A separate subdivision is obliged to register through. Opening a branch in another city

Each modern company, which needs to expand the scope of its activities, has the right to open various separate divisions in the Russian Federation, represented by representative offices or branches. They are assigned a specific individual address. They are endowed with a specific legal status indicated in the title. They are granted different rights and obligations listed in Art. 55 GK. But at the same time, the owners of the organization should understand well how the registration of separate divisions is carried out. The procedure involves the transfer of numerous documents to the Federal Tax Service and other state funds and organizations.

Subdivision concept

It is represented by a representative office or branch of the main company, which needs to expand the territorial scope of its activities. To open such a unit, the following conditions must be met:

the branch must be geographically distant from the main company;
it is possible to equip workplaces with the necessary equipment to perform official duties specialists.

Registration of a separate subdivision does not imply the opening of a new independent company, therefore it is not assigned the status of a legal entity. Such a branch does not have any legal independence. All goals, nuances and tasks of the work are developed exclusively by the parent organization. The company itself is engaged in accounting and tax accounting for all representative offices.

Legislative regulation

The process of opening different divisions is strictly regulated by various legislative acts. These include:

Art. 11 of the Tax Code contains the main definitions of such a production structure, and also describes the signs that it should have;
Art. 19 of the Tax Code says that branches of any organization must pay taxes based on the results of their activities;
Art. 288 of the Tax Code indicates that work must be done at the address of registration;
Art. 23 and Art. 53 of the Tax Code describe the rules for registering a unit, as well as the responsibility applied to the company's management in the event of serious violations;
Art. 55 of the Civil Code defines the difference between a branch and a representative office;
Federal Law No. 129 contains information on how companies should properly register their divisions, and also lists state organizations that must be notified about this.

In case of violation of any of the above legislative acts, the company will be held liable.

What do you need to know?

Managers making the decision to open a business unit should have a good understanding of how to complete the process. Focus on Art. 11 of the Tax Code, which specifies all the basic requirements for such a branch.

Optimum performance is allowed by taking into account the requirements:

information on the registration of separate subdivisions must be entered in the constituent documents of the company;
the owners of the enterprise are obliged to approve a special Regulation containing information on the nuances of the functioning of the representative office;
the head of the unit is appointed, to whom a power of attorney is issued, allowing him to perform various actions related to the management of the branch;
special internal documentation is issued by the management of the company, the main purpose of which is to determine the rules, functions and features of the functioning of each unit.

When opening a division, the company's management independently decides whether a branch or representative office will be formed. The branch is located at its own individual address. He performs all the functions of the main enterprise, and also represents it under Art. 55 GK. The representative office differs geographically from the parent company. Its main purpose is to represent and protect the interests of the organization.

Why open additional divisions?

The need for this process may be due to different reasons. Most often, registration of separate subdivisions is required in such situations:

the company plans to expand its geographical scope of activities, so it is required to cover as much as possible more people included in its target audience;
an aggressive policy of the company is being pursued, therefore it is necessary to cover a territorially completely specific region;
regions are selected where it is most profitable to carry out activities in a particular direction;
it is necessary to meet the demand of customers living in other cities;
widespread promotion of the brand in different cities of Russia;
reducing the risk of bankruptcy, as you can move production capacity in different cities, and if one of the divisions is unprofitable, it can be supported in times of crisis with funds coming from other regions.

The registration process of any representative office should be carried out only taking into account the main provisions of the law. If assigned production structure an individual address, and at the same time it is planned to work for a month or more, then registration with the tax separate unit is absolutely necessary. This requirement is contained in Art. 23 NK.

Registration process

Initially, the management of the company must make an appropriate decision, on the basis of which it is required to open a branch or representative office. Step-by-step instruction registration of a separate subdivision involves the implementation of successive stages. Each of them is important, therefore it is fixed official documents. These steps include:

a meeting of the founders of the enterprise is formed, it considers the need to open a unit;
an appropriate decision is made, drawn up in the minutes of the meeting;
an order is issued;
the form of registration of a separate subdivision is chosen, since it can be a branch or representative office of an enterprise;
the optimal place for work is determined, which is equipped with all necessary means to ensure that employees perform their basic duties;
within 30 days after the start of the work of the unit, it is required to send a notification to the Federal Tax Service, for which the standard form C-09-3-1 is used, and the tax office at the location of the branch is selected for this;
further, it is required to register the unit in the FSS and PF, but this is required if the branch has its own bank account, it draws up its own balance sheet, and there are also employees for whom it is required to transfer funds to funds;
if the name of the unit or its address changes already during the operation of the structural unit, then the Federal Tax Service must also be notified about this.

The process is not considered too complicated if it is well understood. Registration with the tax office of a separate subdivision is absolutely required. If this is not done in a timely manner, the company will be held administratively liable.

What documents are needed?

Before the direct registration process, the company's management should attend to the preparation of certain documentation.

Documents for registration of a separate subdivision with the Federal Tax Service:

passport of the representative of the enterprise, which must be one of the owners of the company;
if an authorized person is engaged in the process, then he must have a power of attorney certified by a notary;
order on the organization of the unit;
certificate of registration of the enterprise with the Federal Tax Service;
branch registration application.

All these documents must be submitted to the Federal Tax Service. If you need to apply to the PF, then the documentation is transferred:

sv-in the statement of the company itself on the account in the Pension Fund;
a copy of the order on the creation of the unit, and it must be notarized;
an application, the formation of which will require a special form issued by the PF.

On the basis of these documents, the representative of the company receives a notice of registration of the branch.

Registration in the FSS of a separate subdivision involves the preparation of documentation:

order to open a representative office;
founding papers of the company;
notification from the PF about the registration of the unit;
sv-in on the company's registration with the FSS.

On the basis of this documentation, employees of the institution issue a special notice confirming that the branch has acquired the status of an insured.

Registration deadlines

The duration of the procedure depends on how the successive steps are correctly performed. The period of registration of a separate subdivision does not normally exceed one month. It is necessary to start the procedure within 30 days from the moment the representative office actually begins to function.

The nuances of applying to the Federal Tax Service

When opening a branch, it is imperative to notify the employees of the Federal Tax Service about this. This procedure is called registration with the IFTS of a separate subdivision. The process is carried out after the representative office has been created, and changes can already be made to the constituent documents of the organization. To send a notification, you can use different ways:

direct visit to the tax office by one of the founders or an authorized representative;
sending a document by registered mail, and an inventory of the attachment is additionally required;
use of the portal "Gosuslug" or the site of the Federal Tax Service, through which in in electronic format a notification is sent.

The procedure for registering a separate division assumes that within 5 days after the transfer of documents to employees of the Federal Tax Service, the company receives a notification of registration of the branch. This document prescribes the checkpoint of the structural unit. It should be used in the preparation of various documents. If the application for registration of a separate subdivision is not submitted to the Federal Tax Service on time, then this is the basis for holding the company's management accountable.

The nuances of notification of the FSS

You should apply to this state fund after receiving a notification from the Federal Tax Service. Registration in the FSS of a separate subdivision is a simple process that is required under the conditions:

the representative office has its own separate balance sheet;
its employees conduct their own accounting, which is certainly prescribed in the company's accounting documentation;
the salary of all employees of the branch is accrued, as well as various bonuses or other payments are paid to them;
has a separate account.

For registration, it is required to submit a corresponding application and other documents from the company to the FSS. It is often necessary to obtain a preliminary certificate from the bank where the current account is opened in order to provide the details of this account. Documentation can be transferred during a personal visit to the institution, through electronic communication channels or by sending them by mail.

The nuances of registration in the PF

A standard package of documents is being prepared and handed over to the employees of the PF. The procedure for registering a separate subdivision in the Pension Fund assumes that a notification will be received within 5 days after the transfer of documentation. It says that the representative office was registered in this fund. Two copies will be received, since one must be in the parent company, and the other is transferred to the employees of the branch.

How to register a checkout?

Based on Federal Law No. 54, all cash registers used by companies or their branches must be registered with the Federal Tax Service. Registration of the cash desk of a separate subdivision can be performed in two ways:

filing an application in paper form for registration at the branch of the Federal Tax Service at the location of the branch, after which a card is issued for the online cash desk;
filing an application online on the official website of the Federal Tax Service.

The application indicates the name of the unit, its TIN, the address and place of installation of the online cash register, the name of the equipment, its serial number and information about the nature of the calculations. Since February 2017, only online cash desks have been required to be installed and registered, so the old cash registers are not used.

Responsibility for violations

All business owners who want to expand the scope of their work should know how to properly open branches. Registration of a separate division of the organization must be carried out within 30 days after the actual start of work of this structural unit.

If the requirements are violated, then different penalties are imposed for business owners:

submission of a notification to the Federal Tax Service about the opening of a unit with a delay - a fine of 10 thousand rubles;
the work of the branch without notifying the Federal Tax Service, the Pension Fund and the Social Insurance Fund - 10% of the income received in the course of activity, but the fine cannot be less than 40 thousand rubles;
untimely submission of notifications to the Pension Fund or the FSS - from 5 to 10 thousand rubles.

Additionally, the culprit is identified, after which the official in individually brought to administrative responsibility, so he is transferred a fine in the amount of 2 to 3 thousand rubles.

The nuances of opening a division

With the correct opening and registration of a branch or representative office, some features of functioning are taken into account, which include:

contributions for the insurance of employees of the unit are made at the location of the parent organization;
Personal income tax is paid for employees at the location of the structural unit;
the division is considered created on the day when it is assigned an address, and there is also at least one employee, therefore the first day a person goes to work is represented by the day the branch was formed;
Individual entrepreneurs cannot open subdivisions, as they are not legal entities;
any such structural unit must be registered regardless of the direction and specifics of the work.

If the above requirements are violated, then this leads to the fact that the company is held liable. Therefore, it is advisable to carry out the process of creating a unit with full control from an experienced accountant employed in the company. In this case, numerous mistakes and negative consequences of violation of the law can be avoided.

Conclusion

Thus, when opening any separate subdivision, companies should have a good understanding of the rules and procedure for its registration. To do this, it is taken into account that the notification should be sent not only to the Federal Tax Service, but also to the FSS and PF. It is important to understand the time frame for sending the document, what other papers are attached to it, and also what are the consequences of violations of the law. With the right registration process, a branch office can work formally, representing and protecting the interests of the enterprise. At the same time, he will have his own address and checkpoint.

Conducting activities at a different address than the legal address with the creation of stationary jobs obliges the enterprise to register a separate division. In which control bodies it is necessary to register in order for the business to be considered legal? How long does it take to prepare documents? We will answer the questions in our article.

Registration of a separate division 2017: step by step instructions

According to paragraph 2 of Art. 11 of the Tax Code, the concept of a separate subdivision (OP) means any subdivision that is territorially separated from the enterprise, at the address of which at least one stationary workplace has been created. In this case, a worker includes a place created for a period of more than 1 month, under the control of the employer (Article 209 of the Labor Code). Based on these legislative norms, the registration of a separate subdivision is mandatory if it is expected to attract work force from the side.

Note! It is not required to create an EP if jobs are not provided, as well as in the case of attracting employees under the GPA, on the basis of home or remote employment. In addition, they are not required to register separate subdivisions of individual entrepreneurs that have the right to conduct activities throughout the territory of the Russian Federation.

Registration of a separate division in the tax office

From the moment the EP is created, the registration of a separate subdivision with the tax office must take place within 30 days. (signature 3, paragraph 2, article 23 of the Tax Code). According to paragraph 1 of Art. 83 of the Tax Code, registration by legal entities is carried out at the location of each of the available OPs. Violation of the approved deadline and conducting activities in a unit without registration leads to the collection of penalties under Art. 116 of the Tax Code (10,000 rubles and 10% of income, at least 40,000 rubles), as well as administrative responsibility under Part 2 of Art. 15.3 of the Code of Administrative Offenses (2000-3000 rubles per official).

The procedure for registering an EP depends on what type of unit the organization registers - a representative office, a branch, or another separate structure (Articles 11, 55 of the Tax Code). For the first two, as a rule, amendments to the constituent documents of the company are required, for the other EPs - no. As a result, the list of documentation will vary. To understand how to register a separate subdivision with the tax office, read the algorithm of actions below.

How to register a separate division in 2017 - documents

To register a representative office or branch, documentation is submitted to the Federal Tax Service at the location of the EP. The list of documents includes (copies):

According to changes in the constituent documents of the parent company.
Protocol / decision on the creation of the OP.
Registration documents of the parent company (certificates).
Order on the appointment of senior officials of the OP (director, chief accountant).
Payment document for the payment of duty.
Extract from the unified register of the main organization.
Application form R13001 (for amendments to the charter), R13002 (for entering information into the Unified State Register of Legal Entities). If no changes are made to the charter, it is allowed to draw up form P14001.
Other forms at the request of the Federal Tax Service.

In the case of registration of other types of EP, for which no changes are made to the charter, the submission of a special package of documents is not required. It is only necessary to notify the IFTS at the place of registration of the main enterprise by submitting a message of form C-09-3-1 by order No. ММВ-7-6-362@ dated 06/09/11. 5 working days are allotted for registration, after which the tax authorities issue relevant notice.

The procedure for registering a separate subdivision in funds

In what cases is it necessary to register a separate subdivision with the FSS and the PFR? It is necessary to register the EP that has its own bank account, balance sheet, and where remuneration is paid to individuals under employment contracts. 1 month is allotted for registration in the funds at the location of the unit. after the registration of the OP with the IFTS.

Opening a separate subdivision is a rather complicated procedure, the procedure for which depends on the list of powers that are granted. In this article, we will talk about when to open a separate subdivision, how to do it, and also introduce complete list documents on the basis of which the Federal Tax Service will be able to register it.

General information about separate divisions

The concept of a separate subdivision is given in Art. 11 of the Tax Code of the Russian Federation, according to which such is understood as any branch of the company that is geographically remote from it and has stationary (i.e., functioning for more than 1 month) jobs. The workplace is a place under the direct control (direct or indirect) of the employer, where the worker must be during his working hours (Article 209 of the Labor Code of the Russian Federation).

A unit that has the listed characteristics is recognized as separate, regardless of whether it is reflected given fact in the founding documents of the company or not. At the same time, the absence of employees permanently working there allows it to be used without assigning the status in question.

An example would be an unguarded warehouse in another region where workers only come to load and unload goods. Employees working remotely also do not have a permanent place to work, which means that their involvement in work is also not a basis for registering a new autonomous branch of the company.

Types of divisions

Civil Code of the Russian Federation in Art. 55 establishes the following types of units, separate from the parent company:

representative office - a unit functioning to represent the interests of the company and their subsequent protection;
branch - a division that fully or partially performs the same functions as the main enterprise, and in some cases - the functions of a representative office.

In addition, in legal practice there are categories of such units that cannot be attributed to any of the listed types. The fact that they can be created is indicated by Art. 40 of the Labor Code of the Russian Federation, which contains information on the application of the collective agreement "in other separate structural divisions."

In addition, Appendix No. 3 to the Order of the Federal Tax Service “On Approval ...” dated 09.06.2011 No. ММВ-7-6 / 362@ contains a form of a message transmitted to the registering state body about the fact of creating a separate subdivision (with the exception of branches and representative offices). The form has the number C-09-3-1 and is widely used in practice by companies forming new branches.

Separate subdivisions do not have the status of a separate enterprise and operate in accordance with the provisions developed and implemented by the company on the basis of which they are opened. The management of such subdivisions is also appointed by the founder of the parent organization and acts on its behalf on the basis of a power of attorney issued to him (paragraph 2, clause 3, article 55 of the Civil Code of the Russian Federation). More detailed information about the types of such departments and the features of their functioning can be obtained by reading.

When should a separate division be opened?

The need to register a branch of the company arises when it creates new jobs in a room located at an address different from the one at which it is registered. At the same time, the date of commencement of its functioning is considered the moment the first workplace appears, and not the day the opening order is issued (this point of view is contained in the resolution of the Federal Antimonopoly Service of the Moscow District of August 24, 2001 No. KA-A41 / 4467-01).

According to par. 3 p. 3 art. 55 of the Civil Code of the Russian Federation, information about the established branches is subject to inclusion in the Unified State Register of Legal Entities. Proper registration of such branches is the key to compliance with the law and the successful functioning of the enterprise in the future.

Untimely notification of the tax service about the fact of creating a unit entails bringing the entrepreneur to liability under the provisions of Art. 126 of the Tax Code of the Russian Federation (such an indication is contained in clause 23 of the Review of the Judicial Practice of the Supreme Court of the Russian Federation No. 4, approved by the Presidium of the Supreme Court of the Russian Federation on November 15, 2017).

How to open a separate division of LLC in 2018?

The procedure for creating a separate division in 2018 includes several stages:

Making a decision to open such a branch. To do this, the founders must hold a general meeting and prepare the minutes of the meeting, fixing in it the fact of the adoption of the relevant decision. In order for it to take legal effect, it is necessary to enlist the support of at least 2/3 of the participants in the company, unless a different ratio is provided for by its charter (Article 5 federal law"On Limited Liability Companies" dated February 8, 1998 No. 14).
The actual creation of a new branch:

purchase or lease of premises in which the enterprise will be located;
creation and equipping of jobs;
acquisition of all necessary funds;
hiring employees or transferring them from the parent organization.

Creation of the corresponding order.
Amendments to the Articles of Association of the LLC. To do this, it is necessary to submit a tax application in the form P13001 to the territorial office, attaching to it a copy of the extract from the minutes of the meeting, as well as a receipt for payment of the fee in favor of the state. Based on the adjustments made to the constituent documents of the company, the tax authorities will make changes to the Unified State Register of Legal Entities.
Transfer of a package of registration documents to the department of the Federal Tax Service, in whose department the location of the created unit is located (clause 1, article 83 of the Tax Code of the Russian Federation).

Registration of changes is carried out within 5 days from the date of receipt by the tax service of all required documents. At the same time, the registration of branches / subdivisions for tax accounting is carried out, in accordance with paragraph 3 of Art. 83 of the Tax Code of the Russian Federation, on the basis of information entered into the Unified State Register of Legal Entities. This means that no additional documents will have to be submitted to the tax office, and the inspection staff will register a new representative office on their own.

Documents for opening a separate division

Telling how to open a separate division in 2018, one cannot ignore the list of documents that will have to be prepared for the successful registration of a branch or representative office.

It includes:

Minutes of the meeting of the founders of the company, containing decision about the creation of a new department.
An order to open a separate subdivision, signed by the head of this organization. It should include:

name of the new division;
a link to the document on the basis of which it was created, indicating the number and date of compilation;
address of the location of the unit;
information about the head who is responsible for managing the unit being opened;
the period allotted for the tax registration of the branch/representative office.

Regulation on a separate subdivision, which defines:

a list of powers vested in the opening unit;
types of activities carried out by him;
the functions it will perform;
a list of positions vested with managerial functions;
other rules and nuances of its work.

Updated charter of the organization.
A copy of the certificate of state registration of the main enterprise.
Extract from the Unified State Register of Legal Entities of the parent company.
Receipt confirming the fact of payment of the state fee.
A copy of the document confirming the fact of having the right to use the premises in which the enterprise will be located (lease agreement, extract from the USRN, etc.).

This list of documents for opening a separate subdivision in 2018 is exhaustive.

How to create a separate division of an LLC that does not have the status of a branch or representative office?

In the event that the division being opened does not have the status of a branch or representative office, the procedure for its registration is greatly simplified, since it excludes the stage at which changes are made to the constituent documents of the company. To notify the tax service of the fact of opening in this case, it is enough to prepare a message by filling out the form С-09-3-1.

It must indicate:

name of the parent organization and OGRN;
the number of established separate divisions;
information about the head of the organization (full name, TIN, telephone number, details of the document confirming the fact that he has the authority to carry out such actions on behalf of the organization);
date of transmission of the message to the registration authority;
information about the subdivision being registered (name, full postal address, creation date).

Notify the tax office of the fact of opening such a unit, in accordance with subpara. 3 p. 2 art. 23 of the Tax Code of the Russian Federation, it is necessary within a month from the date of its creation.

Opening a separate division of LLC in another city

How to create a separate subdivision that should operate in a city other than the one where the parent company is registered? In this case, there are no special differences from the standard registration procedure - the founders of the company will have to:

Hold a meeting, considering the issue of opening a separate division of an LLC in another city, and prepare an appropriate order based on its results.
Make changes to the constituent documents and register them with the tax office at the location of the parent company.

After that, the branch / representative office of the organization becomes tax registered on the basis of the information contained in the Unified State Register of Legal Entities. The founders will not have to take any additional actions.

So, the procedure for creating a separate subdivision directly depends on the form in which it will function. To open a representative office or branch of the parent organization, you will have to make changes to the charter and register them in statutory okay. Based on the changes made to the Unified State Register of Legal Entities, the new division of the company will be tax registered. If the organization opens a separate division of a different type, it will not be necessary to make changes to the charter. To notify the tax, in this case, you only need to send an application in the form C-09-3-1.

Young entrepreneurs who have just created an LLC usually register it at their place of residence or the address of a rented office. This situation is acceptable until the company has started its activities in full. But with the right management, the LLC is rapidly developing and winning its place in the market. Entrepreneurs face a challenge: how to expand their activities and open other offices in the same or another city? The easiest way is to open a separate division of an LLC, and our step-by-step instructions will help you with this.

Features of a separate division

If your business is related to remote work, then it becomes necessary to open warehouse or office space in another city. Any activity of an LLC at an address other than that indicated during registration requires the opening of a separate division.

Separate subdivision- this is a remote place of work of the company in another or the same city. Unlike a branch, a “isolation” should not have its own internal charter and many jobs. The main condition that affects the creation of a remote separate subdivision is the presence of at least one permanent workplace. The position must exist for at least one month. In order to understand in more detail what the concept of "stationary workplace", let's turn to the Labor Code of the Russian Federation, Art. 209 . The law in 2017 regulates the following features of a permanent workplace:

An untimely or temporary employment contract for a period of more than 1 month has been concluded with the employee.
The office space is controlled by you.
The hired employee is constantly at his workplace and performs his professional duties.

Based on these signs, it can be understood that if you have opened a warehouse, but there is no permanent employee there, then it cannot be considered a separate division. Also, payment terminals, petrol machines and ATMs do not belong to the “isolation”. Employees who carry out their activities remotely are also not permanent, and there is no need to conclude an employment contract with them.

If you have opened a warehouse, but there is no permanent employee there, then it cannot be considered a separate division.

Unlike an LLC, there is no need for individual entrepreneurs to open a separate subdivision, no matter in what territory they operate. If an individual entrepreneur has a patent and carries out work on UTII, then it is enough to simply register at a new place of work. For an LLC, the rules are stricter.

When registering a new division, the following procedure must be observed:

Understand that you are registering exactly a “isolation”, and not a branch (it has a completely different registration procedure).
You have one workplace for which a specialist has been hired who performs his duties under an employment contract for more than 1 month. If the service is carried out remotely, then there is no need to create a "isolation".
Notify the tax authorities where the LLC was registered about the opening of a "isolation" in the form No. C-09-3-1.
If the division has its own dedicated balance and account, then put it on tax records with regional authorities within 30 days.
Within three days, inform the tax authorities about the change of address at the “isolation”.

Below we consider each stage in more detail. But it is worth noting that if the "isolation" corresponds to the branch, then you will be removed from the simplified tax system. To prevent this from happening, you need to distinguish between branches and separate divisions.

The difference between a "isolation" and a branch

Companies that have branches do not have the right to get up on the simplified tax system. In order to understand how “isolation” differs from other types of remote work, you need to know the main features of a documented representation:

The activities of the branch are recorded in the statutory documentation of the LLC. Moreover, if the charter says that the LLC has the ability to create representative offices, this does not mean that they are open, and no one has the right to remove you from the simplified tax system.
The parent company keeps a documented statement of representation.
The company appoints the head of the division, who carries out his activities under the power of attorney from the parent company.
Within the branch there are rules and regulations that govern its activities.
A branch office may represent the parent company in various matters, such as litigation.

If you plan to remain on the simplified taxation system, then when opening a separate subdivision, you need to take into account that it does not have signs of a branch.

"Osobobka" does not have signs of a branch and does not carry out the activities of the parent company in full. For example, a separate sales division is only concerned with the transfer of goods from the parent company to the buyer. The work of the "isolation" is controlled entirely by the head of the LLC, and there is no need to create an internal charter for it separately.

"Osobobka" does not have signs of a branch and does not carry out the activities of the parent company in full.

Tax accounting of "isolation"

Registration of a new separate branch of LLC obliges:

Notify the opening of the Federal Tax Service in the form C-09-3-1 (Order of the Federal Tax Service of the Russian Federation dated June 9, 2011 No. ММВ-7-6/362).
Put the new subdivision on tax records with the territorial authority. If the division opens in the same city as the parent company, then to the same tax office.

Tax inspectors where the LLC is registered, after receiving the C-09-3-1 form, must transfer the documents to the regional office where the unit will be registered (Article 83, part 4 of the Tax Code of the Russian Federation).

If you open several separate divisions under different territorial Federal Tax Service, then it is not necessary to provide data on each. It will be enough to choose one controlling organization and notify it of the opening of other departments.

If you open several separate divisions under different territorial Federal Tax Service, then it is not necessary to provide data on each.

If the address of a separate subdivision changes, then it is not necessary to close it and reopen it, as it was before 2010. Enough to notify tax authority in the form C-09-3-1 indicating the new address.

Accounting in the Pension and Social Insurance Fund

When opening a “isolation”, which will have its own balance and account, deal with wages, you need to register it with the Pension and Social Insurance Fund. Only 30 days are given for this, so you should hurry.

To register the “isolation” with the Pension Fund, you need to provide certified copies of:

Tax registration certificate.
Notification that the legal entity is registered with the territorial FIU.
A copy of the opening order and regulations.
Supporting documentation that the unit has its own account and maintains a separate balance sheet.
Application for registration.

To register a branch with the FSS, you need to collect the following papers:

Certificate of registration and tax registration (copy certified by a notary).
LLC registration certificate (certified copy).
Registration notice that you are the main insurer of the parent organization (issued by the FSS).
Letter from Rosstat.
Notification that a separate subdivision is tax registered.
A copy of the order from the head of the opening of the "isolation".).
The rules for opening a separate division of an LLC are simple, and if you follow the instructions, you will not have problems with registration. Only the consideration of documents can be delayed, but they can be considered in various organizations no longer than 30 days. When opening, make several photocopies of documents at once and certify them with a notary - this will simplify the work.

A newly created LLC quite often does not have its own or rented office and is registered only at a legal address. This may be the home address of the head (founder) or an address with postal and secretarial service. So far, no real activity is being carried out, and correspondence intended for LLC, especially from official bodies, arrives in a timely manner, this situation is normal. But, sooner or later, LLC begins to work, which means that it must “materialize” somewhere in space.

You can get answers to any questions regarding the registration of an LLC and an individual entrepreneur using the service free consultation for business registration:

Sometimes the nature of the activity allows you to conduct business from home or with the help of remote workers, but if the LLC opens a store, warehouse, office, production room or in some other way begins to conduct business at an address different from the legal address, then it is necessary to create and register a separate division.

There is an important condition here - the criterion for creating a separate subdivision is the presence of at least one stationary workplace, and it is recognized as such if created for a period of more than one month. The concept of a workplace is Labor Code(Article 209), from which it can be concluded that:

an employment contract must be concluded with the employee;
the workplace is under the control of the employer;
the employee is constantly in this place in accordance with his official duties.

Based on this, a storage warehouse that does not have a permanent employee will not be considered a separate unit. Vending machines, payment terminals, ATMs, etc. are not considered as such. Remote (remote) workers also do not fall under the concept of a "stationary workplace", so the conclusion with them employment contracts does not require the creation of a separate unit.

Please note that individual entrepreneurs should not create and register separate divisions. Individual entrepreneurs can operate throughout the territory of the Russian Federation, regardless of the place of state registration. If they work on the UTII regime or have bought a patent, they only have to additionally register with the tax authorities at the place of business.

What should be a separate subdivision in order for the organization to be eligible for the simplified tax system

Article 346.12 of the Tax Code of the Russian Federation prohibits the use of a preferential simplified taxation system for organizations that have branches (the requirement for the absence of a representative office has already been cancelled). Of course, the question arises - how to formalize a separate division so that it is not recognized as a branch, while the organization retains the right to? To understand this, you will have to refer to the provisions of three codes: Tax, Civil and Labor:

The Tax Code (Article 11) gives the concept separate division of the organization as "... any division that is territorially isolated from it, at the location of which stationary workplaces are equipped." At the same time, it does not give a description of the types of a separate subdivision of the Tax Code of the Russian Federation.
The Civil Code (Article 55) characterizes a separate subdivision only in the form representative offices and branches. That is, it is also unclear from these provisions what else, besides a representative office and a branch, separate subdivisions can be.
The Labor Code (Article 40) indicates that “... a collective agreement may be concluded in the organization as a whole, in its branches, representative offices and other separate structural divisions". Thus, only here it can be seen that separate divisions can be something other than a branch and a representative office.

As a result, we are dealing with some kind of elusive notion of another separate subdivision, therefore, when creating such a subdivision, one should simply avoid the criteria that characterize it as a branch or representative office. These characteristics in the law are more than meager:

representative office is a separate division legal entity, located outside its location, which represents the interests of a legal entity and protects them;
a branch is a separate subdivision of a legal entity located outside its location and performing all or part of its functions, including the functions of representative offices;
representative offices and branches are not legal entities, and information about them must be indicated in the Unified State Register of Legal Entities, and therefore in the charter of the organization.

It is no coincidence that we understand this issue in such detail, because non-compliance with these requirements (sometimes implicit) can deprive an organization of the opportunity to work on the simplified tax system, and unexpectedly. For example, the head believes that the created separate subdivision is not a branch, so the organization continues to work on a simplified system, although it no longer has the right to do so.

In such cases, the organization will be recognized as operating from the beginning of the quarter in which a separate subdivision was created that has signs of a branch. And the loss of the right to tax leads to the need to accrue all taxes of the general regime: income tax, property tax, VAT, and it is with the latter that the most problems can arise. VAT must be charged on the cost of all goods, works and services sold for the current quarter, and if the buyer or customer refuses to pay extra, then the tax will have to be paid at their own expense.

Signs of a branch and representative office

Given the unpleasant consequences for the payer of the simplified tax system, recognizing a separate subdivision as a branch can lead to, you need to know what its signs may be:

The fact of creating and starting the activities of a branch or representative office is reflected in the charter of the LLC (from 2016 this is not necessary).
The parent organization approved the regulation on the branch or representative office.
A head of a separate division has been appointed, who acts by proxy.
Internal regulatory documents have been developed that regulate the activities of a separate subdivision, as a branch or representative office.
A branch or representative office represents the interests of the parent organization before third parties and defends its interests, for example, in court.

Thus, in order to retain the right to the simplified tax system, it is necessary to ensure that the created separate subdivision does not have indicated signs branch. In addition, it is necessary to indicate in the Regulations on a separate subdivision that it does not have the status of a branch or representative office and does not carry out the economic activities of the organization in full (for example, a store is only engaged in the storage, sale and delivery of goods). The creation of a separate subdivision is within the competence of the head of the LLC; it is not necessary to enter information about this into the charter.

We inform the tax office about the opening of a separate subdivision

According to article 83(1) of the Tax Code of the Russian Federation, organizations must register for tax purposes at the location of each of their separate subdivisions. An additional requirement to report to the tax office about all separate subdivisions (in month) and changes in information about them (within three days) is established by Article 23 (3) of the Tax Code of the Russian Federation.

Thus, when creating a separate subdivision (not being a branch or representative office), an LLC must:

report this to your tax office, approved by order of the Federal Tax Service of Russia dated 06/09/2011 No. ММВ-7-6 / 362@;
register with the tax authorities at the location of this subdivision, if it is established in the territory under the jurisdiction of a different tax inspectorate in which the head office is registered.

The tax inspectorate at the place of registration of the head office, to which notification No. С-09-3-1 was submitted, she herself reports this fact to the Federal Tax Service at the location of the created separate subdivision(Article 83(4) of the Tax Code of the Russian Federation), that is, an LLC is not required to register independently.

If several separate divisions are in one municipality, but in the territories under the jurisdiction of different tax inspectorates, registration can be carried out at the location of one of the separate divisions, at the choice of the organization. For example, if an LLC has several stores in one city in the territories of different Federal Tax Service, you do not need to register with each of them, you can select one inspection by indicating this choice in the message.

When changing the address of a separate subdivision, it is not necessary to close and reopen it (such an obligation existed until September 2010), but only submit a message to the tax office at the place of registration of the subdivision indicating the new address.

Registration in funds

Previously, registration with the Pension Fund when opening a separate subdivision was carried out on the basis of an application from an LLC, now this data is automatically transmitted by the tax inspectorate. However, the obligation to independently register with the FSS remains.

To register with the FSS, notarized copies are submitted:

tax registration certificates;
certificate of state registration of a legal entity or a record sheet of the Unified State Register of Legal Entities;
notification of registration as an insurer of the parent organization, issued by the regional branch of the FSS;
information letter of the state statistics service (Rosstat);
notifications of tax registration of a separate subdivision;
the opening order, the Regulations on a separate subdivision, documents confirming that the separate subdivision has a separate balance sheet and current account;
original .

A single simplified tax and insurance premiums for employees employed in a separate subdivision must be paid at the place of registration of the parent organization, and personal income tax from these employees must be withheld at the location of the separate subdivision.

Responsibility for violation of the procedure for registration of a separate subdivision

Violation of the deadlines for filing messages and applications for registration of a separate subdivision entails the following penalties:

violation of the deadline for filing an application for registration - 10 thousand rubles (Article 116 of the Tax Code of the Russian Federation);
conducting activities by a separate subdivision without registration - a fine in the amount of 10 percent of the income received as a result of such activities, but not less than 40 thousand rubles (Article 116 of the Tax Code of the Russian Federation);
violation of the registration period with the FSS - 5 thousand rubles or 10 thousand rubles if the violation lasts more than 90 calendar days(Article 19 No. 125-FZ of 07/24/98).

Action plan when creating a separate subdivision

Determine that the organization creates a separate division that is not a branch or representative office (because they have a different registration procedure).
Make sure that the created workplace is stationary, that is, created for a period of more than a month, the employee is constantly present at it, and this is related to the performance of his official duties. If the employee is remote, it is not required to create a separate division.
Within a month after the creation of a stationary workplace, inform the tax office where the LLC is registered about the creation of a separate subdivision in the form No. C-09-3-1.
Register with the Social Security Fund within 30 days.
If necessary, notify within three days of a change in the address or name of a separate subdivision to the Federal Tax Service at the place of registration of the subdivision in the form No. C-09-3-1.