The Belarusian regulations provide for the possibility of registering a limited liability company without a personal visit to the state institution carrying out this activity. You can register an LLC via the Internet — fill out the necessary documents in electronic form. However, in reality this method is not popular. The fact is that this method requires more substantial expenses and additional procedures, since first you need to buy an electronic digital signature key from the Republican Certification Center.
Next, we will take a detailed look at all the steps necessary to register an LLC.
Approve the name
Before submitting documents for registration of an LLC to the appropriate authority, the name of the future organization must be agreed with it. To do this, you need to write a statement. Name approval is free of charge.
Solve the issue with placement
The legislation of Belarus does not provide for the requirement to submit information to the registration authority about where the new company will be located. However, such information must be provided in the charter of the LLC and the application for state registration. An important condition: the company’s office must occupy a non-residential area.
Develop a charter
The list of rules according to which the society will exist in the future should be carefully thought out in advance. The fact is that each edit of the document requires additional approval. In order not to waste time on unnecessary paperwork, it is better to immediately use ready-made examples of LLC (ODO) with a single participant and several participants.
Make a decision on the foundation of the company
Belarusian regulatory documents do not provide for the form of a decision on the foundation of a limited liability company. We have ready-made samples to fill out with a single participant or with several. If there is only one participant in the society, then he himself decides on its foundation.
To convene a meeting of the founders
If the company was created alone, then holding a constituent assembly is not required. Otherwise, the founders must meet in person. The meeting should be held in order for the participants to discuss topics relevant to the organization and make decisions on them.
Collect the authorized capital
It can be formed from both cash and valuable assets. For example, various types of property, securities or property rights. Belarusian legislation does not provide for a minimum value of the authorized capital. The founders must decide on its size independently.
Pay off the state duty
In the case of registration of the first limited liability company, the legislation provides for a payment in the amount of one basic amount. The address of the transfer of funds can be found on the electronic pages of the official bodies that register the company LLC. As a rule, local executive committees and administrations are engaged in this.
Collect papers for registration when opening an LLC
В регистрирующий орган необходимо представить следующие документы:
- Application in the form approved by Appendix 1 to the Resolution of the Ministry of Justice of the Republic of Belarus dated 27.01.2009 No. 8.
- Two copies of the charter of the LLC. You do not need to sign it with a notary. It is also necessary to submit the charter on electronic media in the format of a text document, as well as in .rtf.
- Receipt for payment of state duty. When submitting a payment document to the local executive committee or administration, its original is provided. Please note that the tax collector must indicate his initials and position on the document. The receipt also records the date of its submission to the registering organization.
- A folder made of cardboard with the possibility of stitching.
- Other documents.
Transfer the collected papers to the state agency for registration of LLC in Minsk
Registration of a limited liability company is carried out in executive committees or administrations at the location of the LLC. For example, if you register a company in the capital, then you need to submit documents to the Minsk City Executive Committee. To make an appointment for filing papers, you should first call by phone and make an appointment for the exact date and time.
At the time of visiting the state body, you must have an identity document with you. A passport is suitable for these purposes. It must be shown to a specialist who registers an LLC in Belarus.
On the day when all the necessary papers are submitted to the local authority, the company is considered registered.
Get documents confirming the registration of the LLC company in the Republic of Belarus
If the registration was completed successfully, the state agency is obliged to provide the representatives of the LLC with the following list of documents:
- One copy of the charter with a seal that confirms the state registration. It is provided on the same day when the papers are submitted.
- The certificate of registration of the company is given on the same or the next day.
- Notification of registration with the tax inspectorate, organizations collecting statistical data, Social Protection Fund, insurance company.
Buy a personal seal for the company
It can be made by any private company that is engaged in such activities. Production can be started immediately after the company has been provided with a document confirming state registration.
Create a journal of comments and suggestions, a book of inspections
The journal is kept at the location of the company, as well as where goods are sold, services are provided and certain types of work are performed. The company is obliged to keep an accounting book within a month after registration with the tax authorities. The book must contain numbering, lacing, signatures and seals.
Organize the management of the society
An LLC may include several members, then it is managed collectively. If there is only one participant in the legal entity LLC, the management is carried out solely. If necessary, it is possible to create a board of directors.
Open an account with a financial institution
The existence of a limited liability company presupposes the conduct of economic activity. To do this, you need to open an account in the bank. A mandatory requirement is that it must be in Belarusian rubles. In some cases, it is possible to conduct business in foreign currency.
Submit information about the payment of taxes under the simplified scheme
A note about the type of USN is made in the tax return. Today there are two USN options:
- with the payment of tax at the USN at the rate of 5% of gross revenue without VAT;
- with the payment of tax at the USN at the rate of 3% of gross revenue, but with the payment of VAT.