Once you open a retail outlet, you need to register a separate division. Registration for tax purposes. Features of a separate unit

Conducting activities at an address other than the legal address with the creation of stationary jobs obliges the enterprise to register separate division. Which control authorities must be registered with in order for a business to be considered legal? In what time frame do documents need to be prepared? 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 (SU) means any subdivision that is territorially isolated 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 enterprise (Article 209 of the Labor Code). Based on the indicated legislative norms, registration of a separate division is mandatory if it is intended to attract work force from the outside.

Note! There is no need to create an EP if jobs are not provided, as well as in the case of attracting employees under the GAP, on home-based or remote employment terms. In addition, they are not required to register separate subdivisions of individual entrepreneurs that have the right to operate throughout the territory of the Russian Federation.

Registration of a separate division with the tax office

From the moment of creation of the OP, registration of a separate division with the tax office must be completed within 30 days. (subparagraph 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 existing OPs. Violation of the approved deadline and conducting activities in the department without registration leads to the collection of penalties under Art. 116 Tax Code (10,000 rubles and 10% of income, minimum 40,000 rubles), as well as administrative liability 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 (Article 11, 55 of the Tax Code). The first two usually require changes to constituent documents companies, for other OPs – no. As a result, the list of documentation will vary. To understand how to register a separate division in 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 OP. The list of documents includes (copies):

• On amendments to the constituent documents of the parent enterprise.
• Protocol/decision on the creation of an OP.
• Registration documents of the parent enterprise (certificates).
• Order on the appointment of management persons of the OP (director, chief accountant).
• Payment document for payment of duty.
• Extract from the unified register of the main organization.
• Application form P13001 (for amendments to the charter), P13002 (for entering information into the Unified State Register of Legal Entities). If no changes are made to the charter, form P14001 may be drawn up.
• 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. You just need to notify the Federal Tax Service at the place of registration of the main enterprise by submitting a message form S-09-3-1 according to 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 division in the funds

In what cases is it necessary to register a separate division with the Social Insurance Fund and the Pension Fund of Russia? It is necessary to register the OP that has its own bank account, balance sheet, and where remuneration is paid to individuals under employment contracts. Registration in funds at the location of the unit is given 1 month. after the OP has been registered with the Federal Tax Service.

Any actions with separate units, i.e. representative offices with narrow powers in the territory Russian Federation must be reflected in form C-09-3-1. This document allows you to notify the tax authorities about the opening of a new division, the closure of an existing one, or a change of address or name.

Sample filling and blank form of form S-09-3-1

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Filling in the fields

S-09-3-1 is filled out with a black pen or, increasingly, in in electronic format. As in other accounting documents, information is entered in capital (printed) letters - 1 character per cell.

Although the base document is only 2 pages, you can print as many copies of the second page describing the changes as you need.

Let’s say that if an enterprise transfers (changes addresses) three OPs, then the document will increase to 4 pages. And this should be marked in the appropriate cell:

What matters is on whose behalf the form is submitted. If this is the director of the enterprise (code - 3), then in the column “Name of the document confirming authority” we indicate “Passport” and in the line below - the series and number of the passport. If the applicant is a representative of an organization (code - 4), then the name is a power of attorney. These documents must be present when submitted in person to the Federal Tax Service.

Checkpoints should be demarcated. The code of the main legal entity is indicated on the title page, and the subdivisions are indicated in the appendix. Since, by law, not every company has a registration reason code, this field may be left blank. After submitting S-09-3-1, the OP can be assigned a checkpoint, which is noted at the bottom of the form (see appendix).

Adding a new division:

1. On page 0001, put 1 in the “Reports” field.
2. On page 0002, leave the “Informs the type of change” and checkpoint fields blank.
3. Enter the name of the representative office.
4. We indicate the address and activity according to OKVED.
5. Full name and contact details of management are optional.

How to enter a new OP in form S-09-3-1

Change of name

1. On page 0001, put 2 in the “Reports” field.
2. On page 0002, check the box in paragraph 1.2.
3. We indicate the checkpoint of the existing department.
4. We indicate a new name.
5. Fill in the existing address fields.
6. We indicate the date of renaming in clause 2.4.
7. We indicate activities according to OKVED.

How to change the name of the OP in S-09-3-1

Although this information is not displayed in the footnotes, you need to know that the telephone number is not a required field.

Submission deadlines and features

S-09-3-1 is submitted at the place of registration of the unit no later than 30 days after the opening of the representative office (a). However, in general, it is permissible to submit the form at the place of registration of the main legal entity. At the time of submitting the application, the new entity must have an assigned address and must have at least 1 employee on staff. As a rule, the day of registration of the first hired person is considered the day of registration of the OP.

When form C-09-3-1 is not needed

Although C-09-3-1 records most of the changes relating to separate divisions of the enterprise, it is not filled out for representative offices that do not have employees. The document should not be submitted for units opened and then closed within 30 days.

A notification from the tax office will arrive within 5 days. Now your OP is considered registered.

A business whose purpose is to maximum gain profits will naturally expand over time. This is a prerequisite for its growth and development, as well as a method of increasing the income that the founders of the LLC will receive from it. The emergence of separate divisions may become a necessity for a company both at the beginning of its operation and much later. At the same time, the division in mandatory must pass the act state registration. In order to do this correctly and effectively, it is necessary to consider the procedure for creating a separate division of the LLC in 2019.

Not to be confused with a branch

In the work of large enterprises there is such a thing as a branch of the company. The emergence of branches also accompanies the growth and development of a business, but has significant differences from a separate division due to the powers with which it is endowed.

The second name of the branch is the representative office of the company; by the name you can determine its main purpose - representation legal entity, as well as its interests separately from the main office. The branch is subordinate to the main office, it is part of it, but nevertheless functions independently, and also has its own governing bodies and property holdings.

Registration of a branch, as well as a separate subdivision, must take place on state level, since the activities of each business entity are controlled by the state. Step-by-step instruction Registering a branch of an LLC will not be easy, because in addition to submitting information on it, you must make changes to the company's charter and re-register it, which is much more difficult than in the case of a separate division, which does not require such an approach from the founders of the company.

Registration for tax purposes

The work of each OP must be subject to tax control, and for this, the unit must be timely registered with the tax structure at its location. For this purpose, the management of an LLC can register a division with the tax authority at the place of work of the legal entity, while the tax authorities themselves transmit information to the place of territorial affiliation of the separate structure, which indicates different control of the legal entity and its divisions.

It is worth pointing out that violation of the procedure for registering the company's divisions will necessarily entail the imposition of fines. The legal entity itself will be fined, firstly, for late registration, secondly, for operating a unit without registration, and also authorized person, which was obliged to notify the tax authorities about the opening of the division, but did not do so. The entire amount of fines will be at least 42 thousand rubles.

It is worth noting that for this purpose the management is given a period strictly stipulated by law - one month from the opening of a separate structure. A legally operating unit is considered to be one that is located at a separate address from the legal entity itself and also has an equipped place for at least one employee to work. It is the date of registration of the employee in a separate unit that will be considered the moment of its opening.

How to register

If you are wondering how to open a separate division of an LLC in 2019 , then one condition must be met - draw up an application for registration in a certain form and submit it to the tax authority.

The application form C09-3-1 consists of two pages, and filling them out will not be difficult either for the chief accountant, or for the founder or responsible person. Thus, the first page is intended to display information on the legal entity, as well as on the applicant, the reason for the application, the code of the tax structure to which the application will be sent, etc.

On the second page, you need to display data on the division itself, show the activities in which it will be engaged in codes, indicate the manager if the head is provided by the founders, etc.

It is worth noting that if several divisions are opened at once, then the second page is filled out in the same quantity as the number of structures that are opened, and you can submit an application for all divisions at once if you open them simultaneously or at least within one month.

In order to register an application, an authorized person can personally contact the tax authority, send it by mail (you should use a registered letter) or electronically via the Internet. Electronic variant must be confirmed electronic signature applicant, therefore, if there is not one, it is better to choose personal submission of the document.

So, a separate division will be called the structure of an organization, which, despite its separate location, is managed by the main legal entity and created for the purposes pursued by it. This unit must undergo a state registration act in order to avoid financial losses for the organization, since fines for violating the registration procedure are quite impressive.

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

You can get answers to any questions about registering LLCs and individual entrepreneurs using the service free consultation on business registration:

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

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

• an employment contract must be concluded with the employee;
• workplace is under the control of the employer;
• the employee is constantly in this place in accordance with his job 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. Distance (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 division.

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

What should a separate division be like for an organization to have the right to 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 abolished). Of course, the question arises - how to register a separate division so that it is not recognized as a branch, and the organization retains the right to? To understand this, you will have to refer to the provisions of three codes: Tax, Civil and Labor:

1. The Tax Code (Article 11) gives the concept separate division of the organization as “... any unit territorially isolated from it, at the location of which stationary workplaces are equipped.” However, the Tax Code of the Russian Federation does not provide a description of the types of separate divisions.
2. The Civil Code (Article 55) characterizes a separate division only in the form representative offices and branches. That is, from these provisions it is also unclear what other separate divisions, besides a representative office and a branch, can be.
3. The Labor Code (Article 40) states that “... collective agreement may consist of the organization as a whole, its branches, representative offices and other isolated structural divisions " Thus, only here can one see that separate divisions can be something other than a branch and representative office.

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

• a representative office is a separate division of a legal entity located outside its location, which represents the interests of the legal entity and protects them;
• a branch is a separate division 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 organization’s charter.

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 manager believes that the created separate division 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 division with the characteristics of a branch was created. And the loss of the right leads to the need to charge all general taxes: 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 it additionally, then the tax will have to be paid at their own expense.

Signs of a branch and representative office

Considering what unpleasant consequences For the payer, the simplified tax system may result in the recognition of a separate division as a branch; you need to know what its signs may be:

1. The fact of the creation and commencement of activities of a branch or representative office is reflected in the charter of the LLC (since 2016 this is not necessary).
2. The parent organization approved the regulations on the branch or representative office.
3. A head of a separate division has been appointed, who acts by proxy.
4. Internal regulations regulating the activities of a separate unit, as a branch or representative office.
5. A branch or representative office represents the interests of the parent organization before third parties and protects 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 division does not have the indicated characteristics of a branch. In addition, it is necessary to indicate in the Regulations on a separate division that it does not have the status of a branch or representative office and does not operate economic activity organizations in in full(for example, a store deals only with storing, selling and delivering goods). The creation of a separate division is within the competence of the head of the LLC; it is not necessary to include information about this in the charter.

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

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 divisions. Additional requirement Reporting to the tax inspectorate about all separate divisions (within a 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 division (that is not a branch or representative office), the 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 for taxation at the location of this unit, if it was created in a territory under the jurisdiction of a tax office other than the one in which the head office is registered.

Tax office at the place of registration of the head office, to which message No. S-09-3-1 was submitted, itself reports this fact to the Federal Tax Service at the location of the created separate division(Article 83(4) of the Tax Code of the Russian Federation), that is, the LLC is not required to register on its own.

If several separate units are located in one municipal formation, but in 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 in one city an LLC has several stores open in the territories of different Federal Tax Service, you do not need to register with each of them, you can select one inspection, indicating this choice in the message.

If the address of a separate subdivision changes, it does not need to be closed and re-opened (this obligation existed until September 2010), but only to submit a message to the tax office at the place of registration of the subdivision indicating the new address.

Registration with funds

Previously registered in Pension Fund when opening a separate division, it was carried out on the basis of an application from the LLC; now this data is automatically transmitted by the tax office. However, the obligation to independently register with the Social Insurance Fund remains.

To register with the FSS, notarized copies are submitted:

• tax registration certificates;
• certificate of state registration of a legal entity or Unified State Register of Legal Entities;
• notice of registration as an insurer of the parent organization, issued by the regional branch of the Social Insurance Fund;
• service newsletter state statistics(Rosstat);
• notifications about tax registration of a separate division;
• opening order, Regulations on a separate division, documents confirming that the separate division has a separate balance sheet and current account;
• original .

Pay a single simplified tax and insurance premiums for employees employed in a separate division, it is necessary 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 division.

Responsibility for violation of the procedure for registering a separate subdivision

Violation of the deadlines for submitting messages and applications for registration of a separate division entails the following fines:

• 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 as a separate division without registration - a fine 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 deadline for registration with the Social Insurance Fund - 5 thousand rubles or 10 thousand rubles if the violation lasts more than 90 calendar days(Article 19 No. 125-FZ dated July 24, 1998).

Action plan for creating a separate unit

1. Determine that the organization is creating a separate division that is not a branch or representative office (since they have a different registration procedure).
2. Make sure that the created workplace is stationary, that is, created for a period of more than a month, the employee is present at it constantly, and this is related to the performance of his official duties. If the employee is remote, there is no need to create a separate unit.
3. Within a month after creating a permanent workplace, inform the tax office where the LLC is registered about the creation of a separate division using form No. S-09-3-1.
4. Register with the social insurance fund within 30 days.
5. If necessary, report a change in the address or name of a separate division to the Federal Tax Service at the place of registration of the division within three days using Form No. S-09-3-1.

) the same registration rules apply, and for those separate divisions which are not in the organization's charter, - 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 inspectorate at the location of the organization. And the inspection at the location of the separate unit registers it. This follows from paragraph 2 Article 23, point 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 site based on the location of any of the departments. Even if the divisions are located in territories under the jurisdiction of different tax inspectorates ( para. 3 p. 4 art. 83 Tax Code of the Russian Federation).

But note that this rule applies only to separate units. If in one locality, but in the territories under the jurisdiction of different inspections, the head office of the organization and its separate division are located, then it is impossible to select one inspection 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 date creation of a separate division the organization must notify the tax office about this ( subp. 3 p. 2 art. 23 Tax Code of the Russian Federation). The one with which the organization is registered. You need to submit the following documents:

• message about the creation of a separate division. Form, the format and procedure for filling out the message have been approved by order of the Federal Tax Service of Russia dated June 9, 2011 No. ММВ-7-6/362 ;
• notification of the choice of tax office. Form, the format and procedure for filling out the notification have been 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.

Along with the message and notification, you can submit copies of documents confirming the creation of a separate division. For example, an order to create a unit.

How quickly will a separate division be registered?

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