this, you find a company that grants the right to franchise on its own behalf. On its terms, you acquire a franchise and work by paying royalties*.

Royalty- the type of license fee paid by the franchisee (franchisee) to the franchisor (franchisor).

The advantages of starting a franchise business are obvious: you do not need to "reinvent the wheel", but only need to develop your business using a well-known brand and proven technology.

At the same time, you must strictly comply with all the requirements of your franchisor, otherwise, he will have the right to withdraw the franchise from you. This is the disadvantage of opening a franchise business, since you cannot deviate from the rules and engage in “amateur activities”.

Method 5. We develop the skill of direct sales and become a partner of a reliable company

If you want to gain experience in business, I advise you to develop the main business skill - direct sales.

Recently, I became convinced that you can really sell anything.

Let me briefly describe my experiment.

Real life example

A few months ago I took a personal training in sales and negotiation. It lasted 5 days. Finally, the coach gave me the task of selling his business cards.

Can you imagine?! Business cards are distributed for free and who will buy them?

However, despite this, in 2 hours in the park of our city (Stavropol) I sold 7 business cards at 100 rubles apiece and earned 700 rubles. It's practically money out of thin air.

It is curious that the average salary in Russia is slightly more than 20,000 rubles.

Conclusion

Even selling business cards on the street in a provincial town, you can earn an average salary.

By developing direct selling skills, you can build a successful business with a network marketing company or open a branch of a well-known firm in your city.

You can also become a freelance seller in any commercial organization and sell real estate, cars or computers.

After all, every business is interested in getting new customers and its owners will be happy to share with you part of the profit if you bring it.

5. Convenient service for registering a company (IP and LLC) via the Internet

I myself use some of the functions of this accounting department and recommend it to my friends who want to open a company and start their own business.

Service benefits:

1. Availability of free options
2. Full management of all transactions via the Internet
3. Help consultation: lawyers and accountants

The My Business service also has an affiliate program with which you can earn.

6. Conclusion

Dear friend, summing up, I want to tell you honestly that becoming an entrepreneur from scratch and opening your own company is the path that strong and courageous people choose, it is not the easiest if you want to make money.

Most people choose a standard job, stability and clarity; a measured life is important to them. This is not bad and not good, just everyone is different and everyone does as he sees fit.

The path of the entrepreneur is a risky step that can lead you to depression and inner emptiness. It often happens when you don’t succeed and everything falls out of your hands.

This state is familiar to me firsthand, when you can lie for weeks, look at one point and think, how could such a “priest” happen to me ?! At this moment, there is no strength to rise ...

This happens when you miscalculated in your plans, lost a large amount of money and so on.

But, as you know, everything in life is cyclical and every fall is followed by an even greater rise.

Remember that a businessman is a high-flying bird.

Therefore, if you are sure that the business is yours and you are destined to become an entrepreneur, go ahead!

Learn, meet people from the business area in which you plan to start your project and sooner or later you will succeed, I promise!

That's all for me.

P.S. Do not forget to like, ask your questions on the topic in the comments and visit HeatherBober.ru more often

Good luck in business!

Many start-up entrepreneurs at the initial stage, when registering their activities, face a lot of formal problems. For example, you need to open an LLC on your own, without the help of a lawyer. This procedure is simple, but without knowledge of the regulations, it is beyond the power of some people. The legal services market is currently developed enough to provide professional assistance in this area to everyone. Also created a lot of manuals that tell you how to open an LLC. The step-by-step instructions given in them are quite convenient, but most business people prefer to entrust the problem to specialized firms. As a rule, this is due to the desire to save time and avoid errors in documents.

OOO

First you need to determine the legal status of the future enterprise. It depends on several factors, this is, first of all, the form of tax and accounting, respectively, the types of taxes paid to the budgets of various levels. The most common form of commercial enterprise today is a limited liability company (LLC). In accordance with the current legislation of the Russian Federation, an LLC is a legal association that can be organized by both citizens (individuals) and enterprises. At the same time, the statutory share 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!"

Before starting this troublesome process, it would be useful to familiarize yourself 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 dated February 08, 1998 and 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. which helps to open a turnkey LLC, get a seal, statistics codes, open a current account, will cost an average of 20 thousand rubles. Moreover, this price is average for the country, from Moscow to Vladivostok. When trying to open an LLC on your own, the amount of costs can be much higher, especially if you have to submit documents several times due to mistakes made.

Where can I register a company

Open an LLC in Moscow or Novosibirsk - only the owner can choose. The registration procedure, 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, respectively, it is necessary to contact the tax office of the registration area. You can open an LLC in another city quite simply by placing a production base there or renting a room for a central office. Many entrepreneurs optimize tax payments in this way. At the same time, the law does not regulate the number of organized companies, i.e. how many to open an LLC. In today's economy, holding companies are gaining ground. One organization carries out production activities, the second is engaged in retail trade, the third makes wholesale deliveries. This scheme is beneficial for entrepreneurs to optimize the tax burden.

How to open an LLC: step by step instructions

The main difficulty is the correct filling of a large number of documents, although, according to some entrepreneurs, this is a kind of school for all future activities. At the initial stage, everyone determines for himself what is more profitable for him: to pay for the result or to achieve it himself. So, to open an LLC on your own, you need to go through the following steps step by step.

Stage 1. Name

Not the most difficult, but the most responsible first step. We create a company, lay its foundation. First, the title. The owner's fantasy is limited only by the legislation of the Russian Federation, specifically by Article 1473 of the Civil Code, each paragraph of which contains a specific requirement for the name. A prerequisite is an indication of the form of ownership of a commercial organization (CJSC, LLC, OJSC). The use of the word "Russia" in the name in various variations is possible only with the consent of the Government of the Russian Federation, which will evaluate not only the scale and activities of the company, but a lot of parameters that are not related to commerce.

It is also necessary to remember that there is a full name of the company and its abbreviated counterpart. For use on letterheads and internal orders, a short version is sufficient, for example, Shmel LLC. In most constituent documents, it is required to indicate the full version, for example, Shmel Limited Liability Company.

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

The share can be paid in cash, assets (property), working capital. At the same time, non-cash funds are necessarily subject to an independent assessment. Based on its results, the monetary value is determined, which is the amount of the contribution. If there are several owners, then the general meeting selects a director, who is not necessarily a member of the founders. The order on his appointment and the minutes of the meeting are additional documents to the charter of the company.

Stage 3. Address

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

Stage 4. Charter

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

• Name (full and abbreviated).
• Address (legal required, actual optional).
• Management bodies, decision-making procedure, documentation.
• Statutory (reserve) fund, composition, size, procedure for increasing and decreasing, transfer of shares to third parties.
• The composition of the founders, the procedure for the entry of new members, the withdrawal from the membership of the company.

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

Stage 5. Taxation system

The value of this item is very high for the financial activities of the future company. It is necessary to determine the taxation system for work. Tax and accounting, types and procedures for reporting, fees that the company is required to pay - all this depends on the chosen regime (USN, KSNO, UTII). As a rule, at this stage, consultation of the chief accountant, if he has already been hired, or a specialist auditor is required to establish the entire system and optimize it.

The final item of the preparatory stage is the payment of the state fee. It can be made through any branch of Sberbank, its size today is 4 thousand rubles. Before submitting the documents, the original receipt for the deposit of funds must be attached to them.

Stage 6. Documents

The next step in registering a company is to collect a package of documents and submit them for processing to the tax office. Law firms and outsourcing companies can explain in detail how to open an LLC. Step-by-step instructions at this stage provide for the collection of the following papers:

1. Charter of the company (2 copies).
2. Decision (agreement) on the establishment of the company, minutes of the general meeting (in the case of several founders).
3. The composition of the owners.
4. Statement application form registration (in the form P11001). The signature is notarized.
5. Orders (instructions) on the appointment of the chief accountant and director (general) of the organization.
6. Letter of guarantee when renting a building - the bearer of a legal address.
7. Receipt confirming the deposit of funds for registration.
8. Statement of the applicable taxation regime, if the simplified tax system is used.

You can prepare the above documents for free using this service.

Stage 7. Check

Stitched, certified documents should be carefully reviewed again. If an employee of the tax inspectorate finds an error, then the registration of the enterprise will not take place. All work will need to be carried out again, while the paid state fee is non-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 company, the package of documents is finalized free of charge. In this case, the errors are eliminated at the expense of the company with which the contract for the provision of relevant legal services has been concluded. The tax inspectorate specialist is obliged to issue a receipt with a complete list of documents received for processing. The date of receipt of registration certificates is also indicated there, if there are no questions to the papers provided.

Stage 8. Receipt of documents

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

1. legal entity (LLC).
2. Certificate (assignment of TIN to the organization) on tax registration.
3. Charter, certified by the tax office.
4. Extract from the Unified State Register of Legal Entities.

Stage 9. Registration

After registering with the local tax office, the LLC must be registered with all relevant funds and the statistics department. Statistical codes assigned after the presentation of the Charter, an up-to-date extract from the Unified State Register of Legal Entities, TIN, PSRN, are used to open a current account for the enterprise. At the moment it works, so there is no need to go to extra-budgetary funds on your own. The tax office must issue a notice of registration of the enterprise with the FSS, PF and the health insurance fund. If one of the documents is missing, then you will have to visit this department yourself. You must have all the papers issued by the tax office and a passport proving the identity of the applicant with you.

Step 10. Print

We can say that the registration was successful. Certificates of registration in all non-budgetary funds have been received, the organization is registered as a taxpayer, you can proceed to the final stage. We create the seal of LLC. Today, the service is widespread, when contacting the appropriate workshop, each company will be offered several options for official and round seals, not to mention additional stamps. Moreover, if it is maintained in a strict, business style (name, details, company codes), then seals for internal use may contain the company logo, which gives scope for the owner's imagination.

Stage 11. Accounts

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

Particular attention should be paid to customer support. A modern, convenient, high-speed program serviced by the technical services of the bank should work. You should be able to obtain appropriate specialist advice at any time without any problems. 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 companies in the number of accounts, therefore, if such a need is seen, several settlement or special service units can be opened in different banks.

Stage 12. Final moment

After opening one or more settlement accounts, it is necessary to provide all information about it to the tax office and funds within seven days (7 working days). In case of violation of the deadlines by the state authorities, penalties may be imposed. If a new company headed by a director independently successfully passed all the tests of Russian legislation and bureaucratic red tape, then it has a huge development potential. It turned out to open an LLC on your own, it remains to wish you success in your professional activities!

Opening your own business is the dream of many, and the dream is quite within reach if you know where to start and how to act. The opening procedure itself is not very complicated, but it is associated with a lot of important nuances, so you should stock up on knowledge, time and, of course, financial capabilities. The entire step-by-step algorithm of work, a package of necessary documents and typical errors are further in the article.

What is a firm and what are firms?

Firm - the common name of an enterprise, that is, a business based on a legal entity. We will consider a legal entity, although the company is sometimes also called the activity of an individual entrepreneur (individual entrepreneur), although this is a fundamentally wrong name. So further we will call a firm a legal entity registered in the prescribed manner.

Opening your own company is the dream of many

In our country, the current legislation provides for the possibility of registering the following types of legal entities:

• An open joint stock company is a form of organization of a legal entity in which the owners sell their shares to any person.
• A closed joint stock company is a form of legal entity in which the owners sell shares only to members of the company.
• A limited liability company is the most common form, based on members' contributions to a common fund.

There are a number of other forms of legal entities, but we will be interested in the simplest and most common option - a limited liability company (LLC). It is this type of company that can be opened most simply and with low cash costs.

What is an LLC?

A limited liability company is a legal entity registered in the prescribed manner with one or more founders (participants). The founders agree on the creation of such a company and contribute their funds to the authorized capital of the company - each in a certain amount, and not necessarily in equal shares.

Contributions to the general fund can be anything - from money to property. Further, the company is registered and begins its activity. The created authorized capital is used as initial working capital.

The main advantages of an LLC are:

As the name implies, the members of the company have limited liability. This lies in the fact that in any case (the company has debts, fines, etc.), the maximum financial losses of participants will be limited by the size of their contributions. In other words, if a participant contributed, for example, 10 thousand to the authorized capital of an LLC, then in any case he will be liable for the obligations of the company only with this amount, and not a penny more. This distinguishes LLC from other forms of legal entities, including individual entrepreneurs.(we will consider this option further).

A limited liability company is a full-fledged company that has the right to engage in any type of activity (some require a license). The company can participate in transactions, auctions, auctions, tenders- in a word, to conduct full-fledged work as a business entity.

This company can be sold as a legal entity or bought. This form of enterprise is most convenient for investments, as well as mergers with other similar firms to expand activities.

This form of society has a rather convenient and variable taxation system, that is, you can choose a system depending on your own preferences and type of activity. This is very convenient if the company does not always work, but, for example, according to the seasonal schedule. In addition, an LLC can reduce its tax base due to losses., so that such a company will be quite convenient and profitable for starting a business based on it.

Extremely simple and inexpensive registration procedure. For this, there is no need to prepare a lot of documents, collect certificates and more. However, registration of an individual entrepreneur is even easier, but more on that later.

Of course, a company like LLC has some drawbacks. Among the main ones are the following:

1. To register a company, an authorized capital is required. Its cost cannot be less than 10 thousand rubles, and for some types of activities the minimum amount can be large, up to tens of millions of rubles. We are interested in the simplest and most affordable option, so we will focus on 10 thousand, which will not be very difficult to collect to start a business project.

2. The LLC has a rather complicated system for withdrawing participants' earnings (dividends). To do this, special procedures must be followed, provided for by the Charter of the company and the current legislation.

3. A limited liability company, unlike an individual entrepreneur, is obliged to keep accounting records, and with rather complex reporting. At the same time, a lot of nuances in the accounting field require hiring a specialist on staff or using the services of third-party accountants.

4. If there are violations of the law in the field of commercial activity, you will have to pay quite high fines. For legal entities, the fines are sometimes dozens of times higher than the fines for individuals, and besides, state bodies have higher control over legal entities.

Now let's clarify the question of the difference between an LLC and an individual entrepreneur, since this issue is very often interested. The obvious advantages of an individual entrepreneur include the utmost simplicity of registration and conduct of activities, and without accounting, a complex taxation system, and so on.

IP also has disadvantages. These include the "disrepute" of such an initiative, as well as the inability to conduct certain types of activities. But the most important drawback is that an individual entrepreneur is responsible for his commercial activities with all his property. That is, in the event of accumulation of debts or fines, the entrepreneur will answer with his money, bank deposit, car, real estate - in a word, everything that belongs to him as an individual. Compared to the limited liability of the LLC participants only to the contributions made, this is a rather serious drawback.

step by step algorithm

Discussion of conditions at the general meeting of future participants.

• Choice of name and activities.
• Distribution of shares in the authorized capital.

Development of the Charter of the company and preparation of minutes of the meeting.

• Indication of important details in the Charter.
• Statement in the minutes of the decision of the founders.

Signing the Charter at the notary.

• Payment of all fees.
• Signing of the Charter and other documents.

Registration of the enterprise in the Federal Tax Service.

• Visit of a representative to the Federal Tax Service.
• Registration actions.

Now let's move on to discussing each step separately and analyze all the necessary actions for each stage.

Step 1. How to prepare for opening a company?

So, let's move on to the opening procedure, which involves registering a legal entity in the prescribed manner. First of all, you should decide on the participants - there will be one or several. At a meeting with colleagues, a number of important issues should be resolved, for example, what the company will do, where the office will be located, whether production or warehouses are possible - in a word, it is necessary to resolve all issues that may be encountered during the conduct of a business project . After discussing the conditions for the start of activities and other nuances, they proceed to specific procedures.

So, the founders convene a meeting at which they decide to create an LLC and make certain contributions to its authorized capital. This is documented in a special document called a protocol. If the founder is in one person, it is drawn up by a decision. The document must contain the following information:

• Date of the general meeting.
• Composition of the meeting (founders and guests).
• Agenda (creation of an LLC with a specific name, approval of the Charter, registration of an LLC personally by the founders or an authorized person, distribution of shares contributed, appointment of a director, other important issues regarding the start of the company's activities).
• Voting results on issues.
• Participants' signatures.

The protocol must contain the agenda and the results of voting on each of the agenda items. It is necessary to specify how many participants voted, how they voted and whether a decision was made.

There is an important nuance here - it is desirable that there be an odd number of founders of the company. The reason is simple and is that any vote could theoretically be deadlocked if the results for and against show 50/50. With an odd number of participants, such a hitch is impossible and no delays are foreseen.

By this time, the Charter of the new company should be ready, which should contain the conditions for the operation of the LLC. In principle, most charters are of the same type, but still have certain specifics in content, in accordance with the types of activities or interests of the founders.

By the way, the name for your company should be chosen in advance, since the name you like can simply be taken and the LLC will not be registered. You can check the name on the Internet on the website of the tax service ( nalog.ru) in the relevant section with the register of legal entities. By the way, it is possible to reserve the necessary name in advance, before the registration of the company, especially if it concerns fairly common and well-known words.

Having a ready protocol of the meeting of participants and two copies of the Charter of the new enterprise, you can go to the nearest notary. This is a norm required by law - the signatures of individuals in the Charter must be notarized. By the way, another company can also be a member of the company - there are no special differences in procedures, just the director of the parent company will put the signature.

Advice

Careful consideration should be given to the choice of the type of activity of the company. In most cases, an LLC is created for a specific activity, for example, for trading in a specific group of goods. It should be remembered that a number of activities are subject to licensing, so you need to remember that you will have to obtain an additional permit document.

A list of activities with their codes can be found on the service of the fiscal service. You can choose either one or several types - their number for one company is not limited by anything. At the same time, one should not forget that taxation will be taken into account from the main type of activity - it is always the first one in the list of areas of the company's work.

Step 2. Contributed shares

As required by law, at the time of registration of the company, it is necessary to form at least half of the authorized capital of the LLC. That is, on the current account of the company (opened in the name of one of the founders) it is necessary to have the minimum required amount of money.

Formation of the authorized capital by various property is allowed. In this case, all the founders carry out an assessment of such property, about which an appropriate act is drawn up. In this way, it is also possible to form the required capital, but in cash it will be more reliable. Also, the presence of cash on the accounts makes it possible to directly use them in their activities as working capital.

In order to avoid various disputes between the participants in the future, it is necessary to carefully prescribe the shares and the procedure for their distribution in the Charter of the company. This is a very important point, which should not be missed. There are numerous disputes between participants over shares in the company (when it has already become powerful enough), which stretch for years and require high costs.

Step 3. State registration

For direct registration of a company, you must fill out an application in the form P11001 - you can download the form on the website nalog.ruin the relevant section. There are no difficulties in filling out, but you should still be careful and avoid mistakes. On the same service, you can generate a receipt for the state duty for registration of a legal entity. At the end of 2018, this fee is 4 thousand rubles.

It should be recalled here that from the beginning of 2019, this fee can be waived if the company is registered electronically. That is, if you come to the registrar with paper documents, you will have to pay 4 thousand, and if you register through the service website, then you do not need to pay. Only for such a procedure you will need an electronic signature, but now it can be issued in many places, and quite inexpensively, and it may come in handy in the future. Using an electronic signature, you can submit reports, sign contracts, conduct official correspondence, and much more. This greatly simplifies the paperwork.

Step 4. Package of documents

So, for a visit to the registrar, you should have a prepared package of documents, consisting of:

• Minutes of the general meeting on the establishment of the company or the decision of one founder.
• Two copies of the Charter, with notarized signatures of the participants.
• Completed application form R11001.
• Receipt of payment of the state fee for carrying out registration actions.

With this package of documents, you must go to the registrar at the nearest fiscal service body. In the overwhelming majority of cases, the founders appoint its director (until the moment of registration - the future) responsible for registering the company, who needs to issue an appropriate power of attorney with a list of powers. The power of attorney must be notarized.

By the way, simultaneously with the procedure for registering a legal entity, it is necessary to choose a taxation system for it. There are several systems and each of them has its own features, details, pluses and minuses. Which one to choose is the business of the founders, and now we will not focus on this topic.

How and where to sell a ready-made business?

In contact with

Classmates

Pitfalls, expert advice and life stories

Being an entrepreneur is hard, especially in Russia. Not everyone is able to work hard all their lives. Even the creator of Magnit, Sergei Galitsky, recently admitted that he no longer receives the same emotions from his work. But he is not going to leave - there is no one to transfer his empire to. This is easier for owners of small and medium-sized companies. As a rule, the smaller the business, the easier it is to part with it.

Every year, tens of thousands of ready-made businesses are sold and bought in Russia. They are sold by entrepreneurs who:

Got carried away by another niche;
- decided to get rid of a non-core asset;
- cannot cope with problems;
- decided to move to another country;
- just tired of business.

If at least one of these points suits you, then this article is for you.

Where to look for a buyer

To sell a business, you need either connections or intermediaries, or better, both. You can try to find a buyer through friends or offer your company to competitors who want to expand their business.

In this case, you should take care of confidentiality: a competitor can find out the state of the company and all your "chips", and then refuse to buy. With acquaintances, you also need to be more careful - rumors about the sale will damage the reputation of the enterprise. “An open sale of a business can cause great harm,” warns Elena Sharova, legal adviser at Jurisprudence Finance Personnel. - This will cause concern to staff, suppliers and creditors. Ill-considered actions can lead to labor conflicts, lower sales prices and even the collapse of the business.”

Sometimes firms post ads for sale on specialized forums where there is a chance to find a savvy and interested buyer. Avito has become a fairly popular channel for selling a ready-made business. Now more than 28 thousand such ads are posted on this site. Their main categories are services, trade, catering, manufacturing, online shopping, entertainment, agriculture and construction. The effectiveness of Avito is evidenced by the fact that even business brokers, intermediaries between sellers and buyers of a ready-made business, place ads there.

If there is no way you can sell the company on your own, business brokers are a good option. They select objects, evaluate them and accompany the sale and purchase transaction, receiving a percentage for this. This is a big market with its own leaders. In 2015, Mergers and Acquisitions magazine released a rating of Russian business brokers, the first lines of which were occupied by Altera Invest, Scania Invest, ReSale Expert, Your Firm and Bank of Ready Business.

The choice of channel and the time it takes to find a buyer is highly dependent on the profile of the company. According to the observations of business brokers, retail outlets (accounting for a quarter of transactions), public catering, hotels, beauty salons and car washes are in the greatest demand in Russia. Least of all they buy business abroad, media and deposits. So if your company operates in a complex or unpopular industry, you will have to manually find a buyer.

Personal experience:

In 2009, I opened a flower shop in one of the towns of Primorye. A year later, it became necessary to move to the central part of the country. By that time, my point had long gone into profit and began to attract those who wanted to buy it. But more often the mood was to “squeeze out”. They told me: “Well, you’re leaving anyway, if you don’t sell it, you’ll leave it, and the place is already fed, we won’t let it disappear. The store was a rented place inside a large store (22 sqm). I did not understand how to sell this business - the place is rented, not owned. But I started looking for a buyer among competitors and the right person was found quickly. The sale took place under an agreement-between, a kind of receipt, where we prescribed all the conditions for the transfer of my business and the buyer's money. I handed over all the documents, the customer base, introduced me to the suppliers and helped the new owner get up to speed for another two months. In the end, we were both satisfied.

Common Mistakes When Selling a Business

Experts interviewed by Rusbase list the following mistakes of inexperienced sellers:

Insufficient preparation for the sale;
- loss of time on false buyers;
- inability to justify and defend the price;
- delay in selling or selling hastily;
- non-observance of confidentiality.

“Very often, the seller neglects the pre-sale preparation of the business,” notes Lyudmila Kharitonova, managing partner of Zartsyn and Partners. - It seems that your business is already good, so there is nothing to check there. And then it turns out that the company has no assets, the concluded contracts are not profitable or can be terminated at one moment, and the accounting department has not been put in order for a very long time. All this threatens to disrupt the negotiations.”

“The company must present a business ready for transfer to third parties - with a strong team and clear development prospects,” says Anton Poletaev, partner at RB Partners and M&A expert. - You only have one chance to make a first impression, so not paying attention to the “packaging” of a business can be fatal. The investor should not be under the impression that a sale is the only option for the company's survival."

Personal experience:

In December 2014, we acquired Centavr investment company and renamed it A Finance. We also created an IT platform for investing in securities. We wanted to give clients a return higher than the Sberbank deposit, but with less risk, and achieved 15-17% per annum.

It was a big project for us - at the start we invested about 40 million rubles. It seemed to us that there would be an explosion in this market and everyone would run to open these accounts. But the forecasts of analysts did not come true. The maintenance of the investment company turned out to be too expensive due to the requirements of the Central Bank for personnel and the amount of own funds. In September 2015, we decided to sell the company. The value of the company, in our opinion, was the license and the IT platform.

We were placed on dozens of sites, constantly updating ads, but only intermediaries called. The main stream was biztorg and February left only him. Our main asset was the IT platform, so we made a detailed presentation: we described its advantages, attached a video and a manual. In April, we found a buyer and quickly closed the deal. The contact was with Biztorg, but the deal was handled by an intermediary.

For those wishing to sell their business, I recommend placing on all sites on the Internet, not sparing 5-10 thousand rubles for paid placement, not giving up intermediaries - in my experience, they really manage to successfully close deals.

How to prepare a business for sale

The buyer needs to be convinced of the profitability of the enterprise and the legal purity of the transaction, and the seller needs to understand and eliminate the shortcomings of the company, which reduce its value. As you know, ideal enterprises do not exist. According to Nikolai Patskov, General Director of FreshDoc, pre-sale preparation includes:

Analysis of the financial condition;
- examination of legal registration of business;
- analysis of management and accounting;
- asset inventory;
- assessment of business prospects;
- elimination of defects.

“When selling, you need to put yourself in the place of the buyer and understand what is his benefit from the acquisition,” advises RB Partners partner and M&A expert Anton Poletaev. - You can find a buyer for almost any asset. Strategic investors are interested in the potential for synergy with existing assets, for investors in distressed assets - the potential to increase the value of the company, for the rest - profit. A very good impression on buyers is made by vendor due diligence - a pre-sale assessment of the company's risks by an independent consultant. It shows the good faith of the seller and gives him the understanding that he can lower the price during the negotiations.

The Zartsyn and Partners company gives the following instructions for putting things in order:

1. Conduct an audit and make sure that all taxes are correctly calculated and paid. Get a tax certificate of no debt.
2. Check to whom all assets are registered. Often they are “scattered” among several individual entrepreneurs and legal entities, which is inconvenient for sale. “Collect” everything on one company that you will sell. Also, do not forget to register the rights to intangible assets - the site, software, content. The buyer will definitely ask this question.
3. If there are several founders in the company, make sure that all of them are ready to sell the business and sign the necessary documents.
4. Check if the authorized capital and shares of the founders have been paid.

Screenshot from Avito website

Ways to sell a business

There are three main ways: the sale of a company's share, the sale of an enterprise as a property complex, and the sale of assets separately with their re-registration to a new legal entity. For small and medium businesses, the first method is most suitable. It is the fastest, simplest and cheapest, accounting for about 80% of transactions on the market.

“Usually, a company simply changes its owner,” says Lyudmila Kharitonova, managing partner of Zartsyn & Partners. “But if you ran your business from an individual entrepreneur, then you cannot change the owner and you will have to transfer contracts and assets to the buyer.”

What documents are needed

The minimum package for selling a business includes constituent documents, registration certificates, internal regulations and labor documents, privatization documents, balance sheets, contracts with counterparties, a list of creditors and debtors.

Elena Sharova, legal adviser of the Jurisprudence Finance Personnel Group, provides an exhaustive list of documents that can be used as a checklist:

Legal Documents:

Charter, memorandum of association or a copy of the certificate of the entrepreneur;
- certificate of the Unified State Register of Legal Entities and an extract from the Unified State Register of Legal Entities;
- land lease agreement;
- lease agreement for real estate;
- if the premises are owned: a contract for the sale of non-residential property, --- - - certificate of registration of the right to real estate, BTI certificates;
- geodetic plan of the leased land plot;
- explication of premises.

Financial documents:

Auditor's report on financial statements (if any);
- business valuation report (if any);
- a certificate of no debt from the tax office;
- acts of reconciliation with contractors;
- a certificate from the bank on the absence of debts and credit obligations;
- a list of fixed assets indicating their value, year of manufacture, manufacturer and model;
- list of intangible assets and their value;
- a list of commodity balances with an indication of their value (raw materials and finished products);
- substantiation of additional investments (purpose of investments, items of expenditure);
- report on the financial results of the company (at least for the last year);
- a list of the main suppliers and assortment of the company;
- staff list with indication of the number of employees by position and payroll;
- Company details;
- passport data and address of registration of business owners.

And also:

Presentation of the company;
- offer.

How is the procedure

Competitive advantages can be patents, an effective personnel management system, an impeccable reputation (helps win tenders), and an attractive business strategy. “In my practice, there was a case when the owner of the plant had many patents for the manufactured designs of commercial equipment,” recalls Alexey Koryagin. “By doing this, he made it harder for competitors to enter the market, who needed to invest a lot in the development of the product line.”

The value of the company may also increase if the buyer sees synergy prospects. “Once we evaluated the crushed stone business,” a representative of the association gives an example. - He brought the owner a very good income, but they could not be compared with the benefits of a potential buyer. The inclusion of this enterprise in its production chain allowed it to significantly save on raw materials. The identified synergy effect increased the transaction price by an order of magnitude.”

According to Elena Muratova, legal adviser of Intercession, independent auditors and lawyers are involved in the sale of the business. Auditors identify violations in accounting, lawyers prevent the risks of litigation and administrative liability.

Business owners are pierced even on such elementary things as the calculation of taxes and registration costs for different methods of sale, says Elena Sharova, legal adviser at Jurisprudence Finance Personnel. She advises immediately contacting business sales specialists who will be able to competently prepare the company for sale, check the integrity of the buyer and evaluate the terms of the contract.

The minimum legal support of the transaction will cost about 15 thousand rubles. The participation of a lawyer in pre-sale preparation and negotiations will cost 100-150 thousand rubles. Of course, it all depends on the specific deal.