We are making changes to the charter of the travel agency. Constituent documents of tourism enterprises Ready charter of a travel company project

The question of how to open a travel agency arises in the head of every second tourism manager.

This is a very exciting and interesting field of activity. Think that after opening your company, an entrepreneur will constantly travel from one country to another and earn money from the very first day large sums money is not correct. The job of tourism is to provide quality travel services to consumers. This is a rather difficult and demanding job. You should always be aware of the political situation in the countries, the peculiarities of the resorts, know all the little things with regards to various hotels, visa formalities, air travel and much more. Also, when opening a travel agency, you need to remember that this business has a very high level of competition. According to statistics, more than 1000 new travel companies are opened every year. A year later, only 300 of them remain afloat. In two years, no more than 100.

Of course, you can open a travel agency at home. All that is needed for this is to register a company, conclude agreements with service providers (travel operators) and start sending your friends and relatives on vacation. The advantages of working from home are that you do not need to look for an office, pay rent, buy the necessary office equipment, etc. On the one hand, it is very profitable. The downside is that the client base, which will only consist of relatives and friends, is very small. You don't even have to wait for outside customers. No one will go to book a tour and give money home to an unknown manager. Therefore, if the entrepreneur has already accepted the desire to open a travel agency, then it should be opened with a perspective.

We will analyze step by step how to open a travel agency. Where should you start?

Back to the table of contents

Registration of organizational and legal form

The first step in starting any business is registering a legal form. A travel company can operate as an LLC (Limited Liability Company) and as an individual entrepreneur (Individual Entrepreneur).

To open an individual entrepreneur, the following set of documents is provided to the tax office:

  • paid receipt of state duty for registration of individual entrepreneurs (800 rubles);
  • application form P21001. It must be certified by a notary;
  • if the accounting will be carried out according to the simplified taxation system, then it is necessary to write an application for the transition to the simplified tax system in the form No. 26.2-1;
  • a copy of all pages of the applicant's internal passport.

Consideration of a set of documents for opening an individual entrepreneur will take a week.

With a positive decision to open an individual entrepreneur, the entrepreneur is issued:

  • OGRNIP;
  • extract from EGRIP (single register of individual entrepreneurs);
  • notification of registration of an individual;
  • notification of registration in the territorial PFC of an individual (Pension Fund);
  • from Rosstat - a certificate of the issuance of statistics codes.

After passing the registration of the individual entrepreneur, it is necessary to make a seal (from 500 rubles) and open a current account in the bank (from 2000 rubles).

To open an LLC in tax authority the following set of documents is provided:

  • application form 11001 about state registration OOO;
  • LLC charter;
  • if there is only one founder, then the decision to establish an LLC. If there are several founders, then a protocol on the creation of legal entity;
  • paid receipt of state duty (4 thousand rubles);
  • notarized photocopies of passports of all founders;
  • if the accounting will be conducted according to the simplified taxation system, then it is necessary to write an application for the transition to the simplified taxation system in the form No. 26.2-1.

The term for consideration of an application in the tax authority is the same as it takes to consider a set of documents for opening an individual entrepreneur.

In case of a positive response to the application, the tax office issues the following documents:

  1. LLC registration certificate.
  2. Registered Articles of Association of LLC.
  3. Certificate in the form 1-3-Accounting.
  4. Extract from the Unified State Register of Legal Entities (extract from the Unified State Register of Legal Entities).
  5. Notification of registration with the Pension Fund of Russia (PF).
  6. Certificate of registration in TFOMS.
  7. Certificate of issuance of statistics codes from Rosstat.

It will take a few more days to register with the Pension Fund, FSS and Rosstat. The organization's seal will take two days to complete. Opening a bank account - on average three days. The authorized capital of an LLC must be at least 10 thousand rubles.

When choosing one or another organizational and legal form of OKVED ( all-Russian classifier species economic activity) will be the same. Code 53.30 "Activities of travel agencies".

After registration, the next step is to purchase cash register and its subsequent registration with the tax authority. This process will take about two weeks. Stores selling cash registers often provide services for expedited registration with the tax office. If you use the services of this organization, then all documents will be ready in a maximum of 3 days. The purchase of a cash register and the costs associated with its subsequent registration will amount to about 30 thousand rubles.

A travel agency is a business that does not require compulsory licensing. This rule has been in effect since 2007. Obtaining a license or not is voluntary. If you have the time, desire and money for this, then it is better to do it. The main advantage is that when a potential client, entering the office, sees a license hanging in a frame on the wall, his level of confidence in the company will increase.

Back to the table of contents

Search and subsequent rent of a suitable premises

This issue must be approached with all seriousness, since the location of the travel agency's office plays one of the key roles in its productive functioning. The office of a travel agency should be located favorably. It is better to give preference to offices that are located on busy city streets, within walking distance of the metro or bus stop. The ideal option is to rent a room in one of the shopping centers, since there is always a lot of traffic. Choosing an office on the outskirts of the city or away from the metro is a losing option. This can only be afforded by a company that already has a stable accumulated client base. The rent for a good office in the city center will be about 35-80 thousand rubles per month.

When the necessary premises have already been found and the lease agreement has been concluded, it is necessary to calculate how much furniture and equipment to buy that will be needed in the process of work, as well as to properly equip the office interior. The best place to start is by purchasing everything needed for managerial jobs. Naturally, one table, a chair and a computer cannot equip an office for a travel agency. When buying the required amount of furniture and office equipment, you need to proceed from the number of employees who will work in the office and the amount of work. The equipment of one workplace for a manager will have to spend about 45-50 thousand rubles. Therefore, if there are two managers, the amount will be 90-100 thousand rubles. It is better to start interior decoration with cosmetic repairs and a properly selected office interior design. Exactly how much it will cost depends on the area of ​​the rented premises. Decorating a small office will cost about 100 thousand rubles on average.

Connecting telephone and Internet lines will cost from 4 thousand rubles, how much it will cost exactly depends on the operator you choose. It must be remembered that the Internet and the telephone will be the main tools in the work. To view prices, describe hotel infrastructure, view airport displays online, you need good uninterrupted Internet access. The same goes for the operation of the telephone line.

When designing an office for a travel company, you need to take into account all the little things. Can be hung on the wall cards different countries or resorts, souvenirs brought from different parts of the world, diplomas and certificates, put flowers on the windowsill. The office should have a light and relaxed atmosphere. Furniture should be arranged correctly so that all tourists who come to the office feel comfortable.

Back to the table of contents

Recruiting personnel for the company

The profit of a travel agency directly depends on the managers who work for it. When selecting personnel, you need to give preference to candidates who have experience in this area. If the manager already has an established client base, this will be a very big plus. Of course, you can hire managers without work experience. The salary costs of these managers will be lower, but the amount that will need to be spent on their training will be much more than the amount spent on the salaries of qualified managers. Without work experience, you can hire employees for the position of an assistant manager or secretary. Couriers can work without work experience. But when choosing managers who will work with clients, you should give preference to candidates with experience in this area.

The staff of a small travel agency should consist of 2-4 managers, 2 assistant managers and at least 2 couriers. The exact number of staff depends on the volume of work and the number of services provided. For example, if your own agency will provide visa services, you will need to hire a tourist visa manager. If the company will also be engaged in the sale of air tickets, then a manager will need to be hired on the staff. transport department so that he is directly involved in the sale of tickets. Wage a qualified tourism manager averages 30 thousand rubles per month. We must also remember that in order to improve the qualifications of employees, they will need to undergo trainings and seminars. The average price for such classes is 1,000 rubles per student.

WHAT SHOULD BE REFLECTED IN THE CHARTER

When preparing amendments to the charter of a travel agency, it is necessary to refer to paragraph 2 of article 12 of the Federal Law of February 8, 1998 No. 14-FZ "On companies with limited liability"(Hereinafter referred to as the LLC Law). So, the charter of a company must necessarily contain:
- full and abbreviated company name of the company;
- information about its location;
- information on the composition and competence of the company's bodies, including on issues that are the exclusive competence of the general meeting of the company's participants, on the procedure for making decisions by the company's bodies, including on issues on which decisions are taken unanimously or by a majority vote;
- size information authorized capital;
- the rights and obligations of the participants;
- information on the procedure and consequences of the withdrawal of a member of the company, if the right to do so is provided for by the charter;
- information on the procedure for the transfer of a share or part of a share in the authorized capital of the company to another person;
- information on the procedure for keeping the company's documents and on the procedure for providing information by the company to its participants and other persons.

The company's charter may also contain other provisions that do not contradict the legislation.

Note that earlier in the charter it was also necessary to indicate information about the size and par value of the share of each participant in the company. In practice, this requirement was fulfilled as follows: the charter indicated the passport data of the participants in the company and information about their shares. And if this information changed (for example, in the case of a passport change, change of residence, full or partial sale of a share), the travel agency had to make changes to the charter. Now, information about the participants and their shares can be omitted from the charter of the company. Thus, the legislator saved the company from the need to re-register the charter, due to the change in information about the participants. At the same time, information about the participants is stored in the Unified State Register of Legal Entities.

The Memorandum of Association is no longer a constituent document of the LLC
In the charters of limited liability companies, it is necessary to exclude information about the constituent agreement as a constituent document of the company. However, let us pay attention: the constituent agreement as a constituent document loses its force only in relation to already existing companies. In the event that it is a question of creating a new company, its participants must conclude an agreement on the foundation of the company (Article 11 of the LLC Law). Such an agreement determines the procedure for the joint activities of the participants in establishing the company, the size of the charter capital of the company, the size and par value of the share of each of the founders, as well as the size, procedure and terms of payment for such shares in the charter capital. In fact, the agreement on the foundation of a company contains the same information as the foundation agreement, but by virtue of the direct indication of the law on LLC (Article 11), it is not a constituent document of the company. Let us consider in more detail some information that needs to be reflected in the charter.

The procedure for the withdrawal of participants from the company

Clause 1 of Article 26 of the LLC Law in new edition now contains a general rule that a company participant has the right to withdraw from it by alienating a share to the company regardless of the consent of its other participants or the company, if this is provided for by the charter.

At the same time, clause 10 of Article 5 of Law No. 312-FZ allows the LLC to make changes to the charter before January 1, 2010, providing that a participant has the right to leave the company only by a decision of the general meeting adopted by ¾ votes.

Please note: the withdrawal from the company of all its participants or the withdrawal of the only participant is not allowed (clause 2 of article 26 of the law on LLC). Thus, the legislator ruled out a situation in which all members of the company could leave its composition, in fact, leaving their company in the "care" of the tax inspectorate.

The procedure for the alienation of shares

Currently, the main types of transactions for the alienation of a share (part of a share), such as purchase and sale, exchange, donation, are subject to mandatory notarization. Transactions that do not require notarization are now expressly provided for by the LLC law. Failure to comply with the requirement of notarization entails the invalidity of the transaction. In this regard, the legislator defines in a new way the moment of transfer of rights to a share in the authorized capital of an LLC (Article 21 of the Law on LLC). Thus, the rights to a share (part of a share) are transferred to the acquirer from the moment of notarization of the acquisition transaction, and not from the moment the company is notified of the transaction, as it was before.

It should also be pointed out that now the notary acts as a key figure in relations related to the alienation of shares (part of a share) belonging to the participants in the company. He not only certifies transactions, but also preliminary checks the powers of the parties, primarily the party carrying out such alienation. In addition, the notary, after certifying the transaction, sends to the tax inspectorate, which carries out state registration of legal entities, an application for making the appropriate changes to State Register signed by the member of the company, transferring the share.

In accordance with the new requirements, a pledge agreement for a share (part of a share) is also subject to mandatory notarization. Participants' access to company documents

The company must provide its participants with access to available judicial acts on a dispute related to the creation of a company, its management or participation in it, including access to rulings on the initiation of proceedings by an arbitration court in the case and acceptance of a statement of claim.

It has been established that within three days from the date of the presentation of the corresponding request by the participant of the company, these documents must be submitted by the company for familiarization in the premises of the executive body of the company. In addition, at the request of the participant, the company is obliged to submit copies of the above documents.

The fee charged by the society for the presentation of such copies may not exceed the cost of their production.

HOW TO MAKE THE CHARTER IN ACCORDANCE WITH NEW REQUIREMENTS

The charter of a travel agency created in the form of a limited liability company can be brought into line with the new requirements in two ways: either to adopt a new charter, or to approve changes and additions to the existing charter. At the same time, both the new charter and amendments to it are subject to state registration in the manner prescribed by the Federal Law of August 8, 2001 No. 129-FZ "On state registration of legal entities and individual entrepreneurs».

Consider the sequence of actions in the event that the travel agency decided to amend the charter.

1. Amendments to the charter are being developed.

After that, the travel agency must submit an application to the tax office in the prescribed form. It confirms that the changes made to the charter comply with legal requirements, that the information reflected is reliable and that the established procedure for making a decision on amending the constituent documents of a legal entity has been observed.

Please note: in the opinion of tax authorities, Form No. Р13001 "Application for State Registration of Changes to the Constituent Documents of a Legal Entity", approved by Decree of the Government of the Russian Federation No. 439 of June 19, 2002, does not meet the requirements of Law No. 312-FZ. Therefore, until the new forms are approved, officials recommend using the application form posted on the website of the Federal Tax Service of Russia (www.nalog.ru). This recommendation is set out, in particular, in the letter of the Federal Tax Service of Russia dated July 8, 2009 No. MN-22-6 / [email protected]

2. Changes to the charter must be approved by the general meeting of the company's participants or by a decision of the sole participant.

In this case, we are talking about the minutes of the general meeting of the company's participants, which reflects the approval by the participants of changes to the company's charter. If the company consists of one participant, then instead of the protocol, it is necessary to have an appropriate decision of the only participant of the company.

3. A package of documents required for state registration of amendments to the LLC charter is being prepared. As we noted earlier, changes can take the form of either a new edition of the LLC charter, or the form of changes and additions to the existing charter.

4. The documents are submitted to the tax authority at the location of the travel agency.

In large cities (Moscow, St. Petersburg) such documents are submitted to specialized tax inspectorates carrying out state registration of legal entities and individual entrepreneurs.

For registration of changes, the travel agency must pay a state fee - 400 rubles. (Subclause 3, Clause 1, Article 333.33 of the Tax Code of the Russian Federation). The article was published in the journal "Accounting for tourist activities" No. 11, November 2009

Organization of tourism business: technology for creating a tourism product Mishina Larisa Aleksandrovna

2.1. Development of constituent documents. Registration of a travel company. Company charter

In accordance with the provisions of the Federal Law "On the basics of tourist activities in Russian Federation», A tour operator company must be registered as a legal entity, and a travel agent company can be registered as a legal entity or as an individual entrepreneur.

Consider features of the formation of tour operator and travel agency firms... The tour operator (tour operator) is commercial organization... In accordance with paragraph 2 of Art. 50 of the Civil Code of the Russian Federation, a tour operator can be created in the form business partnerships and societies production cooperatives, state and municipal unitary enterprises. The most practical and optimal would be to create a tour operator in the form of a limited liability company (LLC) or in the form joint stock company(JSC or JSC). The activities of the tour operator (creation, reorganization and liquidation), as well as the requirements for constituent documents are regulated by the Civil Code of the Russian Federation; the mechanism of action of this or that tour operator is prescribed in the Federal Laws (Federal Law of February 8, 1998 No. 14-FZ "On Limited Liability Companies" and Federal Law of December 26, 1995 No. 208-FZ "On Joint Stock Companies").

Regardless of the form of formation of the tour operator, he is obliged to develop constituent documents, which include the charter of the company and the memorandum of association. In accordance with paragraph 1 of Art. 52 of the Civil Code of the Russian Federation, a legal entity acts on the basis of the charter, or the articles of association and articles of association, or only the articles of association. If the founder of the tour operator is one person, then such a legal entity acts on the basis of the charter approved by this founder. The requirement for the constituent documents of a legal entity is the entry of the following information:

1) the name of the legal entity;

2) its location;

3) the procedure for managing its activities;

4) other information provided for by legislation for legal entities of the corresponding type (clause 2 of article 52 of the Civil Code of the Russian Federation).

In the memorandum of association, the founders undertake to create a legal entity, determine the procedure for joint activities for its creation, the conditions for transferring their property to it and participating in its activities. Also, the memorandum of association specifies the conditions and procedure for the distribution of profits and losses between the founders, the management of the tour operator's activities and the withdrawal of the parties to the agreement from the founders.

Limited liability company... A company founded by one or more persons, the authorized capital of which is divided into shares, and the size of these shares is determined by the constituent documents, is recognized as a limited liability company; the participants of such a company are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the limits of the value of their contributions (clause 1 of article 87 of the Civil Code of the Russian Federation).

In accordance with paragraph 3 of Art. 7 of the Federal Law "On Limited Liability Companies" the number of participants in a company should not be more than fifty.

The constituent documents of an LLC are the constituent agreement and the charter, provided that there are more than one founders. If an LLC is established by one person, then only the charter approved by this person is the constituent document.

In accordance with paragraph 1 of Art. 12 of the Federal Law "On Limited Liability Companies" in the memorandum of association, the founders of the company undertake to create a company and determine the procedure for joint activities to create it. The Memorandum of Association determines the following:

1) the composition of the founders (participants) of the company;

2) the size of the authorized capital of the company and the size of the share of each of the founders of the company;

3) the size and composition of deposits;

4) the procedure and terms for making these contributions to the charter capital of the company at its foundation;

5) the responsibility of the founders (participants) of the company for violation of the obligation to make contributions;

6) the conditions and procedure for the distribution of profits among the founders (participants) of the company;

7) the composition of the company's bodies and the procedure for the withdrawal of the company's participants from the company.

The charter of a limited liability company must contain the following clauses:

1) full and abbreviated company name of the company;

2) information about the location of the company;

3) information on the composition and competence of the company's bodies, including on issues that are the exclusive competence of the general meeting of the company's participants, on the procedure for making decisions by the company's bodies, on issues on which decisions are taken unanimously or by a qualified majority;

4) information on the amount of the authorized capital of the company;

5) information on the size and par value of the share of each participant in the company;

6) the rights and obligations of the participants in the company;

7) information on the procedure and consequences of the withdrawal of a member of the company from the company;

8) information on the procedure for the transfer of a share (part of a share) in the authorized capital of the company to another person;

9) information on the procedure for keeping the company's documents and on the procedure for providing information by the company to members of the company and other persons;

10) other information that does not contradict the legislation of the Russian Federation (clause 2 of article 12 of the Federal Law "On limited liability companies").

Joint Stock Company (OJSC and CJSC)... A company whose authorized capital is divided into a certain number of shares is recognized joint stock company... Participants of a joint-stock company (shareholders) are not liable for its obligations and bear the risk of losses associated with the company's activities, within the value of their shares (clause 1 of article 96 of the Civil Code of the Russian Federation). In accordance with paragraph 1 of Art. 98 of the Civil Code of the Russian Federation, an agreement on the creation of a joint stock company must be concluded between the founders of a joint stock company in writing. This agreement determines the procedure for the founders of joint activities to create a company, the size of its authorized capital, the categories of issued shares and the procedure for their placement and other conditions provided for by the Federal Law “On Joint Stock Companies”.

In accordance with paragraph 1 of Art. 7 of the named federal law, a joint-stock company can be open or closed, which, in turn, is reflected in its charter and company name.

A joint-stock company, whose members can alienate their shares without the consent of other shareholders, is recognized open joint stock company(JSC). Such a joint-stock company has the right to conduct an open subscription to the shares issued by it and their free sale under the conditions established by law and other legal acts.

An open joint-stock company is obliged to publish an annual report, balance sheet, and profit and loss statement for the public every year. Number of shareholders open society not limited.

A joint-stock company, the shares of which are distributed only among its founders or other predetermined circle of persons, is recognized closed joint stock company (CJSC)... Such a company is not entitled to conduct an open subscription to the shares issued by it or otherwise offer them for purchase to an unlimited number of persons (clause 2 of article 97 of the Civil Code of the Russian Federation; clause 3 of article 7 of the Federal Law "On joint stock companies").

The shareholders of a CJSC have a preemptive right to purchase shares sold by other shareholders of this company. The number of shareholders of a closed company must not exceed fifty.

The constituent document of any joint stock company (CJSC or OJSC) is the charter of the company, approved by the founders (clause 3 of article 98 of the Civil Code of the Russian Federation; clause 1 of article 11 of the Federal Law "On joint stock companies").

According to paragraph 3 of Art. 11 Federal Law "On Joint Stock Companies" the charter of a joint stock company must contain the following items :

1) full and abbreviated company names of the company; location of the company;

2) type of company (open or closed);

3) the number, par value, categories (ordinary, preferred) shares and types of preferred shares placed by the company;

4) the rights of shareholders - owners of shares of each category (type);

5) the size of the authorized capital of the company;

6) the structure and competence of the management bodies of the company and the procedure for making decisions by them;

7) the procedure for preparing and holding the general meeting of shareholders, including a list of issues, the decision on which is adopted by the company's management bodies by a qualified majority of votes or unanimously;

8) information about the branches and representative offices of the company;

9) other provisions provided for by this Federal Law and other federal laws.

Company registration... In accordance with Art. 13 of the Federal Law "On Limited Liability Companies" and Art. 13 of the Federal Law "On Joint Stock Companies", the tour operator, regardless of what type of legal entity he chooses, must be registered with the body that carries out state registration of legal entities in the manner prescribed by Federal Law No. 129-ФЗ dated August 8, 2001 "On state registration of legal entities and individual entrepreneurs ”.

State registration is carried out federal body executive power authorized to carry out this activity in the manner prescribed by the Constitution of the Russian Federation and the Federal Constitutional Law of December 17, 1997 No. 2-FKZ "On the Government of the Russian Federation".

In accordance with paragraph 1 of Art. 13 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs", the state registration of legal entities is carried out by the registration authorities at the location of the permanent executive body, in the absence of a permanent executive body, at the location of another body or person entitled to act on behalf of the legal entity without power of attorney.

According to Art. 12 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs" in order to register a tour operator company, the following documents must be submitted to the registering authority: 1) an application for state registration. The application form was approved by the Government of the Russian Federation. It must be signed by the applicant, while the signature is notarized, passport data (another identity document) and an identification number taxpayer. The application must confirm the following:

a) the submitted constituent documents comply with the requirements established by the legislation of the Russian Federation for the constituent documents of a legal entity of this organizational and legal form;

b) the information contained in the constituent documents and other documents submitted for state registration, as well as in the application for state registration, are reliable;

c) the creation of a legal entity was carried out in compliance with the procedure for their establishment established for legal entities of this organizational and legal form, including payment of the authorized capital (authorized fund, contributed capital, share contributions) at the time of state registration;

d) the issues of creating a legal entity in cases established by law have been agreed with the relevant state bodies and (or) local self-government bodies;

2) the decision to create a legal entity in the form of a protocol, agreement or other document in accordance with the legislation of the Russian Federation;

3) constituent documents of a legal entity (originals or notarized copies);

4) an extract from the register of foreign legal entities of the corresponding country of origin or other equal legal force proof of the legal status of the foreign legal entity - the founder;

5) a document confirming the payment of the state duty (in accordance with Article 3 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs", state registration is paid for state registration in accordance with the legislation on taxes and fees).

The procedure for submitting documents to the registering authority must comply with that established by law (Article 9 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs"). All documents required for registration are submitted directly to the registering authority or sent by mail with a declared value and a list of attachments. The day the documents are received by the registering authority is the date of their submission. The registering authority issues a receipt on receipt of documents within the time period established by the legislation, while indicating the list of documents and the date of their receipt. Within 5 working days, he decides on the registration of the company (clause 1 of article 8 of the Federal Law "On state registration of legal entities and individual entrepreneurs"). The decision taken by the registering authority on state registration is the basis for making an entry on the registration of a legal entity in the Unified Register of Legal Entities (clause 1 of Article 11 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs"). In accordance with paragraph 2 of Art. 11 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs" the registration by the registering authority of an entry about a legal entity in the relevant register is the registration of a legal entity.

Basic steps when creating a legal entity:

1) holding a general meeting of founders. The founders must decide on the creation of a legal entity, determine the organizational and legal form, name, elect the General Director (Director);

2) signing a memorandum of association and writing the Articles of Association of the company (on the basis of the Federal Law "On Limited Liability Companies" or the Federal Law "On Joint Stock Companies");

3) opening a savings account. Founders or a person with a power of attorney come to the bank, bring the protocol on the creation of a legal entity, charter, memorandum of association, passports and copies of passports, fill out an application for opening an account and deposit 10,000 rubles, after which they receive a notification about opening an account;

4) payment of the state fee (2000 rubles);

5) writing an application in the prescribed form;

6) notarization of the applicant's signature;

7) filing an application with the tax authority at the location of the executive body of the future legal entity.

The following documents are attached to the application:

1) the decision to create in the form of a protocol;

2) constituent documents (Articles of Association, Memorandum of Association);

3) a document confirming the payment of the state fee.

5 days after the submission of the application, a certificate of state registration of a legal entity is received (issued personally to the applicant).

Formation of a travel agent company... The procedure for forming a travel agent company (travel agent), which is a legal entity, is identical to the procedure for forming a tour operator and is carried out in accordance with the Civil Code of the Russian Federation and the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs".

The procedure for the formation of a travel agent registered as an individual entrepreneur is carried out in accordance with the same laws.

To register an individual entrepreneur, an individual must submit to the registering authority the following documents, provided for in paragraph 1 of Art. 22.1 of the Federal Law "On State Registration of Legal Entities and Individual Entrepreneurs", which include:

1) an application for state registration signed by the applicant. The application form is approved by the Government of the Russian Federation;

2) a copy of the applicant's main document (if an individual registered as an individual entrepreneur is a citizen of the Russian Federation). If an individual registered as an individual entrepreneur is not a citizen of the Russian Federation, or the documents proving his identity do not comply with the established rules of the law, then copies of documents are provided in accordance with paragraphs. c, d, e, f, f, clause 1 of Art. 22.1 FZ "On state registration of legal entities and individual entrepreneurs";

3) a copy of a document established by federal law or recognized in accordance with an international treaty of the Russian Federation as an identity document of a foreign citizen registered as an individual entrepreneur (if an individual registered as an individual entrepreneur is a foreign citizen);

4) if an individual registered as an individual entrepreneur is a minor, then it is necessary to provide a notarized consent of the parents, adoptive parents or guardian to exercise entrepreneurial activity an individual registered as an individual entrepreneur, or a copy of a marriage certificate by an individual registered as an individual entrepreneur, or a copy of the decision of the guardianship and trusteeship body or a copy of a court decision declaring an individual registered as an individual entrepreneur fully capable;

5) a document confirming the payment of the state fee.

The procedure and deadline for the submission of documents by an individual to the registering authority is similar to the procedure and deadline for registering a legal entity.

On the basis of the decision made by the registering authority and making an entry in the Unified State Register of Individual Entrepreneurs, the company is considered registered and, therefore, has the right to engage in travel agency activities.

This text is an introductory fragment. From the book Business etiquette. Why should you behave this way and not otherwise? the author Bazhenova Elizaveta Viktorovna

FACE OF THE FIRM - OFFICE MANAGER The principle of selection in a company with male and female leadership is different. In the first case, purely external data play a role, because men want to see a beautiful, young, executive girl. Women often go to the other extreme and take

From the book Fraud. A ray of light on the dark side of business the author Albrecht U Steve

From the book Business plan in 30 days. Step-by-step Guide to Successful Business Planning and Starting Your Own Business the author Patsula Peter J.

Legal status of the company The legal form of your company determines the tax rate, personal responsibility and, among other things, the willingness of financial institutions to provide you with loans. When establishing a partnership, names and addresses are indicated

From the book Procurement Guide by Dimitri Nikola

From the book How Google Works author Schmidt Eric

Coase and the Nature of the Firm A very interesting (and underestimated) aspect of the Internet is how much it has expanded the ability to create platforms, not just in the technology business, but in any field. Companies have always built networks, but these networks used to be

From the book Crowdsourcing: Collective Intelligence as a Tool for Business Development by Howe Jeff

From the book A guide to the novice capitalist. 84 steps to success the author Khimich Nikolay Vasilievich

From the book Get Rich! A book for those who dared to make a lot of money and buy themselves a Ferrari or Lamborghini the author DeMarco MJ

From the book How to Sell Products of Hard Choices the author Repyev Alexander Pavlovich

From the book Organization of tourism business: technology for creating a tourism product the author Mishina Larisa Alexandrovna

From the book Advertising. Principles and practice author Wells William

Chapter 2. Procedure for the formation of a travel company

From the author's book

2.4. Procedure for liquidation of a travel company Liquidation of a tour operator. The liquidation of a company carrying out tour operator activities is carried out in accordance with the rules on liquidation of a legal entity established by the Civil Code of the Russian Federation and the Federal Law "On State Registration

11.4. Organization of the technological process of the travel company. Professional development of personnel. Tourism is a dynamic business, the technology of which does not stand still, therefore staff development plays an important role. Training -

1. General Provisions

1.1. Limited Liability Company NAME, hereinafter referred to as the Company, was established and operates on the basis of this Charter, the Civil Code of the Russian Federation, the Federal Law on Limited Liability Companies dated 08.02.1998 N 14-FZ. as well as other applicable laws. The company is considered to be created as a legal entity from the moment of its state registration in established order.

1.2. The company is a business company, the authorized capital of which is divided into shares. The property liability of the Company and its members is determined in accordance with the rules of Section 3 of this Charter and in accordance with applicable law.

1.3. Full corporate name of the Company in Russian:

Limited Liability Company NAME.

Abbreviated name of the Society in Russian: LLC NAME.

1.4. Location of the legal entity:

Russian Federation, Region, Locality.

1.5. The company was founded for an unlimited period.

1.6. In accordance with this Charter, the members of the Company may include individuals and organizations, including enterprises with the participation of foreign legal entities and citizens, as well as foreign legal entities and citizens, recognizing the provisions of this Charter, who have paid for their shares in its authorized capital.

1.7. The Company has full economic independence, separate property, has an independent balance sheet, settlement and other, including foreign currency, bank accounts in Russia and abroad, on its own behalf independently acts as a participant in civil transactions, acquires and exercises property and personal non-property rights, bears responsibilities, can act as a plaintiff and a defendant in the judicial authorities.

1.8. In the manner prescribed by law, the Company has the right to create organizations with the rights of a legal entity or participate in their creation.

1.9. The company may have representative offices and branches in Russia and abroad, as well as participate in the capital of other legal entities. In the event of the establishment of branches and representative offices of the Company, this Charter shall be amended to reflect information on the respective branches and representative offices.

1.10. To ensure its activities, the Company has a round seal with its name, letterheads, may have a trademark, service mark, registered in accordance with the established procedure, other details with symbols.

2. Legal capacity of the Company. Subject and objectives of the activity

2.1. The company is a commercial organization pursuing profit-making as the main goal of its entrepreneurial activity.

2.2. The company has general civil legal capacity, has civil rights and has civic responsibilities.

2.3. The company has the right to carry out types of economic activities that correspond to its goals and objectives, and do not contradict the legislation.

2.4. The implementation of activities classified as licensed by law is preceded by the receipt by the Company of an appropriate license (licenses) in the manner prescribed by law.

If the conditions for granting a special permit (license) to carry out a certain type of activity stipulate the requirement to carry out such an activity as an exclusive one, then the Company is entitled to carry out only the types of activity provided for by the license and related activities during the validity period of the license.

2.5. The company is obliged to comply with applicable law, to correctly and promptly make obligatory payments to the budget and extra-budgetary funds,

Full version of the Charter of LLC 2015 download

LLC Charter: features of the document and its sample

Since July 2009, a law has been in effect in our country, according to which the Charter of LLC is recognized as the only constituent document of a Limited Liability Company. What is it, what is the Charter for and what points should you pay attention to when developing it? We understand this difficult issue.

What is an LLC charter and what is it for?

The organization's charter is a constituent document, the provisions of which govern all activities of your company. It is necessary not only for the registration of an LLC. but also to determine the rules of the relationship between the participants of the LLC. This document is developed during the establishment of the Company, before the founders sign another document - the constituent agreement (today it is not one of the constituent documents, but is required for the LLC registration procedure). On the basis of the Charter, not only the registration of the Company takes place, but also the introduction of changes to the registration documents (this may be required when changing the founder, general director, chief accountant, the size of the authorized capital, etc.).

Development of the organization's charter

Considering that the Charter clearly prescribes all relationships between the members of the Society, its development should be taken seriously and entrusted with the creation of this important document to an experienced lawyer who is well versed in the twists and turns of our legislation. He will be able to prepare the necessary document at a high quality level and in short time... But, of course, the work of such a specialist will require significant financial costs from entrepreneurs, because the "manual" work on the development of the charter is not so cheap. But you can still save money. This will make a ready-made document template.

In order not to develop the Charter anew, you can simply take a sample of the charter of an enterprise that has already been registered, and, having made the necessary changes, according to the specifics of your business, create your own Charter on its basis. This is the easiest and most affordable way to solve the problem of developing a constituent document. Now on many resources, including ours, you can find a template of the charter of an LLC. the main thing is to use as a sample a template of a new sample, which is compiled taking into account all the requirements of the current legislation.

As for the content of the document, it includes several important aspects... Let's start with the fact that today the Charter does not require entering information about the LLC participants, as well as information on the size of the shares of each participant in the authorized capital of the Company. This greatly simplifies the procedure for changing information about an LLC in the event of a change of participants (previously, in this case, changes had to be made to the Charter as well). As for the content of the document itself, then it is worth paying close attention to the fact that:

  • the presence of both the full and the abbreviated name of the Company is mandatory (if necessary, the name of the LLC is indicated on foreign language or languages ​​of the peoples of the Russian Federation)
  • information on the location of the LLC is required (meaning the address)
  • it is also worth indicating the types of activities, although experts recommend supplementing this paragraph with the wording that the activities of the LLC will not be limited to the types and areas of activity indicated in the document
  • it is imperative to indicate the limits of the competence of the management bodies of the enterprise (here it matters the presence of a list of issues that can only be solved general meeting members of the Society - if there are several)
  • there must be clear information about the size of the authorized capital of the LLC / mutual fund (but the size of the participants' shares and the methods of payment for these shares are not indicated)
  • all the rights and obligations of the participants must be clearly spelled out
  • the procedure for leaving the Company and the procedure for transferring a share from one participant to another (if this is possible at all)
  • in addition, the rules for storing documentation, maintaining document circulation and the procedure for providing information about the LLC to third parties (if such a need arises) should be spelled out.
  • Registration of the Charter

    It is not difficult to find a sample of the LLC Charter today. But do not forget that the finished document must be correctly drawn up. The revised and finished Charter is stitched, its pages are numbered starting from the second (the title page is unnumbered, and the second page is numbered “2”). On the back of the last page, a special sealing sheet is pasted, which indicates the number of laced and numbered pages, the surname, initials and signature of the applicant, as well as the seal of the organization (it is only needed to amend the Charter, and there cannot be a seal during the initial registration).

    Experts recommend issuing not one, but two copies of the originals of the Charter, since some state bodies require exactly two original documents. In addition, it is worth immediately making several copies of the Charter, which are drawn up like the original (stitched, numbered, sealed). In this case, photocopies must be removed from all pages of the document (including the title page), but neither the signature of the manager nor the seal is placed on the sealing sheet.

    LLC with one founder

    You can download a sample LLC charter with one founder here.

    The indication in the Charter of some data depends on the number of founders. So, for example, the Charter of an LLC with one founder has its own characteristics that relate to the address of the enterprise. Such a Company can be registered at the home address of the General Director and indicated in the Articles of Association as the address of the LLC. And the term of office of the head (general director) in such a Charter is determined, as a rule, indefinitely. It should be noted that sole founder An LLC can be both an individual and a legal entity, which, in turn, can have several members. This is not against the law. But, another Company, which also has one founder, can NOT be the only founder of the LLC.

    LLC with two (or more) founders

    You can download a sample of the charter of an LLC with two (or more) founders here. If an LLC has two or more founders, then the Charter must clearly define the procedure for interaction between them. Of course, first of all, this concerns financial issues. For example, it is worth pointing out whether there is a possibility of free withdrawal of members from the Society and predetermining a mechanism for protecting and alienating the shares of former founders. In addition, it is imperative to indicate the possibility of participants exercising their preemptive right to buy out shares from other participants if they wish to sell their part of the business. Here you can also specify the pricing criteria for the alienated share (for example, from the value of net assets or at a nominal price).

    You can also provide for the possibility of alienating the share of the participant to third parties (this applies to inheritance or donation). But, the most important thing is to determine the procedure, as well as the timing of payment to the former participant of the cost of the alienated share. An example of the Charter of an LLC, where all these are spelled out important points, can be downloaded from the link.

    Charter changes

    Although, according to the current legislation, information about the founders is not entered into the LLC Charter, there are situations when it is nevertheless necessary to amend the document. Such situations include a change in the name of a legal entity. address or change in the size of the authorized capital of the Company. Changes can be made by the decision of the participant (if it is an LLC with a single founder) or by the decision of the general meeting.

    After the decision to make changes has been made, they (changes) must be registered with the relevant state authorities. Only then will they take effect and be considered valid.

    How to register the Articles of Association of an LLC or amendments to the Articles of Association?

    According to the law of our country, the registration of the Charter of an LLC (and changes) is carried out by the inspection of the Federal Tax Service of Russia at the location of the legal entity (or at the place of residence of the General Director - if the home address is indicated in the Charter of an LLC with one founder). Before submitting documents for registration, you must pay a state fee. The registration authority requires the applicant to:

  • protocol of the decision on the establishment of an LLC with all the information (who decided when, what authorized capital, who was appointed director, etc.)
  • application in the form of the Federal Tax Service, with the signature of the applicant certified by a notary
  • The charter
  • If you want to register changes in the Charter, then you need to submit to the registering authority: an application for amendments in the form of the Federal Tax Service:

  • protocol on amendments to the Charter (it is drawn up if the LLC has two or more participants)
  • decision to make changes (provided if there is only one participant)
  • the charter of LLC 2014 as amended - with the introduction of all the necessary changes (as a rule, two copies, one of which will then be returned with a stamp of the Federal Tax Service)
  • a receipt for payment of the state duty.
  • When submitting documents for registration of the Charter, you should carefully and accurately fill in all the fields in the application and pay attention to the fact that the state fee is paid on behalf of the applicant.

    Note:

    Taxation when trading with foreign countries or How to calculate VAT

    The calculation and payment of VAT for export and import has its own characteristics. Enterprises engaged in the import-export of goods from the territory of Russia have many questions about paying VAT at customs and tax deductions.

    LLC Charter (download a standard sample LLC charter) for 2015

    When establishing a company in the form of LLC (open joint stock company), the fundamental document is the charter of the LLC.

    The charter of an LLC is a constituent document that defines the procedure, as well as the conditions for the operation of the enterprise. The charter of an LLC contains all information about the organizational and legal form of the enterprise, its name, physical location, the amount of the authorized capital, the composition of the founders.

    In addition, it provides information on the procedure for the formation and compensation of its management and control bodies.

    The charter of an LLC mentions the conditions and procedure for the division of profits between the founders of the company. The procedure for reorganization and liquidation of the company has been established.

    In two thousand and eight, on December 30, Federal Law-312 "On Amendments to Part One of the Civil Code of the Russian Federation (Civil Code of the Russian Federation) and Certain Legislative Acts of the Russian Federation" came into force.

    According to this law, it was necessary to introduce the necessary amendments to the previously created documents. And the deadline for the change was set - January 1, two thousand and ten. The essence of the mandatory re-registration of an LLC is that the charter must be redone in accordance with the new rules.

    The main changes that were made to the new charter of the LLC:

    1. The constituent agreement is excluded from the list of constituent documents of the LLC. It is now possible to amend the charter of a limited liability company by voting. If the majority of participants support this change, then it will take effect. Moreover, the majority of participants are at least two-thirds of the founders.

    The only limitation in this case is the greater number of votes, which should be stated in the charter itself.

    2. The charter of the LLC will no longer contain information about the names of the founders and the size of their shares. This will reduce the re-registration of the organization if the composition of the founders is changed (someone leaves the LLC or vice versa, a new founder appears). And also in the case of the sale or purchase of a share of ownership in an LLC.

    Data: last name, first name, patronymic of the founders, as well as their share will henceforth be in a new document - the list of LLC participants.

    3. Now any purchase, sale of the share of the owner of the LLC or its transfer to another person must be certified by a notary. If this condition is not met, then the sale, purchase or transfer is considered invalid and has no legal effect.

    4. In order to maximally protect creditors, a restriction was imposed on the withdrawal of the company's members from the LLC, if, as a result, none of the founders remains in the company. If the company consists of one founder, then he also has no right to leave the LLC. In order to protect the remaining members of the LLC, the participant's right to withdraw from the LLC is limited. This is allowed only if such a possibility is provided for in the charter.

    5. After making changes to the charter of an LLC, it is possible to directly prescribe in the charter a specific amount, thanks to which the participants of the LLC will be able to exercise their preemptive right to purchase a share or part of a share alienated by another participant in the company.

    6. Amendments were made regarding payment of the authorized capital of the company in case of its increase. A number of norms are more precisely formulated that regulate the commission major transactions inside the LLC and "outside its walls".

    The charter of an LLC contains the following, main sections:

  • General Provisions
  • Legal status of the company
  • The purpose of establishing LLC and activities
  • Branches and representative offices of the company
  • Subsidiaries and dependent companies
  • The authorized capital of the LLC. company property
  • Society members. Their rights and obligations
  • Limited Liability Company Management
  • One-man executive agency societies
  • Maintaining a list of participants in a company
  • Document storage LLC. The procedure for the provision of information by the society to members of the society and other persons
  • Reorganization and liquidation of LLC
  • Final provisions
  • In the upper right corner, you can download the new LLC Articles of Association 2013. The document, as an example, presents the charter of an LLC with one founder and the charter of an LLC with two founders (the differences are marked in red).

    Only the applicant signs the Charter of LLC 2011!

    Charter LLC sample

    edition 03.02.2015

    Currently, only the Charter of an LLC refers to the constituent documents. Sample of the Articles of Association of LLC. below is compiled in full compliance with the current legislation. However, if your time is more important to you, then please contact us. Complement given sample of the charter of the LLC by their types of activity, select the name of the LLC, address. Other provisions of the charter of an LLC must comply with the Civil Code of the Russian Federation, the Law on Limited Liability Companies, Federal Law 312-FZ of 12/30/2008.

  • Samples of filling out documents - Charter of LLC, agreement on establishment, forms P11001, P13001, P14001 and much more you can order right now. For prices, see the Price list in the top menu.
  • We can prepare for you the Charter of an LLC (and the entire set of documents for a new company and many other documents) even without visiting our office, see ON-line servants

    You must also define the founding points in the bylaws based on the relevant articles of the LLC law.

    The important ones are the following:

    Indicate in the Charter of the LLC the term of office of the General Director.

    Also indicate in the charter of the LLC the procedure for accepting and withdrawing from the membership.

  • Send your good work in the knowledge base is simple. Use the form below

    Students, graduate students, young scientists who use the knowledge base in their studies and work will be very grateful to you.

    Similar documents

      Organization of international tourism in the Republic of Kazakhstan (RK). National tourism fairs. Forms of participation of tourism enterprises of the Republic of Kazakhstan in international tourism fairs. Special regulations regulating tourist activities.

      abstract, added 11/24/2010

      Deepening the specialization of hospitality enterprises. The role of catering enterprises in the development of tourism. State of the art restaurant business in Almaty. Formation of international hotel and restaurant chains. Prospects for the development of the restaurant business.

      term paper, added 03/16/2015

      Catering in tourism and catering business... Classification of tourist catering establishments. Transport service for tourists. Equipment and assortment of the buffet. Railway, air, water transport in tourist transport.

      abstract, added 11/24/2011

      The emergence of enterprises Catering in Russia. Formation of the restaurant business in St. Petersburg. Catering services such as component tourism industry. Organization of gastronomic tourism. Designing a gourmet tour.

      thesis, added 12/12/2013

      Basic concepts, composition and types of production assets of enterprises of social and cultural service and tourism. Assessment of fixed assets of enterprises, their physical and moral deterioration. Types and methods of depreciation. Problems of depreciation policy in the Russian Federation.

      term paper, added 10/16/2009

      The history of the development of hospitality in Russia. Problems of the functioning of the domestic hotel business. The essence and structural elements of the hospitality industry. Characteristics of tourist services. Peculiarities of marketing of hotels and restaurant enterprises.

      term paper, added 12/23/2013

      Definition of the concept of "travel". Classification of tourist travel by the nature of the rest and by age categories. Familiarization with the services provided by the hotel. Features of private, joint and foreign enterprises in the tourism industry.

      cheat sheet, added 12/19/2011

      The concept and types of a tourist enterprise as a business entity. Features of a tourist enterprise depending on its organizational and legal form. Advantages and disadvantages of the organizational and legal forms of travel companies on the example of Tyumen.

      term paper, added 04/25/2011