Registration of a separate division in another city. How to register a separate subdivision: documents. The nuances of applying to the Federal Tax Service

) the same rules for registration apply, and for those separate divisions, which are not in the charter of the organization, - other.

How to register separate divisions that are not in the charter

To register separate divisions that are not in the charter, you need to contact the inspection at the location of the organization. And the inspectorate at the location of the separate subdivision puts it on record. This follows from paragraph 2 article 23, paragraph 4 article 83 of the Tax Code of the Russian Federation.

If an organization has several separate divisions in one municipality, it can choose one inspection in which the divisions will be registered. You can select an inspection at the location of any of the departments. Even if the divisions are located in territories under the jurisdiction of different tax inspectorates ( par. 3 p. 4 art. 83 Tax Code of the Russian Federation).

But note that this rule only applies to separate units. If, however, in the same locality, but in the territories under the jurisdiction of different inspectorates, the head office of the organization and its separate subdivision are located, then it is impossible to select one inspectorate for accounting ( letter of the Ministry of Finance of Russia dated April 15, 2011 No. 03-02-07 / 1-126).

How to register a separate division: documents

Within a month from the day creation of a separate division the organization must notify the tax office about this ( sub. 3 p. 2 art. 23 Tax Code of the Russian Federation). The one in which the organization is registered. You need to submit the following documents:

• notification of the creation of a separate division. The form, the format and order of filling the message are approved Order of the Federal Tax Service of Russia dated June 9, 2011 No. ММВ-7-6/362 ;
• notification of the choice of the tax office. The form, the format and procedure for completing the notification are approved by order of the Federal Tax Service of Russia dated August 11, 2011 No. YaK-7-6 / 488. Send this notice only if the organization has the right to choose inspection for registration of a separate division.

Together with the message and notification, copies of documents confirming the creation of a separate subdivision can be submitted. For example, an order to create a unit.

How quickly a separate subdivision will be registered

The inspectorate is obliged to register the separate subdivision within five working days from the day when it received from the organization all the necessary

It happens that a newly formed LLC does not have an office that is not its own or rented. In this case, it is registered only at the legal address. For example, at the address of the head or founder of the organization. As long as the activity has not yet begun, and the correspondence, including from official authorities, arrives on time, this is not a problem. However, when an LLC begins to operate, there is a need for a physical location.

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In some cases, the nature of the work of the organization allows you to do business remotely, right from home, but when it comes to shops, warehouses and office space, the activity of the enterprise begins to mean work at the address. This situation implies the need to open a separate division.

Or another situation. You need to expand your business beyond your hometown. Whatever activity you are talking about, you will need to legally correctly draw up a new place.

There are several options for this design. You can register a branch, representative office or separate subdivision. This article will focus on the latter.

Separate division: implies the presence of at least one "stationary" workplace. The workplace means the conclusion of an employment contract with an employee for at least one month. Work should be controlled by the employer, and the employee himself should be at his workplace, according to his official duties. (Reason: article. 209 of the Labor Code)

Consequently, a warehouse without a permanent employee located there is not considered a separate subdivision. Similarly, the following are not considered a separate division: payment terminals, ATMs, and the like.

Hired workers with whom cooperation is carried out remotely are also not considered “stationary”. Therefore, in order to conclude contracts with them, it is not at all necessary to register a separate division.

Important! If you are a sole trader, you do not need to register separate divisions. By law, individual entrepreneurs have the right to conduct their activities anywhere in the country, without reference to the place of registration. If the entrepreneur works on UTII or using a patent, he must register with the tax service at the place of business.

How to open a separate division for an LLC, suitable for the simplified tax system

According to article 346.12 of the Tax Code of the Russian Federation, the preferential simplified taxation system cannot be applied to organizations that have registered branches and representative offices. Here a logical question arises: how should a separate enterprise be registered so that it retains the right to the simplified tax system?

Here is what the Tax, Labor and Civil Codes say:

• According to Art. 11, NC, A separate subdivision of an organization is any subdivision that is territorially separate from this organization and has stationary workplaces.
• According to Art. 55, Civil Code Separate enterprises are characterized as separate divisions, in the form of representative offices and branches.
• (It turns out that according to the Civil Code, it is not clear what types, apart from representative offices and branches, separate subdivisions can have.)
• According to Art. 40, TC Collective agreements may be concluded in the organization as a whole, in branches, representative offices and other separate structures.

Given all of the above, the conclusion suggests itself that a clear definition of a separate enterprise simply does not exist. It turns out that during registration, the main task will be to avoid what is typical for branches and representative offices.

The following characteristics of branches and representative offices are prescribed in the legislation:

• A representative office is a separate subdivision of a legal entity located outside its location. It represents the interests and protects the legal entity
• A branch is a separate subdivision of a legal entity located outside its location. The branch performs all or part of the functions, including the functions of representation.
• Representative offices and branches are not legal entities, their data must be registered in the Unified State Register of Legal Entities and in the charter of the organization.

Such details are necessary, because if you do not understand this issue, the head, without realizing it, may register a separate subdivision as a branch or representative office, which will deprive him of the opportunity to carry out the activities of the organization under the simplified tax system.

An organization can be classified as operating under DOS from the moment of creation (beginning of a quarter) of a separate subdivision that has the characteristic features of a branch or representative office. And according to DOS, the organization will be obligated to charge all tax fees of the general regime.

Features of opening branches and representative offices of LLC

Taking into account all of the above, it is reasonable to know what features distinguish a branch and a representative office.

1. The charter of an LLC states that the actual creation of a branch or representative office. (In itself, the ability to create a branch or representative office, which can also be spelled out in the charter, does not affect the taxation system)
2. The parent organization approved the regulations on branches and representative offices.
3. Branches and representative offices have a designated manager acting by proxy.
4. Internal regulatory documentation has been developed to regulate the activities of a branch or representative office.
5. Both branches and representative offices act in the interests of the parent organization before third parties, in courts and other instances.

We conclude: that in order to be eligible for the simplified tax system, it is necessary to check that the separate subdivision being created does not have the above signs of a branch or representative office. Also, in the Regulations on separate subdivisions, it should be indicated that it is not a branch and representative office, and does not have such signs, does not engage in economic activities independently. A separate division is managed by the head of the LLC, and no director is appointed.

Registration of separate divisions of LLC in the tax office

In Art. 83.1 of the Tax Code of the Russian Federation, the Organization must register at the location of separate subdivisions. In addition, it is necessary to report to the tax authority about each new separate subdivision within a month and about changes in these subdivisions within 3 working days. (Article 23.3 of the Tax Code of the Russian Federation)

Therefore, when registering separate divisions of an LLC, it is necessary:

• Notify the tax authority in which the parent organization is registered (form No. С-09-3-1);
• Carry out a statement to the tax office, at the address of the unit being opened, if the address of the tax service differs from that at which the head organization is registered.

In the case when several separate subdivisions are registered at once, located on the territory of one municipality, but on the territories of different tax inspectorates, it is possible to register all subdivisions on the territory of the tax inspectorate of one of them. For example, in one city there are several tax services, and the organization in this city plans to open four stores that are located on the territory of different NS, in this case, all four stores can be registered as separate divisions in one tax service.

If a separate subdivision changes its location address, you should report this with the indication of the new address to the National Research Institute (form No. С-09-3-1) at the place of registration of the subdivision.

Registration of separate divisions of LLC

It is necessary to register a separate subdivision in the funds at the location if it maintains a separate balance sheet, opens a current account and plans to accrue payments to employees. Registration must be completed within 30 days.

The following documents must be submitted to the Pension Fund:

• Certificate of tax registration;
• Notification of the registration of an LLC on the territory of the Pension Fund of the Russian Federation;
• A package of documents confirming the opening of a separate subdivision, as well as a current account and balance sheet.
• application for registration (original)

In order to register with the Social Insurance Fund, you must provide copies (notarized) of the following documents:

• Certificate of tax registration;
• Certificate of GRUL;
• An order to open a separate subdivision, documents confirming the existence of a current account and opening a balance sheet;
• Letter from the state statistics of Rosstat;
• Notice of tax registration;
• The only original is the application for registration;

It is noteworthy that the simplified tax and insurance premium for employees of a separate subdivision is paid at the place of registration of the head office, and personal income tax for these employees is withheld at the place of registration of a separate subdivision.

Responsibility for violations when opening a separate subdivision

The following violations of the registration period for separate subdivisions entail penalties:

• The deadline for filing a report on tax registration has been violated - 10,000 rubles. (Art. 116 NKRF);
• A separate subdivision is functioning, but not registered - fines will amount to 10% of income, for the period of activity without registration, plus 40,000 rubles. (Article 116 of the NKRF);
• Violated terms of registration in the Pension Fund - 5000 rubles. and 10,000 rubles. (in case the registration delay lasts more than 90 calendar days); (Article 27 No. 167-FZ of 12/15/2001);
• Similar fines are provided for violations of the terms of registration in the Social Insurance Fund 5000 rubles. and 10000 rub. respectively (Article 19 No. 125-FZ of 07/24/98).

Procedure for opening a separate division

1. Make sure that you are registering a separate division, and not a branch or representative office. (Another registration algorithm)
2. Check whether the workplaces are stationary (created for a period of more than a month, employees are present there according to the labor schedule).
3. Within 30 calendar days, inform the tax authority of the parent company about the registration of a separate subdivision (form No. С-09-3-1)
4. Within 30 calendar days, register with the FPR and the FSS, if the separate subdivision has its own current account and maintains a balance.
5. Report all changes (address, name) within 3 days to the Tax Service, in the territory of registration of a separate subdivision (form No. С-09-3-1)

Let's summarize. Most often, the registration of a branch or representative office may not be justified at all. It is much easier and faster to register a separate subdivision by organizing a stationary workplace.

The necessary documents are quite simple to collect, and the registration process itself takes place at the local tax service (at the place of registration of the head office).

The entire application process can take as little as a week.

An enterprise development plan almost always involves the creation of separate divisions. All Russian business entities are endowed with such a right. How to open a separate division of an LLC in 2019 and what threatens enterprises for evading registration - about this in the material site

The existing legislation defines and main features of a separate subdivision. However, there is no algorithm for creating new structural units in the legal norms. Let us consider in more detail the documents regulating their activities.

Separate division in legislation

According to Article 11 of the Tax Code of the Russian Federation, a separate subdivision (hereinafter referred to as OP) of an organization can be considered any structural unit that is territorially isolated from it, in which there are stationary jobs. Only those created for a period of at least one month can be considered such jobs. Legislation recognizes the existence of a subdivision, regardless of whether its creation is reflected in the constituent and other documents of the organization or not, as well as the powers vested in it.

Step 5. Fill in the message about the opening of a separate subdivision 2019 in case of creating a non-branch or representative office. This document must be submitted to the Tax Service within one month from the date of creation of the OP. Registration will be carried out within five working days, and the company will receive a notification.

The date of creation of the EP is the date of creation of stationary jobs. For branches and representative offices, such a date is the day the decision to establish them is made.

It is worth remembering that in addition to the above documents, the tax office may ask you to provide other papers.

Organization of a separate division

Since the Tax and Civil Codes impose certain requirements on the EP, the head of the enterprise needs to carry out some organizational measures in addition to registration:

• organization of stationary workplaces, including rent or purchase of premises, as well as vehicles;
• endowing the structural unit with the property of the main organization;
• appointment of the head of the EP, issuance of a power of attorney to him;
• opening, if necessary, settlement accounts;
• selection and hiring of employees.

The presented list can be expanded depending on the needs of the enterprise and other factors related to the organization of its normal activities.

Responsibility for evading registration

According to paragraph 1 article 126 of the Tax Code of the Russian Federation, liability is provided for violation of the deadlines for sending a message about the opening of the OP. For such a violation, a fine of 200 rubles is due for each document not submitted on time. Officials are fined in the amount of 300 to 500 rubles. In the case of conducting activities without tax registration, the organization will be required to pay a fine in the amount of 10% of the income received, but not less than 40,000 rubles.

Separate subdivision (OP) is a radically new development of the existing structure of your business. Since with the successful development of an existing business, you will soon need to expand your company and open new offices in your city or another city.

From our note, you will learn what you need to do to open your branch in another city.

Any opening of a separate division implies the opening of a branch, which will be located in a different place, and in no way will depend on the actual legal address.

A branch can be recognized as a separate subdivision if it is open for a period of one month and has one or more workplaces.

Please note that if you exceed the minimum period for registering a separate subdivision, you will be charged a fine in the amount of 15 000 rubles for violation of the terms of registration, as well as 15% of the total income of a separate subdivision for the time of work outside registration will be charged.

It is worth noting that branches and representative offices will be considered different forms of a separate division. Please note that a stand-alone unit is not always a branch. Officially, the opening of an OP is not required in order to legalize a representative office.

Opening a branch is a very long process that requires large material costs. Since you will need to enter all the data about the branch in the statutory documents, and this will definitely take a lot of time. How to open a separate division in 2016, this question is of interest to many. Because it can be done in different ways. Everything will depend on what end result you want. Since it is important for someone to have a branch of the organization - having spent a lot of time, money and effort on opening it, and for someone a subdivision is enough.

Remember that opening a separate division in 2016 is much easier than opening a branch in another city. And it is easier to do this because the opening of a separate division is the prerogative of the director. This means that such an opening does not require a change in the company's charter, and this greatly simplifies your life.

It is also a significant difference between the OP and the branch that the unit can use its own seal and even maintain its own balance sheet, but accounting will be kept for both enterprises alone.

So, let's take a closer look at the opening of the OP, as well as consider all the positive and negative aspects of the design of such an additional unit.

The beginning of the design of the OP

It is worth noting that registration with the IFTS is in the place where this unit is directly opened. Moreover, if several divisions are opened at once in different cities, all of them, independently of each other, must be registered.

Since you open an OP in the same subject or district as the main branch, you do not need separate registration and staging with the Federal Tax Service.

Please note that when registering with the tax service, each EP is assigned its own unit identification code and it is different from the main company.

The registration procedure is very simple and also takes little time.

What documents must be submitted to the tax service for registration of the EP:

Identification document of the person who submits the application;
If the director of the company is not directly involved in the opening of the EP, then the head must issue a power of attorney to the person representing him;
Application for opening a branch or OP.

Pay attention to an important detail that you must submit all the necessary documents no later than one month from the date of registration of the first worker in the unit. Moreover, all the necessary documents must be submitted to the tax service at the legal address of the OP.

Usually, the entire package of submitted papers is considered for one week followed by registration with the tax office. Please note that if you submit documents at the place of registration of the head office, then the tax service itself forwards all the papers to the city to which the OP will be attached.

If your business is not going uphill, and you decide to stop the activities of the OP and, for example, move it to another territory, then you need to close the activities of this unit. And after moving, register again, already in a new city.

It is worth noting that if your parent company has applied the simplified taxation system (STS), then the subdivision will automatically be assigned the same type of taxation.

The process of registration with the FIU and the FSS

A separate subdivision must be registered if:

The OP has its own balance sheet;
The unit has its own bank account;
Paying and paying salaries, as well as bonuses to their staff.

Statement in the IFTS is carried out at the actual address of the OP no later than one month from the moment the first workplace appears and is registered. Usually the application is considered within five days.

List of papers for submission to the Pension Fund of Russia, notarized copies are required:

Documents on the registration of a legal entity in the Federal Tax Service;
Documents on registration of a legal entity in the FSS and the PFR;
Papers on the opening of the OP;
Papers on registration with the IFTS.

After you register with extra-budgetary funds, you will be given an order - a notification in the amount of two pieces. Please note that you will need to deliver one copy of the notice to the Pension Fund at the legal address of the head department, no later than 10 days.

The list of documents for submission to the Social Insurance Fund (FSS), notarized copies are required:

Document on registration of a legal entity;
Document on the registration of a legal entity in the Federal Tax Service;
Document on the statement in the IFTS OP;
Subdivision registration documents.

Now we can say that the official procedure for opening and entering the IFTS will be completed.

You will find answers to frequently asked questions about separate divisions in our material. What is a separate subdivision, what taxes are paid by branches and representative offices, how to register a separate subdivision, how separate subdivisions pay taxes, you will find answers to these and many other questions here.

What is a separate division

Civil Code (Article 55 of the Civil Code of the Russian Federation)
Separate subdivisions of the organization are representative offices and branches.

Representative offices are a separate subdivision that are created to represent the interests of the organization and protect them. A branch is a separate subdivision created to carry out the functions of the organization and represent its interests.

Separate subdivisions (hereinafter referred to as OP) are not independent legal entities, are endowed with the property of the parent organization and act within the framework and on the basis of the provisions approved by the head of the parent organization.
The organization creating the OP must include information about them in the constituent documents.

Tax Code (Article 11 of the Tax Code of the Russian Federation)
According to the Tax Code, separate subdivisions include subdivisions of an organization that meet the following characteristics:

Territorial isolation Availability of equipped stationary workplaces

According to the Tax Code of the Russian Federation, a subdivision of an organization is recognized as separate, regardless of the availability of information in the constituent documents.
Thus, the tax legislation contains the concept of "separate subdivisions" (hereinafter - OP), without making a distinction between a representative office and a branch.
At the same time, it does not matter that the organization's charter does not contain information about separate subdivisions, if they are created by the organization, then they have obligations to pay taxes and submit reports.

What is the location of a separate subdivision

The location of the EP is the place where the parent organization operates through its separate division.

Territorial isolation of the OP

Territorially isolated is a subdivision that is located in a territory different from the territory of the location of the parent organization. In other words, the unit must be located at an address that is not listed in the founding documents of the organization as a location. At the same time, the Ministry of Finance, in a letter dated 22.12.2004 No. 03-03-1-04 / 1/184, explained that the territorially isolated unit should be considered the one that is located in the territory in which tax control is carried out by another tax inspectorate.

What workplace is considered stationary (Article 209 of the Labor Code of the Russian Federation)

A workplace created for a period of more than one month is considered stationary. An equipped place is a place in which all conditions are created so that the employee can perform his labor duties.
At the same time, the place where the employee works must be under the control of the organization, i.e. must be a lease agreement, or be the property of the organization.

Notification of the creation, changes, closure of a separate subdivision (clause 2, clause 3 of article 23 of the Tax Code of the Russian Federation)

A legal entity is obliged to submit information on the creation of separate subdivisions (with the exception of branches and representative offices) to the tax office at its location. In case of any changes in the information about the EP previously submitted to the IFTS, the organization is also obliged to inform the IFTS:

Not later than one month from the date of creation of the EP Not later than three days from the date of change of information about the EP

When terminating activities through a separate subdivision (closing an OP), a legal entity is obliged to submit information to its tax office

Not later than three days from the date of termination of activities through the OP

Registration of a separate subdivision (clause 1, article 83 of the Tax Code of the Russian Federation)

If a subdivision of an organization is created on the territory that belongs to the tax office, in which the legal entity is already a member, then in this case such a subdivision does not need to be registered with the Federal Tax Service (clause 4 of article 83 of the Tax Code of the Russian Federation).
In all other cases, the organization is obliged to register each separate subdivision with the tax office at its location.
Within one month from the date of creation of the OP, a corresponding application is submitted to the territorial inspection. Properly certified copies of the certificate of registration of the parent organization and documents confirming the creation of the EP are attached to the application.
The Tax Inspectorate within five days carries out registration of a separate division of the organization.

Responsibility for non-registration of the OP (Art. 116, Art. 117 of the Tax Code of the Russian Federation, Art. 15.3 of the Code of Administrative Offenses of the Russian Federation)

If a separate subdivision changes the address of its location, the parent organization is obliged to register the closure of the OP, i.e. remove it from the register with the tax office, and re-register it with the tax office located at the new address. This is due to the fact that the legislation does not contain a rule establishing the procedure for accounting for changes associated with a change in the location of separate subdivisions.

Registration of a separate subdivision of funds

RF Pension Fund

Those units that have a dedicated balance sheet, current account, and pay wages to employees are subject to registration with the FIU.
Registration in the Pension Fund is carried out on the basis of information from the Unified State Register of Legal Entities. The tax authority, within 5 days from the date of receipt of information about the creation of a separate subdivision, transfers information to the FIU at the location of the OP. The Pension Fund sends the policyholder a notice in two copies, one of which should be transferred to the Pension Fund at the location of the organization within 10 days.

Social Insurance Fund

Just like in the Pension Fund of the Russian Federation, OPs with a balance sheet, a bank account and making payments in favor of employees are registered in the FSS.
Registration is carried out in the territorial branch of the FSS, at the place of operation of the OP.
The organization, within 30 days from the date of creation of the unit, is obliged to submit to the FSS an application and copies of the following documents:

Certificate of state registration; Certificate of registration with the IFTS; Notification of registration with the IFTS at the location of the OP on registration with the FSS of the parent organization An information letter from statistics A certificate from the bank on current accounts, if they are open at the time of application.