Authorized capital 10,000 rubles. The authorized capital of LLC: how much and how we pay

The activity of a limited liability company is impossible without the formation of an authorized capital. The founders of the company may have a question about why the authorized capital of an LLC is needed and why investments are needed in it before it is fully formed. Having substantiated the norms of the legislation, we can conclude that it provides the foundation for a new business format, since it determines the first money of an enterprise that regulates the nominal value of the company at the beginning of its activities. The founders contribute their own material values ​​to the fund of a new business entity, which will be the minimum guarantor for counterparties and authorized bodies.

It is impossible to operate an LLC without the authorized capital

Legislative regulation

Representatives of the authorities are interested in the development of medium-sized businesses due to the fact that they are the main source of replenishment of the state treasury. Therefore, they regularly amend the legislative norms, facilitating the creation and functioning of entrepreneurial activities. Today it is possible to register a company by contributing to the authorized capital fund the minimum amount provided for by legal acts, and pay the remaining amount after registration within a year after the registration of the company.

How to form

How to form the authorized capital

Each method of depositing material assets is drawn up in accordance with a certain procedure regulated by regulatory documentation. Authorized capital An LLC can be formed not only in cash, but also in material, such as:

• securities;
• stock;
• property values.

What does the authorized capital of an LLC formed in cash mean?

If the founders decide to contribute money to the statutory fund, then they need to open a transit account, which will subsequently change its status to a settlement or accumulative one.

You can replenish it through the cash desk of a banking institution or enterprise. It is possible to make a transfer by bank transfer. In the purpose of payment, it is necessary to make a note that a contribution was made to the statutory fund on the basis of the Decision or Protocol. The savings account is opened and replenished before the registration procedure, and operations on the current account are carried out after the registration procedures.

Property investment in business

The procedure applied to the formation of capital

It is possible to form an authorized fund not only in cash, but also in material resources, which can be shares, securities, as well as movable and immovable property. The procedure is possible only if there are no restrictions on such actions in the Charter of the business entity.

Read also: Overdraft: what is it, overdraft interest

If the formation of capital is carried out with material values, then an independent appraiser should be involved to confirm the amount of investment. Without his services, it will not be possible to subsequently distribute the fractional ownership of the invested funds. Recent legislative trends oblige founders to carry out a procedure regarding property of any value. Due to the fact that the services of an appraiser are not cheap, this type of investment is deprived of a preferential position due to the need for additional waste.

The minimum amount of the authorized capital of an LLC and the terms of its payment

The minimum amount of the authorized capital of an LLC is 10,000 rubles.

This amount must be paid into the fund in cash. It cannot be replaced in property equivalent. Registration of a business entity can be carried out before the formation of capital, however, the founders are required to implement the event regulated by regulatory enactments within four months. In the memorandum of association, it is possible to establish reduced terms for contributing funds to the capital, if this is necessary for concluding agreements with counterparties.

Failure to comply with legal obligations

Ways to make changes to the authorized capital

For underpayment in full or partial amount of capital up to the declared amount, which should not be less than the legal minimum, legal norms do not provide for punishment. The founders can independently make a section in the constituent documentation regulating the application of penalties or penalties in case of failure to fulfill the assigned obligations. It should be noted that they arise at the time of the decision to create a business entity in the status legal entity LLC for the purpose of making regular profits.

The violator of the order of activity will most likely have problems regarding further cooperation with the founders as the founder of the company. There is an article in the Criminal Code that takes into account the nuances of bad faith of the founders without applying additional penalties to them. Violators of the order lose the status of the founder of the company, and their part already invested in the authorized capital is not refundable and automatically becomes the property of the company and is distributed throughout the year among the current founders, adding to them the percentage of ownership of capital shares.

It is impossible to conduct transactions with an unpaid share of the capital, since even with proper legal execution, they will be considered invalid. Therefore, when deciding to sell or buy a share, you should carefully check the financial side of the issue regarding previous episodes of making payments to the capital fund.

An economic entity can register a business either as an entrepreneur or by creating a legal entity. In the latter case, it is necessary to follow the procedure established by law for the establishment of an organization. An important place in this process is given to the formation of the initial funds of a new company, which are called the authorized capital of an LLC.

The authorized capital of an LLC represents the organization's own property, formed with the help of contributions, on the basis of the parts fixed in the company's constituent documents.

The obligation of the owners of the company to create this capital is enshrined in the provisions of regulations and without it it is impossible to register the company with the Federal Tax Service.

Thus, the authorized capital of an LLC is a part of the company's funds, which are its property, using which the company will carry out its activities in the future. The firm can also raise borrowed funds, but the law requires a mandatory share of the contributed capital.

For the owners of the organization, the authorized capital also shows the declared funds, what they risk when making business decisions, as well as the limit value of their liability for debts during the operation of the company.

The size of the authorized capital must be reflected in the charter of the economic entity, as well as, while the company exists, and in the financial statements of the enterprise. The size of the property and Money in capital must be expressed only in rubles.

It also requires registration of the company's charter. Based on this, if there is a change in this source of company funds, it must be accompanied by the necessary changes in the subject's information in the Unified State Register of Legal Entities and constituent documents.

The creation of capital is carried out by the participants of the company, the source can be:

• Property objects.
• Intangible assets (IA),
• Cash, etc.

Under certain conditions, established by law, the authorized capital of an LLC should be created only in monetary amounts that must be paid by the owners either to the cashier or to opened by the company payment account. Having entered the company's accounts, these funds may not be there.

Attention! The management of the company, after registration, can dispose of these funds, since they cease to belong to the owners, but are already the property of the enterprise.

The property used as a contribution to capital is not the income of the established company, and therefore it should not be subject to income tax.

What is the time period for funds

Previously, the period during which the owners of the company must use the funds as contributions to the authorized capital was not fixed at the legislative level. This period was reflected in the constituent documents along with its full amount.

Currently, regulations establish the period during which the owners must transfer their shares. It is four months from the date of registration of the company with the tax authorities.

At the same time, the formation of such capital can be carried out in stages, that is, all four months in arbitrary parts. The legislation only requires that four months after receiving the OGRN extract, the founders have no debt to the company for the creation of authorized capital.

If several persons act as the owners of the company, and by the deadline established by law, one of them has not contributed his share, other founders receive the right to sell his share of the contribution to other persons.

Also, do not forget that if 4 months after the registration of the company, the owners still have debts on contributions to capital formation, then according to the Civil Code of the Russian Federation, the company must be liquidated.

The amount of the authorized capital of LLC

When created new company, the founders determine the amount of its capital independently. There is one restriction that must be strictly observed - the minimum amount of authorized capital. The minimum amount of the authorized capital of an LLC has not changed since 2017.

It is fixed in the amount of 10,000 rubles. This size is determined for simple business entities. If the future company plans to conduct insurance, betting activities, etc., they may have their own minimum amounts of capital.

When choosing the amount of capital, owners should keep in mind that the profit for the year must not be less than the established amount of capital. This rule is valid for two years after the organization of the company.

Then a comparison should be made net assets with capital. In this case, the first cannot be less than the second. In case of violation of this provision, the FTS body can single-handedly decide on liquidation.

buchproffi

Important! In the case where one of the owners has a share of more than 50%, then the addition of funds from him will not be considered the income of the company, and they will not need to be taxed. So, for example, with two participants, the shares can be distributed as 49 and 51%.

Application procedure

Any property can be used to create the authorized capital. What exactly should be prescribed in the statutory documents of the organization. The Civil Code establishes one restriction on the process of creating authorized capital. So, if it is formed in the minimum amount of 10,000 rubles, then its contribution should be made only in money. At the same time, it does not matter whether they will be paid in cash or by bank transfer.

If funds are deposited non-cash, then this requires the preliminary opening of a current account in one of the banks. This can be done immediately upon registration (in this case, a temporary account is opened first, and after registration - a permanent one). Or after the procedure, you can personally contact the selected institution at any time.

The transfer of funds in this case will be carried out by crediting from the bank account of an individual or legal entity, which are the owners, to the account number of the created organization. V payment order in the purpose of the payment, it is written that this is a contribution of funds to the authorized capital.

Also, a citizen can contact the bank where the account is registered with the company and deposit cash directly to the current account using the cash deposit announcement. In this case, this will also be considered a non-cash deposit.

If funds are deposited into the company's cash desk, then it must be remembered that the cash limit rule is valid immediately from the date the organization was created. Therefore, if the order on the limit was not immediately accepted, then the money must be immediately transferred to the current account, otherwise this will be a violation of cash desk operations.

When depositing cash, it is drawn up, where the contribution to the authorized capital is indicated in the base column.

Attention! If the firm is organized by several persons, then the total amount of capital must be divided among them according to shares, which may be fractional. Based on the size of the shares, the owners receive votes to manage the organization.

If the LLC includes several participants, then it will be more convenient to establish the amount of the authorized capital in proportion to the number of owners. For example, three persons create an LLC with a capital of 30,000 rubles. When dividing it by 3, it turns out that everyone must contribute a share of 10,000 rubles.

Change in authorized capital

Increasing order

In the process of activity, the founders of the company may decide to increase the authorized capital.

This can be done in one of the following situations:

• A new owner wants to enter the organization, and he contributes his part of the capital;
• The company wants to engage in a new direction of activity, and for this it is necessary to increase the authorized capital;
• The amount of capital must comply with the requirements of the law;
• One founder wants to have a larger share in the capital;
• Partners (investors, creditors) require an increase in capital.

The authorized capital can be made larger by adding additional funds, or using the property available in the organization.

An increase is allowed only when the authorized capital is formed and is equal to that stated in the statutory documents, the share of each of the owners is equal to the designated one.

Entering a participant is allowed only when a direct prohibition on adding third parties to the founders of the company is not included in the constituent documents of the company. If this is not the case, then any person has the right to issue an application addressed to the director.

The document must contain a request to accept him as an owner, as well as the size of the share he wants to form, the method of depositing funds, the duration of this event.

If it is decided to carry out an increase in the amount of capital by adding additional funds, this can be done either by each owner or by one person alone. In the first case, everyone must add the same amounts so that the final ratio of shares in the capital does not change. In order to make such a decision, it is imperative to convene a general meeting of the founders.

If the only participant wants to make the share larger, he draws up a request addressed to the head, indicating the size of the final share, the method of adding new funds.

Attention! If it is decided to increase capital by adding funds or property of the company, this must be done in equal volumes so that the percentage of shares of all owners does not change. The property for increase is withdrawn from the net assets of the organization only after it has been adopted at the annual meeting financial statements for the past year.

Decreasing Order

It is allowed to reduce the total amount of the authorized capital only if the share of each participant is reduced in equal proportion. This means that the overall share ratio should not change after that. The part that will be withdrawn from the capital after the reduction must be transferred back to the founders.

It is impossible to reduce the authorized capital of an LLC in order to avoid covering the debts of the organization. Before starting the procedure, participants must provide information that each creditor of the company has been notified of the reduction. In this case, any of them may require the company to repay the debt.

The organization can carry out a decrease in the authorized capital through the issuance of cash, or by withdrawing part of the property. At the same time, in any of the chosen ways, personal income tax will need to be calculated and paid on the received share of property or funds. The Ministry of Finance takes this side in its recommendations. Nevertheless, numerous judicial practice is available, when during the proceedings the court stood up both on one side and on the other.

The law provides for several cases in the event of which the organization is obliged to carry out the reduction procedure, these include:

• The size of the company's net assets fell below the size of the authorized capital;
• Within a year from the moment one of the participants left, the other founders could not divide or redeem his share.

buchproffi

Important! The decision to reduce the capital must be taken at the general meeting of participants by at least 2/3 of the votes. The only member of the society makes such a decision independently.

Russian legislation, when registering an LLC and some enterprises, provides for the creation of an authorized capital. In this article, we will analyze all the questions about what it is, how it is created correctly and why it is needed at all.

Introduction

The authorized capital is the sum of all contributions of the founders to the development of the new company. It is formed not only from cash - it can include real estate, various property, securities, etc. The amount of this capital is not constant: it can increase or decrease, the owners can redistribute it, sell and buy.

The authorized capital consists of property, cash and securities

In Russia and the CIS countries, the Criminal Code has a purely formal meaning - usually it is formed at the minimum allowable level only in order to fulfill the requirements of the registrar.

At the moment, the minimum authorized capital is 10,000 rubles. It is noteworthy that this figure has not changed for more than 15 years - it was simply “denominated” at one time, but never changed. Deputies and ministers are increasingly talking about the need to raise the size of the Criminal Code, citing figures of 50-100 thousand rubles, but as of 2016, the size remains the same.

An increase in the authorized capital will complicate the process of registration of one-day companies (at least, make it less profitable), as well as increase the level of responsibility of other companies.

The principle of operation of the UK

Let's look at why the minimum authorized capital is bad and why it needs to be increased in order to reduce the number of scammers. So, a certain person decides to open his own enterprise. To do this, he goes to the tax office, formalizes accordingly and organizes an LLC with an authorized capital of 10 thousand rubles. He indicates that he plans to engage in intermediary activities, rents an office, buys a desk and a computer for it, spending 15 thousand on it. Then he makes a revaluation, indicating that all his property is valued at 10 thousand rubles (an underestimation of the value is in no way punishable by law).

The amount of capital is prescribed in the charter and registered in the tax

The created LLC works, the entrepreneur searches through the computer for both Internet suppliers and buyers, that is, he uses it to conduct business. Over time, the computer gets old and written off in 3-4 years, the table also becomes unusable, but this is not reflected in the authorized capital. Then, at one fine moment, the entrepreneur, having earned a reputation, takes a batch from suppliers on credit, and demands money from buyers in advance. He spends the money on himself, and resells the batch and does not return the agreed amount to the supplier, declaring bankruptcy. As a result, he answers to his creditors only with an old, useless computer and a table - it is the authorized capital of the enterprise that is a kind of “pledge” and guarantor of responsibility. Taxes are also not paid from it - this fund is created as a kind of “start-up capital” for an enterprise.

Read also: How to compose staffing right

The government can also be understood - it does not raise the minimum threshold for authorized capital, because it does not want to reduce the development of the economy, complicating the already difficult life of entrepreneurs. But reverse side medals in this process is a huge number of one-day firms through which billions of rubles go into the shadows / are laundered.

How the UK is formed

Starting capital for the company can be:

1. Money.
2. Property.
3. Securities.

The amount of capital is prescribed in the charter of the LLC. When registering an enterprise, the Criminal Code must be formed by at least 50% - the rest of the amount is paid over the next 12 months.

Note: many entrepreneurs forget to increase the authorized capital after registration, to which the tax service immediately reacts by imposing a fine. Don't forget to complete it before the end of the year.

How to increase capital

The minimum size of the UK imposes certain difficulties on the operation of the LLC. First of all, it concerns internal procedures.

The share of each participant is calculated in the authorized capital

Key reasons why you have to increase the UK:

1. The process of assignment or sale of the share of one of the participants in favor of the second (or a new legal / natural person). In this case, the founders can raise the size of the UK by increasing the production capacity of the organization, capitalizing them. It is noteworthy that all shares of participants are depersonalized and are not tied to specific items. If, when organizing an LLC, you contributed property for 10 thousand (the same computer), then when you exit it, you can demand 10 thousand, and not property. The management of the enterprise has no right to impose on you the calculation of property - this is done only with your consent. It should also be borne in mind that if the value of the property being contributed is 20 or more thousand rubles, then the tax inspector may ask if you have an act of its assessment. Therefore, do it right away so that you do not face an unpleasant situation later.
2. Attracting credits or loans. A company that is successful in the market may want to enter a new industry or start modernization. To do this, she needs money, but, as always, they are not enough. Therefore, the management of an LLC can take a loan from individuals or legal entities. Money may also be needed for more banal things - the purchase of raw materials, construction or overhaul buildings, etc. The creditor, allocating serious funds, wants to play it safe, so he demands to be included in the list of founders. This is a perfectly legitimate and common requirement. In this case, the authorized capital increases due to the entry of a new participant. The existing owners' shares are recalculated with the new amount. Usually, shares are expressed as a percentage - it is much more convenient to count and keep records.
3. If the LLC expands by starting capital construction, then this property can also be included in the Criminal Code. This trick allows you to optimize the process of paying taxes. Until the property is put into operation, it will be considered future income, which allows you to reduce the cost of profit.
4. Another option is for the UK to be forcibly increased by the state regulator. Such situations are rare, but they do exist. Basically, they arise from the symbiosis of a private and public company. For example, the state transfers property to a company for conducting economic activities, but a company with 10,000 statutory funds cannot manage it, since its real cost is millions of rubles. Therefore, the property is first assessed, and then the regulator raises the Criminal Code on certain conditions (the state can become the main owner of the LLC).

Note: any reshuffling of the founders of the company and changes in shares must be registered in the Unified State Register of Legal Entities no later than 30 days after the adoption and recording of the decision.

Also, when changing shares, tax regulations are applied to the owners. The buyer or seller of a share is obliged to declare income / purchase, paying the appropriate interest to the budget from it. Of course, you can save money and arrange the transfer by donation, but it is still better to pay a small tax and sleep peacefully. Otherwise, there are always risks that can lead to criminal liability.

When a participant withdraws, the authorized capital is reduced

How to reduce capital

Now you know what the authorized capital of an enterprise is and how to increase it. But there are times when, on the contrary, it has to be reduced. These may be the following situations:

1. Exit of the founder or participant with the withdrawal of his capital.
2. Recalculation of the value of property at the expense of depreciation.

The beginning of the activity of an enterprise of such forms of ownership as OJSC, CJSC, LLC provides for the creation of an authorized capital. These are all tangible and intangible assets that provide security guarantees for the shares of co-founders. If start-up capital can be spent in full for the purpose of implementing a business project, then the authorized capital remains unchanged for two years. We will analyze the details in the article.

What is authorized capital

The authorized capital is all the resources of the organization necessary for its successful launch. This includes cash, securities, property. The management company is formed from its own and investment funds. The resources involved from outside are provided with a guarantee of return at the expense of the authorized capital. In other words, the MC shows the initial value of the assets of the enterprise.

One or more persons take part in the establishment of the authorized capital of an LLC. Co-founders make a feasible contribution with tangible and intangible values. The interest of the LLC participants is to receive dividends throughout the entire activity of the enterprise as a percentage, according to the value of the shares.

The authorized capital of an LLC is the minimum property valuation of an organization, equivalent to the nominal value of the shares of co-founders. The management of the enterprise signs an agreement with each investor. Under the terms of the agreement, the UK acts as a guarantor covering all possible losses in the future.

Meaning and functions

The authorized capital is the initial financial component of the enterprise. The total amount of resources depends on the functionality of the organization. When registering a legal entity, the starting amount is fixed.

The authorized capital in the modern sense is divided into two categories:

1. Equity acting as a guarantor to the founders of the business. Includes all enterprise resources.
2. Capital as an accounting and legal unit- this is the money and income received in the process of development of the organization. The movement of funds is reflected in the accounting entries.

The value of the authorized capital is embedded in its functions:

1. Formative function. Based on Russian legislation, the minimum size of the UK and its material basis are determined. Conditions for increasing or decreasing capital are negotiated. The starting function gives an initial impetus to the beginning of the organization's activities and lays the material base for the future.
2. guarantee function. If the organization's activities turn out to be unprofitable, the UK will serve as a guarantor, ensuring the repayment of debt to creditors and investors.

The authorized capital is considered enterprise asset. In the event of an unexpected termination of activity or bankruptcy of the organization, all property is put up for sale in order to return the value of the shares to the co-founders.

Minimum authorized capital

The federal law on the minimum size of the Criminal Code No. 14 FZ of February 8, 1998, as amended and supplemented for LLCs, came into force on January 1, 2017.

According to Federal Law No. 14, the smallest starting amount is 10,000 rubles. Moreover, it must be paid only in monetary terms. The remaining amount, exceeding the minimum amount, is formed at the expense of any resources.

Enterprises whose predicted profit is quite high are given an increased size of the authorized capital:

• 100 million rubles will be contributed by organizations whose activities are related to gambling: casinos, slot machines, bookmakers;
• 300 million rubles - the starting amount for banks;
• 90-180 million rubles - licensed organizations providing loans to the population;
• 60–120 million rubles will be contributed by medical insurance companies;
• Producers of alcoholic beverages will pay 80 million rubles.

The size of the UK is primarily influenced by the type of activity. The constituent documents of an LLC stipulate the minimum starting amount and the conditions under which its size is reduced or increased.

The size of the UK may be affected by legislation at the regional level. Local authorities have the right to establish restrictions under the Criminal Code for certain categories of products and services.

What affects the size of the authorized capital

In the course of the enterprise's activities, the funds of the authorized capital are allowed to be spent on their own needs: the purchase of equipment, raw materials, payment wages payment for the rent of the premises. At the end of the second reporting year, the amount of the authorized capital should not be lower than the pledged initial cost.

The size of the starting amount and its change significantly affect the change in the value of the shares of depositors.

During the operation of the enterprise, a voluntary decrease in the initial capital is possible. If the board of directors deems it appropriate to reduce the starting amount, then appropriate adjustments are made to the company's Charter. For example, entered manufacture building not used for its intended purpose. It is returned to the co-founder in the property.

The percentage of depositors' shares will remain unchanged, and the monetary indicator will decrease in accordance with the decrease in the size of the authorized capital.

Consider an example:

Established initial capital in the amount of 2,000,000 rubles. The LLC has three founders.

The share of Sergeev I.V. - 60% = 1,200,000 rubles.

The share of Yakovlev S.K. - 25% = 500,000 rubles.

The share of Chernova E.S. - 15% = 300,000 rubles.

By agreement of the parties, the size of the Criminal Code was reduced to 1,200,000 rubles. Thus, the equity participation of co-founders will change only in monetary terms:

Sergeev I.V. - 60% = 720,000 rubles.

Yakovlev S.K. - 25% = 300,000 rubles.

Chernova E. S. - 15% = 180,000 rubles.

It is allowed to reduce the starting amount of capital to its limit value - 10,000 rubles. If its size is below the minimum level, the enterprise is subject to liquidation.

At the meeting of co-founders, a decision can be made to increase the size of the authorized capital, drawn up additional document to the constitution of the organization. The percentage of investors' shares will not change, but the amount of dividends will increase.

The increase in the value of shares is calculated by analogy with the example discussed above.

How is the authorized capital of an LLC formed?

At the stage of formation of the LLC, the Charter is drawn up, which specifies the size of the UK. Both one and several co-founders take part in the creation of the company. It is clear that it makes no sense to start activities with 10,000 rubles. In practice, the initial starting amount is much higher. Additionally, what is more profitable to open an individual entrepreneur or LLC.

Registration of an LLC provides for the filing of constituent documents, which spell out the estimated value of the enterprise. A checking account is opened. Within four months after the official registration of the company, the authorized amount is fully paid by the co-founders.

Application methods:

• the amount of money in Russian rubles is sent to the settlement account of the LLC;
• money in the form of securities: shares, financial certificates, bills of exchange, checks, etc. are provided with an extract from the LLC register;
• real estate, equipment, transport, technical equipment, equivalent to a monetary unit;
• property rights, trademarks and more.

The introduction of intangible assets provides for a preliminary valuation if the nominal amount of the property is above 20,000 rubles. An independent appraiser is appointed. When registering an LLC, the tax service is provided with a document on the ownership of the object, which acts as a share of the UK, an act of transferring property to the LLC and a report on its assessment.

An interesting moment! If one of the founders made a contribution to the management company, for example, in the form of promissory notes, then they become the property of the LLC. If, for some reason, the company transfers the rights to the securities back to the investor, then for the latter it is taxable income. It turns out that for their own bills, the investor will pay income tax.

Structure

The financial component of the starting amount of an LLC is divided into five elements:

1. , expressed in the initial cost of the shares of the organization. The indicator characterizes the basis and property base, which determines the future activities of the LLC.
2. Extra capital. It is formed due to changes in the value of the enterprise on the basis of revaluation, revaluation, gratuitous transfer to third parties, profit from the sale of securities. The difference between the initial cost of assets and the proceeds from their sale is taken into account.
3. Reserve capital- the emergency reserve of the enterprise, formed from the means of profit. It is used to pay off losses and eliminate force majeure situations. The size of the AC is not less than 15% of the UK LLC.
4. Undestributed profits- This is a profit margin. The indicator characterizes the financial stability of the enterprise. NP is a key source of financing for LLCs. It can be directed to the authorized capital, current operations of the organization, increase in liquid assets.
5. trust funds, raising funds from the undistributed or net profit of the LLC. The funds are directed to technical equipment, equipment modernization, social development of the enterprise, research, purchase of raw materials to increase production. social development involves maintaining a favorable atmosphere in the team.

Kinds

Depending on the organizational and legal form, the Criminal Code is divided into four types:

1. Share capital provided for in organizations that do not have a Charter. This includes general partnerships and limited partnerships. The financial component of the share capital is formed from the shares and contributions of the co-founders in monetary and property terms.
2. Authorized fund- these are all intangible values ​​​​of the enterprise necessary for the implementation of the organization's activities. UV is laid in state and municipal enterprises.
3. Unit trust- used in cooperative organizations. Joint activity provides for the combination of share contributions of co-owners and funds earned in the course of doing business.
4. provided for in CJSC, OJSC, LLC. This is the initial financial component necessary to launch a new enterprise and ensure the safety of attracted investment funds.

What is a share in the authorized capital of an LLC

One or more members can open an LLC. In the first case, the capital is not divided. In the second, the starting amount is divided into shares as a percentage, depending on the contribution of the co-founders.

Consider an example of calculating shares:

According to the Charter of the LLC, a UK is required in the amount of 1,300,000 rubles.

Khakimov M. Yu. contributed 900,000 rubles. Its share = 70% (900,000*100/1,300,000);

Yurasova E.V. contributed 200,000 rubles. Its share = 15% (200,000*100/1,300,000);

Sergeev V.N. contributed 200,000 rubles. Its share = 15% (200,000*100/1,300,000).

The total amount of shares is 100%, which corresponds to the starting amount of 1,300,000 rubles.

The controlling stake is held by Khakimov M.Yu. It is he who will be able to exert a greater influence on the development of the enterprise.

The maximum deposit amount may be limited. There is also a change in the proportion of shares. All the nuances are stipulated in advance in the Charter of the LLC. If in the process of carrying out activities it becomes necessary to make additions regarding equity participation, the decision is made at the general meeting by voting.

At the time of registration of the LLC, the management submits to tax office The charter of the organization, which contains data on the number of co-founders and the size of the shares of each participant. Within the next four months, each depositor is obliged to pay his share.

Accepted for payment:

• Russian rubles;
• securities;
• property, technical equipment, transport, etc.;
• rights to property or any property.

If the share is not paid within the appointed time, then it passes to the LLC. This part of the UK is sold to another investor or distributed among the current co-founders. Payment of the outstanding starting amount is made within one reporting year.

What is the alienation of a share in the authorized capital

LLC participants have the right to dispose of the shares at their own discretion - to sell to community investors or third parties, that is, to produce alienation. The opinion of other co-founders is not taken into account, unless otherwise stipulated in the founding documents.

The transaction is carried out in succession. The other participants of the LLC, and then third parties, have the primary right to purchase the alienated share. If the Charter of the organization contains a prohibition on the sale of shares outside the LLC, then the transaction is concluded in favor of the company.

All agreements on alienation are certified by a notary. In a short video, Alexander Trifonov talks about the procedure for concluding a transaction for the sale of shares to third parties:

When organizing an LLC, you should not focus on the minimum size of the UK. The higher the initial amount pledged initially, the more confidence the organization will receive from investors. The new venture will receive sufficient assets to launch successfully. A small amount of authorized capital requires small investments. But here there is a difficulty in finding investors and creditors.

Get a lawyer's answer in 5 minutes

The creation of any enterprise begins with the formation of the authorized capital, which is the main source of the formation of financial resources.

It is necessary for the normal functioning of the company and is one of the most important indicators to determine the size and financial condition of an economic entity. What is authorized capital? And how is it formed?

What is authorized capital?

Under the authorized capital is understood the starting fixed amount necessary for the company to conduct business. It constitutes the property basis for the functioning of the organization and acts as a guarantor that it will fulfill its obligations.

As a rule, capital is formed at or and makes it possible to calculate the share or percentage of each participant. Depending on the amount of profit received, changes in the value of assets or the speed of receipt of finances from the owners of the company, its size may vary, however, when registering an enterprise, it is limited to certain amounts, without which the company simply cannot register with the tax authorities.

How is the size of the authorized capital determined?

According to Russian law, a company is not allowed to register if it does not have an authorized capital or at least 50% of its minimum allowable volume. The lower bar for such an amount is set depending on the type of enterprise being created.


For example, for an LLC, this indicator cannot be less than 10 thousand rubles, and for a closed joint-stock company - not less than 100 minimum wages.

To carry out state registration, a company must have at least half of the required amount available. In some cases, it is allowed to register without capital, but on condition that 50% of the funds will be deposited within 3 months after registration, and the remaining amount - within 1 year. The maximum amount of start-up capital is not of particular importance and there are no restrictions.

What does the authorized capital consist of?

The authorized capital may consist of both cash and property. As investments, it is permissible to use securities, material values, or which must be valued in money.

If a participant contributes property to the capital, he should be provided with an opinion of an independent appraiser on this property.

How is the authorized capital formed?

The formation of capital occurs at the expense of the contributions of its founders. Contributions may be in cash or in kind.


So, for a joint-stock company, the authorized capital is the nominal value of the shares, for an LLC - the share capital, and for artels or cooperatives - property shares.

Sometimes, during the formation of capital, other sources of finance may arise, for example, when shares are sold at a value above par.

The authorized capital can be created only at the expense of the participants' own funds. When forming it, it is unacceptable to use budget money or monetary and material property, the source of which is not confirmed by anything.

The size of the contribution of each of the co-founders has a direct impact on the amount of its profit and the number of votes at meetings.

How does the authorized capital differ from the authorized capital?

Often the authorized capital and the authorized capital are considered equivalent concepts. In fact, these indicators have some differences. The statutory fund is finance attracted or allocated by the company, formed at the expense of share capital, share contributions or budget money.


Unlike capital, funds are not permanent and are usually used for specific purposes. If the fund does not participate in the circulation of the enterprise's funds, then the authorized capital, on the contrary, reproduces the property used in economic activity.

Another difference is in the way these indicators are accounted for: the fund is reflected in the organization's assets, while the authorized capital is in its liabilities.