What is a separate division: let’s analyze the signs. Separate division: creating and registering Structure of a separate division

Tax officials are trying to fit any company activity under the concept of “separate division”. Let's look in detail at what is a separate division and what is not. And also, when you need to register, and what the penalty for violations will be.

What is a separate division

Concept "separate division" organization is given in paragraph 2 of Article 11 of the Tax Code of the Russian Federation. Thus, a separate division of an organization is considered to be any division territorially isolated from it, at the location of which stationary workplaces are equipped. A workplace is considered stationary if it is created for a period of more than one month.

From this definition we can conclude that component An organization is recognized as its separate division if the following characteristics are present:

• territorial location outside the location of the organization. That is, the address of the structural unit must differ from the address of the organization indicated in the constituent documents;
• equipment at location separate division jobs for a period of more than one month.

The concept of a workplace is absent in tax legislation. Therefore, the definition given in other areas of legislation should be used. This is stated in paragraph 1 of Article 11 of the Tax Code of the Russian Federation.

The concept of a workplace is contained in Article 209 Labor Code. It is a place at which an employee is required to be or to which he is required to travel in connection with his work and which is directly or indirectly under the control of the employer.

In practice, the question sometimes arises whether it is possible to talk about a separate division if the organization has equipped workplaces for “foreign” employees. For example, an organization built a building and equipped it with office space for rent.

From the above definition it follows that workplace directly related to the employee who entered into an employment contract with the employer who created this workplace.

Articles 15 and 16 of the Labor Code of the Russian Federation say that an employee and an employer are persons who, on the basis of an agreement concluded between them employment contract entered into an employment relationship. In other words, the employer can only be the organization with which the employee has entered into an employment contract.

Hence the conclusion follows: stationary workplaces, which are referred to in paragraph 2 of Article 11 of the Tax Code of the Russian Federation, are workplaces created for a period of more than one month, equipped by the organization for their workers. That is, at the location of the separate unit, employees of the organization must perform their labor duties. Setting up workplaces for employees of another organization does not lead to the formation of a separate division.

The conclusion drawn is confirmed by the definition of location given in paragraph 2 of Article 11 of the Tax Code of the Russian Federation separate division. This is recognized as the place where the organization carries out its activities through its separate division.

It is impossible for an organization to conduct activities through a separate division if there are no employees of the organization at its location.

Example 1

LLC "Condor" is registered in Tver. The company purchased an office in Moscow and rented it out. Only the tenant's employees work in the office.

In this case, Condor does not have a separate division in Moscow.

Let's consider the case when an organization rents workplaces created by another organization for its employees outside its location. In this situation, there is a basis for classifying these workplaces as an integral part of the tenant organization. Thus, the organization will have to recognize the emergence of a separate division.

What if individuals work outside the location of the organization, with whom the organization has entered into civil rather than employment contracts (for example, a contract or service agreement)? In this case, for the purposes of the Tax Code of the Russian Federation, it is impossible to talk about the creation of a separate division. There are no labor relations with individuals, which means they cannot be called employees.

However, be careful: civil contracts often hide ordinary labor relations. Therefore, such contracts are the object of close attention during inspections carried out by the labor inspectorate.

If it is proven that a civil contract was concluded only for the purpose of “disguising” the labor relationship, a fine cannot be avoided. Claims related to tax registration, payment of taxes and submission of reports at the location of such a separate division can be made by tax authorities.

The following question is often asked: what to do if only one job has been created? A literal interpretation of the definition given in Article 11 of the Tax Code of the Russian Federation may lead to the conclusion that in order to be recognized as a separate division, there must be at least two jobs. After all, the definition says that at the location of a separate unit there must be stationary workplaces.

However, this does not mean that the above provision of the Code requires the presence of two or more jobs. The condition for creating stationary workplaces established by Article 11 of the Code will be met even if only one workplace is equipped.

As a result, if only one workplace is created in a territorially separate structural unit, such a unit is considered created for tax purposes. For example, at the location of currency exchange offices, as a rule, one workplace is created. At the same time, banks recognize these exchange offices as separate divisions.

Example 2

Atlant LLC is registered in Omsk. The company acquired Tomsk region production premises unsuitable for use and requiring major repairs. To protect the facility during repairs, a security guard was hired under an employment contract.

In this case, despite the fact that only one stationary workplace has been created, Atlant has a separate division in the Tomsk region.

When creating a separate division, the company issues such an order.

Branches, representative offices and separate divisions: what is the connection?

If you carefully read the definition of the concept given in paragraph 2 of Article 11 of the Tax Code of the Russian Federation "separate units", you can notice one interesting detail. It is defined through the concept of a “territorially separate unit from the organization.” The latter should be interpreted in the meaning in which it is used in other branches of law (clause 1 of Article 11 of the Code).

According to Article 55 of the Civil Code of the Russian Federation, separate units legal entity located outside its location (that is, territorially separate units) can exist in two forms - branches or representative offices.

Branches and representative offices operate on the basis of approved provisions and must be indicated in the constituent documents of the organization (clause 3 of article 55 of the Civil Code of the Russian Federation).

At the same time, while identifying only two types of separate divisions of a legal entity, the Civil Code of the Russian Federation does not limit a legal entity in creating separate divisions of other types. Thus, the Civil Code of the Russian Federation does not impose on a legal entity that has created separate divisions in forms other than a branch and representative office, the obligation to indicate information about them in the constituent documents.

The Tax Code establishes an additional criterion - the creation of permanent jobs. If the criterion is met, the branch or representative office is recognized as a separate division from the point of view of tax legislation.

The creation of branches and representative offices almost always involves the installation of stationary workplaces. Thus, in the overwhelming majority of cases, branches and representative offices are separate divisions for tax purposes. But the opposite is not true: separate divisions are not only branches and representative offices.

A separate division is considered created regardless of the implementation of the registration procedure provided for in paragraph 3 of Article 55 of the Civil Code of the Russian Federation for branches and representative offices. This is stated in paragraph 2 of Article 11 of the Tax Code of the Russian Federation. In particular, to be considered created, a separate division does not have to be indicated in the constituent documents.

Thus, in order for a separate division to be recognized as such from the point of view of tax legislation, it must have the characteristics established by paragraph 2 of Article 11 of the Code. It can be created either in the form of a representative office or branch, or in another form that does not contradict the legislation of the Russian Federation.

Example 3

Let's use the conditions of example 1. Let's assume that Condor LLC opened a representative office at the location of the acquired office. It employs employees of the society.

In this case, Condor creates a separate division in Moscow.

A separate division has been created: what to do next?

Creating a separate division requires the organization to fulfill certain responsibilities. In particular, it must register with the tax authority at the location of each separate division. This requirement is enshrined in paragraph 1 of Article 83 of the Tax Code of the Russian Federation. An application for registration is submitted within a month after the creation of a separate division.

When is a unit considered created? When it is equipped with stationary workplaces. Such a date could be, for example, the day when the employee began his work duties at the location of the unit.

As you know, in addition to registration at the location of separate divisions, the organization must register with the tax inspectorates at the location of the real estate it owns and Vehicle, subject to taxation. Therefore, if an organization is already registered with tax office at the location of the separate unit, there is no need to re-register.

In addition to registering at the location of a separate division, the organization is also obliged to report its creation at the place of its registration. A month is allotted for this from the date of creation of the unit (clause 2 of article 23 of the Tax Code of the Russian Federation). How to report on insurance premiums if there are any discrepancies, see the article " Insurance premiums 2017: separate divisions."

The liquidation of units should be reported in the same way. An organization may be registered with several tax inspectorates. In this case, she must inform all tax inspectorates where she is registered about the creation of a separate division.

Example 4

CJSC Topol is registered in Moscow and is registered only with the capital's tax office. In 2013, it acquired a store in St. Petersburg and rented it out. Since real estate was acquired, the company registered for tax purposes in St. Petersburg. On January 1, 2014, the company terminated the lease agreement and decided to carry out trading activities on one's own. For this purpose, workers were recruited into the store.

In this case, the separate division is considered created on January 1, 2014. However, the organization is not required to re-register for tax purposes in St. Petersburg. She must only inform the tax inspectorates in Moscow and St. Petersburg about the creation of a separate division.

Sanctions for violations

If an organization submits an application for tax registration at the location of a separate division in violation of the one-month period allotted for this, it faces a fine. If an organization is late in submitting an application, it faces a fine of 10,000 rubles. This is stated in Article 116 of the Tax Code of the Russian Federation.

If an organization not only delays submitting an application, but also begins activities at the location of a separate division, liability will arise in accordance with paragraph 2 of Article 116 of the Code. The fine will be calculated as a share of the income received as a result of such activity (10%). The minimum fine is 40,000 rubles.

Sanctions threaten not only the organization, but also its officials who committed the listed violations. For late filing of an application, a fine of 500 to 1,000 rubles will be charged, and if at that time a separate division was operating - from 2,000 to 3,000 rubles. This is stated in Article 15.3 of the Code of the Russian Federation on Administrative Offences.

Finally, do not forget that at the location of the separate divisions you need to pay some taxes and submit reports. An organization that violates these responsibilities risks facing serious problems:

• Firstly, she can be held accountable under Article 119 of the Tax Code of the Russian Federation for failure to submit a tax return.
• Secondly, under Article 122 of the Code for non-payment or incomplete payment of tax.
• Thirdly, at the location of the separate division, an arrear will arise, on which penalties will be charged.

Review of the latest changes in taxes, contributions and wages

You have to restructure your work due to numerous amendments to the Tax Code. They affected all major taxes, including income tax, VAT and personal income tax.

Separate divisions of a legal entity are representative offices and branches that are associated with the main company, but are geographically remote from it. Calculation of taxes and preparation of reporting on them has its own peculiarities, so sometimes difficulties arise. And from the new year, simplified requirements for payment and transfer of information about paid personal income tax will be introduced for separate divisions.

What is a separate unit (SU)

Everyone has the right to open branches Russian enterprises. Existing legislation regulates the signs and all aspects of their activities. Let us examine in detail the legal norms regulating the activities of these structural units of companies.

The definition of what a separate division of a legal entity is is given in the Civil Code of the Russian Federation. According to Article 55 of the Civil Code, it is considered a representative office or branch that is located outside the location of the main office, representing and protecting the interests of the legal entity. A separate division is not a separate legal entity, since it acts on the basis of regulations approved by the parent company. says that any separate division of a legal entity located outside the location of the main office, in which stationary workplaces are equipped for a period of more than one month, is separate.

What are the specifics of a branch and representative office?

From the definitions given in the Civil and Tax Codes, in Art. 5 Federal Law dated 02/08/1998 No. 14-FZ it follows that there are two forms of separate divisions: a branch and a representative office. They have the following characteristics:

• are territorially separate from the legal entity;
• have equipped workplaces;
• the fact of creating a branch or representative office must be indicated in the constituent and other documents;
• The actions of the management of the OP are carried out on the basis of a power of attorney on behalf of the organization.

And although both a branch and a representative office are a separate division of a legal entity located outside its location, there are differences between them. The main thing is in different functions:

• representative office (clause 1 of Article 55 of the Civil Code of the Russian Federation) represents the interests of a legal entity;
• the branch (clause 2 of Article 55 of the Civil Code of the Russian Federation) not only represents interests, but also performs the functions of the parent organization - in whole or in part.

The Tax Code of the Russian Federation indicates only isolation and the presence of stationary workplaces as a sign of a separate unit, without listing specific forms. The legislation states that information about the creation of a new branch or representative office is included in the constituent documents, and they must be reported to the Federal Tax Service for inclusion in the Unified State Register of Legal Entities. The condition of territorial isolation is met if the separate division is geographically located separately from the main office in the territory, and they are controlled by different tax inspectorates. Thus, the OP does not have to be located in another city.

Procedure for creating a branch or representative office

Each separate division is registered with the tax office at its location. If there are several of them and they were created on the territory of one municipality, the organization has the right to choose one OP for registration at its discretion. If it is not a branch or representative office, the Tax Code of the Russian Federation indicates that it is necessary to notify the Federal Tax Service of its creation within a month after its creation.

The OP is also registered as a payer of insurance premiums. But the separate division does not transmit information to the Pension Fund; the fund receives it automatically from the tax office. You only need to register with the Social Insurance Fund.

As for registration with the Social Insurance Fund and the Pension Fund of the Russian Federation, on the basis of Federal Law dated June 28, 2014 No. 188-FZ, it is reserved only for those branches that meet the following criteria:

• independently calculates payments in favor of individuals;
• allocated to a separate balance sheet;
• has a current account.

If at least one condition is not met, there is no need to register the OP.

A separate division under the simplified tax system

Many entrepreneurs who want to open an OP are frightened by the possibility of losing their job under the simplified tax system. In what cases should you be wary of this?

According to subparagraph 1 of paragraph 3 of Article 346.12 of the Tax Code of the Russian Federation, it does not have the right to apply simplified tax system of the organization with separate branches. Consequently, if data on the creation of an OP is not included in the constituent documents and the Unified State Register of Legal Entities, then such a legal entity has the right to apply the simplified tax system. Provided that all other provisions specified in this norm are observed. Let us note that until January 1, 2016, subparagraph 1 of paragraph 3 of Article 346.12 of the Tax Code of the Russian Federation prohibited the use of the simplified tax system for representative offices. Currently, this restriction has been lifted, and representative offices of the OP also have the right to use this taxation system.

An organization applying the simplified tax system, when creating a separate division (except for a branch), is obliged to register with the tax authority at the location of this territorial branch. This is stated in paragraph 1 of Article 83 of the Tax Code of the Russian Federation. To do this, it is necessary to send a message to the tax authority in form No. S-09-3-1 about the opening of an OP within one month from the date of creation.

After receiving it, the tax authority will carry out registration within five days.

Penalties are provided for evading registration. For example, violating the staging deadline will result in a fine of 200 rubles (). For conducting activities without registration, a more severe penalty is provided - 10% of the amount of income, but not less than 40,000 rubles (clause 2 of Article 116 of the Tax Code of the Russian Federation).

Reporting of a separate division in 2020

Legal entities that have an OP and apply the simplified tax system calculate the tax base and the amount of tax for the organization as a whole, taking into account all income and expenses. But tax payment is made to the tax authority at the location of the main office, regardless of where the division is located.

When it is opened, a legal entity using the simplified tax system becomes a tax agent for the payment of personal income tax, not only in its main office, but also in its division. Reporting and payment of this tax is carried out at the place of registration of the OP. If an organization has several OPs, then reporting and tax payment must be made at the place of registration of each of them. Since Chapter 23 of the Tax Code of the Russian Federation does not give tax agents the right to independently choose a unit for calculating and paying taxes. The same statement is contained in the letter of the Ministry of Finance dated December 23, 2016 No. 03-04-06/77778.

Like the payment of taxes and the provision of reporting, they are carried out by a separate division at its location. It is impossible to combine reports, even if the EP is registered with the same inspection (see letter of the Federal Tax Service dated February 14, 2018 No. GD-4-11/2828).

This rule is valid until January 1, 2020. From this date, Federal Law No. 325-FZ of September 29, 2019 comes into force, which changes the procedure for payment and reporting of personal income tax. The document allows organizations with private enterprises that are located on the territory of one municipality to choose one Federal Tax Service Inspectorate, where they will pay and report on forms 2-NDFL and 6-NDFL during the year.

So that tax authorities are aware of the decision of the parent organization and are not suspected of tax evasion, the legal entity notifies each of the Federal Tax Service Inspectors, where the OPs are registered, about which inspectorate the data will be transferred to next year. It is allowed to change the Federal Tax Service once a year, notifying about decisions made before January 1 of the following year.

If during the calendar year the legal entity opens another separate branch or a representative office, the OP will be able to pay and report personal income tax either to the one selected by the head office of the Federal Tax Service, or to the inspectorate at its location.

Profit share of a separate division

Payment of taxes and advance payments is made based on the share of profit. To calculate it, one of two indicators is taken as the basis:

• average number of employees of the EP (hereinafter referred to as SCOP);
• expenses for remuneration of employees of the OP (hereinafter referred to as OTOP).

The selected indicator, according to Article 288 of the Tax Code of the Russian Federation, is reflected in the accounting tax policy. The decision to make changes to tax policy is made from the beginning of the tax year. He talks about this.

The calculation of the profit share for the OP is carried out in accordance with a certain algorithm:

Calculation of the specific gravity of the selected indicator - SCOP or OTOP
Specific gravity SCHOP = SCHOP / SCHORG * 100%

Share of OTOP = OTOP / OTORG * 100%, where SCHORG and OTORG are indicators for the organization as a whole.

Calculation of the share of the residual value of the depreciable property of the OP (hereinafter referred to as OSOP)

Share of OSOP = OSOP / OSORG * 100%, where OSOP is the residual value of the organization’s depreciable property.

Calculation of the profit share of a separate division (hereinafter referred to as DPOP)

DPOP = (Share of SCOP + Share of OSOP) / 2

DPOP = (Share of OTOP + Share of OVOP) / 2.

It is advisable to provide an example of how the share of profit is calculated for a separate division in the tax policy or in other documentation of the organization.

Note that when choosing an indicator of labor costs to calculate the share of profit, it is necessary to take into account the costs of wages for employees who are not part of the company’s staff and who work on the basis of civil contracts and contract agreements.

Responsibility

The organization is responsible for the activities of branches and representative offices. IN Civil Code no separate responsibility has been established for the OP.

Active State Councilor of the Russian Federation 3rd class

An organization often operates at an address different from the one specified in the charter. And this may lead to the creation of a separate division, which, in turn, will give rise to new responsibilities for the organization related to registration with the tax authorities and payment of taxes (insurance contributions) according to special rules.

An interview with an expert is devoted to issues related to the creation of separate divisions.

- What are the signs of a separate unit?

Based on the definition in Article 11 of the Tax Code of the Russian Federation, three characteristics can be distinguished:

• territorial isolation from the location of the organization itself;
• availability of a stationary workplace;
• creation (use) of the specified workplace for a period of more than one month.

- What does territorial isolation mean?

Territorial isolation is the location of a unit that is different from the location of the organization. This condition formally observed if the address of the location of the organization and the address of the separate division differ at least by the building number if other components coincide: street, house (letter of the Ministry of Finance dated January 23, 2013 No. 03-02-07/1-15).

The location of a legal entity is indicated in its constituent document and in the Unified State Register of Legal Entities. If a legal entity acts on the basis model charter approved by the authorized state body, the location is indicated only in the Unified State Register of Legal Entities (clause 4 of Article 52, clause 5 of Article 54 of the Civil Code of the Russian Federation).

The Unified State Register of Legal Entities must also indicate the address of the legal entity within the location of this legal entity (subparagraph “c” of paragraph 1 of Article 5 of the Federal Law of August 8, 2001 N 129-FZ “On state registration legal entities and individual entrepreneurs").

- What is the difference between an address and a location?

According to paragraph 2 of Article 54 of the Civil Code of the Russian Federation, the location of a legal entity is determined not simply by the place of its state registration in the territory Russian Federation, and also the name of the locality (municipal entity) in which it is located.

Note that a municipal formation is an urban or rural settlement, municipal district, urban district, urban district with intracity division, intracity district or intracity territory of a city of federal significance (Article 2 of the Federal Law of October 6, 2003 No. 131-FZ “On general principles organizations local government in the Russian Federation").

The address indicated in the Unified State Register of Legal Entities is a description of the location of the object, structured in accordance with the principles of local government organization. This description includes the name of an element of the planning structure, if necessary, an element of the road network, as well as a digital and (or) alphanumeric designation of the addressable object, allowing it to be identified (Article 2 of the Federal Law of December 28, 2013 No. 443 - Federal Law “On federal information address system and on amendments to the Federal Law “On General Principles of the Organization of Local Self-Government in the Russian Federation”).

The address includes a postal code, the name of the subject of the Russian Federation, the name of the district, city, street, house number, building, premises.

Thus, the location indicated in the constituent documents and the address of the legal entity (the address of the permanent executive body of the legal entity within the location of the legal entity) indicated in the Unified State Register of Legal Entities are different.

- How does the difference between location and address affect the recognition of a unit as separate?

The location may be indicated in the charter by the name of the locality, for example, “Moscow city”. Moreover, changing the information in the Unified State Register of Legal Entities regarding the address of the organization within the locality will not require changes to the charter.

The definition of a representative office and a branch as separate divisions of a legal entity located outside its location is enshrined in Article 55 of the Civil Code of the Russian Federation.

In this regard, we can conclude that a division will be considered separate only if it is created in a locality (municipal entity) other than the one in which the organization is registered.

This approach is possible if the location of the organization is indicated in the charter as locality. And at the request of the organization, appropriate changes can be made to the charter.

- What else indicates the creation of a separate unit?

The second sign of a separate unit is the presence of equipped stationary workplaces. According to law enforcement practice, for the establishment of a separate unit, it is sufficient to create (use) even one stationary workplace.

A workplace is a place where an employee must be 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). At the same time, the organization must have concluded employment contracts with individuals. Civil contracts do not entail the creation of a job.

Thus, outside of labor relations, that is, in the absence of employees, a separate division does not arise.

The equipment of a stationary workplace means the creation of conditions necessary for the performance of labor duties, as well as the performance by the employee of such duties (letter of the Ministry of Finance of Russia dated July 28, 2011 No. 03-02-07/1-265, resolutions of the Federal Antimonopoly Service of the North Caucasus District dated June 20, 2007 No. F08-3590/2007-1449A, FAS North-Western District dated November 2, 2007 in case A26-11293/2005).

The creation of a stationary workplace does not depend on:

• on the method of organizing work - rotational work or business trip;
• working hours (duration of the working week, work, shift, etc.);
• the period of stay of a specific employee at a stationary workplace or place of hiring and payment wages(resolution of the North Caucasus District Administration of July 21, 2015 No. F08-4287/2015);
• the organization has ownership rights to the premises or its use in which the workplace is created.

- Does the existence of an employment contract with an employee who works outside the office entail the need to create a separate division?

Let's look at examples.
The work may be traveling in nature, with workers visiting various organizations in order to promote the product and establish cooperation. It is clear that they do not operate in the organization’s office (own or rented). When carrying out activities of a traveling nature, grounds for registering an organization with the tax authority at the place where such activities are carried out do not arise (letters of the Ministry of Finance of Russia dated March 1, 2012 No. 03-02-07/1-50, dated July 28, 2011 No. 03- 02-07/1-265).

Homeworkers are considered to be persons who have entered into an employment contract to perform work at home using materials and using tools and mechanisms provided by the employer or purchased by them at their own expense (Article 310 of the Labor Code). But, if an organization operates using the labor of homeworkers without equipping stationary workplaces, there are no grounds for registering the organization with the tax authority at the homeworker’s place of residence.

An agreement on remote work may be concluded between the parties if, in order to fulfill labor function and the Internet is used for interaction between employer and employee on issues related to its implementation. According to Article 312.1 of the Labor Code remote work is the performance of a labor function specified by an employment contract outside a stationary workplace. Consequently, regardless of how long a remote worker is hired, a separate division is not formed (letter of the Ministry of Finance dated July 4, 2013 No. 03-02-07/1/25829).

An organization that enters into an agreement to perform work by workers hired by another organization does not create a separate division (Article 341.1 of the Labor Code). A separate division may appear in the organization that provides the personnel.

- What if the employee performs work at the customer’s location?

When carrying out activities on the customer’s premises, when the organization’s employees, for example, advise the customer, set it up software, they clean the premises, and this work is performed without a stationary workplace, a separate unit is not created.

Let us note that the provisions of the contract with the customer, according to which the provision of equipment and communications equipment is the responsibility of the customer, allowed the courts to draw conclusions about the absence of a stationary workplace for the contractor providing the services (Resolution of the Federal Antimonopoly Service of the Moscow District dated December 20, 2010 No. KA-A41/15744-10) .

- What to do if an organization is engaged, for example, in the construction of power lines, roads, or something else, when the stationary places are geographically separated from the location of the organization, but the workplace itself does not have a permanent address?

In the case of a mobile nature of work, registration can be carried out in agreement with the tax authority. This procedure is provided for in paragraph 9 of Article 83 of the Tax Code of the Russian Federation. The corresponding request can be sent by the organization to the tax authority at its location or place of activity.

In such situations, some organizations specifically rent premises, the address of which is used for the purpose of registering a separate unit.

Government Decree No. 122 dated November 19, 2014 approved the Rules for the assignment, change and cancellation of addresses, according to which when assigning addresses to buildings, structures and unfinished construction sites, the addresses must correspond to the addresses land plots, within the boundaries of which such buildings, structures and unfinished construction objects are located.

In this regard, in the absence of a stationary workplace located on plot of land, postal address, the address of the land plot is used as such.

- What is the significance of the duration of work at the location of a separate unit?

The third sign characterizing the presence of a separate unit is temporary: the workplace must be created for a period of more than one month.

Let us once again draw attention to the fact that the actual time spent by a specific employee at the workplace, which is created or used by an organization outside its location, does not matter for recognition of a separate division (letter of the Ministry of Finance dated February 18, 2010 No. 03-02-07/1- 67).

So, the presence of a unit at the same time having territorial isolation and stationary jobs for more than a month means that it is a separate unit through which the organization carries out its activities. For tax control purposes, each Russian organization must be registered with the Federal Tax Service (Article 83 of the Tax Code of the Russian Federation) at the place of such activity (location of a separate division).

Other characteristics (separate balance sheet, account, etc.) do not affect the recognition of a separate division.

- What documents confirm the creation of a separate division?

Local acts of the organization, which indicate the creation of a separate division. The powers of this unit are not of fundamental importance. And you do not need to submit them to the tax authorities for registration. Documents may be required only in the event of a tax dispute regarding the date of establishment of a separate division.

The creation of a permanent workplace can be confirmed by:

• premises rental agreement;
• an employment contract with an employee, in which the workplace is determined by the location of a separate unit;
• primary documents evidencing the conduct of activities at the location of the separate division (invoices, acceptance certificates, etc.).

The right to use the premises in itself does not always confirm the presence of equipped stationary workplaces.

If special permission from authorized bodies, in particular a license, is required to conduct activities, then the date of its issuance can be recognized as the date of creation of a separate division, since it is from this date that activities can begin.

The earliest of the documents confirming the presence of all the signs of a separate unit determines the date of its creation.

- What to do if an organization decides to open a branch or representative office?

In case of registration of changes in the Unified State Register of Legal Entities in connection with the creation of branches and representative offices, registration at their location will occur automatically based on the information contained in the Unified State Register of Legal Entities. The presence or absence of permanent locations at the location of a separate division, registered as a branch or representative office, does not matter for registration with the tax authorities.

At the same time, the Tax Code of the Russian Federation provides for the specifics of administering a separate unit depending on its form. For example, the tax authority has the right to conduct an independent on-site tax audit of separate divisions of the taxpayer, which are registered as a branch and representative office.

If an organization has created a separate division that is not a branch and has not indicated it as such in its constituent documents, it has the right to apply a simplified taxation system.

- How to distinguish a branch from a separate division for the purposes of applying the simplified tax system?

A branch is a separate division located outside the location of a legal entity and performing all or part of its functions, including the functions of a representative office. The branch must be indicated in the Unified State Register of Legal Entities.

Note that the organization independently decides whether to grant or not grant the status of a branch to a separate division.

To create a separate division, an organization must send a message to the tax authority about the creation of a separate division. Based on this message, the organization will be registered in connection with the creation of a separate unit with the assignment of the corresponding checkpoint.

If a decision is made to recognize a separate division as a branch, this decision requires state registration: amendments to the Unified State Register of Legal Entities in accordance with Chapter VI of the Federal Law of 08.08.2001 No. 129-FZ.

- How is registration carried out at the location of a separate unit?

The organization must inform the tax authority at its location about the creation of a separate division. This obligation does not apply to separate divisions created outside the territory of the Russian Federation, as well as to branches and representative offices.

According to subparagraph 3 of paragraph 2 of Article 23 of the Tax Code of the Russian Federation, the message must be sent within one month from the date of creation of a separate unit Russian organization.

The message may be submitted to the tax authority in person or through a representative, sent by registered mail or transmitted to electronic form according to TKS.

The form of notification about the creation of separate divisions of a Russian organization and about changes to previously sent information about such separate divisions was approved by Order of the Federal Tax Service of Russia dated 06/09/2011 No. ММВ-7-6/362@ (form S-09-3-1). However, liability for failure to comply with the message form has not been established.

Registration with the tax authorities of an organization at the location of its separate division is carried out by the tax authority on the basis of a message within five days from the date of its receipt.

- Is it necessary to send a message about the creation of a separate division if the organization is already registered with the tax authority at the place of business through this separate division?

Need to. The obligation of an organization to submit to the tax authority at its location a notice of the creation of each separate division appears regardless of the fact that the separate division may be located:

• in the territory subordinate to the tax authority in which the organization is already registered at its location (letter of the Federal Tax Service of Russia dated February 27, 2014 No. SA-4-14/3404);
• on the territory of one municipal entity subordinate to the tax authority, in which the organization is already registered at the location of another separate division (letter of the Ministry of Finance of Russia dated September 2, 2011 No. 03-02-07/1-314);
• on the territory of one municipal entity, subordinate to different tax authorities, in one of which the organization has already been registered at the location of another separate division. If there are several separate divisions in one municipality, subordinate to different tax authorities, the organization can choose a tax authority. The form of notification of the selection of a tax authority for registration is given in Appendix No. 4 of the Federal Tax Service order No. YAK-7-6/488@ dated August 11, 2011.

- If the notification of registration at the location of a separate subdivision is received late, is it necessary to recalculate personal income tax for the period from the creation of a separate subdivision and resubmit the reports?

Often, an organization receives notification of registration at the location of a separate division one to two months after the creation of a separate division.

The absence of a checkpoint due to the late receipt of notification of registration leads to a situation of excessive transfer of personal income tax at the location of one separate division and arrears at the location of another separate division, the correction of which is possible using the payment clarification procedure (clause 7 of Article 45 of the Tax Code of the Russian Federation) or offset (Article 78 of the Tax Code of the Russian Federation). The implementation of these procedures requires the submission of updated calculations in Form 6-NDFL.

At the same time, the transfer of personal income tax not to the location of a separate division (at the location of another separate division) should not entail the accrual of penalties and bringing the tax agent to liability under Article 123 of the Tax Code of the Russian Federation (letter of the Federal Tax Service of Russia dated 04/07/2015 No. BS-4-11 /5717@, dated 08/02/2013 No. BS-4-11/14009).

We believe that in the situation under consideration, the calculation in form 6-NDFL for a separate division can be filled out from the month of receipt of the notification.

- How is income tax paid for separate divisions?

Article 288 of the Tax Code of the Russian Federation is devoted to the procedure for paying taxes. The tax to be credited to the budget of a constituent entity of the Russian Federation has some peculiarities. If an organization and its separate divisions are located on the territory of one subject of the Russian Federation, then it has the right to decide to pay income tax for its separate divisions to the budget of this subject. And if the parent organization pays income tax for its separate divisions to the budget of the subject, it has the right to submit a tax return for corporate income tax to the tax authority only at its location (letter of the Ministry of Finance of Russia dated July 3, 2017 No. 03-03 -06/1/41778).

- What changes in the responsibilities of insurance premium payers when creating a separate unit?

According to subclause 7 of clause 3.4 of Article 23 of the Tax Code of the Russian Federation, the payer of insurance premiums is obliged to separately inform the tax authority at the location of the organization about vesting a separate division with powers (deprivation of powers) to accrue payments and remunerations to individuals. The message must be sent no later than one month from the date of the relevant event. Moreover, this rule must be followed in relations arising from January 1, 2017.

Based on these messages, tax authorities will take into account separate divisions, including branches, representative offices of Russian organizations established on the territory of the Russian Federation, authorized or deprived of authority to accrue payments and other remuneration in favor of individuals (clause 3.1 of Article 84 of the Tax Code of the Russian Federation).

The organization makes payment of insurance premiums and submits calculations for insurance premiums at the location of its location and the location of those separate divisions that accrue payments and other remuneration in favor of individuals (clause 11 of Article 431 of the Tax Code of the Russian Federation).

- If the address of the location of a separate unit changes over time?

The organization must send a message about this to the tax authority (Form S-09-3-1) within three days from the date of change in information about the separate division.

When the tax authority changes the location of the separate division in which the organization was registered, it deregisters it within five days from the date of receipt of the message.

Registration of an organization with the tax authority at the new location of the separate division is carried out on the basis of documents received from the tax authority at the previous location of the separate division.

- Is changing the address of a separate division different from the liquidation of a separate division?

Yes. In case of closure of a separate division, including a branch and representative office, a corresponding message must be sent to the tax authority within three days from the date of the decision to close the division.

Deregistration of an organization by the tax authority at the location of a separate division upon closure of a separate division is carried out no earlier than the preparation of a certificate of on-site tax audit of the organization (for cases where the decision to conduct an on-site audit was made before the preparation of a notice of deregistration of the Russian organization with the tax authority) .

- How can the tax authority discover that an organization has created a separate division?

As part of tax control measures of the organization itself and (or) its counterparties, for example, landlords of office centers or storage facilities, general contractors, etc.

A tax audit is not required to be held accountable for failure to submit a notice of the creation of a separate division. The proceedings will be carried out in accordance with Article 101.4 of the Tax Code of the Russian Federation.

- What is the responsibility if the organization is not registered at the location of the separate unit?

Failure to submit a report about a separate subdivision entails liability under paragraph 1 of Article 126 of the Tax Code of the Russian Federation. In this case, the fine is 200 rubles (letter of the Ministry of Finance of Russia dated April 17, 2013 No. 03-02-07/1/12946).

The three-year statute of limitations for this tax offense is calculated from the day following the last day of the month allotted for filing the report.

For failure to submit on time the information necessary for tax control, administrative liability arises in accordance with the norms of Part 1 of Article 15.6 of the Code of Administrative Offenses of the Russian Federation in the form of a fine for officials in the amount of 300 to 500 rubles.

1More significant liability is established by paragraph 2 of Article 116 of the Tax Code of the Russian Federation. Conducting activities by an organization without registering with the tax authority at the location of the separate division may be punishable by a fine in the amount of 10% of the income received during the specified time as a result of such activities, but not less than 40 thousand rubles.

- When is the fine applied under paragraph 2 of Article 116 of the Tax Code?

According to definition Supreme Court dated June 26, 2017 No. 303-KG17-2377, in relation to the creation of a separate division, the obligation of the organization to inform about its creation by sending a message within the prescribed period is established. Failure to fulfill this obligation entails liability under paragraph 1 of Article 126 of the Tax Code of the Russian Federation, and not under paragraph 2 of Article 116 of the Tax Code of the Russian Federation, regardless of the fact of conducting activities.

But the procedure for taxation of certain taxes is regulated by legislation, including those of the constituent entities of the Russian Federation, and regulations municipalities. It follows from this that failure to register at the location of a separate division does not cancel the organization’s obligation to calculate taxes on the basis of tax regulations in force in the territory where the corresponding separate division is located, even if it is not registered with the tax office. It can be said that ignoring the obligation to report a created separate division is limited to a fine under the Tax Code of the Russian Federation of 200 rubles under the same tax conditions at the location of the organization and the location of the unregistered separate division.

From the decision of the Supreme Court it follows that liability under paragraph 2 of Article 116 and Article 122 of the Tax Code of the Russian Federation is delimited as follows.

If the organization was registered with a tax authority (any), and the tax authority had the opportunity to determine the volume of tax liabilities of the organization, including from activities carried out through separate divisions, and non-payment of taxes was recorded, then liability arises under Article 122 of the Tax Code of the Russian Federation.

Liability under paragraph 2 of Article 116 of the Tax Code of the Russian Federation is applicable when the tax authority, for one reason or another, failed to establish the type and amount of taxes payable based on the results of activities hidden from taxation. With this understanding of the Supreme Court decision, holding an organization accountable for non-payment of taxes arising as a result of its activities without registration is possible only based on the results of consideration of the materials of an on-site tax audit.

Why do you need to open a separate division for an LLC?

It happens that a newly formed LLC does not have its own or rented office. In this case, it is listed only by its legal address. For example, at the address of the head or founder of the organization. As long as the activity has not yet begun, and correspondence, including from official authorities, arrives on time, this is not a problem. However, when an LLC begins to operate, a physical location becomes necessary.

Is LLC registration required? Only our specialists guarantee saving time and money when creating a new LLC.

In some cases, the nature of the organization’s work allows it to conduct business remotely, right from home, but when it comes to shops, warehouses and office premises, the activity of the enterprise begins to imply work at the address. This situation implies the need to open a separate division.

Or another situation. You need to expand your business beyond hometown. Whatever activity we are talking about, you will need to legally register a new place.

There are several options for this design. You can register a branch, representative office or a separate division. This article will focus on the latter.

Separate division: implies the presence of at least one “stationary” workplace. A workplace means concluding an employment contract with an employee for at least one month. The work must be controlled by the employer, and the employee himself must be at his workplace, according to his official duties. (Basis: Article 209 of the Labor Code)

Consequently, a warehouse without a permanent employee located there is not considered a separate unit. Likewise, the following are not considered a separate division: payment terminals, ATMs, and the like.

Hired employees with whom collaboration is carried out remotely are also not considered “stationary”. Consequently, in order to conclude agreements with them, there is no need to register a separate division at all.

Important! If you are individual entrepreneur, you should not register separate units. According to the law, individual entrepreneurs have the right to conduct their activities anywhere in the country, without being tied to the place of registration. If an entrepreneur works under UTII or using a patent, he must register with the tax service at the place of business activity.

How to open a separate division for an LLC that is suitable for the simplified tax system

According to Article 346.12 of the Tax Code of the Russian Federation, the preferential simplified taxation system cannot be applied to organizations that have registered branches and representative offices. Here a logical question arises: how should a separate enterprise be registered so that it retains the right to the simplified tax system?

Here's what the Tax, Labor and Civil Codes say:

• According to Art. 11, NK, A separate division of an organization is any division territorially isolated from this organization in which stationary workplaces are equipped.
• According to Art. 55, Civil Code Separate enterprises are characterized as separate divisions, in the form of representative offices and branches.
• (It turns out that according to the Civil Code, it is not clear what types, other than representative offices and branches, may have separate divisions.)
• According to Art. 40, Labor Code Collective agreements can be concluded in the organization as a whole, in branches, representative offices and other separate structures.

Considering all of the above, the conclusion suggests itself that a clear definition of a separate enterprise simply does not exist. It turns out that when registering, the main task will be to avoid what is typical for branches and representative offices.

The legislation stipulates the following characteristics branches and representative offices:

• A representative office is a separate division of a legal entity located outside its location. It represents the interests and protects the legal entity
• A branch is a separate division of a legal entity located outside its location. The branch carries out all or part of the functions, including the functions of representative office.
• Representative offices and branches are not legal entities; their data must be registered in the Unified State Register of Legal Entities and in the organization’s charter.

Such details are necessary, because if this issue is not understood, the manager, without realizing it, may register a separate division as a branch or representative office, which will deprive him of the ability to carry out the organization’s activities under the simplified tax system.

An organization can be classified as operating under the OSN from the moment of creation (beginning of the quarter) of a separate division that has characteristic features branch or representative office. And according to the OSN, the organization will be obliged to charge all general regime tax fees.

Features of opening branches and representative offices of LLC

Taking into account all of the above, it is reasonable to know what features distinguish a branch and a representative office.

1. The LLC charter stipulates the actual creation of a branch or representative office. (In itself, the ability to create a branch or representative office, which can also be stated in the charter, does not affect the taxation system)
2. The parent organization has approved regulations on branches and representative offices.
3. Branches and representative offices have an appointed manager who acts by proxy.
4. Developed internal normative documents regulating the activities of a branch or representative office.
5. Both branches and representative offices act in the interests of the parent organization before third parties, in courts and other authorities.

We conclude: that in order to have the right to the simplified tax system, you need to ensure that the separate division being created does not have the above characteristics of a branch or representative office. Also, in the Regulations on separate divisions, it should be indicated that it is not a branch or representative office, and does not have similar characteristics, and does not engage in economic activity on one's own. A separate division is managed by the head of the LLC, and no director is appointed.

Registration of separate divisions of LLC with the tax office

In Art. 83.1 of the Tax Code of the Russian Federation, the Organization must register at the location of its separate divisions. In addition, it is necessary to report to the tax authority about each new separate division within a month and about changes in these divisions within 3 working days. (Article 23.3 of the Tax Code of the Russian Federation)

Therefore, when registering separate divisions of an LLC, it is necessary to:

• Notify the tax authority where the parent organization is registered (Form No. S-09-3-1);
• Register with the tax office at the address of the unit being opened, if the address of the tax office differs from the one at which the parent organization is registered.

In the case when several separate divisions are registered at once, located on the territory of one municipality, but in the territories of different tax inspectorates, it is possible to register all divisions on the territory of the tax inspectorate of one of them. For example, several tax services operate in one city, and an organization in this city plans to open four stores that are located on the territory of different tax authorities. In this case, all four stores can be registered as separate divisions in one tax service.

If the location of a separate subdivision changes, you should report this indicating the new address in the NI (Form No. S-09-3-1) at the place of registration of the subdivision.

Registration of separate divisions of LLC

It is necessary to register a separate division in the funds at the location if it will maintain a separate balance sheet, open a current account and plan to accrue payments to employees. Registration must be completed within 30 days.

The following documents must be submitted to the Pension Fund:

• Certificate of tax registration;
• Notification of registration of LLC on the territory of the Pension Fund of Russia;
• A package of documents confirming the opening of a separate division, as well as a current account and balance sheet maintenance.
• registration application (original)

To register with the Fund social insurance, you must provide copies (notarized) of the following documents:

• Certificate of tax registration;
• GRUL certificate;
• An order to open a separate division, documents confirming the existence of a current account and the opening of a balance sheet;
• Letter from Rosstat state statistics;
• Notification of tax registration;
• The only original is the registration statement;

It is noteworthy that the simplified tax and insurance premium for employees of a separate division are paid at the place of registration of the head office, and personal income tax for these employees is withheld at the place of registration of the separate division.

Responsibility for violations when opening a separate division

The following violations of the deadline for registration of separate divisions entail penalties:

• The deadline for submitting a notice of tax registration was violated - 10,000 rubles. (Article 116 of the NKRF);
• The separate division operates, but is not registered - fines will amount to 10% of income for the period of activity without registration, plus 40,000 rubles. (Article 116 of the NKRF);
• Registration deadlines with the Pension Fund were violated - 5000 rubles. and 10,000 rub. (if the registration delay continues for more than 90 calendar days); (Article 27 No. 167-FZ dated December 15, 2001);
• Similar fines are provided for violations of the deadlines for registration with the Social Insurance Fund of 5,000 rubles. and 10,000 rub. accordingly (Article 19 No. 125-FZ of July 24, 1998).

Procedure for opening a separate division

1. Make sure that you are registering a separate division, and not a branch or representative office. (Different registration algorithm)
2. Check whether the workplaces are stationary (created for a period of more than a month, workers are present there according to the work schedule).
3. Within 30 calendar days, inform the tax authority of the parent enterprise about the registration of a separate division (Form No. S-09-3-1)
4. Within 30 calendar days, register with the FPR and the Social Insurance Fund, if the separate division has its own current account and maintains a balance sheet.
5. All changes (address, name) must be reported within 3 days to the Tax Service in the territory of registration of the separate division (form No. S-09-3-1)

Let's summarize. More often than not, registering a branch or representative office may not be justified at all. It is much easier and faster to register a separate division by organizing a stationary workplace.

The necessary documents are quite simple to collect, and the registration process itself takes place at the local tax service (at the place of registration of the head office).

The entire registration process can take only a week.

Structural territorially separate division of an organization

As part of the organization's activities, part of its functionality can be transferred to structural units. At the same time, it is important to maintain a line between the separation of part of the company as a new legal entity and the territorial and organizational relocation of the division that will remain integral part companies.

One of the differences between such actions is the information that is entered into the Unified State Register legal entities (Unified State Register of Legal Entities): the establishment of a company in the order of reorganization is entered new entry, and about a separate division, the tax authorities make notes in the lines reserved for information about the parent organization.

From this, the subordinate position of the units is obvious. It is also emphasized by law. In Art. 55 of the Civil Code of the Russian Federation states that separate divisions are not legal entities, although they have a number of individualizing characteristics.

The list of required features is short:

• administrative isolation, expressed in the presence of the separated part of the company of its own management, acting in accordance with the requirements of Art. 55 of the Civil Code of the Russian Federation on the basis of a power of attorney;
• territorial separation, according to which legal address the designated branch of the company differs from the address of the executive body of the legal entity.

By internal decision, a part of the company may be endowed with other isolating characteristics. For example, such signs could be:

• separate balance;
• own personal account;
• personal calculation of payments to employees and other persons.

Legal status of the separated parts of the company in entrepreneurship and labor relations

The legal status of a separate division follows from its dependent status:

1. The rights of the dedicated part of the company are significantly limited compared to the functionality of the parent organization.
   For example, separate divisions have the right to file claims in court only if they act on behalf of the organization. Separate divisions are not recognized as proper defendants, although Art. 29 of the Code of Civil Procedure of the Russian Federation and allows for filing a claim in court at their location.
2. The activities of separate divisions are the same work that the company performs in accordance with the type codes assigned to it economic activity, as well as the activities of employees (secretaries, lawyers, accountants, etc.) to create conditions for carrying out such work or only part of such activities. Providing separate units with powers to carry out established types of activities is carried out by a legal entity.
3. Separate units are intermediaries in labor relations, not their sides. The separated part of the company is not endowed with the legal capacity of a legal entity, and therefore separate divisions cannot act as employers.

If a worker is sent to conduct labor activity to a separate unit, then this qualifies as being sent on a business trip (see Regulations on the specifics of sending on business trips, approved by Government Decree No. 749 of October 13, 2008).

Types of separate divisions under the Civil Code and Tax Code of the Russian Federation

Civil Code (Article 55) and laws on certain types legal entities recognize the existence of 2 types of separate divisions:

1. A branch of a company is a separate division created to carry out the activities of an organization outside its location, the functions of a representative office, or only part of these functions, depending on the scope of powers transferred by the company.
2. A representative office of a company is a separate division dedicated to protecting and representing the interests of the company. Representative offices are especially common in organizations operating in several countries.

The Tax Code (Article 11) recognizes any territorially separated parts of legal entities as separate divisions if they have stationary workplaces. Place of work according to Art. 209 of the Labor Code of the Russian Federation is the place where the employee carries out his work duties or in which he needs to be in order to perform work. The place of work must be controlled by the employer.

A workplace is stationary if it is created for more than a month. The last requirement is related to the deadline for registering a separate division for tax purposes. In accordance with Art. 23 of the Tax Code of the Russian Federation, a legal entity notifies the tax authorities about the allocation of branches or representative offices within a month from the moment of their creation. If the workplace has been created for more than short term, then it makes no sense to carry out its tax accounting as a separate division. If it was created for a period of more than a month, then tax service recognizes it as a separate division.

What does it mean to recognize a separate division as such for tax accounting purposes?

Despite the fact that in accordance with Art. 11 of the Tax Code of the Russian Federation, a territorially delimited part of a company with a workplace created for a month or more is recognized as a separate division, its legal capacity differs from the rights and obligations of a branch or representative office.

Don't know your rights?

The separated part of the company, recognized as such for tax purposes, usually does not have an administrative management apparatus, own property and funds, cannot independently exercise the powers of the company or protect its interests. The reason for this is the purpose of recognizing by the Federal Tax Service the territories with existing jobs as a division of the company.

As stated in Art. 11 of the Tax Code of the Russian Federation, recognition of a separate division as such is carried out for the purpose of implementing the legislation on taxes and fees.

For example, if an organization is developing subsoil on Far East, and her executive agency is located in Central Russia, then paying taxes at the location of the legal entity is inappropriate for tax control, as well as for other reasons. According to Art. 335 of the Tax Code of the Russian Federation, the company is registered at the place of mining. Obviously, their production stretches over more than a month, and the employees’ workplace will be a mine, quarry, etc. Then, for the purposes of paying mineral extraction tax, the tax authorities may recognize the presence of a separate division of the company.

The procedure for creating a separate division

Unlike separate divisions, which acquire such status at the direction of the tax authority, branches and representative offices are created according to more complex procedure. The following stages are distinguished:

1. Making a decision on the separation of a part of the company according to the procedure established by law or internal regulations of the company.

For example, the law “On companies with limited liability» dated 02/08/1998 No. 14-FZ defines the following decision-making procedure:

• submitting the issue for consideration General meeting shareholders 30 days before its convocation;
• reviewing the question;
• agreement of 2/3 of the meeting participants with the opening of a separate division.

In Art. 65 of the Law “On joint stock companies» dated December 26, 1995 No. 208-FZ states that the creation of branches and representative offices may fall within the competence of the board of directors if this is provided for by the company’s charter.

1. Adoption local act regulating the work of a separate division of the company. Typically this is a branch/representative office provision.
2. Appointment by order of the head of the parent organization of the management of a separate division. Usually, at the same time, a power of attorney is issued in the name of the head of the department, since without it the head will not be able to manage the department of the company (Article 55 of the Civil Code of the Russian Federation).
3. Submitting an application to the Federal Tax Service in form P14001, approved. by order of the Federal Tax Service “On approval of forms and requirements...” dated January 25, 2012 No. ММВ-7-6/25@, on inclusion in Unified State Register of Legal Entities information about the division. As indicated in the letter of the Department of Tax Policy of the Ministry of Finance of the Russian Federation dated December 16, 2009 No. 03-02-07/1-541, a separate division of a legal entity is considered created from the moment of making additions to the state register.
4. Submitting form S-09-3-1 to the Federal Tax Service, approved. by order of the Federal Tax Service dated 06/09/2011 No. ММВ-7-6/362@ within a month after the allocation of part of the organization. This is done to register a separate division with the tax service.

Sample regulations on a separate division of LLC, JSC

In Art. 5 of Law No. 14-FZ determines that an LLC operates on the basis of a regulation approved by the parent company. Usually the situation is similar with other legal entities (see Article 91 of Law No. 208-FZ, etc.).

• general provisions as a set of information about the parent organization and the allocated part, such as: names, addresses, etc.;
• purpose of creation, for example, ensuring compliance with the interests of a legal entity;
• legal status as a combination of rights, duties and responsibilities;
• the procedure for control carried out by the head office;
• data on management procedures, management competence;
• participation in labor relations;
• the procedure for disbanding a unit;
• other provisions as necessary.

Reporting of separate divisions in 2020

One of the manifestations of control over branches and representative offices by a legal entity and government agencies is a reporting check.

For external reporting, a separate division of a legal entity provides the following documents on a monthly basis in 2020:

1. Tax returns, if the unit is obligated to:
   • pay transport tax and property tax of the organization;
   • transfer tax withheld from employees' earnings to their income.
2. Form according to KND 1151111, approved. Order of the Federal Tax Service of Russia dated September 18, 2019 No. ММВ-7-11/470@, on the payment of insurance premiums to the Federal Tax Service.
3. Form 4-FSS, approved. by order of the Social Insurance Fund of September 26, 2016 No. 381, for a report to the Social Insurance Fund on the payment of contributions for insurance of the risk of occupational injuries.
4. Form SZV-M, approved. by resolution of the Board of the Pension Fund of the Russian Federation dated 01.02.2016 No. 83p, for information Pension Fund on contributions to employee pension insurance.
5. Other documents.

Internal reporting is determined in accordance with the instructions of the parent company. It includes the transfer of accounting documentation, information on the implementation of plans, etc., which means for a separate division of the organization the need to prepare additional reports in the forms established in the organization.

Let's summarize. Separate structural subdivision a legal entity is a part of a company that is separated territorially and administratively for the purpose of carrying out activities similar to the activities of the parent company, and, if necessary, also representing its interests.

In addition to branches and representative offices identified in civil law as types of separate divisions, tax authorities for the execution of the Tax Code of the Russian Federation and other acts on taxation can recognize territorially allocated parts of a legal entity as separate divisions if they have stationary workplaces.