Главная»Articles»Beginning with 2016 amendments to the corporate legislation comes into force that changes an order of several registration actions

Beginning with 2016 amendments to the corporate legislation comes into force that changes an order of several registration actions 

 

 

 

Initiated action

 

What will change beginning with 01.01.2016

Norm regulating procedure

To make a decision on increase of the charted capital of the company

 

 

 

In any case you will need to go to the notary public in order to certify:

-      the fact of the decision taking,

-      number of members attended the meeting.

p. 1 art. 3 of the Federal law dated 30.03.2015 № 67-FZ

 

 

 

To change location of the Company

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In most cases in order to do this, it will be necessary to perform the following steps:

· to take the decision to change the location of the company;

· to notify the tax inspection during 3 days;

· wait at least 20 days;

· submit documents to the inspection for registration of changes. You also need to confirm that you have rights to the object of real estate situated at a new address (to submit the lease contract of the non-residential premises).  (данные изменения в устав не вносятся)

Such a complex procedure will not apply in only two cases:

1. A company changes its legal address within the same locality or municipality.

2. A new address of the company is an address of the place of residence of its Director General, or member who owns at least 50 % in the charted capital.

In these cases the members need to take a decision and once submit documents to the  inspection for registration of change.

p.7 art. 4 of the Federal law dated 30.03.2015 № 67-FZ , pp. «в» p. 8 art. 3 of the Federal law dated 29.06.2015 № 209-FZ

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Initiated action

What will change beginning with 01.01.2016

Norm regulating procedure

 

 

To register:

-all other changes in the Charter of the Company (in connection with the change of the Company’s name, opening of a branch etc.) or

- reorganization or liquidation of a company

 

 

Tax Inspection acquires the right to check the accuracy of the information from the Unified state register of legal entities. In case the Inspection has a "reasonable doubt", it has the right to suspend the registration till the end of the procedure of inspection but not more than for one month.
Interested parties  (e.g., creditors of a liquidated LLC) will be able to submit their objections regarding the upcoming registration.
Thus, the filing of documents for registration may result in the following:
· the interested party will submit the objection  to the inspection;
· this turns to be a ground  to suspend the registration for holding a procedure of  inspection;
· as a result, the registration will not be proceeded for the reason of inaccurate information in documents.

cl.  «в», «г» p. 5 art. 4 of the Federal law dated 30.03.2015 № 67-FZ

 

 

 

 

 

To submit to the Unified state register of legal entities information of business activities (OKVED)  in case the register does not include this information

The problems can arise in a Company which:

· receives subsidies or budget investments and (or)
· has personal accounts in financial institutions.

Such a company will not be included in the register of participants of the budget process, as well as in the register of legal entities that are not participants of the budget process.


As a result, it will be problematic for the company to obtain funds from the budget.

The Order of the Ministery of Finance of the Russian Federation dated 23.12.2014 № 163n

 

 

Initiated action

What will change beginning with 01.01.2016

Norm regulating procedure

 

To sell a share in the charted capital of the Company to a third party

 

 

 

 

 

The offer of the sale of shares should be certified with the notary public.
(Убрать из русской версии, что сейчас это делать необязательно по всем пунктам. В переводе я это не оставила).

cl. «а» p. 2 art. 3 of the Federal law dated 30.03.2015 № 67-FZ

 

 

 

 

To withdraw from the LLC

 

 

 

The application of withdrawal from the LLC should be certified  with the notary public.

p. 5 art. 3 of the Federal law dated 30.03.2015 № 67-FZ

 

To demand from the Company to acquire a share in the charted capital if:

– the general meeting of members have approved a big deal or decided to increase the charted capital of the Company;

– the member has voted against such a decision or hasn’t took part in the voting

 

The requirement for the acquisition of share should be certified with the notary public.

 

 

 

 

 

 

p. 4 art. 3 of the Federal law dated 30.03.2015 № 67-FZ

 

 

 

 

 

 

 

 

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