Changing the tax office and legal address in 2021

Legal address and location: what is the difference

At the “everyday” level, the legal address is the place where the company is located.

But from the point of view of the law, these concepts are different (clauses 2 and 3 of Article 54 of the Civil Code of the Russian Federation):

Location is the municipality (city, district, etc.) on the territory of which the organization operates. It must be reflected in the company's Charter.

Legal address is a specific address, accurate to the number of the house and office (or apartment), where the executive body of the organization is located.

The legal address must be located within the location, but it is not necessary to completely include it in the Charter. It is enough to indicate the exact address of the company only in the Unified State Register of Legal Entities.

Therefore, transferring a business to another city and moving an office to a neighboring street should be formalized differently. We will tell you more about changing your legal address below.

What are the risks of changing the tax office?

A change of legal address does not always mean a change of tax office is the same thing.

You can change the address of the company's location without changing the Federal Tax Service. This will happen if the new address is within the competence of the same Federal Tax Service. Remember that the authority to make these changes is vested by law in the tax authorities. For your part, all you have to do is make changes to the constituent documents and register them with the authorized body.

Where to start moving?

First you need to change your legal address
. To do this, you need to contact the registration authority by providing it with a package of documents specified by law.
The registering authority, in turn, will have to make changes to the constituent documents of the legal entity and the Unified State Register of Legal Entities.
Please note that the company’s TIN will remain unchanged throughout the entire activity of the legal entity, but the KPP - the code for the reason for tax registration will change.
No later than one business day following the date of making an entry in the Unified State Register of Legal Entities, the registering authority will send information about the changes that have occurred to two tax inspectorates
(both at the previous and at the new location of the company). The inspectorates will also receive extracts from the register containing a record of a change in the location of the taxpayer.
The previous inspection will also deregister the taxpayer
and issue him (send by mail to his legal address) a corresponding notification in the form approved by order of the Federal Tax Service. The date of deregistration of a legal entity will be the date of making an entry about a change in location in the Unified State Register of Legal Entities.
The inspector of the former tax office will reconcile all the taxpayer’s calculations.
The period for carrying out this reconciliation, as well as the formation and execution of the act, provided that there are no discrepancies in the data of the taxpayer and the tax authority, should not exceed 10 working days. days, if discrepancies are identified - 15 working days. days. The established deadlines do not include the days spent on delivering reconciliation reports of all taxpayer accounts by mail. In addition, according to the law, the period for reconciliation for the largest taxpayers can be extended if necessary.
Within 3 working days days from the date of deregistration, the previous inspection sends the registration and accounting file of the legal entity to the new tax authority
at the new location of the taxpayer.
The new tax office registers the organization at its new location
no later than one business day following the date of receipt of the extract from the Unified State Register of Legal Entities.

When is it necessary to change your legal address?

A change of legal address may be required in the following cases:

Transfer of business to another city, region, etc. Everything is clear here: if a company changes its place of business, the constituent documents must be brought into line with the actual situation.
Expiration of the lease agreement. Often organizations are registered not in their own premises, but in rented premises. If the owner of the property for one reason or another does not renew the contract, then he has to look for a new landlord, which means changing the legal address.
Claims from the registration authority. Tax officials regularly check company addresses for accuracy. The basis for the registrar's claims may be, in particular:

— mass registration address. This means that dozens of companies are registered at one legal address. A situation where it is not possible to find several companies located at the same address will look especially suspicious in the eyes of tax authorities.

- fictitious address. This means that there is no house with this number at all or it is unsuitable for housing (destroyed, in disrepair, etc.).

— legal address with “limited access” . Inspectors will be suspicious if a business is registered at the address of a military unit, government agency, etc.

- prohibition from the owner . Tax authorities will recognize a legal address as unreliable if they receive information that the owner of the premises does not allow it to be used as a place of registration of a company.

In all such cases, tax authorities will send a notification to the organization demanding clarification of the situation. Sometimes the issue can be resolved, for example, by obtaining permission from the owner. A mass legal address will also not necessarily be unreliable. For example, entrepreneurship support centers (business incubators) often provide their addresses for registration of aspiring businessmen.

But if the legal address is clearly problematic (for example, we are talking about a destroyed building), then it is better not to ignore the inspectors’ requirement.

Otherwise, after a month after the request, the tax authorities will make an entry in the Unified State Register of Legal Entities about the unreliability of the legal address. And after another six months, the registrar will have the right to independently exclude the company from the state register (clause “b”, clause 5, article 21.1 of the law dated 08.08.2001 No. 129-FZ).

And during the period while the record of unreliability “hangs” in the Unified State Register of Legal Entities, the company will have many problems:

Information that a company has an unreliable address can be easily found on the Federal Tax Service website . In most cases, businessmen check their potential partner before concluding a contract. And when they see such a recording, they will most likely refuse to cooperate.
The bank can transfer and block the account. Moreover, with such an entry in the state register, it is unlikely that it will be possible to open an account in another bank.
If the company has an existing loan, the bank may require its early repayment.
Electronic document management operators may suspend sending reports, which will lead to penalties and blocking of accounts by tax authorities.

Therefore, it is better not to bring the situation to such an outcome, but to promptly change the legal address to a reliable one.

Change of legal address in various cases

Change of legal address within the location. We are talking about a situation when an organization moves within the same city or region. There are two options here:

A. If a specific address was not indicated in the Charter, then it is enough to make changes only to the Unified State Register of Legal Entities. To do this, you need to submit to the Federal Tax Service at your current address within three days after making the decision:

— form 14001;

— a document confirming the new address: certificate of ownership, lease agreement, etc.;

— minutes of the general meeting (owner’s decision) on a change of address.

Strictly speaking, if the Charter does not change, then it is not necessary to submit the minutes of the meeting. But tax authorities usually require it for any change of address, so it’s better to play it safe and prepare this document.

Because changes are not made to the Charter, then in this case there is no need to pay the state duty.

B. If the exact legal address was indicated in the constituent documents, then the Charter will have to be changed. The list of required documents will be larger than in the previous case:

— form 13001;

— receipt for payment of state duty 800 rubles;

— address confirmation;

— protocol or decision of the owner;

— new edition of the Charter; It is better to indicate only the location in order to simplify registration if the company moves in the future.

Change of location. If the business is transferred to another city (district), then the Charter will have to be changed in any case. The procedure for registering a change of address will consist of two parts:

2.1. Notifying tax authorities about the move. At this stage, you need to submit to the Federal Tax Service at your previous address within three days after making the decision:

— form 14001 (only items 1-5 in sheet B are filled out);

— protocol (decision) on change of address.

After this, the “old” Federal Tax Service Inspectorate enters into the Unified State Register of Legal Entities information about the planned change of location within five days.

2.2 Registration of a legal address at a new address. After the entry about the proposed change of address appears in the Unified State Register of Legal Entities, at least 20 calendar days must pass. After this, the head of the company can contact the Federal Tax Service at the new address to register the amended Charter and enter current data into the Unified State Register of Legal Entities. The package of documents for this will be the same as when moving within the same city with a change of address in the Charter (clause 1.B)

“Relocation” of the company to the home address of the director or founder. Sometimes an organization has no other options but to “move” to the place of residence of an individual. If we are talking about a director or owner who owns more than 50% of the authorized capital, then the procedure for registering a change of address is simplified. In any case, the procedure will consist of one stage. You must immediately submit to the Federal Tax Service at the new address the documents listed above in clause 1.A or 1.B, depending on where the new address is located: in the same city (district) or in another.

From 2021, changing the location of a legal entity will be carried out according to new rules

Date of publication: 01/15/2016 10:01 (archive)

On January 1, 2021, amendments to the Federal Law of August 8, 2001 No. 129-FZ “On State Registration of Legal Entities and Individual Entrepreneurs” came into force, concerning, among other things, the procedure for state registration of a change in the location of a legal entity.

In this case, a change of location does not mean a change of address within one municipality, but rather a move to another city, settlement, and so on.

The procedure for registering these changes is now carried out in two stages. At the first stage, it is necessary to submit an application in form P14001 containing information about the new address of the legal entity and the decision of the organization’s participants to change the location (subclause “clause 2” of paragraph 1 of article 5 of the Law “On State Registration...”). The application must be submitted to the registration authority within three working days from the date of such decision (clause 6 of Article 17 of the Law “On State Registration”).

Based on the submitted documents, the registration authority will enter information into the Unified State Register of Legal Entities that the legal entity has made a decision to change its location.

At the second stage, you should submit an application in form P13001 to enter information about a change in the location of a legal entity into the Unified State Register of Legal Entities. Submission of documents at the second stage is carried out to the registration authority at the new location of the legal entity after 20 days from the date of registration of the application at the first stage (clause 1 of Article 18 of the Law “On State Registration...”).

At the address that will become the new address of the location of the legal entity, there must be a real estate object or part of it. Registration of a new location address will be carried out only if it is documented that a legal entity, or a person who has the right to act on behalf of a legal entity without a power of attorney, or a member of the company owning at least 50% of the votes of the total number of votes of the participants of this society, the right to use the specified property or part thereof.

These innovations do not apply to cases where a legal entity decides to change its location to the address of a person who has the right to act on behalf of the legal entity without a power of attorney (for example, a manager) or a participant holding at least 50% of the votes.