Plan to open a branch in another city

General information

According to the law of the Russian Federation, when opening a company, an individual entrepreneur must register at his place of residence.
The founder is required to register with the Pension Fund and the Social Insurance Fund only if he recruited personnel. An individual entrepreneur may have difficulties opening a branch in another city. If, in this situation, an LLC is allowed by law to open branches in other regions as a legal entity, then an individual entrepreneur - an individual - is not given this right.

An LLC is allowed to open branches in other regions as a legal entity; an individual entrepreneur - an individual - is not given this right.

For example, if an individual entrepreneur is a store owner in Moscow who wants to open a branch in St. Petersburg, he just needs to open a point in St. Petersburg, since he is not a legal entity. All that is required is to include documents for the new store in the declaration of the next tax period. In this case, taxes and registration will depend entirely on the chosen taxation regime.

In its activities, an individual entrepreneur can use OSNO, simplified tax system (simplified taxation system) (income 6% and income minus expenses 15%). To some areas of activity, together with the previous regimes, the patent system, unified agricultural tax and UTII are applicable.

Branch: concept, criteria

Registration of branches of legal entities

A branch or representative office is a separate structural unit of a company that is located outside the location of the legal entity. As a rule, an organization registers a legal address at the location of the head office, while branches and representative offices are located in other localities (for example, at the location of a retail chain).

Branches and representative offices are registered and operate taking into account the following features:

1. Lack of legal entity . The main criterion for a branch is that a separate structural unit is registered without creating a separate legal entity. A branch or representative office is an integral part of the company and operates as part of the legal entity of the parent organization.
2. Powers of the branch manager . The official who is charged with the authority to manage a branch or representative office is approved by the parent company. That is, only a legal entity has the right to transfer/remove the powers of the head of a branch. The appointment of the head of the branch is formalized by an appropriate order, the powers of the official are reflected in a power of attorney certified by a notary.
3. Local acts regulating the activities of the branch . Separate structural units operate on the basis of regulations, procedures, instructions issued and approved by the legal entity (parent organization). In addition to local acts regulating the activities of the company in general, and the branch, among other things, a legal entity has the right to approve internal regulations regulating the activities of an exclusively separate division.

General mode

An OSNO user must register only at his place of residence.

All documentation and reports are submitted to the tax office where the entrepreneur is registered. In the declaration

it is necessary to take into account the income and expenses of both the main enterprise and the open branch. The activities of the representative office and the main institution are kept in one accounting book. Tax on branch income is transferred to the place of residence of the founder.

The same manipulations are performed with unified agricultural taxation.

Patent regime

In addition to the place of residence, the entrepreneur must register with the tax office of the city where his branch is located. To do this you will need 2 applications - for

and registration.

If the main enterprise operates under the simplified tax system, then the founder pays taxes at his place of residence. The tax from a branch under patent is transferred to the budget of the city where it was received.

KUDiR is carried out at the main office. The simplified declaration is submitted to the tax authority at the place of residence. The branch must keep a book of income and expenses, where only income is recorded.

PROCEDURE FOR REGISTRATION OF A BRANCH, REPRESENTATION OF A LEGAL ENTITY OF RUSSIAN COMPANIES

The procedure for registering a branch
includes the step-by-step implementation of the following actions: 1. Making a decision to
open a representative office
or
branch
.
2. Amendments to the Charter in connection with the creation of a separate division. (Entering information about the branch in the Unified State Register of Legal Entities). 3. Development of an order to open a branch
(representative office). 4. Development of regulations on the branch. 5. Submitting an application for registration of such an organization, as well as providing one copy of a duly certified copy of the certificate of registration (TIN) with the tax authority of the organization at its location and documents confirming the creation of a separate division. The filing deadline is within one month from the date of creation of a separate division. More details... 6. Registration and issuance of a notice of registration of the parent organization with the tax authority at the location of the branch or representative office. The deadline is within five days from the date they provide all the necessary documents. 7. Making a branch seal.

Thus, after registering a branch

(representative office), the parent organization receives a notification about the registration of the branch (representative office).

Read more about the registration procedure and the documents required to open a representative office or branch.

Refusal of state registration of legal entities, as well as changes to their constituent documents, is permitted only in cases strictly defined by law.

Simplified system

If the activities of a leading enterprise and its representative office are connected with a simplified system, the founder is registered with the tax service only at his place of residence. But if an entrepreneur acquires commercial real estate in another city, he needs to register at this location of the property (clause 1 of Article 83 of the Tax Code of the Russian Federation).

Simplified tax and advance payments are paid at the place of registration of the individual entrepreneur (Article 346.21, paragraph 6, Tax Code of the Russian Federation). If the founder did not purchase commercial real estate in another city, then taxes are paid only at the place of residence.

The simplified declaration is submitted once, annually, at the place of residence. There is also one KUDiR, where the income and expenses of all enterprises are listed in order.

Where do I suggest starting?

When replacing salespeople, sales for individual clients may decline, but after 2-3 months they return to their previous level.

When opening other types of separate divisions, it is enough to submit a notification to the tax office in form C-09-3-1. There is no requirement to make changes to the Charter and other constituent documents of a legal entity, including the Unified State Register of Legal Entities. The application for opening is submitted to the registration authority in two copies.

In Moscow and St. Petersburg, such registration is carried out by inspections specially created for these purposes (No. 46 in Moscow, No. 15 in St. Petersburg), in other regional centers these functions are assigned to interdistrict inspections.

Federal Law No. 326 states that all insurance payments are made at the place of work of the new branch. Pension fund employees, after completing all procedures, inform the Compulsory Medical Insurance Fund themselves.

Within 5 working days, the Federal Tax Service will review the documents and enter the branch into the Unified State Register of Legal Entities. From the date of registration, the official activities of the branch begin.

To register with the relevant branch of the Pension Fund of the Russian Federation, you must submit the following package of documents :

• application for registration of an organization in the territorial branch of the Pension Fund of the Russian Federation at the location of the separate unit;
• certificate of registration of the organization with the tax authority at the location of the branch;
• notification of registration of the parent company with the relevant body of the Pension Fund.
• copies of notarized documents confirming the creation of a separate division.

The general meeting of LLC participants must make decisions on the creation of a branch and on amendments to the constituent documents.

A separate division of an enterprise can operate on a separate balance sheet or on a common one. It depends on the accounting of the property.

According to the law, when making changes to the charter or opening a branch (representative office), it is required to notify the Federal Tax Service, the Social Insurance Fund, the Pension Fund, and the Compulsory Medical Insurance Fund. Papers are submitted to the tax service taking into account the requirements of Federal Law No. 129, namely the position of the new office, the text of the changes made, notification of the completion of such work, as well as an order.

It is also important to pay attention to the fact that a branch and a representative office are different concepts. By opening a branch, you register a full-fledged LLC that is engaged in a wide range of activities.

There are no significant differences in opening a branch or representative office. The step-by-step diagram looks like this:

1. Making a decision on the creation of a unit and documenting it.

Fill out form C-09-3-2 on the closure of the branch and submit it for consideration by the tax authority located at the place of registration of the branch.

There are no significant differences in opening a branch or representative office. The step-by-step diagram looks like this:

1. Making a decision on the creation of a unit and documenting it.

Who hasn’t dreamed of opening a company, then entering the regions, and then conquering the whole world?! But in reality, the scaling process turns out to be not as simple and rosy as it seems at first glance - otherwise so many branches would not be closed, barely having time to open.

The new charter must be printed in duplicate and numbered. Numbering starts from the first sheet, which is not numbered, and ends with the last sheet. The charter is stitched and sealed with the seal of the organization and the signature of the director. The new edition of the charter includes all changes relating to the branch, indicating the name of the branch and its location.

The Pension Fund in the new city will issue you notifications that the main company is the insured of the branch. The notice is issued in duplicate. You need to submit one document to the Pension Fund, the main one to the company. You will have 10 working days to do this.

The head or director of the branch is appointed at the general meeting of participants by the company or by the sole founder and performs his functions on the basis of a power of attorney.

A year later, the open branches had to be closed. The costs of servicing small orders led to losses. The entrepreneur almost lost his business because he was not prepared to enter new territories, did not take into account that the market was captured by competitors, and that managing a large company is difficult.

In order for a company to increase its income after scaling and not close down, it is necessary to establish marketing and a sales system at all stages.

For legal recognition of a branch, after completing the above actions, it is necessary to notify a number of government bodies about the change in the structure of the company.

The article outlines an algorithm of actions for the owner of an enterprise engaged in business development and planning to open branches in other cities. Read the article about what documents and to what authorities you need to submit.

The service will automatically calculate the tax amount, generate reports, check them and send them electronically. You will not need to personally visit the tax office and funds, which will undoubtedly save not only time, but also nerves.

It is necessary to draw up a power of attorney for the head of the branch, on the basis of which he will have the right to manage the actions of the branch.

Given: A limited liability company in one city, with the need to open a branch in another city.

Representative offices, unlike branches, are vested with fewer rights. This separate division is created for the purpose of representing the legitimate interests of the legal entity and protecting them outside the location of the main company. This option is suitable for cases where the management of the LLC does not plan to conduct production or commercial activities in another city.

I would like to draw your attention to filling out form P14001, since specifically for the section on branches, this form has not yet been brought into compliance with current legislation.

Also, the head of the LLC must notify employees in advance about their imminent dismissal. At the same time, the dismissal procedure will apply to such employees, as in the case of liquidation of the company.

When managing employees in branches, it is important to remember that you will need to manage not only their activities, but also their status relative to the company as a whole, as well as the boundaries of their authority.

In addition, you may need papers for a separate division, namely the position of the branch, documents on registration with the Federal Tax Service (at the branch’s place of work), as well as documents confirming the powers of the director. The regional branches employ exactly the same employees as the head office. The only difference is that they are geographically remote. But management often feels that they are difficult and impossible to manage.

Single tax system (UTII)

An entrepreneur whose conduct of business uses the simplified tax system, in addition to his place of residence, must register with the tax service as a user of UTII in another city within a week from the start of the branch’s operation.

An entrepreneur whose conduct of business uses the simplified tax system, in addition to his place of residence, must register with the tax service as a user of UTII in another city.

The single tax is paid in the city where the individual entrepreneur is registered as a user of the UTII system. If the founder receives profit from other areas of activity, he must pay simplified tax at his place of residence.

The declaration according to imputation is submitted in the city where the branch is located, and according to the simplified tax system - at the place of residence.

One of the main conditions for business success is the correct choice of taxation system. It is she who predetermines the number and size of taxes on production and will help save the entrepreneur’s income.

Registration of a separate division in 2019-2020: step-by-step instructions

Legal entities are required to report the launch of separate structures to the tax authorities within a period of up to 30 days as soon as the relevant approvals have been accepted, for example, from the date of the meeting at the meeting of shareholders. Based on the legislation, newly created structures are obliged to go through the stage of becoming registered with the tax authorities and be entered into the state register of the Unified State Register of Legal Entities.

The tax service carries out registration actions of the OP. Owners apply to those tax inspectorates to which their units belong, according to territorial characteristics (municipalities).

In order to successfully re-register branches or representative offices with the tax inspectorate, you must ensure that documentation is submitted according to the list below:

• copies of decisions of bodies for management and creation of EP;
• copies of the approved provisions on the OP;
• copies of constituent documentation and their amendments (special documents or new edition);
• supporting documents on state registration of the main organizations;
• copies of orders on reassignments to management personnel, which include the chief accountant of the newly opened structures;
• copies of payment orders or bank statements indicating that the state duty for state registration has actually been paid, and payment documents are certified by the appropriate seal and signature of the owners of the credit institution;
• extracts from the Unified State Register of Legal Entities for major organizations;
• applications for re-registration with amendments using forms P13001 (for adding amendments to the charters), as well as P13002 (for amendments to the Unified State Register of Legal Entities).

The listed copies of documentation must be certified by a notary. If the OP conducts direct work on rented premises, then it will be necessary to ensure the availability of an appropriate copy of the agreement on the rental premises. It is allowed to submit documentation in electronic formats through the necessary communication channels as a scanned copy. In such a situation, they are required to be certified with digital confirmations in electronic format.

The re-registration procedure is carried out by tax authorities 5 days after the documentation package is presented or sent to the north through interactive services. Documentation that will confirm the registration of units will receive a message from the owners.

During the registration period, the OP will not be assigned a TIN, but a code with the necessary reasons for formation (KPP) will be issued. In documentation, divisions will begin to use the TIN of the main organizations. However, they will not be considered individual legal entities.

Application for registration of another separate division in form S-09-3-1

The applications themselves require forms on single sheets. Representatives of organizations will not have any difficulties during the period of filling out documents.

The application must indicate:

• TIN/KPP of the main organizations;
• their names;
• code in the tax service;
• OGRN of the main organization;
• total number of open units;
• Full name of the managers, and also their Taxpayer Identification Number;
• list of contact information (including telephone numbers, addresses and email);
• company seal.

If applications are submitted not with the individual participation of the director, but in the direct presence of his representatives, then information with his data should be displayed in the documentation. In addition, the authority of the representative must be officially confirmed. Most often, an official form of trust is used for these purposes.

Applications must be submitted with two copies. The second option is to present a copy of the application, on which tax officials will leave a corresponding mark indicating the date of acceptance for processing.

forms S-09-3-1

• Form C-09-3-1 application for opening a separate division can be found here.
• You can use the online service for filling out documents and download the completed application form S-09-3-1 using the link.