Notarize founders’ signatures for registration application
Agency: Notary Public
Each founder must fill out and sign a standard registration application. Signatures on the application must be notarized. There is a stamp duty of RUB 200 per signature for individuals. In addition to the stamp duty, a notary will charge the fee for technical work related to certifying the signatures of individuals in amount of RUB 1,000 in 2019.
Starting from May 5, 2014 this procedure became optional. If the founders are able to attend the Unified State Register and file all the documents in person, the application does not have to be notarized and the registration officer can certify the founder’s signature instead. However, this is possible only in case when all the founders are able to visit the Unified State Register in person, otherwise the signatures on application must be notarized.
Time and cost: 1 day, RUB 200 per signature (stamp duty) + RUB 1,000 (fee for technical work)
Pay registration fee and register with the unified register at the Federal Tax Service on the local level, obtain state registration number and identification number of taxpayer (INN)
Agency: Federal Tax Service
Either the company or the notary on behalf of the company must submit the following documents for registration:
- Resolution of the founders on the establishment of the company (Minutes of the general meeting of founders);
- Charter (2 originals required, one is stamped by the Federal Tax Services and returned to applicants after the registration);
- Notarized Registration Application;
- Receipt of payment of the state registration fee;
- Document Certifying the Physical Address of the New Company (this could be a lease agreement or a letter by the property owner of the leased property, certified with signature and building company’s stamp. If the leasing office space is from an individual owner this document would need notarization.).
It is also required to file a notarized power of attorney, if the documents are filed by any person other than founder.
The tax authorities sometimes implement a number of additional requirements, and failure to comply may lead to the rejection of the application.
At the time of application, the applicant receives a confirmation slip, which specifies the date that the registration will be complete and ready for pick up. Starting from December 29, 2015 the registration term is 3 working days, not including the day of submission of documents and the day of issuance of the registration certificate.
The registration fee for applications submitted in person is RUB 4,000, which can be done through a terminal machine at the offices of the Federal Tax Service, a wire transfer or any other means which would allow the founders to provide an evidence of payment to the Federal Tax Service. If application is submitted online, it is free of charge.
After submitting the application for registration, it is possible to check the readiness of the documents online, including the results of the decision taken (decision about registration,decision about suspension, refusal of registration). In recent times, there have been more cases of suspension of registration in order to verify the information disclosed in the Unified State Register of Legal Entities (EGRUL).
On the day of pick up, the applicant will receive a package of documents, including Abstract of the state registration, abstract of tax registration with a Tax Identification Number (TIN), one of the original company charters (that the applicant submitted) stamped by the government, and proof of business entry in the unified State Register of Legal Entities. Since January 1, 2017, Certificates of state registration of legal entities, which were stamped on the special blanks of the Russian Federal Tax Service, have been cancelled, and the Lists of the record in the Unified State Register of Legal Entities are issued instead. The registration documents can be sent by mail, if an applicant indicated in the application form that he wants the documents to be delivered by mail. Upon the completion of the company’s registration, the Registration Authority shall send the information about the new company to the Federal State Statistics Service and the social funds (Pension Fund and Social Insurance Fund) for the purposes of the company’s registration with these authorities.
The procedure can also be done online https://service.nalog.ru – with electronic signature. However, obtaining online signature is costly and time consuming. In practice, most businesses do not utilize the online services. The online service has been available since 2012. Furthermore, it is possible that the notary submits registration application electronically on behalf of the client. However, in practice, if the registration application is submitted by the notary it takes more time, usually two more days (one day of delay related to online processing of applications at notary office and one day of delay related to delivery of the registration list to the notary in a hard copy). Therefore, most companies prefer to submit application in person.
Time and cost: 7 days, RUB 4,000
Make a company seal
Agency: Seal-making service
On 6 April 2015, the President of the Russian Federation signed Federal Law #82 that eliminates requirement for a company seal. However, in practice, majority of the businesses still obtain a company seal as part of the process of starting a business. Often there are several companies with similar names (there is no official name check when the company is registered), so using the seal with the company’s address and other credentials ensures the correct identification of the company.
If the new company decides to have a seal it must insert the respective provision to its Articles of Association.
A basic company seal typically costs RUB 500. More sophisticated seals can cost RUB 1,000-1,500.
Time and cost: 1 day, RUB 500
Open the company bank account
According to the Central Bank of Russian Federation instruction No. 153-I from May 30, 2014, the following documents are required in order to open a business bank account:
- A list from Unified State Register of Legal Entities;
- Founding documents of the legal entity;
- Certificate of tax registration;
- The license (permit) issued for a legal entity if such licenses (permits) are directly related to the capacity of the legal entity;
- Bank signature card;
- Documents confirming authorities of the persons defined in bank signature card;
- Documents confirming authorities of the sole executive body of the legal entity.
The signature of the entrepreneur must be certified and registered by a bank. There is a special form (provided by the government) that must be completed for this procedure. Entrepreneurs have two options. They can either (a) have the signature form notarized and then it can be brought to the bank when opening the bank account, or (b) they can certify the signature of the entrepreneur at the bank, when opening a bank account.
According to the Federal law No. 52-FZ on Introduction of Amendments to Parts One and Two of the Tax Code of the Russian Federation and Certain Legislative Acts of the Russian Federation, as of May 1, 2014 a company is not obliged to inform the Federal Tax Service on opening, closing or changing details of the company’s bank account.
Time and cost: 2 days; free if done at the bank, RUB 200 (signatures and bank card) + RUR 1,000 (notary fees) approximately if done with the notary