What is a territorial subdivision. Separate subdivision of a legal entity: reporting and taxation

Many large enterprises open separate divisions. What it is is explained in Art. 11 p. 2 NK. Consider further the definition and features of the OP.

Definition

A separate subdivision is an enterprise geographically separated from the main company and equipped at its location with stationary workplaces. The latter must be created for a period of more than 1 month. The place where it is located is the address at which the main company conducts its activities through this established enterprise.

Key features

The main criteria by which a separate subdivision is determined are:

1. Territorial separation from the main enterprise.
2. The presence of stationary places for employees to carry out professional activities. Moreover, they must be formed for a period of at least 1 month.

These criteria have their own specifics. Let's consider them in detail.

Territorial separation

The Tax Code does not contain an explanation of this concept. We can talk about territorial separation after determining the corresponding (smallest) division unit. In this case, it is advisable to turn to another closely related concept. In the Charters of the regions of the Russian Federation, the term is used as an administrative-territorial unit. This category includes areas in cities, settlements of regional subordination, rural settlements, townships. However, from the analysis of the provisions of the Charters, it follows that the definition used in them cannot be applied when clarifying tax issues. Considering separate and structural subdivisions, the territorial unit is established in accordance with the purposes of taxation. In this case, we are talking about the location of the enterprise geographically separate from the main company, outside the boundaries of the administrative unit in which the registration was made and which is controlled by a specific tax office. Thus, the following conclusion can be drawn. A separate subdivision is a company created by its head office in a territory where supervision is carried out by a different IFTS than the one in which the latter is registered as a taxpayer.

Workplaces

Their presence is the second mandatory sign of a separate subdivision. In this case, the workplaces must be stationary. For an explanation of the concepts, refer to Art. 209 TC. According to the norm, a worker is considered to be a place where the employee must arrive or where he must be in connection with the performance of his professional functions and which is controlled by the employer, either directly or indirectly. In the definition, the key link is the employee of the enterprise. Accordingly, if there are no employees, then there are no jobs and a separate division. If there are no employees, or the activity is not carried out, then it is impossible to determine the location of the enterprise. It follows from this that we are not talking about creating an OP.

Nuance

In view of the above, a question arises regarding the moment at which a stand-alone is created. This nuance is not explained in the Tax Code. However, it seems that it would be logical to consider the date of commencement of work activities as the moment of EP formation. In this case, the relevant information must be taken not at the address of the location of the head office, but at the territorially separated enterprise opened by it.

An important point

Recognition of an enterprise as an OP does not depend on whether there are instructions in the constituent documentation that a separate division was created and operates. A separate balance sheet and settlement account also do not act as integral features of the established company. As stated in the Rules for maintaining accounting records, the documentation must include data on the work of all OPs available to the enterprise. This also applies to those that have been allocated to separate balance sheets. Explanations on this concept are given in the Letter of the Ministry of Finance No. 04-05-06 / 27 dated March 29, 2004. A separate balance sheet is a list of indicators that are established by the main enterprise for its divisions. It follows from this that the decision of issues related to the allocation of EP, the establishment of calculated values, is taken by the society independently. There is no requirement in the law for the compulsory creation of specific lists for each firm within a corporation.

Registration with the IFTS

Let's consider how the registration of a separate subdivision is carried out. In accordance with Art. 83, clause 1 of the Tax Code, a company that has territorial offices opened by it, located within the Russian Federation, is obliged to register with the tax office at the address of the location of each of them. To do this, you must submit an application to the supervisory authority. It should be sent within a month from the date of establishment of the enterprise. This need arises if the main company is not registered with the IFTS located within the municipality in which a separate subdivision is created. Attached to the application are copies of the constituent documentation and certificate of registration with the tax office. KPP of a separate subdivision - the code of the reason for registering an enterprise in the IFTS. It is tied to the location of the firm. When registering, the OP has a TIN identical to the number of the main company. However, the checkpoint of a separate subdivision will differ from the code of the main enterprise.

A responsibility

In case of violation of the deadline for submission of the established list of securities, the payer will be fined in the amount of 5 thousand rubles. If the subject is late for more than 90 days, he is charged with a penalty in the amount of 10 thousand rubles. These rules are established by Art. 116 NK. In addition, the subject may be held administratively liable under Art. 15.3 Administrative Code. Also, within a month, the main enterprise must report the formation of a subdivision to the Federal Tax Service Inspectorate at its location. This rule is provided for by Art. 23, clause 2.3 of the Tax Code. The message is drawn up in a special form C-09-3. If this deadline is missed, the company faces a fine of 1 thousand rubles, and the manager - 300-500 rubles. These sanctions are provided for in Art. 15.6 Administrative Code.

additional information

If an enterprise has created a subdivision and it is registered with the tax inspectorate at its location, there is no need to re-submit an application when further separate companies are formed within the same municipality. In this case, the company sends a written message in accordance with Art. 23 p. 2 of the Tax Code. It is addressed to the IFTS at the location of the main office.

Termination of the OP

The company must report the closure of the division to the Federal Tax Service Inspectorate at the address of its location. In Art. 23 clause 2.3 of the Tax Code established a one-month period for this. It seems that this period should be calculated on the date of the actual termination of work through the OP. The dismissal or transfer of all employees will be a key sign of the closure of a division. This measure is equated by law to the liquidation of the OP. In addition, the closure should be reported to the Inspectorate of the Federal Tax Service, where the registration of separate divisions was made (at the address of their location). For this, a corresponding application is sent. At the same time, the legislation does not establish a specific time frame for its submission.

Tax accounting of separate divisions

In Art. 288 of the Tax Code defines the rules for making deductions from the profit of the EP to the budget. In accordance with the general procedure provided for in clause 2 of the specified norm, the payment of advance and principal amounts is carried out by taxpayers at the address of their location, as well as the location of each subdivision. The calculation of deductions is carried out in accordance with the shares of profit attributable to these OP. They are calculated as the arithmetic mean of the share of the average (average) number of employees and the residual st-ty of the depreciable property, established in Art. 257 (clause 1) of the Tax Code, for the taxpayer as a whole. The share of profit is calculated, therefore, exclusively in the part to be credited to regional budgets (corresponding to the rate of 17.5%).

Legal status

The Civil Code provides for the following forms of separate subdivisions: branch and representative office. Their definitions are indicated in Art. 55 GK. Representative office - a subdivision located outside the location of the main company. Its activities are aimed at representing the interests of the head office and protecting them. A division of a legal entity that is located outside its location and implements part or all of its functions acts as a branch. Representation also belongs to them. An OP of the first type can thus:

1. Negotiate.
2. To make deals.
3. Conduct advertising campaigns, marketing research focused on market research within the region of its location.
4. Protect the interests of the head office in court.

The branch, in addition to the named functions, conducts direct entrepreneurial, industrial or other economic activities in accordance with the constituent documents and legislation.

Property tax

In accordance with Art. 373, clause 1 of the Tax Code, the payers are persons who have material values ​​classified as objects of taxation of Art. 374 NK. Clauses 1 and 4 of this rule stipulate that they recognize real estate and movable property, including those transferred for temporary use, disposal, possession, trust management, entered into joint activities or acquired under a concession agreement, passing through a separate balance sheet as fixed assets. However, there are exceptions to the norm. They are movable material assets accepted from 01.01.2003. Accordingly, from the indicated date, only real estate classified as fixed assets acts as objects of taxation.

Reflection rules in documentation

The Tax Code establishes a special procedure for calculating and paying tax on property of the OP. In addition, there are rules according to which a declaration is drawn up for a separate subdivision. An example of the application of the provisions can be illustrated as follows. Within the meaning of Art. 384 of the Tax Code, the company, which includes the separated OP, pays tax (the amount of advance payment) to the budget at the address of their location in relation to the property referred to the taxable object. In this case, material values ​​should be on a separate balance sheet. The reporting rules are established by Art. 386, p. 1, paragraph. 1. According to the norm, payers must, at the end of the tax and reporting period, send to the Inspectorate of the Federal Tax Service at their location, as well as to the address of the location of each dedicated OP, calculations of advance amounts and tax. A declaration is also attached to them. The enterprise may not form a separate balance sheet for the unit. In this case, the acquired property of the OP will be reflected in the reporting of the main office.

Payment specifics

In accordance with Art. 385 of the Tax Code, a company that records on the balance sheet real estate located outside the location of its own or a dedicated OP, deducts tax (advance amounts) to the budget in the territory where these objects are present. The amount of payments is determined as the product of the rate that is valid in a given region and the base (1/4 of the average value of real estate) established for the reporting / tax period according to the rules of Art. 376 NK. The calculation is carried out for each object separately. Thus, the main enterprise calculates, pays and declares tax at the location of the property, regardless of whether separate reporting will be provided for a separate subdivision for fixed assets that it uses.

Contributions to off-budget state funds

In accordance with federal law, for the emergence of the obligation of separate divisions to deduct these payments, the OP must meet a number of requirements. Contributions to off-budget state funds are made if the representative office / branch:

1. Calculates payments and other benefits to individuals.
2. They have a separate balance sheet and settlement account.

In this case, the EP must also provide calculations of contributions at the place of its location. If the unit does not meet the specified requirements, it does not have the corresponding responsibilities.

Electronic reporting

How is a separate division reflected in 1C? Consider the accounting department of a state institution. The program supports the reflection of two types of OP: allocated and not allocated to an independent balance. Reporting on the first can be carried out both in a separate information base, and in one with the main enterprise. Data is entered about both the main office and the OP. Balance sheet, general ledger and other ledgers, as well as regulated reports, can be generated consolidated for a specific group of institutions or separately for the main enterprise and separate divisions. If OPs are not selected, then reporting on them is kept in a single base with the main office. The corresponding data is entered into the directory Subdivisions with the assignment of the category "Isolated". By this parameter, the program will distinguish them from other additional offices.

Basic information

For the separate subdivisions allocated to the balance sheet, the following data are indicated:

1. Name for primary documentation.
2. Registration data with the IFTS at the location of the OP.
3. The criterion for maintaining individual document numbers.
4. Responsible persons of the OP. This can be the head of a separate subdivision or another employee who has the authority to sign.
5. Contact details.

For subdivisions that are not allocated to a separate balance sheet, the following information is indicated:

1. Maintaining separate plans for financial and economic activities.
2. Specifying the details of the OP in the documentation.
3. Possibility of a separate workflow.

The program also provides an option for setting up analytics in the context of OP by expense and income items. The information also indicates payment documents that are drawn up by a separate division (invoice, etc.). They are formed by l / s OP in the treasury or in the bank.

Register

The cash register of a separate subdivision is maintained in accordance with the regulations and instructions of the Central Bank. According to the order of the Central Bank, OPs must keep a book and transfer a copy of the sheet to the enterprise according to the rules determined by the company's financial policy. In this case, the period for generating reports is taken into account. A separate section should be kept for each subdivision. Its title page indicates the number or name of the OP. The form of a separate subdivision is transferred to the main office. It compiles a single book for the entire enterprise. (receipt and debit orders) are drawn up by the cashier of the unit independently. They are numbered in the manner prescribed by the financial policy of the enterprise. formed in 2 copies. One of them remains in the OP, the second is transferred to the main office with the attached documentation. 1C provides for the maintenance of a separate book on f. 0504514 and registration by f. 0310003. They are used by subdivisions with established criteria for separate numbering. For other representative offices / branches, documentation is recorded in a book and journal, which are drawn up in the main office. It must be said that in primary securities and reporting, in which the column "Structural division" is provided, the name of the separate division is displayed in it by the program. If absent, it will be added to the name of the main enterprise.

In civil law, representative offices and branches are classified as separate subdivisions (Article 55 of the Civil Code of the Russian Federation). In this case, the first represent the interests of the legal entity and protect them. But branches carry out the functions (or part of them) of a legal entity, including the functions of a representative office. Moreover, neither one nor the other are actually legal entities. At the same time, they are endowed with property by the legal entity that created them and act on the basis of approved provisions. Keep in mind that representative offices and branches must be indicated in the constituent documents of the legal entity that created them.

If we consider tax legislation, then a separate subdivision of an organization is any subdivision geographically separate from it, at the location of which stationary workplaces are equipped (clause 2 of article 11 of the Tax Code of the Russian Federation). In this case, the recognition of a separate division of an organization is made regardless of whether its creation is reflected or not reflected in the constituent or other documents of the organization. In turn, a workplace is considered stationary if it is created for a period of more than one month.

As you can see, the Tax Code contains two necessary criteria that distinguish a separate division of an organization:

• territorial isolation;
• the presence of stationary jobs.

Stationary workplaces

If an organization does not create equipped workplaces for its employees or the duration of work in one locality lasts no more than one month, then the company's activities do not lead to the creation of separate divisions.

The financiers in a letter dated 11.12.2007, No. 03-02-07 / 1-478 said that the equipment of a stationary workplace means the creation of conditions for the performance of labor duties, as well as the very fulfillment of such duties. In this case, the officials referred to arbitration. In another explanation of the officials, it is said that the terms of business trips of specific workers sent to carry out electrical work do not change the time of the company's activities in the region where the corresponding facility is located (letter of the Ministry of Finance dated 04.05.2007 No. 03-02-07 / 1-216 ).

The example with companies providing security services is quite indicative. In this case, in order to resolve the issue of the presence or absence of a separate unit, financiers advise taking into account the content of the contract for the provision of such services, the actual nature of the relationship between the private security company and its customer and other circumstances of the enterprise's activities (letter of the Ministry of Finance dated 04.05.2007 No. 03- 02-07 / 1-214). At the same time, earlier officials believed that if security posts were created at the place of provision of services, possessing the characteristics established by Article 11 of the Tax Code, then the company is obliged to register as a taxpayer with the tax authority at each location (letters of the Ministry of Finance dated 01.18.2002 . No. 04-01-10 / 1-5 and UMNS in Moscow dated January 29, 2003, No. 11-14 / 5523).

In our opinion, an organization that sends its employees to perform work, in principle, does not equip stationary workplaces. The fact is that a workplace is a place where an employee should be located or where he needs to arrive in connection with his work and which is directly or indirectly under the control of the employer (Article 209 of the Labor Code of the Russian Federation). At the same time, employees on a business trip are subject to the working hours and rest hours of those enterprises to which they are sent (clause 8 of the Instruction of the USSR Ministry of Finance, the USSR State Committee for Labor and the All-Union Central Council of Trade Unions of the USSR and the All-Union Central Council of Trade Unions dated 07.04.1988 No. 62 "On business trips within THE USSR"). It turns out that a company that sends its employees on a business trip is not able to control the workplaces equipped by the counterparty. The creation of a workplace is possible only when the organization has the appropriate rights (ownership or use) to the object. Moreover, the lease agreement is not a proof that unconditionally confirms the fact of the creation of stationary jobs (resolution of the Federal Antimonopoly Service of the North-Western District of 15.10.2007 No. A56-40913 / 2006).

Territorial isolation

Back in 2004, financiers answered the question of what constitutes territorial isolation. So, territorially separate should be considered a unit located on a separate territory, different from the one on which the organization itself is located. We are talking about a different address, not indicated in the constituent documents as the location of the taxpayer himself (letters of the Ministry of Finance dated 22.12.2004, No. 03-03-01-04 / 1/184 and dated 22.09.2004, No. 03-03-01 -04/1/55). In turn, the letter of the Ministry of Finance dated April 21, 2008 No. 03-02-07 / 2-73 specifies that a subdivision is territorially separate from the parent organization if it is located in the territory where tax accounting and tax control are carried out another inspectorate than the one in which the organization is registered as a taxpayer.

We remind you that, in accordance with clause 9 of Article 83 of the Tax Code, if organizations have difficulties in determining the place of registration, a decision based on the data provided by the company is made by the Federal Tax Service Inspectorate (letter of the Ministry of Finance dated 10.07.2008 No. 03-02-07 / 1-271) ...

Registration with the tax office

The organization is obliged to register with the tax authority at the location of each of its separate subdivisions (clause 1 of article 83 of the Tax Code of the Russian Federation). However, there is an exception to this rule. Here we are talking about a situation when the specified company is already registered with the tax authority, on the territory of the municipality of which this separate subdivision was created (clause 4 of article 83 of the Tax Code of the Russian Federation).

An application for registration must be submitted within one month from the date of the creation of a separate subdivision to the tax authority at its location (clause 4 of article 83 of the Tax Code of the Russian Federation). In this case, you should use the form No. 1-2-Accounting "Application for registration of a Russian organization with the tax authority at the location of its separate subdivision in the Russian Federation", approved by order of the Federal Tax Service of Russia dated 01.12.2006 No. SAE-3- 09 / [email protected](hereinafter - Order No. SAE-3-09 / [email protected]). Moreover, the tax authorities have finally agreed to accept statements signed by authorized representatives of organizations. True, in this case, you will have to attach a copy of a duly executed power of attorney, according to which this person acts on behalf of the organization (letter of the Federal Tax Service of Russia dated 20.11.2007 No. SK-6-09 / [email protected]). Simultaneously with the application, the organization submits copies (certified in accordance with the established procedure) of the certificate of registration with the tax authority of the organization at the place of its location and documents confirming the creation of a separate subdivision (clause 1 of article 84 of the Tax Code of the Russian Federation).

In turn, the tax authority is obliged to register the organization at the location of the separate subdivision within five days from the date of submission of all documents (clause 2 of article 84 of the Tax Code of the Russian Federation). The result will be a notification - form No. 1-3-Accounting "Notification of registration of a Russian organization with a tax authority on the territory of the Russian Federation", approved by order No. SAE-3-09 / dated 01.12.2006 [email protected]

Keep in mind that organizations must, within a month, notify the tax authority at their location in writing about all separate subdivisions created on the territory of the Russian Federation (subparagraph 3, clause 2, article 23 of the Tax Code of the Russian Federation). In this case, we are talking about form No. С-09-3 "Notification of the creation (closure) of a separate subdivision in the territory of the Russian Federation", approved by order of the Federal Tax Service of the Russian Federation No. MM-3-09 / dated 17.01.2008 [email protected]"On the approval of the forms of messages by taxpayers of information provided for by paragraphs 2, 3 of Article 23 of the Tax Code of the Russian Federation." Moreover, this rule applies to those companies that were already registered with the tax authority, on the territory of the municipality of which a separate subdivision was created (letters of the Ministry of Finance dated 11.06.2008 No. 03-01-15 / 7-227, dated 07.03.2008 . No. 03-02-07 / 1-90, dated 06.03.2008 No. 03-02-07 / 1-84). Thus, the registration of an organization at the location of such a separate subdivision will be carried out by the tax inspectorate on the basis of a message about its creation sent by the organization to the inspectorate at its location (letters of the Ministry of Finance dated May 24, 2007 No. 03-02-07 / 1- 253, dated April 18, 2007 No. 03-02-07 / 1-187).

Keep in mind that in the event of a change in the location of a separate subdivision, the organization is obliged to carry out the procedure for closing and opening a separate subdivision. Officials explain this by the fact that the legislation does not establish the procedure for accounting in tax authorities of separate divisions of organizations in connection with a change in their locations (letter of the Ministry of Finance of the Russian Federation dated July 14, 2008, No. 03-02-07 / 1-278).

Registration in funds

Pension Fund

Separate subdivisions that have a separate balance sheet, current account and accrual payments and other remuneration in favor of individuals (clause 6 of the Procedure for registration with the territorial bodies of the Pension Fund of the Russian Federation of policyholders making payments to individuals, approved by the resolution of the PFR Board of 19.07. 2004 No. 97p, hereinafter - the Procedure for registration in the PF).

To do this, the company must contact the territorial body of the PFR at the location of the separate subdivision. Registration is carried out on the basis of information contained in the Unified State Register of Taxpayers and submitted by tax authorities to the insurer's body (PFR department) at the location of the separate subdivision no later than 5 days from the date of receipt of the specified information. Further, the organization is sent a corresponding notification in 2 copies, one of which is to be submitted within 10 days to the territorial body of the FIU at the location of the enterprise (clause 11 of the Procedure for registration with the FIU).

Social insurance fund

Legal entities are subject to registration as policyholders at the location of their separate divisions, which have a separate balance sheet, current account and accrual payments and other remuneration in favor of individuals (subparagraph 1, clause 1 of the Procedure for registering legal entities as policyholders at the location of separate divisions and individuals in the executive bodies of the FSS of Russia, approved by the decree of the FSS of 23.03.2004, No. 27, hereinafter - the Procedure for registration in the FSS).

In this case, registration takes place at the regional branch of the Fund (branch of the regional branch of the Fund) at the location of the separate subdivision (clause 3 of the Registration Procedure in the FSS). The basis is an application for registration as an insured, submitted within 30 days from the date of creation of a separate subdivision (Article 6 of the Federal Law of 24.07.1998, No. 125-FZ "On compulsory social insurance against industrial accidents and occupational diseases" ). The application form can be found in Appendix No. 1 to the Registration Procedure in the FSS.

Also, for registration, you will need copies of the following documents (clause 9 of the Registration Procedure in the FSS):

• certificate of state registration of a legal entity;
• certificate of registration of a legal entity with the tax office;
• notification of registration with the tax authority at the location of the separate subdivision;
• documents confirming the creation of a separate subdivision (charter of a legal entity containing information about this subdivision; regulations on a separate subdivision; powers of attorney issued by the organization to the head of a separate subdivision);
• a notice of registration of a legal entity as an insurant, issued by the regional branch of the Fund at the place of its location;
• an information letter from the state statistics service containing information on the types of economic activities carried out by a legal entity at the location of a separate subdivision.

If at the time of filing an application for registration, a separate subdivision has already opened bank accounts, then you will also have to submit a certificate from a credit institution about the specified account (clause 11 of the FSS registration procedure).

When registering in the regional branches of the Fund, the branch within two days sends the documents submitted by the insured to the regional branch of the Fund. In turn, the structural subdivision of the regional branch of the Fund, within no more than five working days from the date of receipt of the documents, shall register a legal entity at the location of the separate subdivision (clause 14 of the FSS registration procedure). The policyholder is sent a corresponding notification of registration and notification of the amount of insurance premiums for compulsory social insurance against industrial accidents and occupational diseases.

Compulsory health insurance fund

The organization is also obliged to register as an insured in the territorial fund at the location of each separate subdivision (clause 5 of the Rules for the registration of policyholders in the territorial fund of compulsory medical insurance with compulsory medical insurance, approved by the Government Decree of September 15, 2005 No. 570, hereinafter - the Registration Rules in TFOMS).

The basis for registration is an application drawn up in the form specified in Appendix No. 1 to the Registration Rules in TFOMS. This application is submitted to the territorial fund within 30 days from the date of creation of a separate subdivision.

Also, for registration, simultaneously with the application, copies (certified by a notary) of the following documents are submitted:

• documents confirming the creation of a separate subdivision (constituent documents, which contain information on the creation of a separate subdivision, or an order (order) on the creation of a separate subdivision and a provision on a separate subdivision);
• documents confirming the fulfillment by the organization of the obligation to pay tax credited to the compulsory health insurance funds;
• certificate of registration of the organization as an insured in the territorial fund at the place of its location.

You will find answers to frequently asked questions about separate divisions in our material. What is a separate subdivision, what taxes are paid by branches and representative offices, how to register a separate subdivision, how separate subdivisions pay taxes, the answers to these and many other questions can be found here.

What is a separate subdivision

Civil Code (Article 55 of the Civil Code of the Russian Federation)
The separate divisions of the organization are representative offices and branches.

Representative offices - a separate division, which are created to represent the interests of the organization and their protection. Branch - a separate division, created to carry out the functions of the organization and represent its interests.

Separate subdivisions (hereinafter OP) are not independent legal entities, they are endowed with the property of the parent organization and act within the framework and on the basis of the provisions approved by the head of the parent organization.
The organization creating the EP must enter information about them in the constituent documents.

Tax Code (Article 11 of the Tax Code of the Russian Federation)
According to the Tax Code, separate subdivisions include organizational subdivisions that meet the following characteristics:

Territorial isolation Availability of equipped stationary workplaces

According to the Tax Code of the Russian Federation, a division of an organization is recognized as separate, regardless of the presence of information in the constituent documents.
Thus, tax legislation contains the concept of "separate divisions" (hereinafter - OP), without making a distinction between a representative office and a branch.
At the same time, it does not matter that the charter of the organization does not contain information about separate divisions, if they are created by the organization, then they have obligations to pay taxes and submit reports.

What is the location of a separate subdivision

The location of the OP is the place in which the parent organization carries out activities through its separate subdivision.

Territorial isolation of the EP

A subdivision that is located in a territory different from the territory of the location of the parent organization is territorially separate. In other words, the subdivision must be located at an address that is not indicated in the constituent documents of the organization as a location. At the same time, the Ministry of Finance, in a letter dated December 22, 2004, No. 03-03-1-04 / 1/184, explained that the subdivision that is located in the territory in which tax control is exercised by another tax inspectorate should be considered geographically separate.

What workplace is considered stationary (Article 209 of the Labor Code of the Russian Federation)

A stationary job is a job created for a period of more than one month. Equipped is a place where all the conditions are created for the employee to be able to perform his job duties.
In this case, the place in which the employee works must be under the control of the organization, i.e. must be a lease or be the property of the organization.

Notification of the creation, changes, closure of a separate subdivision (clause 2, clause 3 of article 23 of the Tax Code of the Russian Federation)

A legal entity is obliged to submit information on the creation of separate divisions (with the exception of branches and representative offices) to the tax office at its location. In case of any changes in the information about the OP previously submitted to the IFTS, the organization is also obliged to inform the IFTS:

Not later than one month from the date of creation of the OP Not later than three days from the date of changes in the information about the OP

Upon termination of activities through a separate subdivision (closing the EP), the legal entity is obliged to submit information to its tax office

No later than three days from the date of termination of activities through the OP

Registration of a separate subdivision (clause 1 of article 83 of the Tax Code of the Russian Federation)

If a subdivision of an organization is created in a territory that belongs to a tax inspectorate, in which a legal entity is already a member, then in this case such a subdivision does not need to be registered with the Federal Tax Service Inspectorate (clause 4 of article 83 of the Tax Code of the Russian Federation).
In all other cases, the organization is obliged to register each separate subdivision with the tax office at its location.
Within one month from the date of creation of the OP, a corresponding application is submitted to the territorial inspectorate. The application shall be accompanied by duly certified copies of the certificate of registration of the parent organization and documents confirming the creation of the OP.
The tax inspectorate within five days carries out registration of a separate division of the organization.

Responsibility for non-registration of OP (Article 116, Article 117 of the Tax Code of the Russian Federation, Article 15.3 of the Administrative Code of the Russian Federation)

If a separate subdivision changes the address of its location, the parent organization is obliged to register the closure of the OP, i.e. remove it from the register with the tax office, and re-register it with the office located at the new address. This is due to the fact that the legislation does not contain a norm establishing the procedure for accounting for changes associated with a change in the location of separate divisions.

Registration of a separate subdivision of funds

Pension fund of the Russian Federation

Those divisions that have a dedicated balance sheet, current account, and pay wages to employees are subject to registration with the PFR.
Registration in the Pension Fund is carried out on the basis of information from the Unified State Register of Legal Entities. The tax authority, within 5 days from the date of receipt of information about the creation of a separate subdivision, transfers the information to the PFR management at the location of the OP. The Pension Fund sends the policyholder a notice in two copies, one of which must be transferred to the Pension Fund at the location of the organization within 10 days.

Social insurance fund

Just like in the PFR, in the FSS, the PB are registered with a balance, a bank account and making payments in favor of employees.
Registration is carried out at the territorial branch of the FSS, at the place of implementation of the OP.
The organization, within 30 days from the date of creation of the subdivision, is obliged to submit to the FSS an application and copies of the following documents:

Certificate of state registration; Certificate of registration with the IFTS; Notification of registration with the IFTS at the location of the OP; on registration with the FSS of the parent organization Information letter from statistics A reference from the bank about current accounts, if they are open at the time of application.

Unlike individual entrepreneurs, legal entities (hereinafter referred to as legal entities) have the right to create their own separate divisions (hereinafter referred to as OP) for various purposes. Russian legislation regulates in detail the conditions and the procedure for their creation. In this article, we will answer possible questions that arise when creating the appropriate units in practice.

What is a separate division of an organization

To answer this question, you first need to understand the corresponding concept. The definition of this concept is given in paragraph 2 of Article 11 of the Tax Code of the Russian Federation.

According to the specified norm, the main features of OP are:

• the difference in the addresses of the locations of the legal entity and the OP. The Financial Department of Russia notes that the isolation of the branch (representative office) from the legal entity takes place if the addresses of the OP and the legal entity are different (Letter dated August 18, 2015 No. 03-02-07 / 1/47702);
• the presence of stationary workplaces at the location of the EP (hereinafter referred to as SRM). The workplace organized by the legal entity must function for at least 1 month.

If a subdivision does not meet the established criteria, it is not recognized as a separate subdivision. What is it in this case is a subject for separate consideration, but such a structure does not fall under the concept of OP in the sense given to it by legislation. Consequently, there is no need to reflect such a structural entity in the Unified State Register of Legal Entities.

Types of separate subdivisions

Representation

The areas of activity of the representative office of legal entities are the representation of the interests of the organization and their protection (). As you can see, the name of the structure fully corresponds to the purpose of the specified OP.

Taking into account the concept of EP and the direction of activity of the representative office, we can formulate its main features:

• location at an address different from the address of the parent organization;
• performing the functions of representing the interests of legal entities and protecting them.

The representative office is not a legal entity, its head acts on the basis of a power of attorney from the parent organization, and the representative office itself - on the basis of the relevant regulatory provision approved by the organization that created it.

A representative office can, for example, carry out an advertising function for legal entities, search for clients for legal entities in various regions, etc.

Branch

Another type of a separate structural unit is a branch.

Despite the broader spectrum of powers in comparison with the representation, the branch is also not an independent organization.

The legal basis for the activity is similar to the representation:

• the director of the branch receives an appointment and a power of attorney at the parent organization;
• the branch operates on the basis of the regulations adopted by the parent organization.

Important!

The head of the OP receives a power of attorney to act on behalf of the organization, and not on behalf of the OP, since the legal status of a separate subdivision does not allow its head to be recognized as the sole executive (or other) body of a legal entity (i.e., the parent organization).

Information about branches and representative offices is reflected in the Unified State Register of Legal Entities, from where it goes to the tax authorities for accounting purposes.

If stationary jobs are not organized, then the OP does not arise.

The creation of a stationary workplace is understood as the organization of conditions for the implementation of the employee's labor function, as well as the direct implementation of labor activities (Letter of the Ministry of Finance of Russia dated March 01, 2012 No. 03-02-07 / 1-50,).

If a stationary workplace is created, then it does not matter how long the employee performs his job at this place (Letter of the Ministry of Finance of Russia dated January 18, 2012 No. 03-02-07 / 1-20).

Having found out that a separate structural subdivision of a legal entity is a branch or a representative office operating on the basis of special provisions and not being a legal entity, we proceed to consider the formalities required when creating an OP.

In what cases a separate subdivision is opened

As already noted, the cases leading to the need to create an OP may be different.

For example, the head organization, registered in a city of federal significance, carries out wholesale trade in various constituent entities of the Russian Federation. For trade in the respective regions, it needs the organization of storage facilities and employment of employees who control the safety of goods in the field. If for this purpose stationary jobs are created for a period of more than 1 month, the legal entity has the need to create an EP and, as a result, the obligation to register it with the tax authorities.

The creation of a separate subdivision of the Tax Code of the Russian Federation is associated with the need to register it with the Inspectorate of the Tax Service of Russia at the location of each OP (clause 1 of Article 83 of the Tax Code of the Russian Federation).

As follows from the Letter of the Financial Department dated December 11, 2015 No. 03-02-07 / 1/72669, if several EPs are created by the LE in one municipality, then registration should be carried out at the location of one of the EP at the discretion of the LE.

According to paragraph 3 of Article 83 of the Tax Code of the Russian Federation, registration at the location of a branch or representative office of a legal entity is carried out on the basis of information contained in the Unified State Register of Legal Entities.

In other cases, when the OP is not a branch or representative office, subparagraph 3 of paragraph 2 of Article 23 of the Tax Code of the Russian Federation instructs organizations to notify the establishment of an OP of the Federal Tax Service of Russia at the location of the legal entity within one month from the date of creation of the OP.

The civil and tax codes distinguish different approaches to defining what a separate division of an organization is. The Civil Code of the Russian Federation is based on the requirement to enter information about such structural entities into the statutory documentation and the Unified State Register of Legal Entities. In the Tax Code of the Russian Federation, this condition is not accepted to be classified as significant, a separate division is identified by the presence or absence of a stationary workplace and territorial remoteness from the head office.

Stand-alone enterprise - what is it?

A separate subdivision of the Tax Code of the Russian Federation is interpreted as an organization related to a specific legal entity, but having a different address from it (clause 2 of Art. 11 of the Tax Code of the Russian Federation, letter from the Ministry of Finance dated August 18, 2015 under No. 03-02-07 / 1/47702) ... The second prerequisite is the arrangement of a place for work for a period exceeding one month, and with signs of stationarity.

Resolution No. 296p of 13.10.2008 (Art. 12) and the norms of Law 167-FZ of 15.12.2001 (Art. 11) clarify what a separate subdivision means when determining the structure responsible for paying insurance premiums. The legislation of 2017 distinguishes a separate division of a legal entity as a separate payer of insurance premiums with the obligation to submit reports if the requirements are met:

• the presence of an open current account;
• the state has a payroll accounting position.

What is a separate division of an organization regarding the concept of stationarity of workplaces - this question is answered by letters of the Ministry of Finance 03-02-07 / 1-20 and No. 03-02-07 / 01-50 of January 18, 2012 and March 1, 2012, respectively. ... The place for work must meet the standards for ensuring normal working conditions, create conditions for the implementation of the labor function by personnel. A separate division assumes the presence of officials at the facility, but the amount of time spent throughout the day does not matter.

The functions of a separate subdivision can be performed by employees if:

• the employment relationship with the employee is officially registered;
• the staff of the unit works outside the head office;
• the organization can monitor the status of the workplace.

Do I need to notify the tax office when a separate subdivision is opened?

A separate subdivision of an organization is recognized as a structure that meets the requirements of the Tax Code and is registered with the IFTS. Their creation, closing or changing the list of powers for them is carried out subject to the mandatory subsequent notification of the tax inspection authorities (clause 2 of article 23 of the Tax Code).

A separate structural unit is a branch of an organization, about the appearance of which the tax authorities must learn within a month. When making changes to the information about the division in the IFTS, the relevant information is submitted within three days. Separate subdivisions of a legal entity implement this using a special notification form approved in order No. ММВ-7-6 / [email protected] June 9, 2011.

Types of separate subdivisions

The Civil Code of the Russian Federation contains the concept of a separate subdivision in two forms (Article 55):

1. Representative office located at a territorial distance from the parent organization. Its task is to represent the interests of a superior legal entity and implement, if necessary, their protection.
2. A branch is a separate subdivision, which differs from the head structure by its location, endowed with the right to perform the functionality of a legal entity or representative offices.

A separate subdivision of an LLC implies the appointment of a management level by the parent organization. The legal basis for carrying out activities at the head of a branch or representative office will be the power of attorney of the legal entity. A separate subdivision does not imply that its head will have the status of a sole executive body, therefore, activities will be carried out on behalf of the entire organization, not a subdivision.

When should you create a separate division?

The main reason for the creation of any of the forms of a separate structure is the need to implement business transactions not only at the place of registration of the enterprise. A striking example is a large trade organization with warehouses in different settlements. Situations are allowed when a separate subdivision is opened in the same city as the head office. For this case, it is necessary that the actual address of the subdivision is different from the legal one.

In what cases a separate subdivision is opened:

• when trading in different cities;
• when creating several points of storage of goods with the introduction into the staff of the position of a storekeeper or a watchman for each of these objects;
• when organizing work through branches and representative offices.