A new participant joining an LLC can be carried out according to two scenarios. In the first case, on the basis of Article 21 of the Federal Law "On Limited Liability Companies", when a part of the share is transferred to a new participant. The second option is on the basis of Article 19 of the said law, when the new participant increases the authorized capital at his own expense.
It is necessary
- - application;
- - protocol;
- - charter;
- - a package of documents to the tax service for registering changes and making them into the Unified State Register of Legal Entities.
Instructions
Step 1
In any case, the charter of the LLC must contain a clause on the rules for the entry of new participants, and the authorized capital of the company must be fully paid. And one more important condition - all members of the LLC must agree to a new member joining their society.
Step 2
Any participant joining an LLC is obliged to contribute his share in money, property rights, securities or other valuable assets, regardless of whether he enters by redeeming part of the capital, or by increasing it.
Step 3
In the application for joining an LLC, it is necessary to indicate the size of the invested funds, the procedure for their introduction, the size of the share to which the new participant applies.
Step 4
Next, gather a general meeting of all members of the LLC. At the meeting, decide on the acceptance of a new participant by general vote. Determine the nominal size of the share of the new member, make a decision on changing the shares of each participant. Record the progress of the meeting and decisions in the minutes. On its basis, you will make a change to the statutory documents of the LLC.
Step 5
If your society consists of one participant, and you accept a second one, make all decisions, protocol and changes with your own hands. The authorized capital must be replenished no later than within 6 months from the date of the decision.
Step 6
The tax office carefully monitors changes in the membership of a limited liability company. Therefore, the head of the company must inform the regional Department of the Federal Tax Service of the acceptance of new participants in the LLC in writing, on the basis of which changes will be made to the Unified State Register of Legal Entities to change the composition of participants.
Step 7
Submit to the tax service: - application of the unified form R13001; - application of the form P14001 to change information in the Unified State Register of Legal Entities; - minutes of the meeting and a photocopy; - application of a new participant and a photocopy; - a payment document confirming an increase in the authorized capital; - amended charter and a photocopy; - a receipt for payment for making changes.
Step 8
All documents must be submitted within 1 month from the date of acceptance of a new participant. If the authorized capital is not paid, the tax office will refuse to register the changes.
