Hold for an increase in statutory capital. Registration of documents

How to increase the statutory capital of a TOV is correct, with the legally established procedures and the interests of the rights of participants in a partnership and yogo creditors, it is important to know the skin of such organizations. Let's talk about those that TOV is one of the most popular forms of education of a legal person. If so, the statutory capital stands as a guarantee from the side of the subject of the state to creditors in the face of the current non-transferable situation, which caused financial and economic problems in the organization. Our article is about the procedure for increasing such capital.

Which types allow for an increase in statutory capital?

The food for the increase in statutory capital (also referred to as statutory capital, capital) of a partnership with an obmezhenoyu vіdpovidalnіstyu is regulated by the law "On TOV" dated 08.02.1998 No. 14-FZ (also referred to as the Law), the law of art. 17-19. The legislator transfers the possibility of zbіlshennya charter of the capital of an organization of this type with the improvement of the provisions of paragraph 1 of Art. 17 Law. Tsya norm vyznaєє, scho to praise the decision about zbіlshennya stavkapital vin is guilty but in the full obligation of payment by the participants of this legal entity.

With the help of paragraph 2 of the norm, 3 ways of such an increase are transferred:

  1. The path of the introduction of the lane, which the organization should have.
  2. With additional payment by the participants of additional contributions.
  3. By way of accepting new participants from the union (as such a way of allowing the organization's status).

Leather from the designations of your own legal features that independence legal regulation singable norms of the law. If so, be it the procedure for zbіlshennya is guilty of starting with the adoption of a viable solution (either by the overhead fees or by a single participant).

Recovery procedure - cover instruction

Oscilki zbіlshuvati statutory capital in TOV can be done in a number of ways, especially the procedure for a given skin type, from art. 18-19 The law is laid down depending on the way of arguing. However, there are also stages of implementation that are typical for skin variants:

  1. Acceptance of a viable solution in the overlying form.
  2. Notarial confirmation of the decision to sign the individual, the only participant, in such a decision.
  3. Complimentary application for the form P14001, approved by the order of the FNP of Russia “On the confirmation of forms that could ...” dated 25.01.2012 No. ММВ-7-6 / [email protected], about the adoption of changes in statutory capital
  4. The direction of the assigned application and other papers is subject to the law “On state registration ...” in 08.08.2001 No. 129-ФЗ (Art. 17) to the tax authority for the registration of partnership.
  5. Prokhodzhennya procedure of registration of changes.
  6. Nabutya chivalry change.

Before submitting an application for other necessary papers to the tax service, it is necessary to actually add pennies or speeches to the income tax account for the capital of the company.

Reimbursement for the Rahunok Maina TOV – what does the Law “On TOV” say?

Vіdpovіdno to st. 18 of the Law, the participants of the TOV may have the right to make decisions about the increase in the capital of the organization, prote with which it is important to increase the number of minds:

  1. The decision may be accepted less than 2/3 of the vote, but by a large number of votes it is possible to the statute of a legal entity.
  2. Substantiated acceptance is the accounting record for the previous financial period.
  3. The maximum amount of the increase in the cost of net assets for the change in the sum of the settling capital and the reserve fund of the company. The procedure for assigning the value of net assets was approved by the order of the Ministry of Finance dated August 28, 2014 No. 84n.
  4. An application for changes to be made at once with other necessary papers is due to be sent to tax service no later than one month from the day of acceptance.

In times of capital increase, in an analyzable way, with the improvement of the provisions of paragraph 3 of Art. 18 of the Law, the size of the frequency of the participants does not change - only the nominal variability of the skin part of them changes. The improvement of vartosity is proportional to the particles of the skin.

Appointed minds should also be inspired by the Plenum of the Supreme Court of the Russian Federation No. 90 and the Plenum of Vishchogo arbitration court RF No. 14 dated 09.12.1999 (p. 9). At whom the stench is looked at like obov'yazkovі pіd an hour I'll look at the courts of justice, scho with superechki in the sphere of law.

The introduction of the founder and the increase in statutory capital

One of the ways to improve the setting of the capital of the court, z p. 2 Art. 19 of the Law, є priynyattya before the new new participant with an one-hour introduction by him of the main chi koshtіv at the rahunki, pay your part. To increase capital, a similar rank requires the presence of low minds:

  1. In the case of a third-party individual, a statement about accepting as a new participant to the state partnership.
  2. Decisions are accepted at the wild gatherings of all yoga participants.
  3. To praise this decision, all the participants of the company voted for the new one.

Only for the victory of all minds we can take a decision. Together with the decisions on the increase in the authorized capital, in an analysis way, the participants are guilty of making a decision on making changes to the establishment document (statute) of the organization, demonstrating the changes that result in the increase in capital and the adoption of paragraph 3 of the new participant (para. 19, paragraph 3. ) .

At the time of the increase, the statute paid for the account of the payment of the part by the new participant is actual, and the payment may be broken up until the end of the work from that day, as the latter decision was taken from the depository form. In addition, a change has been assigned to the statutory capital of a legal entity, as and if it were otherwise, may go through state registration with a taxable authority in accordance with the procedure of clause 2.1 of the assigned norm. In case of sending an application with an additional document necessary for registration, one month is due from the day of approving the decision.

Decision on the increase in statutory capital, srazok

The decision about the zbіlshennya established the subprinciples, vihodyachi s pіdp. 6 paragraph 13.1 of Art. 21 and Art. 39 of the Law, you can take the form of the protocol of open gatherings (for example, participants in the camp and for making a decision, it is necessary to conduct a meeting) or in the power of decision (for example, TOV has less than 1 participant). The form which document the lawmaker is not approved, that is free. However, it is important to remember that the wine is guilty of revenge in itself all the necessary art. 19 Law information, including:

  • details of the document itself (date and number of the protocol or decision, place of acceptance of that signature);
  • identification data of a legal entity (name, registration data, place of reference and other);
  • information about those who voted and voted for the votes (for the number of participants);
  • the contribution of the adopted decision from the assigned capital charter (both inflated and inflated);
  • a way to improve the appearance of particularity with him (for example, information about the admission of a new participant or the results of the financial activity of the organization for the previous period);
  • a description of the order (procedure) of zbіlshennya stavkapital (like mine, kudi, in yakі terms and іn);
  • results of voting and signing.

A specific decision is made to deposit in a number of factors, including the number of participants in the partnership, the method of increasing the statutory capital, the order in which the capital is brought in, or the increase in total. A clear decision about the increase in statutory capital can be found on our website.

Need to increase statutory capital?

The statutory capital of TOV is valid up to par. 4 p. 1 art. 14 of the Law, to ensure that creditors could not recover from various circumstances to transfer the repayment of debts and the payment of debts to the normal working regime. Tobto wine is a kind of guarantee that creditors and counterparties will take away the satisfaction of their own in any way (although in a rozmіrі, that does not exceed the varsity of the entire setpoint of capital).

As a result, there are norms and reasons that help us to increase our capital. Even though the organization is small, maybe its small market is zbutu chi front vykonannya robit, then the minimum set the livelihood to be sufficient, but for more serious activity, TOV is better than to increase it.

So, a larger expansion of the statutory capital of such a legal entity spryaє:

  1. Possibility of obtaining credit resources: more money, more money to get a loan and more money to get a loan; so you can add to your mind yogo otrimannya, including rozmіr interest rate that term is a turn.
  2. Greater interest in working with a company of any contractors, to that the security of support is guaranteed by the statutory capital itself.
  3. Opportunity to participate greater quantity placements of sovereign and municipal pledges (especially auctions and competitions) at the link with partial presentations could be handed over to the side of the participant of financial guarantees to win the pledge.

However, with this, it is impossible not to notice a minus that is relevant for the participants in the industry: it is possible to spend more financially in proportion to the sum of the statutory capital of the organization.

Let's bring the bags. The law appoints 3 options for increasing the capital: by the power mine, by additional contributions, and by accepting new participants. Procedure zbіlshennya to lay down in the opposite way, that is recognized by Art. 18 and 19 Law. With all the money for the rahunok, the lane is less likely to have a positive balance sheet. Decisions about the admission of a new participant and the increase in the authorized capital may be accepted unanimously according to the rules established by Art. 19 Law. Instead, the decision to deposit in the way of sbilshennya, transfer of information, if it can be assigned to a new one, Art. 19 Law. The increase in the capital setting positively contributes to the possibility of developing the company, or it can also increase the financial investment of the participants in case of impossibility.

Instructions for increasing the statutory capital in TOV

Changing the scope of the statutory capital is the whole process, which means knowing the proper legislation in the sphere of registration legal issues, as well as the practice of registering changes to ЄDRYuL, with a specific registration authority.

Registration of changes in the statutory capital of the partnership is regulated by the upcoming legislative act: N 129-ФЗ “On state registration of legal rights and individual enterprises”;

The increase in the statutory capital of the partnership is allowed only after its re-payment. The increase in the statutory capital can be paid for the contribution of the partnership lane, that (or) for the payment of additional contributions to the participants of the partnership, that (or) if it is not fenced by the statute of the partnership, for the payment of contributions to the third osib, which are accepted before the partnership.

With an increase in the statutory capital of the partnership, the nominal number of shares of the members of the partnership will proportionally increase without changing the number of shares.

You may need to increase the amount of the statutory capital of the TOV

  • The need to obtain new investments by expanding the number of participants in the company;
  • The need to increase the financing of the in-line activity of business. A partnership with a limited capacity can direct the statutory capital to finance the production of other processes related to a robotic company.
  • These types of activity, for which legislators are provided with special assistance to statutory capital, for example, microfinance organizations, key companies ZhKG, PIF, trade in distribution and production of alcoholic products.
  • Competitive advantage. Partners in business with great confidence are placed in the company, as for their actions in business they support serious capital.
  • The fate of tenders, competitions, for which the organizers have put up a win to the statutory capital of the participants.
  • Converted to AT, AT capital is impossible to become less than 100 thousand. krb.

Vіdpovіdno to norms federal law No. 14-FZ dated 08.02.1998 (as amended dated 07.03.2016) “On partnerships with a low income” (with changes and additions that gained rank from 01.01.2017), there are three ways to increase capital:

Pokrokov's instruction on how to increase the statutory capital of a TOV:

KROK No. 1: Informing the participants

It is necessary to commend the skin partners of the partnerships about the Gala gathering, for which decisions on how to increase the statutory capital are accepted. It is necessary to pay a month before the date of collection.

Krok No. 2. Carrying out the collection of Vlasniks

In order to make changes to the statutory capital of the TOV, it is necessary to conduct a formal selection of participants in the partnership. In order to blame, but also nutrition.

  • about the increase in the statutory capital of the partnership;
  • about dzherelo aktivіv zbіlshennya kapitalu suspіlstva;
  • about the amount of extras;
  • about a new proportion of chastices - only their nominal value changes, the proportion does not change;
  • about the introduction of changes to the statute, for which the rozmir of the QC of the organization is assigned.

If you enlist at least 2/3 of the votes of the Vlasniks of the TOV, in order to praise the decision on the increase in capital without changing the frequency of the volunteers (from the lane of acquisition or the introduction of additional extraneous funds by the officials of the TOV), it will require 2/3 votes. At the time of changing the proportions, the additional contribution of one of the participants, or I will join the partnership of a new participant, for a one-family solution of a good meal.

If you transfer money for the account of the assets of all participants, it will be necessary to conduct another selection of the participants, on which the results of the additional contributions will be confirmed.

Krok No. 3: Forming the necessary set of documents

  1. For the option of changing the capital for the account of the unallocated income and the reserve fund, so for the account of the main TOV
  • a copy of the balance sheet of TOV, issued as an addendum to the collection protocol;
  • new edition of the statute (2 copies);
  • application (form Р13001);
  • Sovereign mito:
  • For the method of changing the capital for the account of a new additional contribution to the partnership participants:
    • the minutes of the selection, in which a decision was made about the increase in the statutory capital (2 copies).
    • the minutes of the selections, for which the results of the contributions made by the participants were confirmed (2 copies);
    • the statement of the Vlasniks about the name of the deposit of the additional contribution to the capital (it is necessary to indicate the most recent date of the deposit in the document);
    • donations can be made in accordance with the law in a negligible form, documents about the independent assessment of the mine may be needed;
    • a statement from the bank about making a penny to pay for the statutory capital, or a cash order, as if the money was paid to the organization’s cashier, an act of acceptance and transfer of the mine, as the deposit is charged in a non-grosh form;
    • a decision on the confirmation of the sums of money brought in to the statutory capital (2 copies);
    • new edition of the Statute (2 copies);
    • application (form Р13001);
    • Sovereign mito:
  • For the method of increasing the statutory capital from the hiring of new principals (third specialization):
    • protocol of selection for the fact of accepting a new individual (osib) from TOV;
    • the minutes of the selection, in which a decision was made about the increase in the statutory capital (2 conciliators), that nominal number of participants in the partnership;
    • a declaration in the form of a skin new individual about the adoption of the suspіlstvo;
    • at the time of making contributions (for non-penny forms) you need documents about an independent assessment;
    • a statement from the bank about the deposit of pennies to pay for the statutory capital, or a cash order, as if the pennies were paid to the cashier of the organization, the act of acceptance and transfer of the lane, which means that the capital is transferred in a negligible form;
    • a decision on the confirmation of the sums of money brought in to the statutory capital of the capital or the lane for the increase in the statutory capital (2 copies).
    • new edition of the statute (2 copies).
    • application (form Р13001);
    • Derzhavne Mito


    FILLING OUT THE APPLICATION FOR THE STATE REGISTRATION OF ZMIN DO EDRYULU AND THE BORDER DOCUMENT OF THE SUPPLEMENT

    SECTIONAL RULES FOR FILLING OUT THAT DOCUMENTATION.

    The application form, confirmation or notification (hereinafter - the application) is completed for the help of software or manually.

    Complete the form and declare it manually in black color ink in great other letters, numbers and symbols.

    To facilitate the filling of documents, the Federal State Unitary Enterprise DNIVTs FNP has developed a special “program for the preparation of documents to be drawn up during the registration of legal documents” (PPDRYUL). The program is absolutely cost-free. You can download the program from the website of the Federal Tax Service (new website http://www.nalog.ru/) or directly from the website of the DNIVC FNP.

    Vikoristovuyuchi PPDRYuL, you need to accurately enter all the data, and at the exit, accept the completed application form.

    PAYMENT OF THE STATE DUTY AT REGISTRATION OF THE CHANGE OF THE WAREHOUSE OF THE SHAREHOLDER

    When registering changes to the Statute, the state is paid. You can pay the sovereign mito at the cash desk of the Oschadbank of Russia, as well as at the MIFNS hall. Details for filling receipts with Moscow can be specified on the website of the Federal Tax Service.

    Sovereign mito for registration - 800 rubles.

    The address of the payer obov'yazkovo is indicated by the address of the applicant himself, and not of another individual, as he pays for the holding. mito. An important moment! On March 12, 2014, it is due to file a її neobov'yazkovo (according to the administrative regulations of the FNP), but for the fact, it is better to submit a copy of the receipt.

    APPLICATION OF THE THIRD INDIVIDUAL FOR INCLUSION IN THE WAREHOUSE TOV

    The potential participant submits to the partner’s official body an application for accepting yoga to the warehouse of the partners of the TOV. At this application, it is necessary to show the amount of the share, for which the new participant is claiming, and also for making the same amount to the statutory capital of the partnership.

    Accepted as a potential participant, the application is considered at the open gatherings of the principals (or the only principal) and a decision is made about them. If the decision is more positive, then the new participant will enter the court and contribute a larger statutory capital.

    KROK No. 4: SUBMISSION OF DOCUMENTS FOR STATE REGISTRATION OF INCREASED STATUTIVE CAPITAL

    The FNP has the following documents:

    • form P13001;
    • the minutes of the elections, the decision was made about the increase in the statutory capital;
    • the minutes of the selection, at which the contribution made by the participants of the TOV was confirmed, as if it was stagnant;
    • new edition of the statute of the TOV (2 copies);
    • receipt of cash orders or copies of payment warrants from the bank's sign about the deposit of money on the bank account;
    • documents confirming the assessment of investments, as if the contribution was made to capital;
    • receipt for payment of sovereign mit.

    In addition, as all the documents were prepared and certified by a notary, the applicant, or his representative, who, on the basis of a notarial power of attorney, is obliged to submit documents to the registration authority.

    Registration of legal statutes, as well as registration of changes in the Unified State Register of Legal Entities and the establishing documents of legal statutes at the metro station of Moscow, is carried out by the Inspectorate of the FNP of Russia No. 46.

    MIFTS No. 46 along the Moscow metro station will be spread on the territory of the complex in order of IFNS No. 33, MIFNS No. 45,46,47,48,49 and 50, in building No. 3.

    TOV - a process, which sings out the songs, we will talk about them in these articles. p align="justify"> The process of changing the capital, prescribed in the Statute of the TOV, consists of three main stages, the obligation of which is regulated by federal legislation. In addition, there were actually a few subtle features, a lot of reasons that prompted this procedure to win.

    Otzhe, how to increase the statutory capital of TOV?

    Stage 1

    During the first stage, a decision is made to increase the statutory capital of TOV. Vikonati can only be members of the partnership, designated in the Statutory documents of the skin legal entity. The importance of following the procedure can be explained by the fact that most of the ship's super-lights are blamed through negligent placement to the line, at the thought of rich ker_vniki, formalities. As a rule, the procedure for conducting the gathering of participants, the rules for the vote and the establishment of a quorum are prescribed by the Statute of Enterprise. Our legislature has given the right to sever food to legal persons independently.
    Ale є low minds, without vikonannya kakikh afar dії impossible.

    Wash, for which you can increase the statutory capital:

    • in other words, the founders of the Partnership do not blame the mother for the payment of the cob statutory capital;
    • in a different way, the amount of penny koshtіv, scho zbіlshuyusya, is not guilty but more than the difference between the net assets of the Partnership, the sum of the capital, designated in the Statute, and the number of the reserve fund of the legal entity.
    • thirdly, since the end of another and the third financial year, the value of net assets is significantly less, equal to the amount of capital declared in the Statute of the Partnership, then the increase in this amount is not legal, but a legal entity can declare a decrease in the Statute of retail capital vikonannya tsієї procedures established by law order.

    In addition, the Partnership for Liquidation, yakshcho zasuetsya, scho after the completion of another one of the upcoming financial fates showed the value of net assets, becoming a smaller rozmir, nizh cob statutory capital.

    Stage 2. Depositing the necessary amount to the statutory capital

    Under the hour of another stage, the transfer of funds to increase the financial equivalent of the soum, designated by the Statute of the partnership, is to be transferred. It is possible to grow, having put additional money on the rozrahunkovy rahunok of the enterprise. In some cases, the sponsors zbіlshyuyut myno juridical individual or її minovі rights. Let's take a look at the skin version of the report.
    Changing the statutory capital of a TOV can be done with the help of net assets of a business, which can be used to set up a balance sheet for the recovery of goiter of a legal entity. In some villages, net assets are called the financial equivalent of the line of business for accounting records.

    In order to register a change, it is necessary to pick up a package of documents.

    Improvement of the statutory capital of TOV documents:

    • apply for a change in the statutory capital of the TOV according to the established form, from the appointment of a new capital increase;
    • updated version of the Statute from the changes already made;
    • the protocol of the open contests for the decision of a one-sided participant of the TOV;
    • balance sheet for the last financial period;
    • receipts confirming the payment of the sovereign mit.

    Keep for the increase in statutory capital to become 800 rubles (for 2016). You can generate a receipt for payment at the official tax service

    Also, you can increase the capital, designations at the Statute of the Partnership, you can, by goiting all the participants, make additional contributions. In this case, the value of the statutory capital is changed to the nominal value, which is equivalent to the amount of additional deposits, and the financial warehouse of the nominal part of the skin participant is also increased.

    For this reason, apart from the standard package of documents described above, it is necessary to submit financial documents, which confirm the re-adjustment of the additional funds at the level of 100%, otherwise the contribution is not a penny, then an expert assessment.
    If the statutory capital of the Partnership is increased for the amount of additional costs, but not for all participants, or for the amount of third-party expenses, then not only a penny value of nominal shares will change, but th їх rozmіr. Call, similar changes to produce until the next distribution of the surplus, which is taken into account in the commercial activity of the Partnership. In addition, a similar method can be inserted into the warehouse of the partners of the Partnership by way of inclusion to their warehouse of the third osib. Regardless of the foldability of the option, the warehouse of the package of documents for registering changes in the statutory capital will be the same as in the other option.

    Stage 3. Registration of changes in statutory capital

    The third stage in the course of the process involves registering the change of the statutory capital in the single register of legal entities, so that the status became a legal fact and caused significant consequences. In other words, the entire package of documents must be submitted before the tax inspection.

    Need to increase statutory capital?

    As a rule, such actions, as an increase in statutory capital, undertakings of anger, go through the marriage of common cats, new authorities of licensing and many other reasons.

     
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