You Are Setting Up an LLC
The participants, ownership interests, director, address, business activities and document package need to be determined.
SETTING UP AND CHANGING A BUSINESS
Company Registration & Corporate Changes
We prepare documents for setting up LLCs and other legal entities, help determine the management structure, ownership, articles of association and organize filing for state registration.
We also assist with registering changes to company information and entries in the Unified State Register of Legal Entities (EGRUL).
The Company Will Have Several Founders
The management procedure, allocation of ownership interests and rules for key decisions should be determined in advance.
You Need Customized Articles of Association
The standard option does not fit the business structure, so specific management and participant-relations provisions need to be documented.
You Have Not Yet Selected the Business Activity Codes
The principal and additional business activities need to be selected to match the planned business.
Company Information in EGRUL Needs to Be Changed
The director, address, business activities or other information about an existing company is changing.
The Composition of Participants Is Changing
Corporate documents and the required registration actions need to be prepared based on the nature of the change.
Registration Was Refused or Suspended
The reason for the registration authority’s decision needs to be reviewed to determine which documents or information need correction.
You Want to Register the Business with Fewer In-Person Visits
The document package should be prepared and an appropriate filing method selected in advance.
Nikolay NemkovManaging Partner, Konsultant Law Firm
Managing Partner’s Commentary
Nikolay Nemkov on Business Registration
Why setting up a company is not only about completing a form for the tax authority, but also about the management structure, participants’ ownership interests and provisions of the articles of association that will operate after registration.
Key Points
- 01Who will make key decisions
- 02How the participants’ ownership interests are allocated
- 03Which rules should be agreed before the business starts operating
APPROACH
Registration Is the Beginning of the Business’s Legal Structure
The registration application solves the filing task, but it does not determine how the owners will manage the company after it is created. Where there are several participants, the allocation of ownership interests, the director’s authority, the decision-making procedure and the contents of the articles of association matter.
01
Participants and Ownership Interests
We determine the owners and document the allocation of ownership interests in the company being created.
02
Management
We determine the director and take into account how corporate decisions will be made within the company.
03
Articles of Association
We select standard articles of association or prepare a customized document based on the business structure.
04
Registration Information
We prepare information on the address, business activities and other details that must be entered in the state register.
Define the Registration Task
Creating a new company, registering an individual entrepreneur, or changing information about an existing legal entity.
Build the Company Structure
We document the participants, allocation of ownership interests and information about the director.
Prepare the Resolution or Minutes
We prepare the corporate document approving creation of the legal entity, taking into account the number of founders.
Prepare the Articles of Association
Where necessary, we prepare customized articles of association or determine whether the company can operate under standard articles.
Prepare the Registration Application
We prepare the application and the information required for state registration.
Organize Filing
We determine the appropriate filing method and the applicant’s required actions based on the selected registration option.
Monitor the Result
We track completion of the registration procedure and receipt of documents from the registration authority.
Konsultant Law Firm
The firm has been practicing since 2007. We handle litigation and complex legal matters for businesses in Krasnoyarsk, Moscow and other regions of Russia.
Since 2007
in legal practice
1,000+
court proceedings
Across Russia
Krasnoyarsk • Moscow • other regions
Articles of Association Are Not Only for Registration
Where a company has one owner and a simple structure, many issues can indeed be handled using standard arrangements. But with several participants, the articles of association become an instrument that defines the company’s internal structure and supplements the corporate-governance rules provided by law.
Before registration, it is therefore useful to decide who will manage the company, how the participants will make key decisions and which rules should continue to work after the business begins operating.
How the Work Is Organized
01We Receive the Initial Information
The company name, participants, director, address, business activities and other information about the future company.
02We Define the Structure
We clarify allocation of ownership interests, the management procedure and whether customized articles of association are needed.
03We Prepare the Documents
We prepare the registration application and the corporate document package for the selected task.
04We Organize Registration
We agree the filing method and monitor receipt of the result from the registration authority.
Initial Legal AssessmentLegal consultation with review of the matter — from RUB 5,000
MANAGING PARTNER
Konsultant Law Firm Lawyers
Managing Partner, Konsultant Law Firm
Nikolay Nemkov
More than 20 years of practice in complex property and corporate disputes. Practicing insolvency practitioner.
How long does state registration of a legal entity take?
When a legal entity is created, state registration is completed within no more than three business days from the date the required documents are submitted to the registration authority. This is the registration authority’s processing period after filing, not a promise that preparation of the company and all documents will always take exactly three days.
Which main documents are required to create a legal entity?
As a general rule, state registration of a newly created legal entity requires an application using Form R11001, a resolution on creation of the legal entity and its constituent document. Additional documents may be required for particular legal forms or founder structures.
Does an LLC have to prepare its own articles of association?
No. An LLC may operate under standard articles of association. If the standard option does not fit the business structure and relationships between the participants, customized articles of association may be used.
Is a state registration fee required?
Under the ordinary registration method, a state fee is provided for creation of a legal entity. The state registration fee is not paid when documents are filed electronically and signed with the applicant’s enhanced qualified electronic signature (QES), or when the documents are filed through a notary.
Can a company be registered with several founders?
Yes. With several founders, the ownership interests must be determined, the creation decision must be documented in the form required for several participants, and the company’s management procedure should be considered in advance. The more complex the ownership structure, the more important it is to prepare the corporate documents correctly.
Can information about an existing company be changed in EGRUL?
Yes. Changes to information about a legal entity are registered in EGRUL where provided by law. The required documents and procedure depend on what is changing: the director, address, business activities, constituent documents or other information.
What should be done if the tax authority refuses registration?
The refusal decision and the specific ground stated by the registration authority should be reviewed first. It can then be determined whether the documents can simply be corrected and refiled or whether the refusal needs to be challenged. The same document package should not be filed again without correcting the reason for refusal.
We Will Prepare the Registration for Your Business Structure
Describe what needs to be registered or changed. If a new company is being created, state the expected number of participants, the main business activity and whether a registration address is already available.