Authorized capital of a limited liability company. Authorized capital

  • 12.10.2019

The capital of the enterprise can be considered from several points of view. First of all, it is useful to distinguish between capital real, those. existing in the form of means of production, and capital monetary, i.e. existing in the form of money and used to acquire the means of production, as a set of sources of funds to ensure the economic activity of the enterprise. Consider first money capital.

Equity and debt capital

Funds that ensure the activities of the enterprise are usually divided into own and borrowed.

Equity enterprise is the value (monetary value) of the property of the enterprise, wholly owned by him. In accounting, the amount of equity capital is calculated as the difference between the value of all property on the balance sheet, or assets, including amounts not claimed from various debtors of the enterprise, and all the obligations of the enterprise at a given time.

The company's own capital is made up of various sources: authorized, or share, capital, various contributions and donations, profits that directly depend on the results of the enterprise, additional capital, targeted financing. A special role belongs to the authorized capital, which will be discussed in more detail below.

Borrowed capital- this is the capital that is attracted by the enterprise from the outside in the form of loans, financial assistance, amounts received on collateral, and other external sources for a specific period, under certain conditions under any guarantees.

The sources of borrowed capital of the organization are:

  • long-term credits and loans;
  • short-term loans;
  • advances from buyers and customers;
  • long-term lease of fixed assets;
  • etc.

Authorized capital

The capital of the enterprise is the monetary value of the property of the enterprise.

According to the sources of formation The company's capital is divided into equity and borrowed capital.

Of particular importance in the equity capital of an enterprise is the authorized capital - the basis for the creation and functioning. Authorized capital combines the right to own and dispose of property and the functions of a guarantor of shareholders' property rights.

The authorized capital plays the most important role in the functioning of the organization, since its funds are basic for the economic activity of the organization and on its basis most of the funds are formed, Money organizations.

Authorized capital represents a set of funds (contributions, contributions, shares) of the founders (participants) in the property when creating an enterprise to ensure its activities in the amounts determined by the constituent documents.

The authorized capital is the initial, initial capital for the enterprise. Its value is determined taking into account the proposed economic (production) activity and is fixed at the time of state registration of the enterprise.

Formation of the authorized capital

Certain features have the formation of the authorized capital of joint-stock companies. The authorized capital consists of a certain number of shares different kind with a fixed value. The procedure for the formation and change of the authorized capital is regulated by the relevant legislative acts. When creating an enterprise, it is necessary to determine the necessary and sufficient amount of the authorized (share) capital.

Authorized capital formed at the expense of contributions (contributions) of the founders(participants at the time of the creation of the organization); it must not be less than the size established by law. The composition of the authorized capital depends on the organizational and legal form of the organization. The authorized capital is formed:

  • from the contributions of participants (share capital) for business partnerships and for limited liability companies (LLC);
  • par value of shares for a joint-stock company (JSC);
  • property share contributions (production cooperatives or artels);
  • statutory fund allocated by a state body or local self-government body.

Any changes in the size of the authorized capital (additional issue of shares, reduction of the nominal value of shares, making additional contributions, admission of a new participant, accession of part of the profit, etc.) are allowed only in cases and in the manner prescribed by the current legislation and constituent documents.

When forming the authorized capital, additional sources of funds may be formed - share premium. This source arises during the initial issue, when shares are sold at a price above par. The amounts received are credited to additional capital.

Additional and spare capitals are formed in the organization mainly as additional reserves of the organization to cover unforeseen losses and losses of the organization. So, for example, the organization's reserve fund is formed without fail by annual deductions of at least 5% of net profit and must be at least 15% of the authorized capital. Additional capital is a source of funds of the organization, which is formed as a result of the revaluation of fixed assets and other material assets. Regulations prohibit its use for consumption purposes.

Undestributed profits represents the cash of the organization after the formation of trust funds and the payment of all mandatory payments. Retained earnings form a multi-purpose fund, which accumulates profit funds. Each organization independently decides on the options for the distribution and use of net profit.

Special Purpose Funds - these are funds that are formed for the purpose of subsequent targeted spending of financial resources.

Capital structure

One of the pressing problems is the problem of choosing optimal capital structure, i.e. determining the ratio of own and long-term borrowed funds.

The ratio between own and borrowed sources of funds is one of the key analytical indicators that characterize the degree of risk of investing financial resources in a given organization.

The structure of capital provides its minimum price and, accordingly, the maximum price of the organization, the optimal level of financial leverage for the organization. Financial leverage is a potential opportunity to influence the organization's profit by changing the volume and structure of long-term liabilities. Its level is measured by the ratio of the growth rate of net profit to the growth rate of gross income (ie income before interest and taxes). The higher the leverage value, the more non-linear the relationship (sensitivity) between changes in net profit and profit before taxes and interest becomes, and, consequently, the greater the risk of not receiving it. The level of financial leverage increases with an increase in the share of borrowed capital. Thus, the effect of financial leverage is manifested in the fact that an increase in the share of long-term borrowed funds leads to an increase in the return on equity, however, at the same time, there is an increase in the degree of financial risk, i.e. there is an alternative risk and expected return.

When making decisions about the capital structure, other criteria should also be taken into account, for example, the organization's ability to service and repay debts from the amount of income received, the size and stability of projected cash flows for servicing and repaying debts, and so on. An ideal capital structure maximizes the organization's total cost and minimizes its total cost of capital. Decisions on the capital structure should also take into account sectoral, territorial and structural features organization, its goals and strategies, the existing capital structure and the planned growth rate. When determining the methods of financing (issue of shares, loans, etc.), the structure of debt financing should take into account the cost and risks of alternative financing strategies, market trends and their impact on the availability of capital in the future and future interest rates etc.

The real capital of the organization reflects the totality of production resources, which, as a rule, include:

  • main capital;
  • working capital;
  • personnel (cadres).

To fixed capital includes fixed assets, intangible assets and long-term financial investments.Working capital spent on the purchase of funds for each production cycle(raw materials, basic and auxiliary materials, etc.), as well as for wages. Fixed capital serves for a number of years, while circulating capital is completely consumed during one production cycle.

Fixed capital in most cases is identified with the fixed assets of the enterprise. However, the concept of fixed capital is broader, since in addition to fixed assets (buildings, structures, machinery and equipment), which represent a significant part of it, fixed capital also includes construction in progress and long-term investments - funds aimed at increasing capital stock.

Under the staff (personnel) understand the totality of employees employed at the enterprise and included in its payroll.

Judging by the number of links on the BuhOnline forum, the topic of accounting for authorized capital and operations with it is very relevant. This material for beginner accountants outlines the basic information and rules that must be remembered when accounting for authorized capital.

The authorized capital is an integral part of the company's own capital, which is widely used when. In particular, when assessing financial stability, business activity, profitability.

The size of the authorized capital establishes the minimum value of the property of a business entity, which is a guarantee of satisfaction of the interests of creditors. Depending on the form of ownership of the enterprise, the authorized capital is modified into a share capital, a share fund or an authorized fund. I note that in the future we will focus mainly on the authorized capital of LLC.

Authorized capital

The procedure for the formation and size of the authorized capital of an LLC is determined federal law"On Limited Liability Companies" dated February 8, 1998 No. 14-FZ. Article 14 of this law states that the minimum authorized capital of an LLC must be at least ten thousand rubles.

The size of the authorized capital is determined exclusively by the founders and is fixed in the constituent documents.

Accounts and transactions related to authorized capital

In synthetic accounting, account 80 tells us about the authorized capital. Its balance is reflected in the line of the same name in the liability of the balance sheet and always corresponds to the amount that is fixed in the constituent documents (and not paid, as some accountants mistakenly believe). The authorized capital in the balance sheet is reflected in line 1310 "Authorized capital (share capital, authorized fund, contributions of comrades)". This line should contain the amount specified in the charter of the company, even if it is paid in part. In this case, the debt of the founders is subject to reflection in the group of articles 1230 "Accounts receivable".
Analytical accounting on account 80 is carried out by founders, and in a joint-stock company and by types of shares.

The authorized capital is formed not only at the expense of cash (Dt 50, 51, 52 Kt 75), but also fixed assets, intangible assets (Dt 08 Kt 75), materials (Dt 10 Kt 75), securities and receivables (Dt 58 Kt 75). These entries reflect the receipt of deposits.

It should be noted that the Charter of the company may establish the types of property that cannot be contributed to pay for shares in the authorized capital of the company. It must also be remembered that the property transferred as a contribution to the authorized capital becomes the property of the organization and cannot be claimed. The exception is contributions in the form of the right to use (Dt 97 Kt 75).

The very first posting of the newly created organization is: Dt 75 Kt 80 - the formation of the authorized capital. It is done after the state registration of the enterprise on the basis of the decision of the founders and the charter.

In 1C, the formation of the authorized capital occurs through the Accounting Statement (in the "eight" - through operations entered manually).

Payment by the founders of their shares

Each founder of the company must pay in full his share in the authorized capital within the period determined by the agreement on the establishment of the company or, in the case of the establishment of the company by one person, by the decision on the establishment of the company. However, this period cannot exceed one year from the date of state registration of the company.

It is not allowed to release the founder of the company from the obligation to pay a share in the authorized capital. At the time of state registration of the company, its authorized capital must be paid by the founders at least half.

The founder, after paying a share in the authorized capital, losing the ownership of the contributed property, receives the following rights:

  • the right to receive net profit in proportion to the share of the founder;
  • the right to receive the actual value of the share (in cash or in kind) in the event of withdrawal or expulsion from the company;
  • the right to a part of the company's property after its liquidation;
  • the right to participate in the management of the company, to receive information about its activities, etc.

Contribution of property to pay a share

The monetary value of property contributed to pay for shares in the authorized capital of the company is approved by the decision of the general meeting of participants. This decision must be taken by the members of the company unanimously.

If the nominal value of a share (an increase in the nominal value of a share) paid for in non-monetary means is more than twenty thousand rubles, an independent appraiser must be involved to determine the value of this property. The nominal value of the share (increase in the nominal value of the share) paid for in non-monetary funds cannot exceed the valuation amount determined by an independent appraiser.

By the way, overestimation of the value of the property contributed to the authorized capital can be fraught with both the company's participants and the independent appraiser. The fact is that they bear subsidiary liability for the obligations of the company in the amount of overestimation of the value of such property.

Tax accounting of property received as a contribution

For the purposes of tax accounting, property received as a contribution to the authorized capital must be accepted at the cost at which it was recorded in tax accounting by the transferring party. In this case, the value of the transferred property must be documented.

There are advantages in the formation of the authorized capital with non-monetary property: it can be deducted, restored by the owner (an invoice is not needed here), and the cost of such property can be written off as tax expenses. The main thing is that the primary documents are properly executed and the value of the received property is correctly formed. (For more information on tax accounting for transferred property, see "").

Authorized capital and net asset value

In the course of the enterprise's activities, the accountant needs to control whether the size of the authorized capital corresponds to the real value of the company's property.

For example, in practice, a situation may arise when the authorized capital turned out to be more net assets. (Let me remind you that the value of net assets is determined by the data balance sheet as the difference between the value of all assets of an enterprise and its debt obligations (see order of the Ministry of Finance of Russia and the Federal Commission for the Securities Market No. 10n, No. 03-6 / pz of January 29, 2003 “On approval of the procedure for assessing the value of net assets of joint-stock companies”). Moreover, for LLC and JSC the methodology is the same). In this case, the LLC cannot distribute profits between the participants until the ratio of net assets and authorized capital is put in order (clause 2, article 29 of Law No. 14-FZ).

There are two ways: reduce the authorized capital to the value of net assets (Dt 80 Kt 84) or increase net assets.

You can quickly increase net assets through targeted assistance from the founders or through a positive revaluation of fixed assets. The second option is best used as a last resort. After all, this event should be annual and will lead to growth.

I will also add that a company, in case of receiving property from its participants to increase the value of net assets, does not receive taxable income. At the same time, the size of the share of the authorized capital owned by the founder does not matter ().

Sometimes it is necessary to increase the authorized capital. Most often, such an increase is made to increase the investment attractiveness of the enterprise. However, it may be due to both licensing requirements and lack of working capital, and the entry of a new member. When increasing the charter capital, it is also necessary to focus on net assets.

For example, if the authorized capital of an LLC is 50,000 rubles, and the value of net assets is 120,000 rubles, then the authorized capital can be increased by no more than 70,000 rubles. In this case, the initial payment must be fully paid.

With an increase in the authorized capital, its size is limited by the value of net assets, and with a decrease in the authorized capital - the minimum allowable amount.

Change in the authorized capital and personal income tax

If the founder of the company is an individual, then when changing the size of the authorized capital, one should remember about. Indeed, in this situation, in relation to its founders - individuals, a business company is a tax agent.

Article 217 tax code the incomes of participants in a business company are mentioned, which are exempt from personal income tax. These are incomes received as a result of revaluation of fixed assets (funds) in the form of additional shares (shares, shares) received by them, distributed among shareholders or members of the organization in proportion to their share and types of shares, or in the form of the difference between the new and initial nominal value of shares or their property share in the authorized capital.

In all other cases (for example, when the authorized capital is increased at the expense of retained earnings), the founder has taxable income. The taxpayer should attribute the increase in the nominal value to “other income received by the taxpayer as a result of his activities in Russian Federation”(subclause 10, clause 1, article 208 of the Tax Code of the Russian Federation).

The total amount of personal income tax is calculated based on the results of the tax period in relation to all income of the taxpayer, the date of receipt of which relates to the corresponding tax period (clause 3 of article 225 of the Tax Code of the Russian Federation). In the case under consideration, the date of receipt of income is the date of the decision to increase the authorized capital of the company and, accordingly, the nominal value of the shares of each participant.

If the founders do not work in the company and do not receive any money from it, then it is not possible to withhold personal income tax. Considering that the payment of personal income tax at the expense of the tax agent is not allowed, each founder must calculate and pay the tax independently (subclause 4, clause 1, article 228 of the Tax Code of the Russian Federation). At the same time, the company, within a month from the moment of increasing the nominal share of the founder, must inform tax office, which is not able to withhold personal income tax from a citizen, and at the end of the year submit form 2-personal income tax with the relevant information to the tax office.

If the authorized capital is reduced not due to its predominance over net assets (Dt 80 Kt 84), but by decision of the founders of the company by reducing the nominal value (Dt 80 Kt 75), the founders also receive income subject to personal income tax (see).

If the authorized capital is reduced due to the requirements of the law, the organization itself does not receive economic benefits and should not include anything in income. If the reduction of the authorized capital is not dictated by the requirement of the law, and at the same time the funds are not partially or completely returned to the participants, these funds are included in other income in accounting and in non-operating income in tax accounting.

Authorized capital and special regimes

We should also mention the influence of the authorized capital on the taxation system. The structure of the authorized capital may be the reason why the organization does not have the right to apply and.

So, the USN cannot be applied by companies if the share in their authorized capital of other legal entities is more than 25 percent (subclause 14, clause 3, article 346.12 of the Tax Code of the Russian Federation). Exactly the same requirement applies to UTII payers (subclause 2, clause 2.2, article 346.26 of the Tax Code of the Russian Federation).

The participation of the authorized capital in the activities of the company has a lot of features and functions. Without understanding this indicator, it is difficult to draw conclusions about the state of affairs of the enterprise. The authorized capital is one of the most important sources of funds participating in the activities of the enterprise. Therefore, its features and functions should be analyzed in detail.

What is authorized capital

By definition, capital is the amount of funds, the property of the enterprise, which is used to make a profit.

The authorized capital is the initial contribution of the founders of the company, invested to ensure a minimum profit, and also to satisfy the interests of creditors. Its main purpose is to insure the investments of creditors, which they directed to generate income for the company.

Therefore, the authorized capital has a fixed value. This value is specified in the documents when creating a company.

The authorized capital of the enterprise in the form of ownership refers to its own funds. At the foundation legal entity its authorized capital is equal to its own. The company's property, which it owns, when converted into cash equivalent, is the considered type of own funds.

With a positive result of the enterprise's activity, own funds increase by directing retained earnings back into circulation. In this case, the authorized capital will become less than the legal entity's own funds.

Performing the most important functions in the activities of the enterprise, the formation of these funds is clearly regulated by the legislation of the Russian Federation.

Formation of the authorized capital

Depending on the organizational and legal form of the enterprise, its initial equity. A contribution to the authorized capital of a partnership is the funds contributed by the founders to the activities of the company, guaranteeing each of them a share ownership of the enterprise.

For a joint-stock company, a contribution to the authorized capital is a fund formed by selling shares. The number of owners for this type of organization is quite large. Therefore, the composition of the owners is easily changed. This does not apply to closed joint stock companies.

Partnerships are convenient as a form of organizing small enterprises. Joint stock companies are more suitable for large enterprises.

Less popular are such forms of organization as cooperatives and municipal companies. The authorized capital of municipal organizations is formed from the funds of the state or local budgets. Cooperatives form this fund from the shares of their owners.

Authorized capital functions

The authorized capital is a means that performs a number of functions in the company's activities.

One of the main functions that this fund performs is the start of activities. This reflects the rights of owners to start their production activities. Regardless of the results of the work, the authorized capital of the enterprise is the most stable liability item.

The next function is warranty properties. It is the authorized capital that provides the minimum that is necessary for insurance in case of need for settlement with creditors.

Another property of the authorized capital is the distribution function. It indicates what voting rights the investor has in the management of the organization. The value of each share in the authorized capital determines the value of the property of the organization.

Minimum authorized capital

The minimum amount of the authorized capital is constant and is established at the time of the organization's creation.

In the future, no one has the right to force a legal entity to increase this fund. The increase in the minimum wage (minimum wage) affects only newly organized enterprises. The minimum authorized capital is:

  • for LLC - 10 thousand rubles;
  • for CJSC - 1000 minimum wages;
  • for OJSC - 1000 minimum wages;
  • for state enterprises - 5,000 minimum wages;
  • for municipal enterprise- 1000 minimum wage.

To carry out state registration, at least half of the size of the authorized capital must be paid. Joint-stock company, according to the law, must be registered without initial payment. 50% of the authorized capital of the company is redeemed in the first 3 months of its operation. And after a year of operation, the entire fund is paid.

The authorized capital of the company is cash, material assets, property, securities.

The composition of the authorized capital

The authorized capital of the organization is the source that forms the assets of the enterprise. The creation of a fund is carried out from the property of its founders - legal or individuals. Contributions may be in the form of cash, property, or rights such as leases. Restrictions exist only for special types of organizations. Thus, banking institutions cannot form their statutory fund from securities.

The founder is obliged to contribute property to this fund without fail. Under no circumstances can he be released from his duty.

Formation process

The charter of the organization regulates the process of transferring property from the founders to a legal entity. For limited and additional liability companies, these actions are also stipulated in the memorandum of association. The documents establish the responsibility of the founders for the untimely contribution of their parts to the general fund.

The authorized capital is property valued by making a decision on its value at the general meeting of the founders. This is done by an independent appraiser and is entered into the documentation after the general agreement.

The transfer of values ​​is carried out with the help of the transfer acceptance act. This document, together with the contributions reflected in the balance sheet of the legal entity, serve as evidence of the contribution of the authorized capital within the agreed time frame.

In case of cash repayment of its part in the enterprise fund, the proof of the contribution of the founder's share is a certificate from the bank with the account of the legal entity.

The essence of the insurance function

The concept of authorized capital as the property of an enterprise is rather conditional. In reality modern organization the work of companies and partnerships, the contributed property is assessed under an agreement between shareholders.
Prior to registration, a legal entity does not yet have an authorized fund. And after registration, the capital is sent into circulation and can increase and decrease. Therefore, this fund in the reality of the financial and economic activity of the enterprise loses its insurance function.

Due to such aspects, in some countries they refused to fix the size of the authorized capital. At the moment, 100 minimum wages cannot protect the rights of creditors, because in terms of cash, this amount is only 490 dollars. USA.

How the authorized capital is applied

Due to the inherent stability of the fund under consideration, it is directed to cover less liquid, fixed assets.

Share capital is an asset such as land, equipment and real estate. For a newly created enterprise, the most popular balance sheet items covered by the established fund are non-current assets, fixed assets. The cost of such objects is transferred to the cost of products in the form of depreciation over a certain period of time.

To finance working capital, either short-term borrowed capital or retained earnings are used.

Installed capital of LLC and ALC

There are certain features of the creation of the statutory fund of limited and additional liability companies. He, according to part 1 of Art. 90 of the Civil Code of the Russian Federation, consists of contributions from its participants. The size and proportions are set in advance.

For such organizations, the authorized capital is funds that must be paid at least 50% at the time of registration. The second half is paid during the year of the company's operation.

If this does not happen, the enterprise announces its liquidation or a reduction in the size of the statutory fund.

If, after each year of operation, the net assets have a lower value than the authorized capital, its established by law decrease in order.

Authorized capital of the joint-stock company

According to paragraph 1 of Art. 99 of the Civil Code of the Russian Federation, the authorized capital consists of the net value of the shares of the company that were acquired by its shareholders. When an open joint-stock company is established, all its shares must be distributed among the founders.

The increase in the value of the authorized capital of the company occurs by increasing the nominal value of securities or issuing an additional number of shares.

In case of a decrease in the value of net assets, the same rules apply for OJSC as for LLC, ALC.

Coverage of debts upon liquidation of an enterprise

The size of the authorized capital is the insurance fund of the enterprise, from which the legal entity is settled with creditors.

However, depending on the type of organization of the company, the responsibility in the event of a reorganization varies. Large partnerships bear less responsibility than owners of cooperatives. The latter are liable to creditors on a par with the founders of companies with full responsibility.

The majority of organizations bear partial responsibility. The debt to creditors is returned from the amount of the authorized capital. As a rule, in the current conditions, it is completely insufficient to pay off all obligations in the event of an organization's bankruptcy.

If the company's own funds are not enough to pay off the debt, its credit rating drops. Such an enterprise is unattractive for investment and cannot further count on the expansion of production assets at the expense of credit funds. It is in the interest of a legal entity to maintain its credit rating at high level at the expense of a sufficient amount of own funds, in particular the authorized capital.

Cooperatives and limited liability companies cover their obligations to creditors with the personal property of all founders of the partnership, their shares in other organizations.

Fund Size Changes

The authorized capital of the enterprise is a fixed value. However, there are cases when its size changes.

An increase in the authorized capital is possible only when additional participants join the organization. The attached share of the authorized capital is one of the possible causes fund increase. The issue of shares carried out after the registration of a legal entity also affects the authorized capital.

Such changes are carried out strictly in accordance with the law and are documented. All cases of increasing the fund are registered in the relevant legal sources.

Additional funds can be attributed to the authorized capital after the sale of shares at a price that is higher than their nominal value. In the balance sheet, these funds are displayed in the "Additional capital" section. These funds increase the reliability rating of the company.

The authorized capital is the means by which the enterprise must form the reserve capital. This fund must be at least 15% of the authorized fund.

If the value of net acts for the period decreased and became lower than the value of the authorized capital, the company announces the reduction of its authorized capital. Such actions lead to a decrease in the credit rating and reduce the reliability of the company in the eyes of investors.

Having considered the features of the formation and management of fixed assets of an enterprise, one can understand the principle of organizing the company's funds. Without it, the activity of a legal entity is impossible. The authorized capital is a fund created during the registration of an enterprise. Its value is regulated by law and acts as a guarantee of the organization's solvency to investors. Fund changes affect the rating of the company in the eyes of creditors.

Authorized capital of a legal entity

Businesses need funds to run their business. They give you the opportunity to get started. Their size can be different, depending on the norms of the law. It is important to know how to properly form the authorized capital.

Important Aspects

Capital - the monetary value of the property of enterprises. It is owned and borrowed. The capital of organizations is considered from several positions. Distinguish between real and money capital.

The first exists in the form of production resources, the second - in the form of finance. It is used to acquire resources. Depending on the source of formation, capital can be owned and borrowed.

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

During the formation of capital may be formed additional source funds - share premium. Legislative bodies put forward specific requirements for capital. Equally important is the question of the minimum size.

The authorized capital may consist not only of finance, but also of securities, material values, property rights. The calculation is carried out using the minimum amount of payment labor activity(SMIC).

Each type of organization has its own:

Foundations and non-profit organizations do not require authorized capital. The amount of capital can increase and decrease. The increase contributes to the growth of the organization. Perhaps this is the case if the previous capital was deposited earlier.

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

  • the organization needs funding for its further growth;
  • employees need to provide securities;
  • merger with another organization.

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

The reasons may be:

Reduction of capital may occur on a voluntary basis or as required by law. The authorized capital includes a certain number of shares different kind that have a fixed denomination.

Its formation, change is regulated by law. It is formed on the basis of contributions from participants. Consists of:

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

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

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

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

Basic definitions

Authorized capital The amount of finance provided by the founding persons of the organization for further activities
Company Society closed type in which the shares are distributed only among the founders
OOO A limited liability company opened by one or more persons
Share The contribution of each member of the organization to the activity
Emission Issuance of new finance or securities of a valuable nature
Founder Person of physical or legal type, created by a new organization
nominal value The price that is set at the time the share is issued
Organization property A set of elements of a material and intangible type, which belong to the organization, are intended for the implementation of activities
Net assets The amount that is determined by subtracting from the amount of assets those liabilities that are taken into account

What is its role

The authorized capital is important for any type of organization, it performs many functions. Main:

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

Current regulatory framework

According to, the authorized capital must be paid before the registration of the organization.

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

On the basis of the following, an organization is recognized as a company in which the authorized capital is divided into shares. According to , the UK consists of the value of contributions by the shareholder of the enterprise.

Emerging nuances

When registering an organization, the formation of the authorized capital is mandatory. You can deposit both money and property. Financially, it's clear. What about property? The material share must have a financial value.

Video: the essence of the authorized capital

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

When a new shareholder appears in the organization, the capital can increase at his expense. He must issue an application addressed to the director, in which he indicates the amount of the contribution, the term for its payment and the share in the capital.

After that, a meeting is called at which the following is decided:

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

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

Shares can be paid Finance, securities of valuable content, property, intangible assets. Their price cannot be less than the nominal
Property price Should be on par with the market
Changes in equity Must comply with legal requirements
Participants who contribute to the organization (its capital) A certificate must be issued
It is possible to reduce the authorized capital Only after notifying creditors
It is allowed to increase the UK only after making a contribution In full amount of all shareholders of the enterprise

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

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

Among them are the following:

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

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

Change options:

  • a part of the shares is canceled or redeemed with the par value preserved;
  • the par value of shares decreases;
  • the amount of capital is preserved by combining shares;
  • additional shares are issued.

Step-by-step instruction for capital increase:

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

What the bank needs to know

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

The MC of banks performs many functions, including:

  • the role of the start-up funds required for primary costs;
  • acts as a regulator of activity;
  • building customer confidence;
  • acts as a shock absorber, which repays the damage from expenses.

The authorized capital of the bank includes:

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

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

Contributions to the UK can be made both in rubles and in foreign currency. The authorized capital can be formed only with own funds, it is impossible to use credit or budgetary funds.

The share of each of the shareholders should not exceed 35%. The legislation puts forward many requirements for the capital of banks.

Features for the enterprise

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

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

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

In the course of activity, it can either increase or decrease. These changes must be decided at a meeting of shareholders of the enterprise.

The liquidation process of an LLC is very complicated and affects many aspects of the financial condition of the organization. One of these is the return of the authorized capital. Can the founder receive his share in the liquidation of the company in 2019? At the end of the activity, the organization is obliged to fulfill an important liquidation ...

The activity of any organization begins with the formation of the authorized capital. This requires the display of the amount in the constituent documentation and accounting. What transactions show operations on the authorized capital? The beginning of the enterprise's activity is provided with start-up capital. During the registration process...

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

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

Represents the initial funds invested by all founders in order to ensure the functioning of the enterprise. Securities, property rights expressed in monetary terms can act as such funds.

  • issues arising from the sale of previously contributed shares at a price exceeding their nominal value;
  • and capabilities of the company, which entailed an additional issue of shares;
  • an increase in the capitalization of an enterprise after its revaluation, for example, due to an increase in the cost of basic non-monetary investments;
  • the occurrence of an exchange rate difference that may appear in the authorized capital from funds generated by the currency of another state.

The resulting amount of additional capital is usually used to cover losses. The minimum or maximum amount of additional capital is not regulated by law in any way.

Revaluation of non-current assets and additional capital - the topic of the video below:

Statutory warehouse

The authorized share capital is formed by organizations that regulate their activities only by constituent documents. According to the form of business organization, this can be or. The amount of the share capital is formed by the shares of the founders of the enterprise.

The authorized share capital is called the real capital necessary for the functioning of the enterprise. The share capital is part of the total assets of the enterprise and often differs from its actual value.

The difference is that the authorized share capital is formed only by the funds of the participants of the enterprise - object public relations, and its amount not only passes through the balance sheet of the enterprise, but is also reflected in the constituent documents. Shared capital funds, expressed in monetary terms, are not saved separately. They are depersonalized and stored on correspondent accounts along with other receipts.

  • The main one is to ensure the functioning of the enterprise during its formation and protection of the rights of creditors. The share capital performs a kind of guarantee function. When the founders of the enterprise are obliged to notify the creditors, and they, in turn, have the right to demand early repayment of credit funds.
  • And one more function of the share capital is the right-determining one. According to the share of participation, the right to manage the enterprise of each of its participants is determined and according to it.

According to the legislation of the Russian Federation, the end of the second year and subsequent financial reporting periods must give amounts not less than those indicated in the authorized capital. Otherwise the society is obliged to start .

Composition of equity

Ratio of UK and AC

It is traditionally believed that the reserve capital must be formed by enterprises planning to conduct the most risky activities. For example, these are JSCs, especially those operating in the foreign economic sphere of activity. Contributions to the reserve fund are made from profits.

  • The minimum amount of reserve capital for an LLC must be 5% of the amount of the authorized capital, deductions must continue until a ratio of 25% of the authorized capital is reached.