How to close a separate division of an organization

Briefly about the separate division

A separate division of a company outside its main address is considered to be separate, where at least one person works for more than a month. Such a structural unit is not an independent legal entity, however, information about it is entered into the Unified State Register of Legal Entities. Until 2021, information about the OP had to be reflected in the charter, so organizations operating since then have to make changes to it when closing divisions.

A separate division does not have its own property; its head is appointed by the parent company. The task of branches and representative offices is to represent the main organization and act in its interests.

To close a separate office, you need to prepare documents, fire employees and register changes. This is done in several stages. We propose an algorithm for liquidating a separate division in 2020.

Features of closing OPs of different types

Separate units (SU), as you know, are different. In addition to the branches and representative offices prescribed in the Civil Code of the Russian Federation, there are so-called other separate divisions. The fundamental difference between these varieties is that information about branches/representative offices must appear in the Unified State Register of Legal Entities, while information about other EPs is not included in it.

A few years ago, the law required including information about branches and representative offices of a legal entity in its constituent documents. Accordingly, if the charter contains this information, it needs to be changed and the changes must be registered with the Federal Tax Service. An ordinary OP is not reflected in the register, so when closing it, it is enough to deregister it with the tax office.

Deciding to close

It all starts with the parent organization deciding to close a separate division. If this is a branch or representative office, then a decision is required from the owners of the parent organization. In limited liability companies, a general meeting of participants should be held for this purpose. The LLC Law does not directly require this, but a meeting must be held when opening such units. Accordingly, when closing, it is better to take care of the collective decision of the company’s owners.

At least 2/3 of the founders must vote for the opening of a separate division. Again, regarding its elimination, there are no requirements for the number of voters. Therefore, a simple majority vote will be sufficient.

How to close an OP that is not a branch or representative office? For this, a decision from the owners is not needed. That is, in an LLC there is no need to hold a meeting of participants - the decision of the head of the main organization will be sufficient.

After the decision is made, a decree or order is issued to terminate the activities of the separate division. It should indicate the date on which it ceases to be valid, designate the persons responsible for closure, and distribute responsibilities between them.

Corporate documents

The decision to terminate the activities of a company through a separate division, which is not a representative office or branch, is usually made by the head of the company alone (unless, of course, the charter provides for another procedure for this).
That is, in most cases, a simple order or instruction from the director is sufficient, which indicates the need to liquidate the unit, sets deadlines and appoints responsible persons to resolve all issues arising during liquidation. Submit documents for registering an LLC/IP or making changes to the Unified State Register of Legal Entities/Unified State Register of Individual Entrepreneurs via the Internet

Please note that this document does not mean that the division has been liquidated. This is just the beginning of the journey, which we will talk about in detail below.

But if you need to close a branch or representative office of an LLC, then such a decision will require internal corporate procedures. According to Art. Federal Law No. 14-FZ dated 02/08/98 “On Limited Liability Companies”, the decision to create a branch or representative office is made by the general meeting of participants. Therefore, unless the charter directly states otherwise, it is also better to make a decision to close such a division through a general meeting in order to avoid problems with registering changes in the Unified State Register of Legal Entities.

Here we must remember that the liquidation of a branch or representative office means the need to submit documents for amendments to the Unified State Register of Legal Entities, because information about representative offices and branches is subject to mandatory inclusion in this register (Article of the Civil Code of the Russian Federation). And here an organizational catch awaits the organization. It is clear that if information about the division being closed was indicated in the charter, then it will also need to be changed. Accordingly, it will be necessary to register changes made to the constituent documents on the basis of an application in form P13001 (approved by order of the Federal Tax Service of Russia dated January 25, 2012 No. ММВ-7-6/ [email protected] ) with a receipt for payment of the state duty attached (clause "g" clause 1 of Article of Law No. 129-FZ). As a result, data on the closed division will be excluded from both the charter and the Unified State Register of Legal Entities.

Submit documents for registering an LLC/IP or making changes to the Unified State Register of Legal Entities/Unified State Register of Individual Entrepreneurs via the Internet

However, according to the new version of Art. Civil Code of the Russian Federation, information about a branch or representative office does not have to be reflected in the charter. This means that to exclude information about these divisions from the Unified State Register of Legal Entities, it is enough to submit an application in form P14001, and payment of the state fee is not required (Clause 2 of Article No. 129-FZ). At the same time, the form P14001 (Sheet O) itself has not yet been brought into compliance with the provisions of the Civil Code of the Russian Federation. Therefore, to make changes to the Unified State Register of Legal Entities when closing a branch, an application is submitted in form P13001. This also applies to the situation when information about the branch is not indicated in the constituent documents. As follows from the letter of the Federal Tax Service of Russia dated 03/06/2015 No. SA-4-14 / [email protected] , in the described situation it is required to pay a state duty.

Notifying employees about the closure of the OP

Before closing any partition, you need to fire workers. In accordance with Article 180 of the Labor Code of the Russian Federation, they must be informed about the upcoming dismissal at least 2 months in advance. Accordingly, the procedure must be planned taking into account these deadlines. However, closure does not always entail the dissolution of OP employees - they can be transferred to other divisions or the head office.

To notify employees of dismissal, a notice is drawn up, which each of them must read and sign.

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How to fire non-residents

Employees must be notified personally and against signature of their upcoming dismissal due to the liquidation of a “non-resident” unit. And this must be done at least two months before dismissal (Article 180 of the Labor Code of the Russian Federation). Accordingly, all events related to the closure of such a “separate area” must be planned with at least a two-month handicap. Of course, the Labor Code of the Russian Federation allows termination of a contract even before the expiration of this period (with the written consent of the employee and subject to payment of additional compensation), but this does not eliminate the need to warn employees two months in advance.

In addition, it will be necessary to plan financial measures: Art. 178 of the Labor Code of the Russian Federation requires that employees dismissed due to the liquidation of a division be paid severance pay in the amount of average monthly earnings. In addition, they may retain their average monthly earnings for the period of employment (for up to three months from the date of dismissal and including severance pay).

In a situation where a particular employee needs to be retained, he can be transferred to the parent organization or to another division. Such a transfer is possible both with the consent of the employee (in this case an additional agreement is drawn up) and at the initiative of the employer in a special manner provided for in Art. Labor Code of the Russian Federation (after all, the closure of a separate structural unit is a change in organizational working conditions). In the latter case, you will need to offer the employee a transfer to another department. Moreover, this must be done at least two months before information about a separate unit is excluded from the staffing table.

If the employee does not agree, he should be offered another available job in writing. Moreover, it is necessary to offer not only those vacant positions that correspond to the employee’s qualifications, but also any of the “lower” or lower paid positions that the employee can perform taking into account his state of health. If the employee refuses such work (and equally, if there are simply no vacant positions), the employee will have to be fired on the basis of clause 7, part 1, art. Labor Code of the Russian Federation with payment of severance pay in the amount of two weeks' average earnings (Article 178 of the Labor Code of the Russian Federation).

Dismissal of personnel

So, it is impossible to deregister a separate division in 2021 until all employees are fired.

Dismissal upon closure of an OP occurs according to certain rules. If it is located in the same locality as the main office, then employees should be offered a transfer to other departments. They can be fired only if there are no suitable vacancies. The basis for termination of the contract is reduction in accordance with paragraph 2 of part 1 of Article 81 of the Labor Code of the Russian Federation.

If the company does not have other OPs in the same city or town (village, village), then the contract with the employee is terminated on the basis of clause 1 of part 1 of Article 81 of the Labor Code of the Russian Federation, since the division is being liquidated.

Otherwise everything is as usual. Employees must be paid no later than their dismissal, and they must also be given properly executed personnel documents. If a reduction is made, they are additionally provided with guarantees in accordance with the Labor Code and the contract.

Rules for “intra-city” workers

The situation is no simpler with the employees of the closed “intra-city” division. Here you need to start personnel activities with a detailed study of the text of the employment contract of each employee. The fact is that an article of the Labor Code of the Russian Federation requires the place of work to be indicated in the contract. Namely, the name of the locality. The legislation does not contain a requirement to indicate in an employment contract exactly the address of work or a structural unit within one locality. Thus, if the employment contract does not indicate work specifically in the division, and also the address of the division being closed is not indicated as the place of work, then in order to continue working in the parent company or in another division located in the same city, it is enough to formalize the relocation of the employee. The employee's consent to the move is not required.

If the contract is drawn up in such a way that it specifies the department where the employee is hired, then a transfer will need to be completed. Here, as in the case of a “non-resident” unit, transfer is possible by agreement of the parties, or in accordance with Art. Labor Code of the Russian Federation, which we described above.

But what if the employees of the closed division cannot be employed in the parent organization or in another division? In this case, the employer can reduce staff (clause 2, part 1, article of the Labor Code of the Russian Federation; see “Reducing the number or staff of employees: step-by-step instructions”). Here you will have to fulfill the following conditions established by the Labor Code of the Russian Federation: give two months’ notice (Part 2 of Article 180 of the Labor Code of the Russian Federation), observe the preferential right to remain at work (Article 179 of the Labor Code of the Russian Federation), offer another job (Part 1 of Article 180 Labor Code of the Russian Federation), pay severance pay while maintaining average earnings for the period of employment (Article 178 of the Labor Code of the Russian Federation) and notify the employment service (clause 2 of Art. Law of the Russian Federation of April 19, 1991 No. 1032-1 on employment).

Message about the closure of the OP to the Federal Tax Service

Within 3 working days from the date of termination of activity, a message about the closure of a separate division is submitted to the Federal Tax Service (C-09-3-2). You must contact the tax authority at the location of the company's head office.

The first sheet of form S-09-3-2 indicates:

• main codes of the legal entity (head office) - TIN, KPP and OGRN;
• Federal Tax Service code at the location of the company;
• number of message pages. For each closed division – 2 pages.

On the second sheet of the message form you need to write:

• code of the reason for registration of a separate division that is being liquidated;
• name of the branch/representative office, if any;
• the address of this separate unit;
• date from the decision to terminate its activities.

There is no need to notify funds

In conclusion, let’s say a few words about the relationship with funds and bodies of Rosstat during the liquidation of divisions. Deregistration of legal entities at the location of their separate divisions, for which bank accounts in credit institutions have been opened by legal entities for transactions and which accrue payments and other rewards in favor of individuals, is carried out by the FSS bodies independently simultaneously with their deregistration as policyholders under compulsory social insurance against accidents at work and occupational diseases (clause 2, clause 1, article 2.3 of the Federal Law of December 29, 2006 No. 255-FZ).

Deregistration of organizations at the location of their separate divisions, for which bank accounts are opened by legal entities for transactions and which accrue payments and other remuneration in favor of individuals, is carried out by the Pension Fund of Russia bodies independently on the basis of information from the Unified State Register of Legal Entities provided by the tax authorities (clause 3 Clause 1 of Article of the Federal Law of December 15, 2001 No. 167-FZ).

The legislation also does not contain norms obliging an organization to notify Rosstat authorities of the closure (liquidation) of divisions (including a branch or representative office).

Amendments to the charter

This stage is intended only for those legal entities whose charter contains information about a branch or representative office. Closing a separate division reflected in the constituent document implies making changes to it. To do this, you need to prepare an application in form No. P13001.

In the form you need to fill out a cover page, which indicates the basic information for identifying the company. In addition, Appendix “K” is filled out. It consists of two sheets, but when closing the OP you only need to fill out the first one. The type of separate division being liquidated, its name and the reason why changes are being made to the constituent document are indicated here.

In addition, you need:

• prepare a new version of the charter or amendments to it - 2 copies;
• pay the state fee in the amount of 800 rubles and keep the original receipt.

Form P13001, the charter and the document on payment of the duty are submitted to the Federal Tax Service at the place of registration of the main company.

How to close a separate division in 2021?

The procedure for closing a separate division is fundamentally different from terminating the activities of an enterprise. First of all, the difference is that for this it is not necessary to appoint a liquidator and a liquidation commission, and a liquidation balance sheet is not created. The differences are due to the fact that the OP acts under the power of attorney of a legal entity.

Depending on whether information about the OP is included in the organization’s constituent documents or not, there are some differences in the algorithm for terminating its work. If information about the branch is included in the documentation, then it is considered a branch or representative office. Then the procedure for closing it is somewhat more complicated.

Existing legislation does not regulate the procedure for terminating the activities of an OP. Nevertheless, based on current regulations, it is possible to draw up an algorithm of actions when closing a branch or OP.

Changes in information in the Unified State Register of Legal Entities

How to close a separate division and register this change in the register of legal entities if it is not included in the charter? Everything is very simple. It is necessary to prepare an application in form P14001, in which the following is filled out:

• title page - indicates the main information about the organization;
• sheet “O” - indicates the type of unit being liquidated, its name and the reason for submitting the form.

Form P14001 is submitted to the registration tax office at the location of the organization's head office; there is no need to pay state duty.

Changes to the Unified State Register of Legal Entities in Moscow on a turnkey basis

Step-by-step instructions for closing a separate division

The law does not provide for any special procedure for terminating the activities of a unit, but there are regulations that cannot be violated. In addition, there is a certain discrepancy with the timing, due to the fact that the tax office must be informed about the closure three days after the decision is made, and employees must be notified of the dismissal two months in advance.

Documents for closing a separate division:

• Order to close a separate division (sample)
• Notice of closure of a separate division (form S-09-3-2)

Step 1. Resolve personnel issues.

First of all, it is necessary to comply with the requirements of the Labor Code for the dismissal or transfer of employees, because, as we said above, there is at least one permanent workplace at the place of activity of the OP.

Non-resident employees must be notified of dismissal due to the liquidation of a company division 2 months in advance and against signature. Next, you need to pay those dismissed a severance pay in the amount of one month’s salary. Please also keep in mind that employees retain the right to an average monthly salary for the period of employment - up to three months. If the employee agrees, he can be transferred to the staff of the head office or another division.

The situation is different with the OP personnel who worked in the same city as the parent organization. The fact is that it is not necessary to indicate the department as the place of work in the employment contract. In this case, if there are other jobs in the same locality, the employee’s relocation is formalized without changing the employment contract. If there are no vacancies, such personnel are dismissed due to staff reduction, also with a two-month notice period.

The difference between closing a non-resident division and one that is located in the same locality where the head office is registered is that in the first case, you can fire any employee, including a pregnant woman.

Well, in the second case, due to staff reduction, dismissal is not allowed:

• Pregnant women;
• Mothers with children under 3 years old;
• Parents with many children;
• Single parents with children under 14 years of age or disabled children under 18 years of age.

The employer needs to know about this in advance, and if there are such categories of personnel, ensure their employment.

Considering that they must be warned in advance about the dismissal of employees, it is possible to issue an internal administrative document in advance in which those responsible for personnel issues are appointed.

Step 2. Make a decision to close the structural unit.

The decision to terminate the activities of a separate division is made by the general meeting of participants. Based on this decision, the head of the company issues an order confirming the fact of closing the OP.

Download the order to close a separate unit (sample)

Step 3. Prepare documents for reporting to the tax office.

According to Article 23 of the Tax Code of the Russian Federation, the closure of a branch, representative office or other separate division must be reported to the Federal Tax Service within three days after such a decision is made.

A special form C-09-3-2 has been developed for the message, approved by Order of the Federal Tax Service dated 06/09/2011 No. ММВ-7-6/ [email protected] This is an easy-to-fill out document consisting of two sheets. The first sheet indicates the registration data of the organization (TIN, KPP, OGRN), the corporate name of the LLC and the number of divisions being closed. On the second sheet is the address of the OP and the date of the decision to close it.

If several structural units of the company are closed at once, then the second sheet is filled out for each of them, and their corresponding number is entered on the first sheet.

In addition, you must fill out a registration form for amending the charter or the Unified State Register of Legal Entities. Until September 1, 2014, information about the existence of a branch or representative office was mandatory to be included in the charter, but now this information is reflected only in the state register.

Accordingly, if the charter contains information about the existence of a separate division, then the text of the constituent document will have to be changed in form P13001. If, when closing the OP, the charter does not change, then form P14001 is filled out.

In total, the following documents are submitted to the inspection within three days from the date of the decision:

• The decision of the participants to terminate the activities of a structural unit of the company;
• Completed message form C-09-3-2;
• Registration form P13001 or P14001, depending on whether the information in the charter is changed;
• The Charter in a new edition or an amendment to it;
• A document confirming payment of the fee for registering changes in the charter for 800 rubles (when submitting form P13001).

Step 4. Submit reports on the activities of the unit.

The reporting includes tax returns in accordance with the selected taxation system and reports on employees. If you have a separate current account, it must be closed.

Step 5. Receive a notice of deregistration from the tax office.

Until the Federal Tax Service has not sent a notice of deregistration of a separate division from tax registration, the procedure for its closure cannot be considered completed. The fact is that although a period of ten working days is provided for this, it can be extended if the inspectorate orders an on-site inspection of the activities of a branch, representative office or division.

As for the deregistration of a unit from the funds, after the transfer of responsibilities for administering insurance premiums for employees to the Federal Tax Service from 2021, you do not need to independently notify about this.

If unfavorable circumstances arise for the business, you can suspend the activities of the LLC; read how to do this here.

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Deregistration of a branch or representative office

When will the OP be closed? Deregistration occurs within the following periods:

• at the location of the branch or representative office - after the Unified State Register of Legal Entities receives information about the liquidation of this division;
• at the location of the OP - within 10 working days from the date of receipt by the Federal Tax Service of the notice of termination of activity.

So, we considered closing a separate division. It must be taken into account that the liquidation process takes time, mainly due to the need to dismiss employees. Otherwise, this procedure is quite simple and does not require a lot of time and financial costs.

How to eliminate jobs

However, let's return to the “regular” units. At first glance, everything is simple here: you need to notify the tax authority about this fact. As stated in paragraphs. 3.1 clause 2 art. Tax Code of the Russian Federation, this must be done within three working days. These days are counted from the date of termination of activities through the division. But as we remember, a separate division of an organization is any division territorially isolated from it, at the location of which stationary workplaces are equipped. A workplace is considered stationary if it is created for a period of more than one month (clause 2 of Art. Tax Code of the Russian Federation).

The above allows us to draw the following conclusion. The decisive factor in the situation under consideration is not the date of the manager’s decision to liquidate the unit, but the moment of liquidation of stationary workplaces at the location of the unit. So, before notifying the tax authorities, it is necessary to carry out organizational actions related to the elimination of stationary jobs and the transfer (or dismissal) of employees working in a separate division. This procedure is complex and long.

As follows from paragraph 4 of Art. According to the Labor Code of the Russian Federation, upon termination of the activities of any separate structural unit of an organization (including a branch or representative office), the location of this unit is important. If the unit was located in another area, then employees can be fired according to the same rules as when liquidating the organization as a whole. And if the unit was located in the same area, then it is impossible to dismiss the employees of the unit for this very reason.

At the same time, for these purposes, according to the explanations of the Plenum of the Armed Forces of the Russian Federation, “another locality” must be understood as a locality outside the administrative-territorial boundaries of the corresponding locality (clause 16 of the Resolution of March 17, 2004 No. 2). That is, if the division was located in the same locality (city, town, etc.) as the company itself, then its closure in itself is not grounds for dismissal of personnel. And vice versa, if the unit was located in another (even nearby) locality, then the employer can fire the entire staff of the unit being closed. Let us dwell on the rules of dismissal in more detail, because... they are quite specific.

Mandatory procedures

Other mandatory procedures that will have to be completed before the unit is completely closed are the mandatory payment of taxes and insurance contributions, as well as the dismissal of employees according to the requirements of the Labor Code. At the same time, you will also have to meet the deadlines for submitting reports and paying accrued payments.

Removal from the register

It is necessary to report the withdrawal to the Pension Fund, Social Insurance Fund and others within a month from the moment the enterprise is liquidated. For documents that are submitted to the Funds, it matters whether the unit had a dedicated balance sheet, whether it paid its employees salaries on its own, and whether it had a current account.

Depending on this, in addition to the application for deregistration and a copy of the decision to terminate activities, you will have to submit other papers. If in the PF the withdrawal occurs within 5 days, then in the Social Insurance Fund within 2 weeks. After submitting the report, 15 days are given to pay the fees.

Payment of taxes

With regard to income tax, the division will have to submit an updated declaration and additional declarations for the period(s) considered to be:

• current;
• reporting after the closure of the division.

The declaration on the title page indicates the checkpoint and OKTMO codes of a closed division that previously paid income tax in a given region. But a declaration is submitted at the place where the new division or head office is located.

Dismissal of employees

Dismissal of employees is permitted in several ways, depending on where the unit is located in relation to the main office:

In fact, in the first case, employees may be offered to take vacant positions if they are available, but in the other case they may not.

Nuances of paying taxes and contributions

The main nuances that are worth paying attention to include:

1. income tax;
2. excise taxes;
3. transport tax;
4. NFDL;
5. insurance premiums.

Other taxes, for example the simplified tax system or UTII, must be paid at the location of the head company or taxable objects.

Payment of income tax

must be produced separately in each region of Russia. This is due to the fact that of the total tax rate of 20%, part – 3% – goes to the federal budget, and 17% goes to local budgets. That is, advance payments of income tax at a rate of 3% are paid at the location of the parent company (but based on the total profit for all separate divisions), and 17% are paid to the divisions independently to the local budget.

Income tax reporting is prepared separately in the parent company (taking into account the indicators of all branches) and for each division.

If a parent enterprise and separate divisions (or several divisions) are located on the territory of one subject of the Russian Federation, then the income tax declaration and payment of this tax can be combined

.

For a separate division located on the territory of a foreign state, the parent company pays taxes and submits reports.

Payment of excise taxes

and reporting on them is carried out by separate divisions if:

• the branch actually carries out activities in the production of excisable goods;
• the division carries out excise operations;
• OP comes denatured ethyl alcohol;
• the branch carries out operations using grapes (ownership rights belong to a separate division).

If there are several separate divisions in the territory of one region, then reporting and payment of excise taxes can be combined.

Payment of transport tax

and submission of reports for periods up to 2021 inclusive is carried out at the place of registration of the vehicle. The exceptions are:

1. Water transport (except for small vessels). Tax payment is made to the Federal Tax Service depending on the territory of assignment (port of registry).
2. Air Transport. Payment of transport tax is made by the head enterprise.

From 2021, that is, from reporting for 2021, reporting on transport tax is no longer required.

Regarding personal income tax

only one rule applies: if in an employment or civil law contract a separate division acts as one party, then it is it that pays the tax and submits reports. If contracts are concluded with employees on behalf of the parent company, then the OP does not report on such employees and does not pay tax on them (regardless of where they actually perform their duties).

Insurance premiums

a separate division pays if two conditions are met simultaneously:

• he has his own current account;
• The department itself pays wages.

If at least one condition is not met, then the payment of insurance premiums is made at the expense of the parent company. Similar requirements apply to reporting on insurance premiums.

What to do for this

The procedure for becoming and deregistering with the Federal Tax Service at the location where the separate division is located was approved by the legislator by Order of the Ministry of Finance No. 114n (05.11.09). Clause 9 states that after a decision is made, deregistration from a non-registration organization occurs only at the request of the enterprise.

The inspectorate must deregister the unit within 10 days, but not before the tax audit is completed. The inspectorate at its location issues a notification that the unit has been deregistered and sends it to the enterprise. The notification form is established by the Federal Tax Service.

The date on which the division is considered deregistered will be the day the information is entered into the Unified State Register of Legal Entities stating that its activities have been terminated. But the inspectorate will not be able to deregister a unit until it carries out an inspection, if the decision to conduct it was made by the tax service before the deregistration occurred. In the same way, the enterprise will not be able to close the division until the inspection is completed.

After the inspection is completed, a certificate will be issued about the conduct and timing of it, only then will deregistration occur. It must be taken into account that an independent inspection of a unit cannot be carried out by the inspectorate, but only as part of an inspection of the entire enterprise.

The list for issuing gifts records the number of gifts given to employees and their value. For an example of drawing up an acceptance certificate for completed work, see here.

Nuances

Successful liquidation of a separate unit involves not only this procedure itself, but also compliance with other rules that accompany it. Let's list the main ones:

1. If the change in the Unified State Register of Legal Entities concerns only the closure of a division, use f. P13002 (not f. P13001). In this case, the state duty is not paid.
2. Before closing, you must submit all reports for the branch and pay taxes, otherwise the closure will not occur.
3. Dismissed employees must be notified 2 months before closure, in writing, against signature. If there are other separate divisions of the company in the same area, employees should be offered vacancies in them. If this is the only unit in the region, settlements with personnel are carried out in the same way as during the liquidation of an organization. If the parent organization is located nearby, the personnel are transferred to work there. This primarily applies to employees on maternity leave. They should be given similar positions.
4. If a liquidation procedure is applied for a single branch or representative office, the employment service must be notified about it.

Briefly

1. Closing a separate division that is not a branch or representative office involves notifying the Federal Tax Service Inspectorate under f. No. S-09-3-2.
2. If it is necessary to make changes to the Unified State Register of Legal Entities, the registration authorities are also sent f. P13002 along with the text of the changes and the decision on the changes.
3. The fiscal authorities will register the changes in the Unified State Register of Legal Entities and record the fact of closure of the unit.
4. It is necessary to remember about the timely submission of reports and payment of taxes of a separate division and strict compliance with the norms of the Labor Code of the Russian Federation in relation to dismissed employees.

Calculation of income tax in “1C Accounting 8 CORP” (rev. 3.0)

Starting from version 3.0.52, 1C:Accounting 8 CORP (rev. 3.0) supports automatic calculation of income tax when deregistering separate divisions due to:

• moving - changing the address at which the activity is carried out;
• termination of the division's activities.

To reflect these events in the program, you should use the commands available from the Divisions directory element form (from the card of a separate division or branch) - see Fig. 1:

• Deregister;
• Register at the new address.

Rice. 1. Separate unit card

When calculating income tax and filling out the declaration, the requirements of clauses 2.7, 10.2 and 10.11 of the Procedure are taken into account.

The tax base has increased

Let's look at how the 1C: Accounting 8 CORP program, edition 3.0, automatically calculates profit shares and generates tax returns if one of the separate divisions is closed during the year.

Example 1

Since the separate division in St. Petersburg was liquidated in August 2021, the last reporting period for it will be the first half of 2021. Figure 2 shows a fragment of Appendix No. 5 to Sheet 02 of the income tax declaration (hereinafter referred to as the Declaration) for the first half of 2021, compiled for a separate division in St. Petersburg.

Rice. 2. Appendix No. 5 to Sheet 02 of the Declaration for a separate division in St. Petersburg for the six months

In July 2021, when carrying out the regulatory operation Calculation of income tax included in the processing of Closing the month, standard actions are performed in relation to each separate (including the head) division:

• the share of profit (share of the tax base) is automatically calculated based on labor costs and the residual value of depreciable property;
• based on the calculated share of profit, the tax base is determined;
• Based on the tax base and the tax rate established for a specific constituent entity of the Russian Federation, the amount of tax is calculated;
• Postings are generated in the context of budgets and inspections of the Federal Tax Service of Russia.

In August 2021, the separate division located in St. Petersburg will close.

Therefore, when performing the regulatory operation Calculation of income tax for August, in addition to standard actions with existing divisions, special actions are performed in relation to a closed separate division:

• the share of the tax base (profit share) is fixed in the amount calculated for the reporting period preceding the quarter in which the separate division was closed (clause 10.11 of the Procedure), that is, for the first half of 2021 (33.0256%). The specified share remains unchanged (“frozen”) until the end of the tax period, that is, until the end of 2021;
• the tax accrued for July is adjusted and fixed in the amount calculated for the first half of 2021 (RUB 21,412). The amount of accrued tax does not change until the end of the year, provided that the tax base for the organization as a whole does not decrease.

Starting from August 2021, in the reference calculation Distribution of profit according to the budgets of the constituent entities of the Russian Federation, the fixed share of the profit of a closed division is indicated separately - in the group Activities ceased (Fig. 3).

Rice. 3. Help-calculation of profit distribution according to budgets for September 2021

According to the calculation certificate, the share of the tax base (profit share) for operating divisions for 9 months of 2021 was:

• at the head office in Moscow - 93.2203%;
• for a separate division in Anapa - 6.7797%.

We will generate a set of tax returns for 9 months of 2021 in the 1C-Reporting service.

When creating a new version of the Income Tax Declaration report, the default title page sets the details of the head office (Moscow), namely:

• in the Submitted to the tax authority (code) field—indicate the code of the tax authority in which the head office is registered (7718);
• in the field at the location of the registration (code) - indicate the code: 214 (At the location of the Russian organization that is not the largest taxpayer).

The main sheets and indicators of the Declaration, including Appendix No. 5 to Sheet 02, are filled out automatically according to tax accounting data (Fill button).

The income tax declaration, which is submitted at the location of the head office, includes Appendix No. 5 to Sheet 02 in the amount of 3 pages, corresponding to the number of registrations with the Federal Tax Service from the beginning of the year (for the head office and 2 separate units, including closed ones).

Let us first consider how the program fills out Appendix No. 5 for a closed, separate division in St. Petersburg (Fig. 4).

Rice. 4. Appendix No. 5 to Sheet 02 of the Declaration for 9 months for a closed separate division

In the Calculation compiled (code) field, the value will be indicated: 3 - for a separate division closed during the current tax period. The following line indicators are filled in automatically:

• The tax base for the organization as a whole (line 030) is RUB 1,262,645;
• including without taking into account separate divisions closed during the current tax period (line 031) - RUB 1,136,695. This indicator corresponds to the difference between lines 030 for 9 months of 2017 and 050 for the first half of 2021 of Appendix No. 5 to Sheet 02 for a closed separate division (RUB 1,262,645 - RUB 125,950);
• Share of the tax base (%) (line 040) - 33.0256% (the fixed share of the tax base for a closed separate division corresponds to line 040 of Appendix No. 5 to Sheet 02 for the first half of 2021);
• Tax base based on share (line 050) - RUB 125,950. The difference between the indicators on lines 030 and 031 must correspond to the indicator on line 050 for a closed, separate division (clause 10.2 of the Procedure);
• Tax rate to the budget of a constituent entity of the Russian Federation (%) (line 060) - 17%;
• Tax amount (line 070) - 21,412 rubles. This indicator corresponds to the indicator in line 070 of Appendix No. 5 to Sheet 02 for the first half of 2021.

Line 080 (Tax accrued to the budget of a constituent entity of the Russian Federation) is filled in manually by the user - RUB 21,412. (line 070 of Appendix No. 5 to Sheet 02 for the first half of 2021). Under the conditions of Example 1, the amount of tax to be paid additionally (line indicator 100) is zero.

Appendix No. 5 to Sheet 02 Declarations drawn up for the head division and for a separate division in Anapa are filled out based on the tax base for the organization as a whole, excluding closed separate divisions and the share of the tax base calculated for 9 months. Figure 5 shows a fragment of Appendix No. 5 to Sheet 02 of the Declaration drawn up for the head unit. In the Calculation compiled (code) field, the value 1 will be indicated - for the organization without its separate divisions. The field assigning the obligation to pay tax to a separate division must be filled in manually (specify the value 1 - assigned).

Rice. 5. Appendix No. 5 to Sheet 02 of the Declaration drawn up within 9 months for the parent unit

The indicators of lines 030-070 are filled in automatically as follows:

Line 080 is filled in manually by the user and must correspond to the indicator in line 070 of Appendix No. 5 to Sheet 02 for the first half of 2021 for the parent division. Line 100 (Amount of tax to be paid additionally) is calculated automatically as the difference between lines 070 and 080.

Appendix No. 5 to Sheet 02 for a separate subdivision in Anapa is filled out in the same way.

Subsection 1.1 of Section 1 of the Declaration for the head unit will be automatically filled in according to the declaration data.

Line 010 of Subsection 1.1 of Section 1 indicates the OKTMO code of the municipality in whose territory the head office is located.

Now it is necessary to fill out declarations for separate divisions: active (Anapa) and closed (St. Petersburg).

When filling out a tax return, which is submitted at the location of a separate division in the city of Anapa, on the Title Page, the user must indicate the appropriate code of the tax authority, selecting it from the list of registrations, and the code for the place of submission of the declaration: 220 (At the location of the separate division of the Russian organization) .

By clicking the Fill button, the program will automatically generate a set of Declaration sheets for a separate subdivision in Anapa.

Appendix No. 5 to Sheet 02 is filled out similarly to the corresponding page of Appendix No. 5 to Sheet 02 of the Declaration, which is submitted at the location of the head unit.

Filling out an income tax return for a closed division has its own peculiarities.

When creating a new version of the Income Tax Declaration report on the title page, the user must perform the following sequence of actions:

• in the Submitted to the tax authority (code) field - indicate the code of the tax authority of the closed separate division by selecting it from the list of registrations (7801);
• in the field at the location of the accounting (code) - indicate the code: 223 (At the location (accounting) of the Russian organization when submitting a declaration for a closed separate division);
• confirm your actions (the Yes button) to the program warning (Attention! Before entering the filling mode for separate departments, all sections (sheets) of the report will be cleared. Continue the operation?).

As a result, the details on the Title Page (Sheet 01) of the Declaration are dynamically refilled and take on the following values ​​in accordance with clause 2.7 of the Procedure:

• in the field Submitted to the tax authority (code) - indicate the code of the tax authority of the head division (7718), where it is now necessary to submit a declaration for a closed separate division;
• in the checkpoint field - indicate the checkpoint of a closed separate subdivision (780132001).

By clicking the Fill button, the program will automatically generate a set of Declaration sheets for a closed, separate division.

Appendix No. 5 to Sheet 02 is filled out similarly to the corresponding page of Appendix No. 5 to Sheet 02 of the Declaration, which is submitted at the location of the head unit.

On line 010 of subsection 1.1 of Section 1, the 1C: Accounting 8 CORP program, edition 3.0, will indicate the OKTMO code of the municipality on the territory of which the closed, separate division was located (clause 4.1.4 of the Procedure).

The tax base has decreased

Notification to government agencies

If the OP of an enterprise is closed, the owner must deregister it with the tax office, pension fund, insurance service and extra-budgetary funds.

If the OP did not have a separate balance sheet, then you should contact the main office address.

Within 3 days after the decision is made, application C0932 is submitted. The document can be transmitted in the following ways.

1. Personally by the owner or by proxy.
2. By registered mail. You should definitely order the delivery notification service.
3. Using telecommunication channels. The document is secured with an enhanced electronic signature.

After receiving the notification, the inspection deregisters the OP within 10 days. There is no need to send a duplicate application to the inspectorate at the OP’s address. All information is transmitted automatically.

The case when the OP is not reflected in the charter of the enterprise

How to close a branch

The procedure for liquidating an OP as a branch is different. The starting point is making adjustments to the statutory document. Next, the tax office receives information from the Unified State Register of Legal Entities about the liquidation of the OP. The branch is deregistered upon presentation of the following documents.

1. Notification on form C0932.
2. Documents for adjusting the charter.
3. Documents are submitted to the tax office within 3 days. In response, the company receives a notice of deregistration.

If the OP was not separated into a separate branch, within a month after its closure the company is obliged to send a notification to the Pension Fund of the Russian Federation and the Federal Social Insurance Fund of the Russian Federation. If the OP was registered as a branch, then additional documents are needed for deregistration.

The procedure for deregistration with the Pension Fund of Russia and the Social Insurance Fund depends on whether the OP had a separate balance sheet and whether it paid salaries to employees. If the salary was paid and there was a balance, then the OP had her own current account. When closing such an OP, you need to notify the government agencies at the place of registration of the company's main office, and then deregister in your territorial branches.

The Pension Fund is provided with a copy of the order to terminate the activities of the OP. The Pension Fund deregisters within 5 days.

The FSS of the Russian Federation requires the following documents:

• a copy of the order to terminate the activities of the OP;
• application for deregistration.

The form of the document was approved by Order of the Ministry of Labor No. 576n dated October 25, 2013

The FSS of the Russian Federation deregisters the OP within 14 days.

Reconciliation of calculations before and after

It is not necessary to carry out a reconciliation, but given the intricate process of work, the peculiarities of submitting reports, paying taxes and contributions, it is much easier to deal with payments.

Why do I recommend duplicating the reconciliation and conducting it before and after liquidation? “Before” there are always some movements, the Federal Tax Service may not have time to enter the submitted reports into the program, and the reconciliation will contain incomplete data.

Important! When transferring taxes, except regional ones, to a closed OP, you need to pay the debt to the “head” inspection, indicating the OKTMO and checkpoint of the inactive unit. With incorrect details, the funds will “freeze” as unknown; you will have to write an application for clarification.

The exchange between inspections is going very badly. Information is lost, transmission is delayed, data is sent with errors. Therefore, having received a claim with arrears, having payment orders in hand and confidence in the accuracy of payments, write a response with supporting documents attached to the Federal Tax Service as quickly as possible.

If there is a repeated demand or, in the worst case, blocking of the account, file a complaint with the head of the inspectorate; if there is no response, file a complaint with the higher-level Department.