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How to enter information in egrul. Alteration. Changes in regul for un

Documents required for registration of changes in LLC:

PSRN number or TIN of a legal entity.
Passport details of the founders (participants) and the General Director of the Company.
Additional documents depending on the types of changes (lease agreement, consent of the spouse to sell the share, etc.)

The procedure for registering changes in the REGOTDEL Company:

Filling out a questionnaire for registering changes, concluding an agreement for legal services(possibly without visiting the office, remotely).
Preparation of documents for registration of changes by our specialists.
Notarization of the signature by a notary of the General Director of the Company. Visiting a notary without a queue!
Submission of documents for registration of changes in tax office.
Obtaining documents after registration with the tax office.
Obtaining an extract from the Unified State Register of Legal Entities after registration of changes.
Production (if necessary) of the company seal.
Notification of the bank about the changes in the constituent documents of the company.

What to look for when registering changes:

The applicant for registration of changes is the Head of the company (CEO/Director/President), except for the purchase and sale of shares.
The applicant personally signs the application at the notary and the power of attorney for filing documents for registration with the tax office.
To certify the Applicant's signature, a notary requires the original constituent documents and an extract from the Unified State Register of Legal Entities not older than 1 month.
It is possible to register several types of changes at the same time (change of address + change of the General Director).
A legal entity, within three days from the moment of changing information about the organization, is obliged to notify the registration authority about this (clause 5, article 5 of the Federal Law “On state registration legal entities and individual entrepreneurs»

Failure to submit or untimely submission, or submission false information about legal entity to the body carrying out state registration of legal entities, entails a warning or a fine on officials in the amount of 5,000 rubles (part 3, article 14.25 of the Code of Administrative Offenses of the Russian Federation) Some features of the registration of changes. Registration of changes in the constituent documents related to the change of the name of LLC, CJSC, OJSC. With this type of change, only the name of the company changes, and organizational legal form(LLC, CJSC, OJSC) remains the same. If the legal form changes, then such changes are called transformation (this is a type of reorganization). The decision of the participants (shareholders) to change the name approves a new version of the Charter of the company with a new name. AT new edition The charter states that the company with the new name is the successor of the old one. After the state registration of changes related to the change of the name of the company, a new seal. At the same time, the details of the company remain the same, including PSRN, TIN, KPP, all OKVED and Bank details, as well as registration numbers in the FSS, PF, MHIF. The Bank, where the company is serviced, must be notified about registered changes, the bank card with samples of signatures and seal imprints is changed. More about the procedure and terms for registering a change of name>> .
Registration of changes in the LLC related to the change of the legal address of the company. From 01 September 2014 information about the location address of the Company is not specified in the Articles of Association. In the Articles of Association, it is enough to indicate the name of the region in which the Company is located: for example, Moscow. Therefore, we register a new version of the Charter with the name of only the region and at the same time bring the Charter into line with the changes in Ch. IV Civil Code of the Russian Federation. For those companies whose charters were registered after 09/01/2014, when changing the location address, changes are made only to the Unified State Register of Legal Entities, without making changes to the Charter. Amendments to the Unified State Register of Legal Entities. To make changes to the Unified State Register of Legal Entities, it is necessary to fill out form 14001, certify the applicant's signature with a notary and submit documents for registration at MIFNS No. 46 (Moscow). When making changes to the Unified State Register of Legal Entities, no state duty is charged. Documents for registration to the tax office can be submitted both by the applicant himself, and by any person acting on the basis of a power of attorney from the applicant. The power of attorney must be notarized. Types of changes to be made to the Unified State Register of Legal Entities:

Change of CEO. The applicant for this change is new Head Society. Form 14001 + a protocol on the election of a new General Director is submitted to the registration authority.

Change OKVED. When excluding or adding species economic activity it is not necessary to make changes to the Articles of Association of the Company. The exception is a change in the main type of activity or if changes are made to the relevant articles of the Charter.

Amendments to the Unified State Register of Legal Entities in the information about the Company's participants. This includes any changes related to entering information about a new participant, changing information about a former participant, deleting information about a participant from the Unified State Register of Legal Entities. The applicant for such changes is the General Director or the participant-seller of a share in the LLC. If changes regarding the composition of participants occur as a result of an increase in the authorized capital or its decrease, then such changes are considered to be made to founding documents(Charter) and are subject to registration in the form 13001 with payment of state duty and registration of a new edition of the Company's Charter.

Correction of errors in the Unified State Register of Legal Entities. If you made mistakes when registering with the Unified State Register of Legal Entities, you should fill out form 14001 (correcting mistakes), indicating the number of the state registration number in which the mistake was made and submit it to the registering tax office with a cover letter attached.

Amendments to the Unified State Register of Legal Entities about the registrar (for JSCs). From 10/01/2014, all CJSCs and OJSCs must transfer the maintenance of the register to a professional registrar. After signing the act of acceptance and transfer of the register to a professional registrar, the Company is obliged to notify the registering authority of the new registrar within 3 days.

Legal company specialistsREGOTDEPTELwill gladly provide youassistance in registering changesin LLC, as well as in amending the Unified State Register of Legal Entities, including changes in the name, address of the location, candidature of the General Director, composition of participants, the amount of the authorized capital, the list of types of economic activity, compliance of the provisions of the Charter with the current legislation.

All information about legal entities and individual entrepreneurs is contained in the unified state registers of legal entities (EGRLE), and individual entrepreneurs (EGRIP).

In the course of their implementation economic activity, occur different kind changes in the structure of enterprises and activities, in connection with which, there is an obligation to make such changes in the state register.

Where do you need to make changes?

Changes in the Unified State Register of Legal Entities

Change information on legal entities

Readiness - 5 working days

Changes in the USRIP

Change IP information

Readiness - 5 working days

Assistance in the preparation and state registration of the necessary changes can be provided by specialists " single portal tax services. They are ready to pay the state fee for making changes and advise you on all related issues.

For any questions please call: 8-495-134-33-40 (multichannel)

How to make changes

All changes must be registered with without fail in MIFNS 46 of the city of Moscow within a period not exceeding three days.

To do this, you must provide the following documents:

solution general meeting founders about the changes;
application in the form P13001;
a document confirming the payment of the state fee;
list of amendments to the founding documents.

When changing the founders, in addition to the specified list, the following is provided:

notarized contracts for the sale of shares.

Amendments to constituent documents

Amendments to the charter (constituent documents) of legal entities are required in the following cases:

change in the size of the authorized capital;
name change;
establishment of a representative office;
change of legal address;
changing the term of office of the head;
changes related to the types of activities carried out;
change of founders;

Making changes to the Unified State Register of Legal Entities

(not related to changes made to constituent documents)

It is not uncommon for an LLC to change its CEO (director). Information about the head is not entered into the constituent documents, such information is contained in the Unified State Register of Legal Entities. Accordingly, it is necessary to carry out state registration of such information, and submit to the tax office within a period not exceeding three days, an application for making changes to the LLC in the form P14001. The application must be certified by a notary. The following documents will need to be submitted along with the application:

minutes of the meeting of founders on the termination of the powers of the previous head and the appointment of a new one;
order to appoint a new leader.

Making changes to the EGRIP

name change;
citizenship;
living place;
passport data;
bank accounts.

To make changes, an individual entrepreneur must submit the following list of documents to the tax office No. 46 of the city of Moscow:

application in the form P24001;
a copy of the document confirming the changes that have occurred.

If the changes relate to a change of residence, then in accordance with the norms of paragraph 4 of Article 84 of the Tax Code of the Russian Federation, documents are submitted to the tax office at the old place of registration. And already the IFTS, in turn, transmits information to the new registration address.

Amendments to the Unified State Register of Legal Entities are the result of both mandatory procedures specified in the legislation, and any transformations carried out by authorized bodies of legal entities.

Since the data of the constituent form of documents contained in the Unified State Register of Legal Entities are considered pre-established and correct, unless otherwise proven in court, then in case of any changes in the data indicated in the register, the subject should apply to the body that maintains the state register with a statement. Based on the data provided by the applicants, filled in according to the forms specified in the legislation, the registration authority will make the appropriate change.

This procedure is rather complicated both because of the need to analyze documentation and legislation, which requires highly specialized knowledge, and because of purely organizational difficulties associated with knowledge of the work of the body authorized to register applications and make changes to documents. That is why many legal entities reasonably prefer to transfer the hassle of making changes to the Unified State Register of Legal Entities to organizations specializing in the provision of services of this nature.

For a long time, our law firm has been involved in processes related to the registration of legal entities in the Unified State Register of Legal Entities, re-registration, as well as the need to amend the charter and constituent documents, and otherwise make changes to the Unified State Register of Legal Entities. As part of this activity, we provide the following services:

advisory support for legal entities on issues related to registration;
preliminary consultation on the issues of making changes to the Unified State Register of Legal Entities;
analysis of the legal situation necessary for subsequent application to the state body conducting registration;
drawing up an application for amendments to the constituent documents;
selection of a package of documents, including non-standard forms, necessary for registration of amendments in a state body;
analysis of the constituent documents of a legal entity, if necessary, re-registration, carried out in parallel with the introduction of amendments to the constituent documents, in accordance with state policy;
bringing documents of a legal entity in line with the law;
on behalf of the legal entity-client, make changes to the Unified State Register of Legal Entities;
advising and legal assistance on other issues related to the registration of changes in information that a state body must register at the request of a company or other entity.

The concept and meaning of state registration

In the modern legal space, the state has assumed the role of the guarantor of law and the regulator of many social relations. By transferring these functions to him, society simultaneously gave the state the right to perform certain actions. One of these powers was the right to restrict the activities of the subjects of relations. Others - to register it. One example of such a right is the right of the state to register legal entities. As you know, for Russia it is true that a legal entity exists from the moment of its registration with the relevant state body authorized to register information, documents and statements and make changes to them, and nothing else. The legislation stipulates several cases when a legal entity can arise without filing an application for registration with state bodies, but in practice such cases are extremely rare.

In the general procedure, a legal entity arises after, based on the application of its founders, the registering authority makes an entry about the emergence of a new legal entity in the relevant state information about the company or other legal entity.

The application is filled out in the form approved by law and contains information about the name of the legal entity, its activities, its founders or participants, as well as other information that is required to be included in this document.

Registration also requires a package of documents specified in the legislation. Before submitting an application to the relevant authorities, the founders of a legal entity draw up a decision on the creation of a legal entity, form its authorized capital, respectively confirming the fact of formation with documents, draw up a charter and, if required by law, other constituent documents.

Upon completion of these steps, the collected package of documents is submitted to the registration authority. In his duty government decision the verification of the submitted documents and the issuance of a decision based on the results of the verification is imputed. It can be either positive - in this case, the registering authority enters information about the created subject of law into the register within five days, or negative - in this case, the information is not entered, and the documents are returned to the applicant. As a rule, registration is refused in case of incorrect filling of the application or other documents, or in case of incorrect compliance with the form of pre-registration procedures, which in some cases are not simple. In order to avoid this, the state registration of a legal entity is often entrusted to companies specializing in this. As a rule, this significantly reduces the effort required to register an organization.

But registration implies not only the requirement to enter a newly created legal entity in the register. Registered in the register and amendments to the charter, and amendments key parameters legal entity, which will be discussed below.

Also, the state registering body enters into the register information on the liquidation of a legal entity or on the consequences of its reorganization.

In recent years, in addition, when making changes to the Unified State Register of Legal Entities, some legal entities are required to undergo re-registration. This procedure became necessary after the fundamental legislative acts regulating the activities certain types legal entities, significant changes were made. These changes led to fundamental changes in certain aspects of the regulation of these legal entities. The most striking example of such a change was the amendments to the Law “On Companies with limited liability”, after which the re-registration of the majority of LLCs was required. Initially, it was planned to re-register within a certain time period, but later the state authorities changed their decision, and now re-registration is required at the first time changes are made to the Unified State Register of Legal Entities.

Thus, state registration is required not only when creating a legal entity, but also in a certain number of other cases.

Unified State Register

For the first time on the need for state registration of legal entities in Russian legislation was said in Civil Code in 1994. However, no registries existed at that time. At the time of the adoption of the first part of the Civil Code of the Russian Federation, registration was carried out by several bodies in paper form, since the technologies did not yet allow it to be kept in a different form, and there was no talk of unification and a unified register. Uniform forms of documents were also not developed, since the registration authorities were in different statuses, in different subordination and, in fact, interacted little with each other.

All this led to a lack of openness in the economic turnover, since it was necessary to make significant efforts to obtain data about a partner or a prospective counterparty. Moreover, due to the difference in the forms of documents, obtaining such information required a large amount of knowledge and skills.

For the first time, the need for a single specialized registering body to maintain a general register was mentioned in 1996 in a government decree that approved the concept of reforming the justice system in Russia. The law on registration was still being considered at that time, and the issues of subordination and the name of the registration authority were still not determined.

As a result of lengthy discussions, the registration of legal entities, the authority to maintain the register and make changes to the Unified State Register of Legal Entities were entrusted to the tax authorities. This was explained by the fact that during the registration of a legal entity, the principle of the so-called “one-stop shop” was introduced and is maintained to this day, when registration of a legal entity requires submission of documents to only one body, and not to several different ones, as it was before the introduction of this principle.

All results of the state's activities related to the registration of legal entities are entered in a special register called the Unified State Register of Legal Entities (Unified State Register of Legal Entities). At the moment, the registry is the main database that contains information about all legal entities existing in Russian Federation. The register is open and accessible to everyone, since information about the participants in the economic turnover must be public in order to ensure the safe operation of these legal entities.

For the same reason, all significant changes to the constituent documents and other information that form the basis of the activities of legal entities must be registered by a specialized body in an appropriate way.

The rules for maintaining the registry are approved by the Government of the Russian Federation, and they are specified by various legislation, including regulations governing the registration of legal entities and amendments to constituent documents (the Law “On State Registration of Legal Entities and Individual Entrepreneurs”), the activities of certain legal entities (for example, the Law “On Political Parties”), the activities economic system in general (Civil Code).

If it is required to briefly characterize the Unified State Register of Legal Entities, then from the point of view of actual perception, it can be called a collection of acts of the registering authority and documents provided in accordance with the law by authorized persons of a legal entity. If we talk about the essence of the registry, then this is a state resource that contains information in material and electronic form in the form of a database.

After changes made to the legislation a few years ago, the information contained in state register, are presumed to be true. Otherwise, it can be proven in judicial order. This significantly raised the level of the register, since it previously did not have such a status and was simply an official list of legal entities. Now the state register has become a database that is the starting point, the original document containing the true information about the legal entity.

The Unified State Register of Legal Entities is maintained on behalf of the state and belongs to the Russian Federation represented by the Government of the Russian Federation. The register is unified for the entire territory of the country and is maintained by one state body in a single form. This ensures both the uniformity of the information entered in the register and changes in them, and equal rights to enter in the register and access to its information for all residents of our state.

In recent years, registry maintenance has moved to a new level. Now registration of legal entities and making changes to the Unified State Register of Legal Entities is carried out using a specialized software using the latest information technologies, which improves the quality and speed of working with registry forms.

The state register itself includes books of registration of the creation of a legal entity, sheets with records of information about the organization and, in fact, registration files of legal entities.

All these sections contain information on registration of the creation of a legal entity, liquidation or termination of organizations, records of state registration of amendments to the constituent documents of legal entities. The duty of the state body is authorized to register an application and make changes to the Unified State Register of Legal Entities in connection with a change in the information contained in the register.

The state register of legal entities is maintained on the basis of the principles of accessibility of information, the admissibility of limiting the public knowledge of the register information only at the legislative level, and the inviolability of data about private life.

There are also principles, in fact, of the process of maintaining the registry: unification of the forms and content of the registry, the use of information technology tools.

When it becomes necessary to make changes to the Unified State Register of Legal Entities

Because the public relations are not static, on the contrary, they develop and constantly undergo various changes - from time to time there are significant shifts in the state regulation of these relations. Either the society remains unchanged, but something changes at smaller levels of existence. This thesis is also true for legal entities. Since in their activities legal entities affect a significant layer of social relations and, accordingly, change along with it.

In the overwhelming majority of cases, a legal entity is created with the prospect of long-term activity, and not for short term. Accordingly, during his "life" social relations undergo more than one change, as well as economic conditions activities, and state regulation form or essence of activity.

As a result, there are changes to the fundamentals of a legal entity from time to time. This, in turn, leads to the need to change information about the legal entity in the information of the state register.

The need to register amendments to the Unified State Register of Legal Entities also arises in cases where, as a result of its activities, it is not a legal entity that comes to the need for a change, but the state will changes the regulation of the existence in the legal field of this legal entity, thereby forcing a change in the constituent documents or otherwise respond to changes.

Traditionally, the reasons for making changes to the Unified State Register of Legal Entities are divided into two types.

Changes that do not affect the constituent documents of a legal entity, but entail requirements to make changes to the Unified State Register of Legal Entities.
These changes, as a rule, concern any changes external to the legal entity itself. Considered point by point, the reasons for applying to the registration authorities to make changes to the information about the legal entity recorded in the register may be as follows.

appointment of a new CEO. The personality of the general director in legal entities in the form of companies plays a special role, and its change requires amendments to the Unified State Register of Legal Entities;
change in the personality of the head of the legal entity. This paragraph practically coincides with the first one with the only difference that the appointment and dismissal of the head of the organization is different from the similar procedure in organizations in the form of limited liability companies or others;
changes related to OKVED. As you know, when applying for registration in a standard form approved by government agencies, there is a separate page dedicated to the areas of activity in which the organization plans to operate. In cases where an organization in its activities comes to the need to expand the list of OKVED codes, or, on the contrary, reduce it, or a legal entity plans to completely change its profile, an application is submitted to the registering authority to amend the Unified State Register of Legal Entities;
change in the number of founders in legal entities in the form of limited liability companies. Such changes can occur for a variety of reasons. This is, for example, the sale of a share to a person who is not a founder, the withdrawal of one or more founders from an LLC, the death of a founder, etc. In each of the listed cases, there is a need to submit an appropriate application and make changes to the Unified State Register of Legal Entities;
change in share division in a limited liability company. This paragraph is similar to the previous one with the only difference that only the distribution of shares in authorized capital, but with the same composition of the founders;
changed data of the identity document of the CEO or one or more founders. For citizens of the Russian Federation, this document is a passport. In cases where, for objective (for example, reaching the appropriate age) or subjective (for example, marriage) reasons, a change in the passport is required, this subsequently entails the need to make changes to the Unified State Register of Legal Entities, since the data in the register and the actual data should not differ;
for joint-stock companies the reasons for making changes to the Unified State Register of Legal Entities is also a change in the register holder. Information about such a change is subject to registration with the relevant authority, followed by the need to enter it in the register.
if there are other changes in the information contained in the register.

Changes requiring amendments to the founding documents.

amendments to the charter of a legal entity. Direction of public policy towards regulatory change various forms legal entities has now led to the fact that the constituent documents of legal entities created before the start of the reform no longer meet the requirements of the law. This entails certain difficulties in the activities of organizations, and therefore requires filing an application for registration of changed information, and amendments to the charter have become a necessity for many legal entities;
renaming the organization. Over time, it may be necessary to change the name of the organization. It can arise for subjective reasons, for example, a change in the tastes of the founders. Or the prerequisite may be a change in state legislation regarding the regulation of the name of a legal entity. In some cases, changing the name of a legal entity is required by a court decision after the proceedings related to intellectual property issues, which made it impossible to continue using the name of the organization. In all these cases, the changed name of the legal entity is registered with the state bodies responsible for maintaining a unified register. The founding document always contains the name of the organization in its form. Accordingly, it is necessary to make an application for registration of adding new information to the constituent document quite often;
mandatory amendments to the constituent documents are required in cases where the address of a legal entity changes. Change of legal address leads to the fact that official letters and documents will no longer reach the addressee and, accordingly, this affects the interests of society, government agencies and participants in economic activity;
change of size authorized capital also requires amendments to the founding documents. The organization may be required to change the size of the authorized capital by direct government regulations or objective economic reasons. In all cases, it is necessary to make changes to the Unified State Register of Legal Entities;
in some situations, changes to the company's charter require a change in the direction of its activities. This applies to those types of activities that are so different from the existing direction of the work of a legal entity that the charter no longer covers these areas in its text;
change in the composition of branches of a legal entity or its representative offices. In their development, many firms are faced with the need to create branches or close them, or open representative offices of their organization. Since each such action changes the form of a legal entity in terms of possible counterparties or state bodies, the creation or closure of representative offices and branches also requires changes to the Unified State Register of Legal Entities;
cases when in the activities of a legal entity, for any reason, the method or order of distribution of income from the activities of a company or other organization changes;
other cases requiring amendments to the constituent documents of a legal entity.

In some cases, the correction of errors and the related amendments to the Unified State Register of Legal Entities are also referred to as varieties of amendments to the constituent documents. It seems that the classification of corrections as changes is quite fair, since in such cases corrections are actually made to the registry documents, and as a result, the registry actually contains new data.

Due to the certain complexity associated with registering changes in the public register, this activity requires certain knowledge in narrow and rarely encountered areas in everyday economic activity. So, for example, amending the charter requires a deep knowledge of both legislation. regulating its content, as well as the specifics of compiling or correcting such a document. And if legislative regulation It is possible for an outsider to study the charter forms, but it is difficult to gain experience in drafting a charter or filling out forms of other applications and documents necessary to make changes to the Unified State Register of Legal Entities within the framework of work in one organization. This requires comparative material and practice. That is why legal entities most often entrust such actions to law firms specializing in amending constituent documents.

When changing the general director, it is necessary to make a decision on the appointment of a new director, notify the tax office within 3 days and make changes to the Unified State Register of Legal Entities.

Get to know in detail change of LLC director

Changes in the Unified State Register of Legal Entities when changing the founder (participant) of the LLC

When the composition of participants changes in an organization, it is required to draw up a package of documents and register the necessary change in the composition of participants in the inspection and make these changes to the Unified State Register of Legal Entities. The procedure and package of documents will differ depending on how exactly the composition of the LLC participants will be changed. Membership may change due to withdrawal of a member from the LLC , participant entry, or change of LLC founder .

Change in the Unified State Register of Legal Entities when changing OKVED (types of activity)

When an organization starts additional types previously unannounced activities, or moves to the new kind works, it is necessary to supplement the registry information and change OKVED codes in the Unified State Register of Legal Entities, notifying the inspection about it. For this to CEO it is necessary to collect and sign the documents prepared in advance by the participants, certify them with a notary and submit for registration.

Making changes to the LLC due to other reasons

There are other data that are stored in the register of legal entities, which may change and be edited over time. Such changes include a change in the passport data of participants and a director, a change in the legal address and name of the Company, and so on. The reasons for making changes can also include the correction of errors that could arise due to documents that were incorrectly executed once and registered with an error in the register, or not accurately registered by the tax office itself.

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