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Individual owner or legal person? After deciding to begin your business, you cost before the selection: what regime to select for his registration - individual owner or legal person? In the article are examined "advantage" and "deficiencies" in both versions. Thus, you decided to study owner's activity, but you do not know from what to begin. To begin the owner's activity it is necessary from the registration. Indeed illegal enterprise can threaten by administrative penalty or even criminal by responsibility. You should select for the beginning: to create for you legal person (for example, TOO or AO) or to be registered as individual owner (or as him still is called particular owner). In many does arise the question, which is better? Single-valued answer to this question be it cannot. Its each must naytiВ for itself. We only can examine "pluses" and "minuses" of each legal status. "pluses" and "minuses" in the quotation marks, because one and the same factor in the different situations can to be advantage or deficiency, and this division conditionally. Let us examine some special features of legal statuses of legal persons and individual owners, to whom it follows to focus attention with the selection of the juridical form of the realization of owner's activity. Individual owner. "pluses": 1. Individual owner pays smaller number of taxes and, in the majority, cases on the lower rates than legal person. The size of tax rates depends on the tax regime, in which works the owner. With the realization of activity for to the basis of patent the income of owner is assessed on the rate of 3 percent (st. of 375 tax codes RK). With the work on the basis of the simplified declaration income is assessed on the rate from 3 to 7 percent depending on its sum (st.e"" NK RK). With both tax regimes by assessed income indicated is understood the sum total of gain for the goods, the works, the services. Sums they pay by equal portions in the form of individual income and social taxes. If owner uses the established order of calculation and payment of taxes, his incomes will be assessed taxes on to the following rates. The individual income tax will be from 5 to 30 percent depending on the sum of income (st. of 145 NK RK). In this case the assessed income composes the difference between the gain and the expenditures in obtaining of income. Social tax will be to pay in size of 3 monthly calculated indices (MRP) for sebyaВ and 2 MRP for each hired worker (st. of 317 NK RK). Individual owner will pay tax to the gross value addition in the case, В if is exceeded the minimum of the revolution on the realization of goods, works and services, the component of y0000-kratnuyuВ value MRP (in 2003 - 8 720 000 tenge), В during any period (not more than 12- monthly). Also individual owner is obligated to pay payments into the storage Pension funds for himself and hired workers. In spite of all this of the rate of taxes in comparison with those established for legal persons substantially below. 2. The bookkeeping calculation of individual owner in the case of applying of patent and simplified declaration is considerably simpler the bookkeeping calculation of legal person. With the work on the patent it practically generally is absent. This advantage is allowed to the individual owner of news bookkeeping calculation independently, without hiring bookkeeper. However, the possibility of the application of the simplified declaration it is established also for legal persons, but here in the majority of the cases, already is required the reception of bookkeeper on work. 3. The procedure of the registration of individual owner is maximally simple. It pays collection for the registration in the size of 4 MRP, fills the form of statement about the registration, presents the document, which certifies personality, photograph, the evidence taxpayer (RNN), evidence about awarding OF SICAS. The assignment of the document, which confirms can also be required the place of residence and the place of the realization of activity. The individual owner does not have any constitutive documents. Evidence about the state registration is the only document, which confirms its status. Registration it is produced in one organ - local tax committee. 4. Expenditures for registration as the individual owner - minimum. If you want to become individual by owner, without resorting to the aid of the specialized juridical organization, then, as it was already said, you pay only registration collection in the size of 4 MRP. After state registration as the individual owner you should pay the production of the press and dies, if you want to have them, that in the majority of the cases it is in no way compulsory (from to 1000 tenge). If you are intended to open calculation in the bank, then for you it is necessary to pay services for the notarial certification of the models of signature in the bank card (87 to tenge for the card, to 4 cards), and also for the discovery of calculation, if in the bank selected by you this procedure is paid (in the majority banks the discovery calculation now is free, in some - to to 3500 tenge). Individual owner. "minuses": 1. One of such "minuses" is the circumstance that on the obligations, connected with the owner's activity, individual owner answers on the general bases, i.e., entire belonging to it property (st.20 of the civil code RK). In other words, if there are debts before the budget, the suppliers, the contractors and other creditors, then on the basis the judicial solution your personal effects can be described and sold for the purpose of the pay-off of these it is debt. This responsibility individual owner it is unlimited. On the contrary, the responsibility of participant TOO is limited only by the cost the unpaid part of its contribution in regulation capital of comradeship (in the limits of the cost of the introduced contribution a participant in the economic comradeships bears the risk of losses). Shareholder AO bears the risk of losses in the limits of the cost of the actions belonging to it. 2. Sometimes legal persons (especially foreign), unwillingly proceed with collaboration with the individual owners. By reason can be nonpayment owner NDS, realization activities on the basis of patent. 3. Individual owner cannot be "reorganized" into legal person, for example, into the comradeship with that limited by responsibility. 4. Individual owner, who works on the patent, is not right to assume upon the work of hired workers. 5. The association of capital of several persons is hindered within the framework of one owner's matter. Although there is this form joint enterprise as the simple comradeship, into which can be combined several individual owners, this association as the legal person is not considered. 6. The individualization of the owner's matter is hindered. The law OF RK "about the individual enterprise" (st. 26) is allowed to owner to appropriate to its matter the firm designation, which is subject to lawful protection, also, without its registration. However to fence the unregistered firm designation from the illegal use or other disturbances in practice almost it is impossible. However, in legal person firm designation is recorded at the moment of creation and more reliably protected from use by the third persons, at least on the strength of the fact that under this firm designation another legal person already it cannot be registered. Legal person. "pluses": In this article we will examine only the two organizational- lawful forms of legal persons: comradeship with that limited by responsibility (TOO) and joint-stock company (AO). TOO and AO are the most common organizational- lawful forms of commercial organizations, moreover much larger the specific weight have TOO. This organizational- lawful form can be without the exaggeration named greatest mass. You will focus attention on the fact that with the adoption of the new law OF RK "about the joint-stock companies" is abolished their division into those opened and closed. Thus, about "pluses": 1.В responsibility of the founder (participant) OF TOO or shareholder AO on the obligations of organization is limited. You you answer before the creditors TOO or AO only in the limits of the cost of the unpaid part of the contribution to regulation capital TOO (belonging to you actions AO). However, if you, as founder, by your actions caused bankruptcy of legal person, on you can be entrusted additional responsibility on the obligations of tovarishchestvaВ in the case of the insufficiency of its property. In of that part, in which you paid the contribution in regulation capital or the actions belonging to you, you bear the risk of the losses, connected s by the activity of legal person. 2. If you have partners in the business, then TOO or AO can realize your joint plans, since these organizational- lawful forms allow the possibility to have several founders (participants). In this case a quantity of the founders (participants) it is unconfined. A previously quantity of participants TOO should not have exceeded 100, but now this standard was abolished. 3. Legal person of one form can be preobrazovano into legal person of another form (for example, AO in TOO or vice versa), it can be subjected to the procedures of confluence, isolation, connection, separation. This gives great possibilities for adaptation to the current needs of business. 4. Legal person can open branch or representation, i.e., the self-contained structural subdivision in other city, region or even country. В Yuridicheskoye face. "minuses": 1. Legal person pays a larger quantity of taxes, also, on the higher rates than individual owners. Tax, which is not in individual owners - this is the corporate income tax, whose rate in legal persons, paying taxes in the established order, it is 30 percent of the obtained income, after minus of the deductions, connected s by obtaining income and by losses (st. of 135 NK RK). Social tax will be 21 percent of the wage fund of legal person (st. of 317 NK RK). However, during the application of a special tax regime - the simplified declaration (which is possible for legal persons - the subjects small business) the income of legal person will be assessed on the rates from 4 to 9 percent of the sum of gain. In this case the produced expenditures into consideration are not taken, aВ the sums of taxes pay by equal portions in the form of the corporate income and social taxes. Relative to NDS of condition the same: tax to the gross value addition pays in the case, В if is exceeded the minimum of revolution on the realizations of goods, works and services, the component of y0000-kratnuyuВ value MRP, В during any period (not are more than 12- monthly). Also legal person is obligated to transfer the individual income tax from the wage of its workers and payments into the the storage the Pension funds for them, but these sums are retained from the wage of workers themselves. 2. In legal persons, that achieve payment of taxes in the established order, sufficiently complex bookkeeping and tax calculation.
3. To legal persons it is necessary besides tax organs to pass account to the organs of statistics. Individual owners they do not conduct and do not allow in the statistical account. 4. The procedure of the state registration of legal person is considerably more complex than the procedure of the state registration individual owner. While individual owner for his registration attends only tax committee, legal person must pass on the chain of the recording organs: control of justice - control of statistics - tax committee. For the state registration into the organs of justice it is necessary to grant the constitutive documents: regulations and the constitutive agreement (or only regulations - if legal person has one founder), and also statement about the state registration, warrant, if documents are presented by the representative of founder. For legal persons, that are not been the subjects of the small enterprise, will be required the document, which confirms the place of the presence (however, tax organs in many regions they require this document from all legal persons). 5. Expenditures for the registration of legal person considerably exceed expenditures for the registration of individual owner. It is necessary to pay the collection for the registration of legal person, which is 5 MRP (4 360 to tenge) for the organization- subjects small enterprise, and 20 MRP (17 440 to tenge) - for all rest. Development of constitutive documents on state and the Russian language often not under the force to nonprofessionals; therefore it most likely it is necessary to pay in the specialized juridical organization (from 4 000 to tenge). Your expenditures will also compose the cost of notarial the certification of ustavaВ (174 to tenge - for two copies) and the constitutive agreement (4 360 to tenge), the copies of documents for the recording organs and bankaВ (in limits of 4 000 - 5 000 to tenge), the models signatures and press into the bank (436 to tenge for the card, to 4 cards). Also will have to pay the cost of the manufacture of press and dies (from to 1000 tenge) and discovery of calculation in the bank, if this procedure is paid (to 3 500 to tenge). And one additional moment, which is concerned expenditures. The founders of legal person are obligated to pay its regulation capital. The minimal size of regulation capital for TOO is 100 MRP (87 200 to tenge). In this case the founders TOO are obliged to the moment registrations to pay by its money or by property not are less than by 25 percent, but not less established minimal size (100 MRP).В and although the introduction of regulation capital with the registration is not checked, the responsibility it to introduce no one abolished. Therefore data of sum it is possible boldly to add to the expenditures on the creation of legal person. Regulation capital AO must be not less than 50 000 MRP (4 360 to 0000 tenge) and it is subject to payment by founders AO not later than 30 days s the moment of its state registration. 6. For legal person in the process of activity it is necessary to deal concerning a large quantity of documents. For the accomplishment and the registrations of any transaction will be required the solution and the protocols of the meeting of founders, a constant production of copies of regulations, evidence about the registration, statistical card, evidence of taxpayer and so forth individual owner in the majority of the cases it bypasses only with evidence about the registration. Basic differences in the joint-stock companies from the comradeships with the limited responsibility 1. Main difference lies in the fact that regulation capital AO is divided on the action, and regulation capital TOO - in the portions of participants. The release of actions must be recorded in the commission for securities. Therefore TOO is simpler and more extended by organizational- lawful form, than AO. 2.В constitutive documents TOO are regulations and constitutive agreement (if participants 2 or it is more). Only regulations are constitutive document AO. 3. The minimal size of regulation capital TOO is 100 MRP (87 200 to tenge), while the minimal size of regulation capital AO - 50 000 MRP (4 360 to 0000 tenge) OF MRP. As we see, joint-stock company - form of large enterprise. |