Registration of LLC in Russia
What is crucial for those who plan to develop their own business in Moscow or other cities of the country? It is necessary to register an LLC in Russia, following the rules, laws and regulations established by the relevant authorities.
Before taking the action, let’s address to the “theory”: which documents should be prepared, where should your company go and how to save time on these procedures.
Step 1: Determine how to register LLC in Russia
There are two ways: to register an LLC in Russia independently or to entrust this task to specialized companies.
In the first case, you need to:
- to prepare an application on form R11001;
- to prepare a package of documents and submit them to the Federal Tax Service;
- pay the state fee (4000 rubles and higher).
The advantage of this approach is that you will study the whole process of registration of an LLC in the Russian Federation from the beginning to the end. You will learn what requirements are and what problems you may encounter – from mistakes in documents to the violation of the registration sequence. The disadvange is the duration of the process: everything can last from a couple of weeks to several months.
By choosing the second way, i.e. specialized company support, you will save time on preparing documents and their registration, payment of state fees. However, there is a risk of communication with scammers and disclosure personal data like passport details, as well as other important information.
Before you start cooperation with a specialized company in Moscow or other cities of the country, study the information about it: how many years it is in the market, where it is located, look up for reviews in the web.
As a rule, this information is freely available.
Step 2: Determine the specifics of the business
At this stage of registration of an LLC in Russia it is necessary to clearly identify several important points:
- Name of the company: you need to think the name of the LLC both in Russian and in English. It should be unique. You can check it online in the Unified State Register of Legal Entities. If you have found an LLC with an identical name, it is better to come up with another name;
- Legal address of the LLC: registration of the LLC with the legal address in the Russian Federation takes place in the tax inspection.
There are three ways to get a legal address for a company:
- Rent or purchase an apartment / office / room where you plan to accommodate the staff;
- sign a contract with the postal secretary service for the provision of a legal address in Moscow or another city in the country;
to register the company at the home address of the founder or director of the LLC.
OKVED activity code: when registering a LLC in Russia, it is important to determine what kind of business you will be doing. The activity code is selected from the OKVED classifier. It is freely available;
Authorized capital: before you register an LLC with the legal address of the Russian Federation, you need to determine what authorized capital your company will have. This is the amount that is deposited into the current bank account of the business structure. The minimum is 10,000 rubles. You can either deposit money or leave the property as collateral. This can be done before or after you submit the documents for registration of the LLC or within four months;
- Preparation of documents for opening an LLC. You should have it in your hands: 1) the decision of the sole founder of the company or the minutes of the meeting of founders of the LLC (in writing); 2) the approved Articles of Association of the LLC; 3) the agreement on the establishment (this paragraph is relevant if there are two or more founders ).
You can prepare these documents for registration of an LLC in Russia both independently, using online services and with the support of our company. We will make sure that all the documents are correct.
Step 3: Fill in the application form P11001
This is one of the main documents submitted to the Federal Tax Service Inspectorate for registration of LLC in the Russian Federation.
The signature of the Applicant is put in the presence of a tax inspector or a notary (if the registration of an LLC in the Russian Federation takes place by agreement).
Step 4: Pay the state fee
One of the most important questions for an entrepreneur is how much it costs to register an LLC with a legal address in Russia.
Now it is equated to the minimum amount of fee established by the state – 4 000 rubles. To make a deposit, you need to fill out a receipt manually and transfer the money to the account of the registration authority.
Step 5: Define the tax regime
The main purpose of LLC registration in Russia is to increase income. One of the factors that influence the profit is the correct choice of the tax system.
You have several options:
- single tax on imputed income;
- single agricultural tax.
The choice of tax system depends on the type of activity, number of hired employees of the company, projected annual income and other factors. So they should be carefully considered before they are registered.
Step 6: Collect the required package of documents and submit it to the relevant authority
List of documents required for registration of LLC in Russia:
- application filled in according to form P11001;
- decision of the founder or minutes of the meeting of founders of the company;
- Articles of Association of the LLC;
- receipt for payment of state fee;
- documents that confirm the existence of a legal address;
- Notification of the choice of a specific taxation system.
How long does it take to register an LLC in Russia?
Officially – 3 days. If the company registration is successful, you will get:
- a form sheet No. Р50007 of the Unified State Register of Legal Entities according;
- certificate of registration with the tax authority;
- Articles of Association with a note of the registration authority.
If you are interested in registering a company in Moscow within 3-7 days, please contact us. You will receive full information about the this procedure, assistance in the preparing of registration of documents in the relevant authorities.
A Russian advertising agency whose client is a leading Moscow airport and a Hong Kong company specializing in lighting technology and other installations, decided to create an LLC with the aim of joint cooperation and provision of comprehensive services to clients. At the same time, the company from Hong Kong decided to contribute to the authorized capital in the form of intellectual property, namely, a unique technology in the field of lighting.
- Lawyers negotiated with representatives of both parties and agreed on the basic conditions;
- Prepared incorporation documents, including a corporate agreement at the request of the client;
- Accompanied the process of property valuation for the contribution to the authorized capital of the future LLC;
- Communicated with tax authorities and non-budgetary funds;
The executives of a large Russian magazine decided to conduct reorganization in the form of transforming a private JSC into an LLC. In the original structure, the general meeting of shareholders consisted of 20 shareholders. Accordingly, it was necessary to carry out reorganization at a high level and consider the rights of all shareholders.
- Lawyers prepared a roadmap for reorganization, held negotiations with shareholders, agreed on all the conditions for creating a new LLC;
- Prepared the incorporation documents and application forms required for filing with the Federal Tax Service;
- Communicated with the register of shareholders, tax authorities and extra-budgetary funds.
A large foreign company incorporated in Germany and represented on the territory of the Russian Federation by affiliated legal entities whose main scope of activity is the research, production and sales of innovative plants in the field of agricultural production, has reached out to VALEN Group lawyers to provide assistance and full range of services in the matter of legal, from migration legislation standpoint, employment of a foreign citizen accepted as CEO of a Russian legal entity.
The case was sophisticated by the fact that the above foreign citizen acted as the General Director of two Russian companies being part of the German holding company operating in different regions of Russia.
VALEN Group lawyers:
- collected and prepared the entire package of necessary documents for permits obtaining in the migration authorities;
- submitted documents to the relevant structural divisions located in different regions of Russia;
- provided support for the client to the state body when receiving documents.
As a result of the work done, a foreign citizen has successfully obtained documents that allow him to freely carry out work in the Russian Federation on legal grounds.
A foreign company interested in expanding the scope of its commercial activities decided to enter the Russian market, and therefore applied to VALEN Group for assistance in setting up a limited liability company.
In addition to establishing a legal entity on the territory of the Russian Federation, it was necessary to provide the client with assistance in the subsequent employment of a foreign citizen as General Director of the established company in strict accordance with the rules of Russian employment and migration legislation, as well as to afterwards change the sole executive body of the LLC to a management company.
Besides, as soon as the Russian company was incorporated, the client expressed a desire to enter into a transaction for the purchase and sale of shares in the authorized capital of the established LLC, at that the buyers of the shares were 2 foreign citizens. Thus, the number of LLC members increased to 3.
VALEN Group lawyers:
- successfully registered a limited liability company;
- collected and submitted the entire package of documents for obtaining permits necessary for legal employment;
- prepared all the necessary documents for the change of the sole executive body to the management company;
provided full assistance in concluding the purchase and sale of shares.
An international travel platform from Sweden, which was interested in expanding the scope of its commercial activities, has decided to enter the Russian market, and therefore has applied to VALEN Group for assistance in registering a limited liability company.
The case was sophisticated by the fact that the beneficiaries of the company planned to form a limited liability company with two foreign directors acting jointly, three members of the Board of directors, all of whom are foreign citizens.
VALEN Group lawyers:
- have prepared the constituent documents and the forms required for filing with the Federal Tax Service;
- provided support for the client in the state body.
A foreign company, which is a leader among manufacturers of components for commercial refrigeration equipment in the CIS countries, applied to VALEN Group with a request for accreditation of a representative office of this company, incorporated under the legislation of a foreign state, in order to legally carry out business activities on the territory of the Russian Federation.
The complexity of the entire accreditation process was due to the fact that the founders of the foreign company were persons who were not residents of the country of company’s incorporation, as well as due to significant restrictive measures taken in connection with the spread of coronavirus infection which have significantly complicated the entire process.
VALEN Group lawyers:
- prepared a comprehensive set of documents for the accreditation of the representative office in accordance with the requirements of the current legislation;
- submitted a set of necessary documents to the authorized state executive authority;
- received a document confirming the accreditation of the representative office, as well as all the necessary documents from the extra-budgetary funds of the Russian Federation;
- performed actions to open a current account of the representative office in a Russian bank.
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Law degree in the Russian Federation
Studied at the University of Passau, Germany
Foreign Languages: English, German
Since 2007 a lawyer in Beiten Burkhardt lawfirm
Since 2012 founder and managing partner at VALENOur specialists
Foreign Languages: Croatian, English
5+ years as a head of Accounting and Finance in European Companies
2+ years as a SAP consultant for companies in Germany (Munich) and UAE (Dubai)
Partner at VALENOur specialists
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