Sources of formation of authorized capital in Russia. How to understand what authorized capital is

To operate, enterprises need funds - investments. They provide an opportunity to start an activity. Their size may vary, depending on the law. It is important to know how to correctly form the authorized capital.

Important aspects

Capital is the monetary value of enterprise property. It can be owned or borrowed. The capital of organizations is considered from several perspectives. There is a distinction between real and monetary capital.

The first exists in the form of production resources, the second – in the form of finance. It is used to acquire resources. Depending on the source of formation, capital can be either own or borrowed.

Any changes relating to the Criminal Code should occur only in cases that are permitted by law or constituent documentation.

During capital formation, an additional source of funds may be formed - share premium. Legislative bodies make specific demands on capital. No less important is the question of the minimum size.

The authorized capital may consist not only of finance, but also of securities, material assets, and property rights. The calculation is carried out using the minimum wage for labor activity (minimum wage).

For each type of organization it is different:

For foundations and non-profit organizations, authorized capital is not required. The amount of capital can increase and decrease. Increase promotes the growth of the organization. This may be the case if previous capital was previously deposited.

A meeting of the founders of the enterprise is convened, and a decision is made to increase capital. The reasons for the increase are:

• the organization needs funding for its further growth;
• employees must be provided with securities;
• merger with another organization.

If a company wants to develop, capital must be constantly increased. It must be open to the public.
It happens that a company reduces its fortune.

The reasons may be:

The reduction of capital can occur on a voluntary basis or as required by law. The authorized capital includes a certain number of shares of various types that have a set par value.

Its formation and changes are regulated by law. It is formed on the basis of contributions from participants. Comprises:

The share of the authorized capital can be sold to other participants. The seller must notify other participants about this one month in advance. shares must be certified by a notary.

To register a sale, you will need the following documents:

• photocopies of the constituent documentation of the enterprise;
• registration number;
• extract from the register of legal entities;
• charter;
• participant data.

Account 80 is intended for the authorized capital - a summary of data on its condition and movement. Capital is accountable. If the capital changes, it must be re-registered.

Basic definitions

What is his role

Authorized capital is important for any type of organization; it performs many functions. Basic:

Thanks to the authorized capital, the enterprise will be financially stable. Acts as collateral.

Current regulatory framework

According to, the authorized capital must be paid before the organization is registered.

It states that if at the end of the reporting year the value of net assets is less than the authorized capital, then the organization is obliged to declare this and register the fact of the decrease.

Based on this, the following has been established: an organization is a company in which the authorized capital is divided into shares. According to , the capital consists of the value of contributions by the shareholder of the enterprise.

Emerging nuances

When registering an organization, the formation of an authorized capital is mandatory. You can contribute both money and property. The finances are clear. What to do with the property? The material share must have a financial valuation.

Video: the essence of the authorized capital

It is determined by all founders at the meeting. If this is not possible, it is allowed to establish the value by independent appraisers.

When a new shareholder appears in an organization, capital can increase at his expense. He must fill out an application addressed to the director, indicating the amount of the contribution, the deadline for making it and the share in the capital.

After this, a meeting is convened and the following is decided:

• what will be the size and nominal value of the new shareholder’s share;
• how the share of each participant will change;
• registration of a new one in connection with the increase in the capital.

When forming capital, it is important to consider the following:

The capital may be increased by additional contributions, additional capital or part thereof.

When creating the authorized capital, it is necessary to take into account some features. Its structure and size must meet a number of conditions.

Among them are the following:

• manufacturing industry;
• size of the organization;
• cooperation level of the enterprise;
• level of service.

The minimum amount of capital is regulated by law, the maximum is not, it can be anything. Changes are possible only by general decision of the organization's shareholders.

Change options:

• part of the shares is canceled or repurchased while retaining their nominal value;
• the par value of shares decreases;
• the amount of capital is maintained by combining shares;
• additional shares are issued.

Step-by-step instructions for increasing capital:

1. At the meeting, a decision is made to change the capital.
2. A new version of the charter is being prepared.
3. Paid to the state, amount - 800 rubles.
4. Documents are prepared that confirm the payment of an additional contribution or the arrival of a new participant.
5. Within a month after the change in the charter, documents are submitted to the tax service to register the increase in capital.

What the bank needs to know

To ensure its activities, the bank must also have its own capital. It is formed on the basis of each participant.

Bank management companies perform many functions, including:

• the role of starting funds necessary for primary costs;
• acts as a regulator of activities;
• strengthening customer trust;
• acts as a shock absorber that absorbs damage from expenses.

The authorized capital of the bank includes:

• par value of shares;
• the amount of investment from the state or as a private share;
• rights to use natural resources.

Consists of fixed capital and additional capital. The main one is the one that is paid and registered. When registering a bank, you must have a minimum capital, its size is 180 million rubles.

Contributions to the management company can be made in both rubles and foreign currency. The authorized capital can only be formed with one’s own funds; credit or budget funds cannot be used.

The share of each shareholder should not exceed 35%. Legislation puts forward many requirements for bank capital.

Enterprise Features

The authorized capital of enterprises must include a set number of shares of various types with a certain par value. The share of each participant is expressed in ruble equivalent or as a percentage ratio to the total amount of capital.

At the time of registration of the organization, capital must be formed by half of the total amount. The remaining funds are contributed during the year after the opening of the enterprise. If one of the founders does not pay his share on time, he faces a fine.

Thus, authorized capital is a necessary condition when creating a new enterprise. To start an activity, capital must be minimal; its size is established by law.

During the course of activity, it can either increase or decrease. These changes must be decided at a meeting of the company's shareholders.

The process of liquidating an LLC is very complex and affects many aspects of the financial condition of the organization. One of these is the return of authorized capital. In 2019, can the founder receive his share upon liquidation of the company? Upon completion of its activities, the organization is obliged to carry out an important liquidation...

The activities of any organization begin with the formation of an authorized capital. In this case, it is necessary to display the amount in the constituent documentation and accounting. What transactions display transactions on authorized capital? The start of the enterprise's activities is provided with start-up capital. During the registration process...

Payment of a share in the authorized capital can be carried out in different ways. But in any case, the fact of payment must be documented. What documents are used for this? What does the confirmation certificate look like? Payment by a company participant of the required share in the authorized capital must be documented...

The issue of selling a share of the authorized capital became relevant after some changes in legislation. Often difficulties arise precisely because of ignorance of the laws. How to correctly register the sale of a share of the authorized capital in 2019? When an organization is formed, an authorized capital is formed. Its shares are distributed among...

It represents the volume of initially invested assets (most often cash) necessary to start the operation of the enterprise. Its size is not arbitrary, but is established in accordance with certain rules of jurisdiction. Thanks to the authorized capital, it becomes possible to generate funds that are needed for the first steps in commercial activity.

Authorized capital value

Of course, it is important and performs several functions at once. Here are the main ones:

• it provides creditor protection. What this means is that this capital gives investors an excellent guarantee that they will receive some compensation even if the enterprise does not succeed and is completely ruined;
• affects positioning in the market. It is by the authorized capital that experienced people judge how successful a company is and what awaits it in the future (although this indicator is not very informative);
• for a developing company it is the initial capital. Without initial capital, no commercial activity is possible, since it cannot be done without constant expenses and expenses;
• used as a means to limit companies' entry into the market. In some cases, activities will not be possible if the company's authorized capital does not meet the requirements. All this is justified by the fact that serious business requires great responsibility.

Minimum authorized capital

Such capital must be calculated in accordance with all requirements established by the regulatory authorities of jurisdiction. Today, almost all countries have established a minimum amount of funds, without which it is impossible to open any company. To register a company, you will need to go through procedures that involve collecting and submitting documents, writing statements, and so on.

It is possible to contribute not only money to the authorized capital, but also material assets, property rights, and even securities - this is quite acceptable.

In this case, calculations are made using the minimum wage, although sometimes the amount in money is also indicated. For a closed joint stock company it is 100 minimum wages, an open joint stock company - 1000 minimum wages, the minimum authorized capital of an LLC must be more than 100 minimum wages, municipal unitary enterprises are 1000 minimum wages, and state enterprises must have an authorized capital of at least 5000 minimum wages. This data applies only to Russia.

Funds, autonomous non-profit organizations and other non-profit organizations can be created without it by law.

Increase the authorized capital

The size of the authorized capital of CJSC, LLC and other commercial organizations may be increased over time. Without this, the company's growth is impossible. This is only possible if the previous authorized capital has been contributed. The decision to increase it is made directly at the general meeting of the company's members or its shareholders.

Reasons that lead to its increase:

• the need to finance company growth. In this case, even financing from third parties is possible;
• the need to provide employees with securities;
• The reason for its increase may be a merger with another company.

Undoubtedly, a developing company must constantly increase its authorized capital, and information about it, as a rule, should be available to the public.

Reduction of authorized capital

There are cases when companies reduce their authorized capital. The goals here may be different. Here are the most basic ones:

• to increase share price. The authorized capital grows, and with it the number of shares grows - this leads to their partial depreciation. In other words, its reduction prevents shareholders' shares from being eroded.
• to optimize authorized capital management.

The authorized capital can be assessed from two sides - legal and economic. From the legal side, a management company is the monetary property of an enterprise with which it pays off creditors. From the economic side, a management company is the minimum amount of money that is required to start a business. The size of the authorized capital is established in accordance with the company's charter.

The legislation specifies minimum amount for forming the authorized capital. The size of the authorized capital is determined by the organizational and legal form of the legal entity - LLC, CJSC, LLP. For example, the capital capital for an LLC must be no less than 10,000 rubles.

How is the authorized capital formed?

The formation of the authorized capital occurs with the help of the founders of the legal entity. Data about this must be entered into a special document of the legal entity. Investments in the authorized capital of a legal entity can be made in foreign currency or rubles. If funds in foreign currency were contributed to the authorized capital, then the documents must reflect the cost in rubles at the MICEX exchange rate.

Also, the authorized capital of a legal entity can be formed, in addition to monetary investments, by material assets (furniture, office equipment), and intangible assets (patents). If contributions are not made in cash, they must be valued in monetary terms.

If the value of contributions is more than 20,000 rubles, then to convert them into cash equivalents, the assessment must be carried out by an auditor!

If it happens with the help of funds, then they must be deposited into a savings account in a bank until the state registration of the legal entity is carried out. Before submitting documents for registration you must:

Select a bank to service the company's current account;
- determine the size of the authorized capital;
- determine how many people form the management company;
- open a savings account in this bank and deposit money there.

After registration of a legal entity is carried out, money from the savings account is transferred to the current account of the company, and it becomes the authorized capital of the legal entity.

Contribution of authorized capital- a rather lengthy process, but it does not require documentary evidence, which means that a current account can be opened immediately after registering a legal entity and depositing capital in accordance with the charter.

If the management company of the company is formed by property, then an act of acceptance and transfer of this property is required as a contribution to the management company. But at the same time, the contribution to the management company will be made only after registration of the company!

The company's charter must specify the specific amount of the authorized capital and how it is contributed (for example, in parts of a certain amount).

UK– the minimum amount of resources required to start a business. If it is contributed in money, it can be spent on paying for the rent of premises, salaries of employees, and on purchases for the company.

The company's management company is not subject to taxes. Expenses for the management company are not expenses of the company, because they will be expenses of the founders. In addition, the management company is not a profit of the company and is also not subject to tax.

Since the authorized capital is formed by the founders of the company, they are required to contribute their personal funds or material assets during its formation. If the founder is one person, then he himself contributes his funds to the management company. If there are several founders, then their share in the management company is determined as a percentage of the size of the management company.

Since the main goal of the legal entity being created is profit, its founders bear initial costs with the expectation of future receipt of dividends, i.e. The size of the contributed share affects the amount of future profit of the participant.

In addition, the larger the contributed share, the more votes when making decisions at meetings of the community founders.

Size of share in the management company can also be changed; this is stated in the company's charter.

The size of the authorized capital of a legal entity can be changed, but cannot be less than that established by law. To increase the size of the charter capital, a package of documents is required. The size of the management company can increase due to property and due to additional contributions of funds from the founders and third parties. Each of these methods has its limitations.

For example, in an LLC, the size of the capital can be increased only if the company’s profits have increased or additional funds have been contributed from the founders.

The authorized capital of the LLC is formed with the help of the Federal Law “On Limited Liability Companies”. The minimum capital for an LLC is 10,000 rubles. At the time of registration of a legal entity, the capital must be contributed in the amount of 50% of its size. The remaining 50% must be paid within a year after the LLC is registered.

If funds of the management company are deposited into the company's cash desk, then a cash receipt order is issued, and if to a current account, then an announcement is issued.

Authorized capital of a joint stock company is formed in accordance with the Federal Law “On Joint Stock Companies”. The composition of the management company of the joint-stock company is a certain number of shares. The number of shares depends on the par value of the shares and the size of the charter capital. The management company of a joint-stock company includes shares of various types with a set value, and as a result, personal funds are invested as a legal entity and funds of shareholders.

A joint stock company must create a management company after registering the company through the sale of shares to certain persons. Dividends are distributed depending on the value of the shares.

This is exactly how it happens formation of authorized capital, without which it is impossible to open and operate your own business.

Hello! In modern economic conditions, authorized capital is one of the most important indicators that future partners and investors focus on in order to assess for themselves the reality of cooperation with a particular company. We will discuss why this indicator is so important in this article!

Authorized capital of LLC - what is it and what is the size

Authorized capital - This is the initial contribution made by the founders of the company.

In Russia, in order to pass, it is enough to have a minimum authorized capital of 10,000 rubles. The legislator established the minimum authorized capital of an LLC in the relevant law.

Many people ask a logical question: “What is the need for authorized capital if its size is so small”? Let's briefly look at why it is needed.

1. To start the company's activities legally;
2. The presence of authorized capital guarantees creditors that all obligations to them will be fulfilled;
3. Allows you to determine what the share of each of the founders is and the number of their votes in the process of making important decisions.

Formation of the authorized capital of LLC (contributions)

Typically, information about the size of the capital is recorded in the organization’s charter. We can say that authorized capital is a fund that is formed at the time of creation of an enterprise. Accordingly, it consists of the value of the share of each founder.

The share of each participant is reflected in rubles, or as a percentage of the total capital.

Each organization regulates the maximum size of each share, the procedure for changing the size of contributions personally, and enters information into the Charter.

Half of the management company must be formed at the time when the state registration of the limited liability company is carried out.

Before an application to open a company is submitted, half of the future capital must be placed in a savings account or accepted into the cash register. After registration documents are received, this amount will be transferred to the company's current account.

If one of the founders does not make his contribution on time, penalties may be applied to him, if this is stipulated in the Charter. That part of the share that turns out to be unpaid can be alienated in favor of the LLC, distributed among the remaining founders, or sold to third parties.

The company can use these funds for the purposes it needs:

• make payment of wages;
• pay rent for premises;
• other.

The complete formation of the Criminal Code is confirmed by payment documents (for example: cash order).

Let's look at the formation process using a simple example: Let's say three people want to organize an LLC. Since the size of the management company cannot be less than 10,000 rubles, each founder, wishing to have an equal share with everyone else, must contribute 3,334 rubles. That is, the Criminal Code in this case increases to a size that is evenly divided into 3 parts.

How to contribute the authorized capital of an LLC

The introduction of the Criminal Code must be carried out in strict accordance with the law. The material presented below can be presented as step-by-step instructions.

You can make a contribution to the authorized capital in different ways:

• In cash;
• By transfer of funds;
• Shares or other securities;
• With the help of property, etc.

It should be taken into account that if the management company is formed, say, by property, then an independent appraiser must participate in this procedure.

Most choose simple deposit methods so as not to complicate anything (cash and non-cash). If the share is paid in cash, a cash order is simply issued, as mentioned above. If the contribution is made by property, then it can immediately be used in the activities of society.

The worst option is to contribute a share rights to any property (right of use, etc.). The disadvantage of this method is that any rights can be challenged and called into question. Which will entail many legal problems.

Types of authorized capital

Let's present the classification as a table:

Having considered all the theoretical aspects of the formation of authorized capital, the types, methods of its contribution, we will also dwell on what innovations were introduced and are in effect in 2018.

Authorized capital of LLC in 2018

As before, the minimum authorized capital of an LLC in 2018 is

10,000 rub..

And other important points worth knowing:

• All founders pay their share personally;
• The size of the capital can be increased at the expense of financial resources, property or other assets;
• The Criminal Code can only be changed with the participation of a notary.

Exceptions

• For some enterprises, the minimum size of the charter capital is not the standard 10,000 rubles, but much more. This list includes commercial banks, insurance companies, producers of alcoholic beverages, etc. The funds required here are different: 10 million rubles for producers and wholesalers of alcohol, 300 million rubles for insurers and owners of commercial banks.
• If an entrepreneur is in doubt about what to choose: LLC or , then it is important to remember that when registering an individual entrepreneur, you do not need to make any cash contributions. An individual entrepreneur is liable with all his property.

Where is the Criminal Code stored?

Entrepreneurs often ask: where and how is the Criminal Code stored? The fact is that this amount of funds used directly in the process of entrepreneurial activity exists only in documentation.

Funds contributed to the authorized capital are placed in the company's current account. From there they can be distributed for other needs of the organization.

Property (for example, real estate) contributed to the authorized capital must have documents confirming its real value (that’s what appraisers are for).

The rights of founders are regulated by the civil legislation of the Russian Federation. Therefore, the owner of a share in the authorized capital can at any time carry out the procedure for the alienation of his property in any way that is convenient for him.

Selling a share in a management company is not difficult if you follow simple recommendations. The following methods can be used:

• Terminate the transaction step by step by paying only the state fee and notary services. But this option takes a lot of time, since you will have to personally go through more than one authority to draw up all the necessary documentation;
• Use the services of a specialist who will arrange everything quickly and legally correctly. The client can only pay for the services and send the completed documents to the government agency that resolves such issues.

If you still have to carry out the entire procedure yourself, you will have to carefully monitor compliance with all legal subtleties.

You can also sell not only a share, but also a part of it. To carry out a sale, you need to collect the following package of documentation:

• A list of all LLC participants and an application filled out in a specific form;
• Agreement indicating the share of the seller;
• Disclaimer documents from the company's participants if the share is acquired not by them, but by a third party;
• Phys. for a person - a passport, for a legal entity - registration documents.

A complete list of required documents can be found when contacting a notary.

After notarization, the documents are sent to the tax service, where they are reviewed and approved.

Donation of a share of the authorized capital of an LLC

The situation when a share in a management company is given as a gift is a common occurrence in business circles. The transfer procedure is regulated by the civil legislation of Russia.

Before concluding a gift agreement, the donor must carefully study the constituent documents of the company, in particular the Charter. Usually it spells out the specifics of concluding a given transaction. It’s not a fact that other founders will want completely unnecessary people to join the business.

There are two parties to the contract: donor And donee. The first party can donate its share to one of the company participants, or maybe several.

You can donate a share to a third party only if it does not prohibit it. In addition, the gift agreement must comply with all legal requirements and be correctly drawn up from a legal point of view.

How does the procedure for donating authorized capital work?

• The Charter regarding the alienation of shares is carefully studied;
• A written notification is sent to other members of the company about the intention to donate a share in the authorized capital;
• After a month has passed after consent has been received, or no response has been received, a gift agreement can be concluded;
• The contract undergoes the notarization procedure.

To conclude a gift agreement, you need to prepare the following list of documents:

• Statutory documents;
• The decision to create a company;
• Available evidence;
• Donor's passport and TIN;
• Passport and TIN of the donee;
• If the share belongs to two spouses under the right of joint ownership, the second spouse must confirm his consent in writing.

The procedure for donating a share must be certified by a notary.

For the donee, receiving a share is income, which means it entails the payment of tax. Typically this is 13% of the market value of the share.

When a gift occurs between two legal entities, both parties are required to pay tax.

Authorized capital upon liquidation of the company

- is not at all simple and affects many different aspects, primarily financial. What to do with the management company and property? Many questions arise.

Liquidation of a limited liability company is a multi-stage and complex process. It must fully comply with the legislation of the Russian Federation.

As for the capital, it can be divided among the company participants who contributed it, but only after all debts to creditors have been repaid.

Settlement with company participants is part of the entire liquidation procedure.

The management body of the company appoints the composition of the liquidation commission, to which all management functions are transferred. The Federal Tax Service is notified of the planned liquidation, and all creditors are also notified.

Creditors have 2 months to make any claims against the company. There are cases when this period increases, for example, if the company has a lot of debt obligations.

The entire procedure as a whole, until the payment of the authorized capital, can last several months, or maybe several years.

A queue is created according to which all debts of the society are paid off:

1. Citizens whose life or health has been harmed due to the fault of society;
2. LLC employees;
3. Budgetary and extra-budgetary payments;
4. Settlements with other groups of persons.

Only after this are debts to the participants repaid in proportion to their shares.

After all calculations, a liquidation balance sheet is drawn up. This is the company's latest reporting. If the company is bankrupt, then all debts are repaid with the help of the management company. This is done by the appointed arbitration manager.

Conclusion

The current state of affairs, namely a completely formal approach to the management company for LLCs, is completely unsatisfactory for many potential partners of the companies. That is why proposals to increase the minimum capital are increasingly heard. The numbers are announced differently, but at the moment everything ends at the stage of conversations, although this measure would help reduce the number of fly-by-night companies. But for now this initiative remains in words.

Perhaps there will be some changes in this matter in the future.

In order for information about the authorized capital of an LLC to form a complete picture, we advise you to watch the following video. The lawyer explains in detail all the intricacies of the formation of the authorized capital: how it is formed, where it is stored, what it is spent on, etc.

Russian legislation stipulates that in order to register an LLC it is necessary to contribute the authorized capital. Without this procedure, the Company will not be registered, but the minimum amount is not so large as to seem unaffordable even for one person - 10 thousand rubles. It’s even easier to divide it between several co-founders. Why is it necessary to contribute authorized capital, how is it formed, how to contribute it, and what structure does it have?

Why do you need the authorized capital of an LLC?

The need to introduce it is due to a number of factors:

• Due to the fact that such a norm is prescribed in the Legislation, the contribution of the authorized capital is one of the guarantees that the activities of the Company will be registered in accordance with the Law.
• This contribution is a guarantee for creditors that the obligations assumed by the founders of the LLC will be fulfilled to the former.
• It becomes one of the basis for determining the shares of the founders in the Company and the votes that they have when resolving important issues related to the activities of the enterprise.

The shares of each founder in the authorized capital, which is the enterprise fund formed during its organization, do not necessarily have to be equal. At the same time, the share of each participant must be determined, which, first of all, is necessary for him to determine the degree of his influence within the framework of the enterprise’s activities.

Minimum authorized capital

There are a number of activities for which the amount may differ, and significantly.

First of all, this issue can be regulated by local authorities, but less 10 thousand rubles there cannot be an authorized capital.

In addition, the Law provides for the following minimum amounts for the following areas of activity:

• The authorized capital for insurance companies operating in the field of health insurance is 60 million rubles;
• the amount for insurance companies operating outside the medical field is 120 million rubles;
• for producers of alcoholic beverages, the amount of authorized capital is 80 million rubles;
• gambling organizers must deposit an amount of 100 million rubles;
• depending on the type of license for non-banking organizations, the minimum amount of authorized capital is determined at 90-180 million rubles;
• banking organizations need to deposit 300 million rubles.

These amounts may also be different depending on local legislation, including downwards.

As for the maximum size of the authorized capital, the founders of the Company determine it at their discretion and register it in.

Formation of the authorized capital of LLC

As a rule, information about it is contained in the Charter of the Company. Until 2014, at least half of the required amount had to be generated by the time of state registration of the enterprise. In 2017, amendments were made to the Legislation, according to which payment must be made within 4 months after the creation of the LLC.

The required amount is deposited into the cash office of the Tax Inspectorate or into a savings account. Upon completion of registration of documents and their delivery to the founders of the enterprise, it is transferred to the company’s current account.

If any of the founders of the organization does not pay their share in a timely manner, he may be subject to penalties, provided that such measures are determined by the Charter. The unpaid share in this case can be taken away from the defaulter through alienation and divided among other founders. One option is to sell it to third parties.

An organization can use these tools for its own purposes:

• payment of wages to employees;
• procurement for the activities of the enterprise;
• payment for rent of premises, etc.

The procedure is carried out in strict accordance with the Law.

It can be carried out in several forms:

• money;
• through the alienation of property on account of the authorized capital;
• shares and other securities.

When it comes to contributing property, there are several important points to consider:

• the minimum amount of authorized capital must be contributed in money;
• an independent appraiser must be involved in the process, who will evaluate the contributed property;
• as soon as it is contributed, the property can immediately begin to be used in the activities of the enterprise.

The law also provides for such a method of contributing the authorized capital as the right to use any property. This option is considered not the most acceptable, since these rights are very easily disputed, which entails a lot of paperwork.

The procedure for adding property to the authorized capital of an LLC is carried out as follows: algorithm:

1. The appraiser evaluates the contribution.
2. Next, the founders must approve the assessment made. It is considered approved only if there is a unanimous decision of all founders.
3. Information regarding the valuation of property is included in the Charter or minutes of the meeting of participants. It must also be included in the agreement concluded between them if there are more than two founders.
4. The property is recognized as a contribution and transferred to the organization’s balance sheet with the drawing up of a corresponding acceptance certificate.

Depending on the method of contributing the authorized capital, the following types are distinguished:

• Share capital, formed at enterprises whose activities are regulated by other documents other than the Charter.
• Charter capital formed by the contributed property.
• Unit trust, which often happens in cooperatives. It represents the totality of contributions from all founders of the organization.

Lawyers advise entering all the little things, even those that may seem insignificant, into the agreement and the Charter of the LLC. This will allow you to avoid many controversial issues in the future, and if they arise, resolve them without unnecessary problems.

As for paying the contribution in cash, this can be done in two ways:

• by transferring money to a special account;
• at the cash desk of the Tax Service.

The most common option of the two listed is the first one, since it is more convenient. Registering an account requires money, but this procedure for registering the Company still needs to be completed, so it is more convenient and faster to do this in advance and use the account already in the first stages of registration.

Each of the founders transfers money to the created account, and then a receipt for this is sent to a special service - the Tax Inspectorate.

The second option can also be used, and it will not cause any difficulties, but it has one drawback - the size of the commission exceeds that charged for a bank transfer. This option also has an advantage - by using it, you will not have to worry about notifying the Tax Inspectorate about making the contribution.

You can learn more about contributing and increasing the authorized capital of an LLC from this video.

Custody of authorized capital

Speaking about where it is stored, you need to understand that this is a kind of fund that is used to carry out the activities of the Society, and its existence, in fact, is only a documentary formality.

After transferring these funds to the organization's account, they are used for its needs. The legislation of the Russian Federation does not prohibit the spending of these funds by the Company at the discretion of its founders.

Change of authorized capital of LLC

It can be carried out both in the direction of increase and in the direction of decrease - it depends on the goals being pursued, and in the second option, also on the extent to which the Law allows this to be done.

The need to increase the size of the authorized capital is usually dictated by the emergence of new participants and shareholders in the LLC.

The larger the authorized capital of an organization, the more confidence it inspires among potential shareholders, partners, creditors, etc.

There are reasons for this too. The main ones:

• the enterprise incurs losses and is in fact not profitable;
• the shares transferred to it have not been distributed in the Company.

Algorithm for changes in authorized capital regardless of whether they are positive or negative, the same:

1. Preparation of a package of documents. It includes an application drawn up in accordance with form P13001, a document confirming the payment of the state duty, a decision of the founders of the Company to make changes to the authorized capital, a document indicating that the new shareholder (if one appears) has contributed his share, and the amended Charter. All documents must be certified by a notary.
2. Submitting a package of documents to the Tax Service. It is imperative to obtain a receipt from the inspectorate employee confirming that he has received the documentation.
3. Receiving new documents from the Tax Inspectorate.
4. Notifying all persons who are interested in this about the changes made.

Each of these points must be completed.

The law of the Russian Federation states that when liquidating an LLC, shareholders must first pay off all their debts to creditors, partners, banks and other organizations and persons. After this, profits and authorized capital can be distributed between them in shares proportional to those that each of them contributed to it.

Starting any business carries with it certain risks, and opening an LLC is no exception. But by correctly spelling out all the nuances, the founders can protect themselves as much as possible from disputes, including those related to the authorized capital.