Which sheets to fill out in form p13001 - how to fill them out. Sample filling P13001: increasing the authorized capital

Authorized capital is the organization's assets in cash and property, which the founders contribute after registering the LLC. The minimum authorized capital of an LLC is generally 10,000 rubles. At the stage of creating a company, the founders are often limited to this amount, but later there may be a need to increase the authorized capital of the LLC.

If this need is dictated by the fact that money is required for business development, you can avoid making changes to the Unified State Register of Legal Entities by issuing a loan to the LLC. We discussed this option in more detail in the article about.

It will be necessary to increase the authorized capital in the following situations:

• the company includes a participant who contributes to the authorized capital;
• the organization changes its direction of activity to one for which the authorized capital is provided;
• the charter is brought into compliance with Federal Law No. 312 of December 31, 2008 (for those organizations whose authorized capital at establishment was less than 10,000 rubles);
• a company participant wants to increase the size of his share in the management company;
• increasing the authorized capital is a requirement of potential investors or creditors of the company, because this guarantees their interests.

The authorized capital of an LLC can be increased at the expense of the property of the company itself, i.e. accumulated net assets, or additional contributions of participants and third parties. In this article we will look in detail at the procedure for increasing the authorized capital of an LLC.

Please note: an increase in the authorized capital of an LLC is allowed only if the contributions declared upon formation of the company were fully made by the current participants.

Increasing the authorized capital due to a new participant

First of all, you need to make sure that the charter of the LLC does not contain a prohibition on increasing the authorized capital through contributions from third parties. If there is no such prohibition, then the first step that a new participant must take is to write a free-form application addressed to the general director of the LLC with a request to accept him into the company. The application, in addition to the usual identification data of an individual or legal entity, indicates the amount of the contribution, the procedure and deadline for its payment, and the desired share in the authorized capital.

After receiving an application from a potential LLC participant, a meeting of participants is convened, the agenda of which should include the following issues:

• accepting a new participant into the LLC and increasing the authorized capital due to his contribution;
• the size and nominal value of the new participant’s share;
• changing the size of shares of LLC participants;
• new edition of the charter of the LLC in connection with the increase in the authorized capital.

In the minutes of the general meeting, the first three questions require the unanimous opinion of the participants, and to adopt a new version of the charter, two-thirds of the votes are sufficient, unless a larger threshold is specified in the charter. The sole participant formalizes the entry of a new participant and the increase in the authorized capital by his decision.

The new participant must make a contribution to the authorized capital within the period specified in the application, but no later than six months after the adoption of the relevant decision by the general meeting or the sole participant.

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Increasing the authorized capital at the expense of LLC property

The source of increasing the authorized capital in this case is the property of the organization itself. In this case, there is no redistribution of participants' shares, but their nominal value increases. Of course, in this case, the authorized capital cannot be increased by an amount greater than the value of the LLC’s property, namely the value of its net assets plus the reserve fund. Net assets mean the book value of the LLC's property reduced by the amount of its liabilities.

To make a decision to increase the capital at the expense of the company’s property, two-thirds of the votes of the participants are sufficient, unless the charter provides for a larger number. Such a decision can only be made on the basis of the financial statements for the previous year.

Step-by-step instructions for increasing the authorized capital of an LLC in 2018

So, we have found out how and in what cases the authorized capital of a company can be increased, now we will figure out exactly how the registration procedure takes place, and what the participants and the director of the LLC must do.

Step 1. Make a decision of the general meeting or the sole participant to increase the authorized capital, change the charter and enter a new participant (if the increase occurs due to the contribution of a third party). If the authorized capital is increased due to additional contributions from all participants, then another decision will be required - to approve the results of the contribution to the authorized capital.

Step 2. Prepare a new edition of the charter or an amendment to it, which will reflect the new amount of the authorized capital.

Step. 3 Pay the state fee for amending the charter (800 rubles).

Step 4. Prepare documents confirming the payment of an additional contribution or the contribution of a new participant: cash receipt order, receipt, payment order. When increasing the capital of the property, it is also necessary to obtain its assessment by an independent appraiser and draw up an act of acceptance of the property on the balance sheet of the company.

Step 5. Within a month after making contributions to the management company, you must submit documents to the Federal Tax Service to register an increase in the authorized capital and changes to the charter:

• a notarized statement in the form;
• minutes of the general meeting of participants or the decision of the sole participant, certified by a notary;
• a new edition of the charter or a separate document on amendments to the charter (two copies);
• receipt of payment of state duty;
• documents confirming the contribution to the authorized capital.

Step 6. After 5 working days, contact the tax office again to receive an entry sheet in the Unified State Register of Legal Entities and a copy of the new charter (changes to the charter), certified by the tax office.

P13001: increasing the authorized capital
We continue the series of articles about filling out applications for all occasions. This time we will look at filling out form P13001 to increase the authorized capital through additional contributions from participants.

As usual, let's start with the input data.
A common investment practice in Russia is the acquisition of shares in the authorized capital of a company in which investors invest. Moreover, in addition to investments at the start, young projects often need significant investments in the process of their activities. Naturally, investors are interested in guarantees, and one form of guarantee of invested funds is an increase in the investor’s share in the authorized capital.
Of course, the situation may vary. Often, the main partner of a company wants to consolidate its leadership position in the company and increases the size of its share in the authorized capital.
For these and many similar situations, it is necessary to register changes in the constituent documents of the company, and we will find out what and how exactly. The central issue for us will be filling out form P13001.

Our LLC has an authorized capital of 10,000 rubles, which is divided into shares of two participants, 50% each. One of the partners is also the General Director.
As I have written more than once, the easiest way is to fill out an application in the program from the Federal Tax Service, but if you don’t have the time and desire to understand this convenient product, the application can also be filled out in Excel.
The rules for filling out the form in Excel (the Federal Tax Service program will do everything itself) are described; they are the same for all types of applications.
Let's start filling it out.

1. Simple rules: everything is written in capital letters, pages are numbered consecutively, and cells that are not filled in are left empty. Each character has a separate cell, including space.
On the first page we indicate the full name of the organization, its OGRN and TIN.

2. On the second page we actually reflect the changes being made.
In paragraph 1 statements we indicate “1”, since an LLC has only an authorized capital. In paragraph 2 We indicate “1” again, since we are registering an increase in the authorized capital. In paragraph 3 We indicate the final amount of the authorized capital after the increase. For us it is 13,000 rubles.

3. The next four pages are dedicated to our members. Although only one of the participants, Leonid Sergeevich Lopatkin, made an additional contribution to the authorized capital, the ratio of shares will change for both participants, and we need to reflect this. Since we only change the size and ratio of shares among participants, we do not fill out the remaining sections.
In paragraph 1 indicate the reason for entering the information - “3” - making changes.
In paragraph 2 We indicate the information in accordance with the previously entered information, as indicated in the Unified State Register of Legal Entities - full name and tax identification number (if available). Since we are not introducing anything new, we will leave the remaining sections on this page empty.

4. On this page we must indicate exactly how the shares of our participants have changed. Lopatkin L.S. made an additional contribution of 3,000 rubles to the authorized capital, so the nominal size of his share increased from 5,000 to 8,000 thousand rubles. Lopatkin L.S. shares in the new authorized capital of 13,000. 8,000 rubles will be (rounded to hundredths, although no one forbids leaving more decimal places) 61.54%.
We indicate the nominal value of the share in paragraph 4.1., and the percentage expression is in paragraph 4.2.1. It must be remembered that, unlike other values, numeric values ​​are aligned to the right rather than to the left, as usual.

5. Fill out two similar pages for the second participant. Everything is the same, just different names.

6. Although the nominal value of the second participant - Lavrenty Georgievich Krikunov - remained the same, the ratio of the share to the share of Lopatkin L.S. has changed. IN clause 4.1. indicate the size of the share - 5,000 rubles, and in paragraph 4.2.1.- new percentage expression.

7. The following are three pages dedicated to the applicant. There is nothing new or complicated here; you need to carefully fill out the information for the applicant, who for us is the General Director of the LLC. The data is filled in completely - both full name and passport details.

8. Filling out contact information is at your discretion - in some regions this does not cause comments from the Federal Tax Service, in some regions it may lead to refusal.

9. On this page you must select a method for receiving documents. The most universal one - “2” - will allow you to receive documents both personally and through a representative.

In addition to the application to the Federal Tax Service, you will need to submit:
- 2 originals of amendments to the charter or 2 new edition of the charter with a new amount of authorized capital;
- application of the participant to make an additional contribution to the authorized capital;
- minutes of the general meeting of participants, at which decisions are made to increase the authorized capital, change the ratio of shares and adopt amendments to the charter or new editions of the charter;
- confirmation of making an additional contribution. Options are possible here, since an additional contribution (subject to the provisions of the charter) can be made in various forms - money, property, rights;
- receipt of payment of state duty.
In the attachment to the post you will find an Excel form with data as in the example, as well as a file generated in the Federal Tax Service program.

form 13001 new sample filling 2015

After its initial registration, a legal entity is obliged to report to the tax office about the information that is indicated in the Unified State Register of Legal Entities. For this, there are two application forms: P13001 and P14001. The forms were approved by Order of the Federal Tax Service dated January 25, 2012 No. ММВ-7-6/25@ and remain relevant for 2018.

Form P13001 is filled out if new registration information entails changes in the Charter, and the form is submitted if no changes have been made to the Charter.

For example, an organization decided to engage in a new activity, but in the application for registering an LLC, the corresponding activities were not indicated. If the Charter contains a similar phrase “The company may carry out other types of activities not prohibited by law,” then adding new codes does not require changing the Charter. This means that in this case, changes in registration information must be reported using form P14001.

If the Charter specifies a limited list of types of activities of the company, without indicating the possibility of other legal activities, then the addition of new codes changes the Charter, so this must be reported using form P13001.

In what cases is form P13001 filled out?

Here is a list of situations in which form P13001 is filled out:

• change of legal address;
• changing OKVED codes if this makes changes to the charter;
• bringing the LLC charter into compliance with Federal Law No. 312 (for those organizations that have not yet undergone re-registration after this law came into force in 2009);
• change of authorized capital;
• other changes to the Charter (for example, permission for a participant to leave the company or a change in the procedure for purchasing a share under the preemptive right).

How to fill out form P13001?

Form P13001 is quite voluminous, it has 23 pages, it consists of a title page and several sheets of appendices (from “A” to “M”). All pages of form P13001 do not need to be filled out, but only those that indicate the changed information. Continuous numbering is included in the form, i.e. The first page will be the title page, and then only completed pages will be numbered. There is no need to turn in blank pages.

Below we provide the current form of form P13001 and examples of how to fill it out in different situations. The applicant for form P13001 must be the head of a legal entity or management company. Since all registration forms are approved by one document, the requirements for filling out the P13001 form are the same as for the form.

Change of LLC name. The title page indicates the current name of the LLC, and sheet “A” indicates the new name in full and abbreviated spelling. In addition, sheets “M” are filled out for the applicant.

Change of legal address. Please note that since 2014, the location of an LLC can only be indicated in the form of a locality (municipal entity). If your charter states, for example, the city of Nizhny Novgorod, without specifying the street, and you change the address within the city, then changes will not be made to the Charter. In this case, the change of address must be reported using form P14001.

If you change your locality or your Charter included a full address, with street and house number, then report this using form P13001. You must fill out the title page, sheet “B” indicating the new address and sheets “M”.

Changing OKVED codes. We repeat the above example - if the Charter contains a similar phrase: “The company may carry out other types of activities not prohibited by law,” then the addition of new OKVED codes is drawn up in the form P14001.

If the Charter specifies only certain specific types of activities, for example, trading and transportation, and you want to engage in production, you will have to make changes to the Charter. In this case, an application is drawn up in form P13001.

In form P13001, fill out the title page, sheets “L” and “M”. In sheets “L” there is page 1 and page 2. In sheet “L” page 1 enter new codes that need to be entered into the Unified State Register of Legal Entities, and in sheet “L” page 2 - those codes that you want to exclude.

When changing the main OKVED code, enter the new code on sheet “L” page 1, and the old code on sheet “L” page 2. When entering additional codes, fill out only sheet “L”, page 1; when excluding codes, accordingly, fill out sheet “L”, page 2.

If one page is not enough to indicate (or exclude) all OKVED codes, then you can fill in additional ones.

Creation of a branch or representative office. There are also nuances here - if you are reporting the creation of a branch or representative office along with other changes to the Charter, then fill out form P13001 (title page, sheet “K” and sheets “M”). If you only need to report the creation of a branch or representative office, without other changes to the Charter, then fill out a special form P13002; in this case, the state duty is not paid.

Bringing the charter of the LLC into compliance with Federal Law No. 312.Law No. 312 of December 30, 2008 obligated all LLCs created before July 1, 2009 to undergo the procedure of re-registration of the Charter. The deadline for such re-registration is set as the moment when it becomes necessary to change the information included in the Charter.

There are still organizations for which such a need has not arisen over the years. Their Charters, which have not been re-registered, have legal force, but only to the extent that does not contradict the law. Sooner or later, you will still have to undergo re-registration, and this must be declared on form P13001.

The peculiarity of filling out the title page in this case is to tick the box in paragraph 2. In addition to the title page, only information about the applicant in sheets “M” is filled out.

Changes in authorized capital. If or occurs, then fill out sheet “B” and data about the participants in sheets “D”, “D”, “E”, “G”, “Z” according to the type of participant:

• Russian organization;
• foreign organization;
• individual;
• subject of the Russian Federation or municipality;
• government body or local government body.

Sheet “I” is filled out in the event of a decrease in the authorized capital due to the redemption of a share owned by the company.

Please note: before submitting an application on form P13001 when reducing the authorized capital, you must inform your tax office about this on form P14002 and publish the notice twice in the State Registration Bulletin. The dates of both publications are indicated on Sheet “B”.

Other changes to the Charter. For other changes to the Charter, only the title page and sheets “M” are filled out.

If you need to report several changes to the Charter at once (for example, OKVED codes and legal address), then you can fill out all the relevant sheets in the application on form P13001. The state duty in this case is paid in the same amount - 800 rubles.

Procedure for submitting an application in form P13001

In addition to the application itself in form P13001, the package of documents for registering changes to the Charter includes:

• The Charter in the new edition or amendments to it (two copies);
• minutes of the general meeting of participants or the decision of the sole participant to change registration information;
• a receipt for payment of a fee in the amount of 800 rubles (not paid if you are only bringing the charter into compliance).

Additionally, in the event that a change of legal address of an LLC is made, the tax inspectorate may request documents confirming the right to use the premises (lease agreement, letter of guarantee from the owner or a copy of the certificate of ownership), although these documents are not in the mandatory list of Article 17 of the Law “On State Registration” "

The receipt for the state duty indicates the applicant’s data; you can fill out the receipt through the service on the Federal Tax Service website.

The authenticity of the applicant's signature on Form P13001 must be must be notarized. The notary mark is affixed on page 3 of sheet “M”.

And finally, about the deadlines for submitting documents on amendments to the Charter to the tax office. Article 5 of the Law “On State Registration” establishes a period of three working days for reporting changes to the Unified State Register of Legal Entities only for information that is not related to changes in the Charter. Formally, there is no deadline for submitting information on form P13001, but in practice the deadline of three working days is observed for it as well.

The operation to increase the authorized capital of an LLC is used for different purposes. Someone invests funds or property in a business, someone solves the issue of accounts payable in this way, and for others it is a way of transferring funds to the company. In any case, the procedure for registering these changes in the Unified State Register of Legal Entities is the same.

There is a slight difference between the increase at the expense of existing participants and at the expense of third parties (respectively, paragraphs 1 and 2 of Article 19 of the Federal Law of 02/08/1998 No. 14-FZ “On Limited Liability Companies”, hereinafter referred to as 14-FZ). Namely, when increasing the shareholders, a decision of the general meeting is required to recognize the increase in the authorized capital as valid.

The charter of your LLC must allow an increase in the authorized capital of the company at the expense of contributions from third parties. Otherwise, make the necessary changes to it.



To prepare application P13001 to increase the authorized capital of an LLC through contributions from third parties, we will need:

1. OGRN and TIN of the Company;

2. A document indicating the size of the authorized capital and the size of the shares of the LLC participants (extract from the Unified State Register of Legal Entities);

3. Passport details of the manager (general director of the LLC);

4. Personal INN of the manager, if available ();

5. Passport data of third parties who are members of the LLC (OGRN, INN if it is a legal entity);

6. Personal INNs of participants and third parties, if available ().

To increase the authorized capital of an LLC through contributions from third parties, we will need to submit the following documents to the tax authority:

1. Notarized application in form P13001;

2. Application for admission to the LLC, with a receipt mark, signature and seal of the general. director. If there are several persons accepted - from each;

3. Decision/minutes on admitting a new participant to the LLC, determining the size and value of shares, and approving the new version of the charter;

4. A certificate issued by a notary after certifying that the decision was made;

5. If participants were also involved in the increase in the authorized capital, then the second decision/protocol recognizing the increase as valid;

6. The charter of the LLC in the new edition or a sheet of amendments to the charter in two copies;

7. Documents confirming 100% payment for the shares of third parties who are members of the LLC. These may be receipts, payment orders, or cash receipts;

8. Receipt for payment of the state duty for amending the charter of the LLC (800 rubles);

9. Report of an independent appraiser, if contributions were not made in cash.

When increasing the authorized capital of an LLC, in addition to the documents presented above, the notary will require:

1. Extract from the Unified State Register of Legal Entities (fresh);

2. The current version of the charter of the LLC;

3. OGRN certificate;

4. TIN certificate;

5. Decision (minutes) on the appointment of a manager (general director of the LLC).



Attention!

As a rule, the originals of the above documents are more than enough. You can clarify the list of documents required to increase the authorized capital of an LLC directly from your notary.

1. A person (individual or legal entity) wishing to make an investment in a business must express his desire to do so in an application form. An example application text would look like this:

General Director of LLC "_____________________" Full name From gr. RF (LLC "______"; USA) , full name (name, name) Passport details / OGRN, INN, address APPLICATION Please accept me as a member of LLC “_______________”. I undertake to make a contribution to the authorized capital in the amount of ________ rubles by “___” _______20 __ year (the maximum period is determined by the charter, but not more than 6 months from the moment the decision is made by the meeting of participants). I want to have a share in the authorized capital of ___% (either simple or decimal), with a nominal value of ____ rubles. Signature date Received by the Company “__” ______20__, General Director: ___________/full name/



2. Since information on the size of the authorized capital must necessarily be contained in the charter of the LLC (paragraph 5, clause 2, article 12 of the 14-FZ), we are preparing the charter of the LLC in a new edition, or a sheet of amendments to it. In our opinion, it is better to accept the new edition so as not to produce unnecessary papers in order to avoid their loss or rendering unusable. We print out the charter in two copies, both are submitted to the tax office, you will receive one of them with the tax office stamp after registration.

3. Amendments to the charter, in turn, will entail the convening of an extraordinary general meeting of participants. The issue of admitting a new participant to the company is also subject to resolution at the meeting (clause 2 of Article 19 of the 14-FZ). We are preparing a protocol on increasing the authorized capital of the LLC.

The following issues are on the agenda:

1. On the election of the Chairman and Secretary of the meeting (prescribes the mandatory presence of them). The decision is made by a majority vote of the participants present (paragraph 3, paragraph 8, article 37 of the 14-FZ).

2. On the admission of a new participant to the company based on his application. The decision is made unanimously.

3. On increasing the authorized capital due to his contribution. The decision is also made unanimously.

4. On determining the size of the share of the new participant and its nominal value, as well as on changing the size of the shares of other participants (if they did not contribute anything to maintain the size of the shares). This decision must also be made unanimously.

5. On approval of the new edition of the company’s charter in connection with the increase in the authorized capital. Here the number of votes must be at least two-thirds, unless the charter specifies a larger threshold (clause 8 of Article 37 of the 14-FZ).

6. Sometimes the clause “to instruct the General Director of the Company to register the specified changes in the Unified State Register of Legal Entities” is also added, but this issue does not fall within the competence of the meeting, unless it is not provided for by the charter (clause 13, clause 2, article 33 of the 14-FZ). Here the decision is also determined by a simple majority.

If your LLC has only one participant, he makes decisions on issues 2-6 from the above list, and draws up a document called “single participant decision.”

4. A person admitted to the company pays his contribution to the authorized capital. The payment deadline is no later than what was indicated in the application. This period is determined by the charter of the LLC, and cannot exceed 6 months from the moment the participants make a decision to admit a third party to the company (paragraph 5, paragraph 2, article 19 of the 14-FZ).

If deposits are made not in money, but, for example, in property - in accordance with clause 2 of Art. 66.2 of the Civil Code of the Russian Federation, in this case, a mandatory independent assessment of the property is required. Request the appraiser's report in two copies, one for the tax office, the other for the society.

Sometimes the registration authority requires another decision in the situation under consideration - to recognize the increase in the authorized capital as valid. This does not comply with Art. 19 14-FZ, such a decision is provided only when the authorized capital is increased by existing participants. However, if, along with a third party, contributions to the authorized capital were also made by the participants, then another meeting will have to be convened, no later than one month after full payment of the contributions.

At this meeting, the agenda includes the issue of recognizing the increase in the authorized capital as having taken place, and about introducing amendments to the company’s charter in connection with the increase in the authorized capital (paragraph 3, paragraph 1, article 19). Since we have a mixed case here, the following formulation can be used:

"1. Recognize the increase in the authorized capital of the company at the expense of its participants and third parties as valid. Determine the size and nominal value of the shares in the following form:
(write in the table for each participant, both new and old)

2. Register in the Unified State Register of Legal Entities changes in the company’s charter in connection with the changes that have taken place.”

It is necessary to register the changes made within a month from the date of the decision to recognize the increase as valid, or within a month from the moment of full payment of deposits, if they were made only by third parties.

5. We fill out the application form P13001 to increase the authorized capital of the LLC through the contribution of third parties:

Download the current application form for state registration of changes made to the constituent documents of a legal entity - download form P13001 in Excel format and fill it out. A sample increase in the authorized capital of LLC 2019 in form P13001 with explanations will help you with this. To view the sample and then print out the generated state duty, you will need a free program for reading PDF files, the latest version of which can be downloaded from the official website Adobe Reader.

In the presented example of filling out form P13001, the authorized capital of the LLC is increased from 10,000 to 20,000 rubles. at the expense of contributions from third parties (REGINFO LLC - 5,000 rubles and Ivanov I.I. - 5,000 rubles) accepted by the LLC.

Attention!

If you fill out the application form manually, fill it out using a pen with black ink in capital block letters. Filing using the software must be in capital letters in 18-point Courier New font;

Originals or copies of the Taxpayer Identification Number (TIN) are not required when submitting documents for state registration of increasing the charter capital of an LLC. However, if you have a TIN, it is mandatory to indicate them in the application; incorrect indication or their absence may result in refusal of registration! If the participant or manager did not receive a TIN, leave the TIN field empty. To find out the availability and TIN number based on passport data, use the Federal Tax Service -;

Addresses in the application form are indicated in accordance with FIAS and the requirements for reducing address objects;



Double-sided printing of documents submitted to the registration authority is prohibited;

Blank sheets, as well as completely blank pages of multi-page sheets of the application form, are not numbered, not printed, and are not included in the application submitted to the registration authority;

Before submitting for state registration, in the corresponding line of sheet M of application P13001, the applicant (general director of the LLC) puts his signature, the authenticity of which must be certified by a notary. Fields Full name and the applicant’s signature must be completed by hand using a pen with black ink and only in the presence of a notary. The application in form P13001 is completed by a notary;

From May 5, 2014, if an application is submitted by an authorized person, a notarized power of attorney is required (Federal Law N 129-FZ, Chapter III, Article 9, Clause 1, second paragraph);

The applicant when registering changes in form P13001 is always the head of the permanent executive body (director or management company).

Information required when filling out form P13001:

6. At the moment, it is not necessary to flash documents when submitting for state registration (Letter of the Federal Tax Service dated September 25, 2013 N SA-3-14/3512@). The charter, as well as the protocol, if it contains more than one page, are fastened with a stapler or simple paper clips. The application in form P13001 is completed by a notary.

7. We will help you in generating a receipt for payment of the state duty; we print it and pay (800 rubles) without commission at any bank. Payment is made by the manager (general director of the LLC). We attach the paid receipt to the top edge of the first sheet of application P13001.



8. The director of the LLC goes to the notary to certify his signature on the application P13001, taking with him his passport and the necessary package of LLC documents, which was mentioned above. The presence of LLC participants at the notary when certifying the application form P13001 and submitting documents to the tax office is not required.

Attention!

From January 1, 2016, a new obligation appeared - the fact of making a decision at the meeting of participants to increase the authorized capital, and the composition of the participants present at the meeting are subject to mandatory notarization. There is a conflict with Art. 67.1 of the Civil Code of the Russian Federation, which provides for other methods of confirming the decision (signing by all participants, signing only by the Chairman and Secretary of the meeting, audio-video recording, other methods). However, the legislator is in no hurry to implement this incident; moreover, at the moment (03/17/2016) there is a controversial situation regarding the certification of the fact that such a decision was made by the only participant. The Federal Tax Service in letter No. GD-3-14/743@ dated 02/24/16 directly indicated that the decision of the sole participant also needs to be certified, which contradicts paragraph 3 of Art. 17 14-FZ, where only the decision of the meeting is directly indicated. In any case, it is better to check with the registration authority where you are going to submit documents about whether such a certificate is mandatory for them.

After certifying the decision, the notary issues a certificate indicating the composition of the meeting, the agenda, and the decisions made. It is better to ask the notary for two copies, one for the registration authority, one for the society.

9. Next, the director of the LLC goes to the tax office, taking his passport with him, and submits application P13001, certified by a notary - 1 piece, applications for entry from new participants - 1 piece each, a decision (protocol) on increasing the authorized capital of the LLC - 1 piece, a certificate issued by a notary after certifying the fact of making a decision (if necessary) - 1 pc., documents confirming 100% payment of shares of new participants - 1 pc., LLC charter or a sheet of amendments to it - 2 pcs., paid receipt of state duty - 1 pc. to the inspector at the registration window, after which he receives, with the inspector’s mark, a receipt for receipt of the documents submitted by the applicant to the registration authority.

You can track the state of readiness of documents using the service “Information about legal entities and individual entrepreneurs in respect of which documents for state registration have been submitted.”

10. A week later (5 working days), the director of the LLC goes with a passport and a receipt to the tax office and receives a record sheet of the Unified State Register of Legal Entities (USRLE record sheet), indicating an increase in the authorized capital of the LLC and a new edition of the charter of the LLC with the seal of the tax office.

Attention!



Prepare a set of documents to increase the authorized capital according to form P13001 online

Do you want to make changes in connection with an increase in the authorized capital of the LLC, but you don’t want to understand the intricacies of filling out form P13001 and are afraid of being refused? Use the online document preparation service, which will help you prepare documents for registration of changes without errors! Our lawyers will check the prepared documents and provide the necessary advice and answers to any question.

Leave your comments and suggestions for improving this article in the comments. Article views

In this article we will look at options for using form P13001 to make changes to the constituent documents of a legal entity using the example of a limited liability company, namely:



Before filling out form P13001, you need to know several important points:

1. You can combine several changes in one form P13001 by filling out the appropriate application sheets (for example, change of name + change of address + increase in the authorized capital).

2. In situations where the Unified State Register of Legal Entities contains an error, and all the data in the constituent documents is correct, form P14001 is filled out in connection with the correction of errors made in a previously submitted application, where the state registration number of the previously submitted application containing errors is indicated and the necessary corrections are made.

3. Changes in information about LLC participants in form P13001 are permissible only when increasing or decreasing the authorized capital to reflect the distribution of shares between participants; in other cases, form P14001 is submitted.

4. The applicant when registering changes in form P13001 is always the head of the permanent executive body (director or management company).

5. Before submitting for state registration, the applicant puts his signature in the corresponding line of sheet M of application P13001, the authenticity of which must be certified by a notary. Application P13001 is completed by a notary.

6. Now, from May 5, 2014, if an application is submitted by an authorized person, a notarized power of attorney is required (Federal Law No. 129-FZ, Chapter III, Article 9, Clause 1, second paragraph).

7. The payer of the state fee for registration of changes made to the charter must be the applicant. We will help you in generating a receipt for payment of the state duty; we print it and pay (800 rubles) without commission at any bank. We attach the paid receipt to the top edge of the first sheet of application P13001 with a simple paperclip or stapler (from March 11, 2014, failure to provide a document confirming payment of the state fee is not grounds for refusal of registration).

8. If you fill out the application form manually, fill it out using a pen with black ink in capital block letters. Submissions using the software must be in capital letters, 18-point Courier New font.

9. Double-sided printing of documents submitted to the registration authority is prohibited.

10. You can track the state of readiness of documents using the service “Information about legal entities and individual entrepreneurs in respect of which documents for state registration have been submitted.”

Attention! To further print out the generated state duty and view samples of filling out form P13001, you will need a free program for reading PDF files, the latest version of which can be downloaded from the official website Adobe Reader. 

Information required when filling out form P13001:

Based on the results of registering changes in form P13001, you will receive:

LLC Charter;

Unified State Register of Legal Entities.

A change of the name of the organization (change of the name of the LLC) is carried out using Form P13001, the new name is indicated on Sheet A of the application. When submitting changes to the tax office for state registration with form P13001, certified by a notary, two copies of the charter with the new name of the LLC, a paid receipt of the state duty on amendments to the constituent documents of the LLC and a decision (protocol) on changing the name of the LLC are submitted.

The LLC's address is changed using form P13001; the new address is indicated on Sheet B of the application. When submitting for state registration of changes to the tax office with form P13001, certified by a notary, two copies of the charter with the new address of the LLC, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (protocol) on changing the location of the LLC, documents for the new legal address ( copy of the certificate of ownership, copy of the lease agreement).

The increase in the authorized capital of the company is carried out according to form P13001, information on the amount of the authorized capital is indicated on Sheet B of the application. It is also permissible to make changes to the information about the participants of the LLC in form P13001 to reflect the distribution of shares between participants, bypassing form P14001, but only if the authorized capital is increased or decreased. In this case, a separate appropriate application sheet is filled out for each participant. When submitting changes to the tax office for state registration with form P13001, certified by a notary, two copies of the charter with an increased size of the capital capital, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (protocol) on increasing the capital capital of the LLC, applications for entry from new participants ( if available), statements of additional contributions from participants (if available).

In the example of filling out form P13001 presented below, the authorized capital of NEW FORMS LLC is increased from 10,000 to 20,000 rubles. at the expense of contributions from third parties (REGINFO LLC - 5,000 rubles and Ivanov I.I. - 5,000 rubles) accepted by the LLC.

Form P13001 is used when reducing the authorized capital of an LLC; information on the amount of authorized capital is indicated on Sheet B of the application. Sheet I of the application is filled out in the event of a decrease in the authorized capital of a limited liability company due to the repayment of the share owned by the company. It is also permissible to make changes to the information about the participants of the LLC in form P13001 to reflect the distribution of shares between participants, bypassing form P14001, but only if the authorized capital is increased or decreased. In this case, a separate appropriate application sheet is filled out for each participant. When submitting changes to the tax office for state registration with form P13001 certified by a notary, the following are submitted:

Two copies of the charter with a reduced size of the charter capital;
- paid receipt of state duty on amendments to the constituent documents of the LLC;
- decision (protocol) on reducing the LLC’s capital stock;
- a copy of the publication in the State Registration Bulletin, certified by the signature of the director and the seal of the company;
- calculation of the value of net assets, in the event that the charter capital is reduced without fail due to the fact that the company’s net assets are less than the size of its authorized capital (clause 4 of article 90 of the Civil Code of the Russian Federation).

Attention! Before submitting an application in form P13001, you need to notify the tax office of the decision to reduce the capital capital in form P14002 and publish a notification about reducing the size of the capital capital twice in the State Registration Bulletin.

The charters of companies created before July 1, 2009 are subject to being brought into compliance with Part One of the Civil Code of the Russian Federation (Part 2, Article 5 of the Federal Law of December 30, 2008 N 312-FZ). On page 1 of application R13001, a tick is placed in paragraph 2 “Changes are being made in order to bring the charter of the limited liability company into compliance with the legislation of the Russian Federation.” When submitting for state registration of changes to the tax office with form P13001, certified by a notary, two copies of the charter are submitted, brought in accordance with 312-FZ, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (protocol) on bringing the charter in accordance with 312-FZ Federal Law.



Form R13001 is used when making changes to information about codes according to the All-Russian Classifier of Types of Economic Activities (OKVED) contained in the charter of the LLC. Sheet L page 1 of the application - types of activities to be included, Sheet L page 2 of the application - types of activities to be excluded.

If you need to add additional activities:
1. Select the necessary types of activities according to OKVED (at least 4 digital characters);
2. We enter them into Sheet L of page 1 of application P13001 in the “Codes of additional activities” in accordance with the sample presented below.

If you need to exclude additional activities:
1. Select the types of activities to be excluded (current types of activities can be viewed in the extract from the Unified State Register of Legal Entities; if it is not available, you can order a current electronic extract from the Unified State Register of Legal Entities);
2. We enter them into Sheet L, page 2 of application P13001 in the “Codes of additional activities” in accordance with the sample presented below.

If you need to change your main activity:
1. We enter a new code in Sheet L of page 1 of application P13001 in the “Code of the main activity”;
2. We enter the old code in Sheet L, page 2 of application P13001 in the “Code of the main activity”;
3. If it is necessary to leave the old code of the main activity, we enter it as an additional one in Sheet L of page 1 of application P13001 in “Codes of additional activities” in accordance with the sample presented below.

Attention! There can only be one main activity code. The codes are filled in line by line from left to right. At least 4 digital characters of the type of activity must be indicated. If necessary, fill out several sheets of the application.

When submitting for state registration of changes to the tax office with form P13001, certified by a notary, two copies of the LLC charter with changes to OKVED codes, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (protocol) on changing information about OKVED codes in the LLC charter are submitted.



Form P13001 is used when making changes to information about a branch or representative office of an LLC, which are indicated on Sheet K of the application. For each branch and/or representative office, a separate Sheet K of the application is filled out. When submitting changes to the tax office for state registration with form P13001 certified by a notary, two copies of the charter with changes in information about the branch or representative office of the LLC, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (minutes) of the LLC on the need to change information about the branch or representative office

Attention! If a branch or representative office is reported simultaneously with other changes to the constituent documents, then a new form P13001 is filled out (in the example of filling out the form P13001 presented below, a branch of NEW FORMS LLC is opened together with a change in the legal address). If it is required to report only about a branch or representative office, then notification in form P13002 is applied; in this case, the state duty is not paid.

Form P13001 is also used when making changes to other provisions of the LLC charter; to do this, it is enough to fill out page 1 and Sheets M of the application. When submitting for state registration of changes to the tax office with form P13001, certified by a notary, two copies of the LLC charter in the new edition, a paid receipt of the state duty on amendments to the constituent documents of the LLC, a decision (protocol) on registration of the LLC charter in the new edition are submitted.



Prepare a set of documents for making changes in form P13001 online

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