Legal foundations of entrepreneurial activity - Knowledge Hypermarket. How to open your own business? flower shop educational project in social studies type of project: group, short-term supervisor: Marushchenko O.V. How to open your own business message about societies
Are you looking for an answer to the question of how to start your own business from scratch? Read our practical recommendations and be financially independent.
Many people are dissatisfied with their work, bosses, working conditions, and salaries.
And so those who want dramatic changes in their lives, over time begin to ask themselves in search of an answer to the question: how to start your own business from scratch.
But not everyone can realize this idea.
Some lack desire, some lack knowledge and support, and some, simply, start-up capital.
But it is still so important that thoughts about starting your own business remain not just dreams, but begin to turn into concrete actions.
Therefore, we suggest that you familiarize yourself with our recommendations that will help you deal with this issue.
How to start your own business from scratch and what is the business situation?
First of all, it is worth saying a few words about the situation that has developed in the field of small business and individual entrepreneurship.
- personal funds and savings;
- credit;
- investors.
The most optimal source of starting capital is your own funds and savings.
If at the moment there is extra money and the entire organization of the future business has already been thought out, then you can start implementing the idea at any desired time.
If these are not there, then you will have to earn them.
There are two options here - sell unnecessary property or earn money and save it.
Therefore, in this matter you need to rely on your patience, because it will take some time to receive the required amount.
If we talk about a loan, it will always be associated with risks, especially for beginners.
Features of credit funds are as follows:
- registration of liquid collateral (real estate, car);
- it is necessary to hire an expert who can evaluate the collateral;
- making insurance payments;
- pay the loan amount and interest monthly;
- If the case “burns through”, you can lose the property that was pledged.
Based on the above, a loan is not just a return of borrowed funds and interest, but also a strong emotional burden on a novice businessman.
And this is not the best way to receive money for beginners who have decided to start their own business from scratch.
The third option for obtaining start-up capital involves searching for investors.
To reach them, you need to look for intermediaries who deal with start-ups, and specifically with crowdfunding.
To do this, you must create a compelling and sound business plan and be willing to share your earnings with your investor.
Some practical tips for everyone who wants to start their own business from scratch:
- Promote your business on the Internet, namely on social networks.
- Calculate several forecasts at once: profit, break-even and losses.
If at the moment there is no start-up capital, as well as the desire to take out funds on credit, then it is better to earn them, but there is a desire to start your own business from scratch, we suggest you get a job related to your planned business.
Firstly, you will receive a reward from which you can save the amount you need, and secondly, you will get to know the “kitchen” from the inside.
If your business is not particularly tied to the office, then save on it.
Business meetings can be held on neutral territory - restaurants, rented meeting rooms.
Don't neglect creating a detailed business plan.
This is the foundation of a business, and the slightest mistake can cost the entire amount of capital.
It is better to budget for large expenses or include an item with unforeseen costs.
When drawing up a business plan, many people advise starting with calculating profits.
This way, you can immediately determine the scale of the business.
To start your business from scratch, use your connections.
Firstly, it will help promote your business, and secondly, perhaps this way you will find future partners.
So, if you're wondering, how to start your own business from scratch, you must understand that this is not an easy job that can be done in the shortest possible time.
In addition to a great desire, you must have patience, because it will take time to obtain start-up capital to start a business, as well as the profit itself.
Communicate with people, study the basics of economics, follow the legislation, and you will succeed.
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A person who took the risk of starting his own business from scratch has conflicting feelings. On the one hand, he seems like a madman who risked taking this serious step in our difficult times. On the other hand, his actions and determination inspire respect and envy. Today you can find a huge amount of information on how to open your own business, which will enable a businessman to prosper and develop, have financial independence and recognition from society.
In general, an increasing number of people are changing their “government service” to doing their own business, that is, opening a private business. Its advantages are obvious:
- a person gets the opportunity to do what he loves;
- work without a boss;
- there is no threat of layoffs or layoffs;
- Financial independence.
To ensure that starting your own business does not remain a dream, but becomes a reality, you need to know a few rules.
Business idea
Any business starts with an idea. Before you open your own business, you should think carefully about what you would like to do and what knowledge and experience you have.
Experienced entrepreneurs say that in order to formulate a business idea, you need to take a piece of paper and write ten options that come to mind. This is called "brainstorming." Then you need to evaluate each option, describing its pros and cons.
Niche selection and market analysis
It is important to choose a niche wisely and analyze the market. At the formation stage, it is not recommended to choose goods or services that are unknown to people, but you must be prepared to face high competition. Therefore, a thorough market analysis will help with choosing a profitable niche.
Drawing up a business plan
Drawing up a business plan is one of the most important components. It will help you realistically assess your capabilities, outline intermediate and final results.
The business plan consists of the following points:
Table. Main points of the business plan
| Start | Here you need to describe the main activity, the end result and the likelihood of losing money. |
| Niche description | Clearly define the product or service, who can use it, and in which regions it can be offered. |
| Market analysis | Analysis of the economic situation, number of competitors, planning of promotions. |
| Business plan | Plan the stages and timing of each stage. |
| Budget planning | It is important to calculate all the necessary costs, take into account one-time and recurring expenses, and calculate the break-even point when a minimum of sales covers business expenses, and all others make a profit. |
| Description of the final result | A detailed description of the expected results, business expansion or work in other areas. |
Registration with government agencies
Business registration is a mandatory procedure After deciding on the type of activity and drawing up a business plan, you need to register as an individual entrepreneur or LLC. By registering in one of these areas, we resolve the issue of the legality of running our own business.
Note! Illegally running your own business entails criminal liability.
The next step is registration with the Pension Fund, Compulsory Medical Insurance Fund, Social Insurance Fund, and Rosstat. Here you will need to collect a standard package of documents:
- original/photocopy of passport;
- original/photocopy of TIN;
- a document confirming registration with the tax authority with an extract of the selected OKVED;
- paid receipt of state duty;
- statement about the chosen taxation system.
You can go through the process of completing all the necessary documents yourself. But some novice businessmen prefer to contact special companies that deal with these issues.
Choosing a place to do business
If you plan to open your own business on the Internet, then the website will take on the role of a virtual office. To do this you will need to create it. You can do this either independently or by contacting specialists. You will also need to purchase a domain and hosting.
If you are planning your own business offline, then you will need to study all the specifics of opening it. Thus, a business in the service sector involves working from home and communicating with clients by mobile phone. Here you will need to rent an office. If this is trade, you need to choose premises in a shopping center or near it. For your own production, it is best to choose an industrial zone within the city. The office should be located there. This will allow you to constantly monitor the progress of work.
Necessary equipment
After the aspiring entrepreneur has decided on a location, he needs to purchase the equipment necessary to run the business. Here, the minimum costs are determined by the chosen service sector.
- To open a retail outlet, you need to purchase display cases, refrigerators, scales and other necessary equipment. Some budding entrepreneurs purchase used equipment in order to save money. This is an extremely unwise decision, since one cannot be sure of the quality and longevity of such equipment.
- For your own production you need to purchase a whole line of equipment.
- Organizing your business on the Internet, in this regard, is somewhat easier. It does not require special premises or equipment. But if we are talking about opening an online store, then in the future you will need to rent a warehouse to store goods. Suppliers of goods can be found via the Internet.
Advertising and promotion
It's the same in online business. Internal and external website optimization is necessary to develop and maintain your own business.
Recommendation! Promotion also plays an important role. In order for a client to become a regular and tell his friends and relatives about you, you need to give him more than he expected. For example, when purchasing a product, you can give a gift or a small discount.
Total costs and total profits
The costs of starting a business need to be calculated in advance. Costs are the amount of money a person spends to organize his business. They are divided into one-time and monthly.
Table. One-time and monthly expenses
When calculating the maximum amount of one-time costs, we get 183,000 rubles. This is the minimum required to open a business on the ground.
If you start a business online, then, according to experts, you can do it within 100,000 rubles, since the cost of purchasing equipment is eliminated.
Monthly costs will range from 29,000 to 200,000 rubles, depending on the type of business, the number of employees and the area of the rented premises.
You will also need to submit a quarterly report to the tax office, pay taxes and contributions to the Pension Fund.
A classic business pays off in about a year to a year and a half if there is a well-organized advertising campaign. An online business pays off much faster, since the costs of opening and maintaining it are much lower.
How to start your own business? You can provide a certain category of services. Here you can work either independently or in tandem. A good choice is resale of services (intermediation).
For example, you have a legal education and plan to provide services in this category. To learn the specifics of a business from the inside, it is worth working for a while in a company engaged in a similar business. This will give you the opportunity to understand all the intricacies of the organizational process and, equally important, create your own client base.
Opening any business requires start-up capital, since even the simplest business will require a small advertising campaign. Expenses for some organizational issues cannot be ruled out. The minimum amount that must be “on hand” is one thousand dollars.
To see with a clear example that starting your own business and becoming a successful and independent person is not a dream, but an accessible reality, we recommend watching a short video.
The principle of diversity of forms of ownership, their legal equality and equality of their protection is enshrined in Article 8 of the Constitution of the Russian Federation: “In the Russian Federation, private, state, municipal and other forms of property are recognized and protected equally.” Priorities and preferences in the protection of one or another form of property cannot be established. The variety of forms of ownership has developed in various organizational forms of entrepreneurial activity.
ORGANIZATIONAL AND LEGAL FORMS OF ENTREPRENEURSHIP
Participants in a business legal relationship are called subjects of business law. Who can be a subject of business law? In what form is it better to open your own business? Entrepreneurial activities of citizens can be formalized either as individual entrepreneurship or as a farm. The organizational and legal forms in which commercial organizations can exist are very diverse: these are business partnerships (general partnerships and limited partnerships), business companies (limited liability companies, additional liability companies, joint stock companies), production cooperatives. The state can participate in entrepreneurial activity through state and municipal unitary enterprises and joint-stock companies. Let's look at the most common forms of entrepreneurship.
The concept " individual entrepreneur
“registered without forming a legal entity” (IPBOYUL) is used quite widely today. Article 23 of the Civil Code of the Russian Federation determines that a citizen has the right to engage in entrepreneurial activity without forming a legal entity from the moment of state registration. An individual entrepreneur has a wide range of rights: he can register his trademark or service mark, and operate under a company name. Like any commercial organization, it has the right to use hired labor in accordance with current legislation. The official status of an individual entrepreneur means his recognition by the state and the creation of favorable conditions for his business activities (non-interference, legal protection), but at the same time it provides for the presentation of certain requirements to him (reporting, taxation). Qualification requirements may also be presented to an entrepreneur, for example, if he is engaged in private security activities, teaching, etc. This form of entrepreneurial activity has significant advantages: a person is his own boss (that’s why it is an individual business), state registration takes place in The simplest option does not require significant start-up capital.
However, the risks are also great: an individual entrepreneur bears full property liability - he is liable for his obligations with all the property belonging to him. Perhaps this is why quite often they try to engage in entrepreneurial activity without official registration - for example, to produce “handicraft” things, to trade without permission - but such activity is illegal!
The form of organization of legal entities is partnership
. The capital in the organization is divided into shares (contributions) of the founders; founders of partnerships can only be individual entrepreneurs (not just citizens!) and commercial organizations; the minimum number of participants is 2. The Civil Code of the Russian Federation distinguishes between two forms of partnerships: general partnership and limited partnership.
In a full partnership, the participants are not only responsible for the debts of the partnership with their property, but are also jointly and severally responsible for each other: “one for all and all for one.” The minimum amount of capital required to form a general partnership is not established, which is easy to explain: the responsibility that its participants bear is quite sufficient. A participant who leaves the partnership is liable for the obligations of the partnership for another two years.
In a limited partnership, in addition to the participants who are liable for the obligations of the partnership with all their property, there are several participant-investors who bear the risk of losses only within the limits of their contributions and do not take part in the partnership’s business activities. An investor in a limited partnership has the right to receive a portion of the profits due to his share. The investor (unlike the participant) has the right to leave the partnership at any time and receive his contribution.
Let's try to find strengths and weaknesses in partnerships (whatever form they may be). Let's start with organizational difficulties: in order for a citizen to create a partnership, he must first register as an individual entrepreneur. Partnership requires maximum trust between partners (the name itself is not accidental). The responsibility is also great: you have to answer not only for yourself, but also for your “comrade”, and, possibly, with your property. However, the partnership form inspires more confidence than other forms of business, both among clients and creditors.
Founders limited liability companies (LLC)
There can be both citizens and legal entities (the minimum number of participants is 1, the maximum is 50). The authorized capital of an LLC consists of the value of the participants' shares and determines the minimum amount of property of the created organization. It must be at least 100 times the minimum wage. The capital is divided into shares among the participants of the LLC in accordance with the constituent documents (there will be as many shares as there are participants in the LLC, and their shares may be unequal). Contributions to the authorized capital can be money, securities, or material assets. If one of the LLC participants expressed a desire to leave the company, then it is obliged to make settlements with him, i.e., pay the value of his share. The participants of the company are not liable for its obligations and bear the risk of losses associated with the activities of the LLC only to the extent of the value of the contributions they made. It is this form of entrepreneurship that occurs most often - many things seduce: wide opportunities in determining the participants of the future LLC; a relatively simple procedure for leaving society; a certain “irresponsibility” - the maximum risk corresponds to the size of the entrepreneur’s contribution. True, we should not forget that to create an LLC, an authorized capital is required, the minimum amount of which is stipulated.
Joint-Stock Company
- another form of commercial organization. The authorized capital of the company is divided into a certain number of shares, which certify the obligations of the joint-stock company to its shareholders. The founders, as in the case of an LLC, can be both citizens and legal entities. A joint stock company can be open (OJSC), then it is possible to carry out an open subscription for issued shares and freely sell shares. In a closed joint-stock company (CJSC), shares, as a rule, are distributed only among participants; subscription to issued shares and their free sale are not carried out. The authorized capital of an open joint-stock company must be at least 1000 times the minimum wage, a closed joint-stock company - at least 100. A shareholder can leave the company by selling his shares. Participants in a joint-stock company (shareholders) are not liable for the company’s obligations, but bear the risk of losses only within the limits of the value of the shares they own. The pros and cons of joint stock companies and limited liability companies are very similar.
have a very special status state and municipal unitary enterprises
- these are commercial organizations that are not vested with the right of ownership of the property assigned to them. The property of a unitary enterprise is indivisible (hence the name “unitary”). The head of such an enterprise is its sole executive body. The procedure for appointing and removing the head of a unitary enterprise (director, general director) and other issues are determined by the Charter of the enterprise. The real estate of a unitary enterprise cannot be sold, leased, etc. d., since it is not the property of the enterprise, but state or municipal property.
There are other organizational and legal forms of entrepreneurial activity. You've decided to become an entrepreneur - where to start?
HOW TO OPEN YOUR OWN BUSINESS
The difficult decision to start your own business will require serious effort from the entrepreneur. Let's try to highlight the stages through which any entrepreneur will move towards the realization of his ideas. By the way, about ideas: the decisive stage of creating your own business will be the very first - the justification of entrepreneurial ideas, since it is at this stage that the economic interest and motives for future entrepreneurial activity are revealed. At the same time, the desire to earn money should be based on a simple market principle: find a need and satisfy it. For example, it is unlikely that anyone will be interested in your desire to start producing paper airplanes - most likely, they will not be in demand. We need to come up with something more original: for example, along with foreign-style fast food establishments, all kinds of pie and pancake shops quickly appeared in Russia.
You have decided what you will do. What to do next? For those who decide to create a commercial organization, it is necessary to determine composition of the founders and choose the organizational and legal form of the future organization
. The founders of a company can be both individuals and legal entities. Of course, it’s good if the founders are like-minded people and enthusiasts of their business - then the likelihood of success increases. You already know that there are rules regarding the composition and number of founders. For example, a business company can be created by one person; the number of shareholders of a closed company cannot exceed 50 people, and the number of shareholders of an open joint-stock company is not limited. There are other restrictions: civil servants cannot be founders. You are already familiar with some possible organizational and legal forms. The founders have the right to choose any of them.
An important matter is the development name of the commercial organization
. According to Article 54 of the Civil Code of the Russian Federation, a legal entity must have its own name, which necessarily includes its organizational and legal form. For example, Vera LLC. A company name can be represented by a first or last name, can reflect the nature of the activity, or can be arbitrary - the imagination here is almost limitless. To prevent names from being repeated, there is a procedure for mandatory preliminary verification of the uniqueness and originality of the organization's name. A special procedure has been established for the use of the words “Russia” and “Russian Federation” in the names of commercial organizations - for this you will need additional permission. Why do you think this was done?
Next stage - registration of constituent documents
. If in doubt, it is better to consult with specialists. As for the constituent documents, for cooperatives, unitary enterprises, and joint-stock companies, such a document is the Charter. For partnerships, you will need to draw up a Memorandum of Association. For limited and additional liability companies, it is necessary to draw up both the Charter and the Memorandum of Association. Let's clarify what these documents are.
Charter (set of norms and rules)
includes such sections as general provisions, goals and subject matter of activity, characterizes the material and technical base and means of the enterprise, management and control bodies, describes the production, financial and economic activities of the enterprise, provides for the conditions for reorganization and termination of the activities of the created organization.
Memorandum of association
(an agreement between two or more parties) establishes the legal status of the enterprise being created, fixes the authorized capital and the procedure for its formation, establishes the procedure for the distribution of income, and the responsibilities of the parties. Being a multilateral document, the agreement is signed by the individuals and legal entities that entered into it. Approximate examples of the necessary constituent documents of the organizational and legal form of entrepreneurship you have chosen can be found in legal reference publications.
The final stage of creating your own business will be state registration
. Absolutely all legal entities are subject to state registration with the authorized state body - the Federal Tax Service. Data on all created legal entities is entered into the state register; by the way, data on the reorganization or liquidation of the company is also entered into the same register. To register the organization being created, you must provide the following documents:
Application for state registration in the approved form. It confirms, among other information, that the submitted constituent documents comply with the requirements established by the legislation of the Russian Federation and the information specified in them is reliable. The applicant's signature must be notarized;
- decision to create a legal entity. This may be the minutes of the meeting of founders, the constituent agreement or another document in accordance with the legislation of the Russian Federation;
- constituent documents of a legal entity (originals or notarized copies);
- document confirming payment of state duty.
Individual entrepreneurs are registered with the tax authorities at their place of residence. To do this, the entrepreneur personally submits an application for state registration in the prescribed form; a copy of the main document confirming his identity (passport); document confirming payment of state duty.
The state registration process should not take more than 5 working days from the date of submission of documents. Based on the decision on state registration, information about the newly created legal entity or individual entrepreneur is entered into the relevant state registers; after which the applicant is issued a document confirming this fact - a Certificate of Registration. Can you be refused registration? The answer is found in Article 51 of the Civil Code of the Russian Federation, which states that refusal of registration can only be justified by a violation of the procedure established by law for the formation of a commercial organization or non-compliance of the constituent documents with the law. They cannot refuse you because your activity is “not needed by anyone.”
The fact that state registration has been completed is not enough. It is necessary to make a seal, the sketch of which is also registered and entered into the appropriate register. The state keeps records of existing legal entities: all organizations are required to register with statistical authorities, where the legal entity is assigned the appropriate codes. Only after this can you open a bank account. Individual entrepreneurs are also required to provide data to the State Statistics Committee of Russia. The Tax Code of the Russian Federation requires all legal entities and individual entrepreneurs to timely pay taxes. To do this, you need to register with the tax authorities, for which you will receive a corresponding Certificate of Registration. It is also necessary to register with state non-budgetary social funds: pension, employment, state social insurance, health insurance. It is through these funds that pensions will be calculated and sick leave paid.
For certain types of business, special state control is required, then you need another document - a license - a special permit to carry out a certain type of activity, subject to mandatory compliance with the requirements and conditions. According to the Law of the Russian Federation “On Licensing of Certain Types of Activities,” educational, stock exchange, insurance and other types of activities are subject to licensing.
And now the documents on state registration have been collected, a license has been obtained, if necessary, which means you can start working in peace. Difficult? Troublesome? Yes! However, if you think about it, such serious control over business activities by the state should protect consumers from all kinds of low-quality products, dishonest services and fraud. Perhaps the current legislation is imperfect. The amount of paperwork required to organize your business seems simply enormous. And today this is one of the obstacles to the further development of entrepreneurship in Russia. But let’s remember: relatively recently, the concept of “business” sounded like something obscene, and there was no business law at all. So things are changing, and very quickly.
An insidious thought may come to mind: how to do without state registration?
Let us turn to the current legislation: carrying out business activities without state registration is an offense and entails administrative or criminal liability. Proper legal registration of your activities and knowledge of the intricacies of legal regulation in this area will not only allow you to obtain the appropriate status in society, but will also lead to increased efficiency of business activities.
PRACTICAL CONCLUSIONS
1 Successful American businessman M. Small, based on his own experience, formulated five rules for achieving an entrepreneurial goal (idea). Perhaps it will help you too:
- Make a decision: “I could make money.” Nowadays in our country a person can become rich.
- In order to earn money, you must think about it constantly - while eating, walking and even at night when you sleep.
- There are many areas of activity in which you can achieve success. Seek and you will find them.
- You will be wrong. But don't be discouraged. Learn from your own and others' mistakes. Start from where you stumbled. Go forward!
- When you settle on an idea, constantly think through it, develop it and don’t leave it until you reach the goal.
2 It’s worth adding one more piece of advice to the above: don’t forget about the legal norms regulating business activities, keep an eye on changes in legislation. This is really important for the successful development of your business: a mistake in legal issues of entrepreneurial activity can cost you too much.
Documentation
From the Code of the Russian Federation on Administrative Offenses (dated December 30, 2001).
Article 14.1. Carrying out business activities without state registration or without special permission ()
1. Carrying out business activities without state registration as an individual entrepreneur or without state registration as a legal entity - entails the imposition of an administrative fine in the amount of from five to twenty times the minimum wage.<...>
Article 171. Illegal entrepreneurship 1. Carrying out business activities without registration or in violation of registration rules, as well as submitting documents containing knowingly false information to the body that carries out state registration of legal entities, or carrying out business activities without a special permit (license) in cases where such permission (license) is obligatory, or in violation of licensing requirements and conditions, if this act caused major damage to citizens, organizations or the state or is associated with the extraction of income on a large scale* - is punishable by a fine in the amount of three hundred to five hundred times the minimum wage... or by compulsory labor for a term of one hundred eighty to two hundred and forty hours... or by imprisonment for a term of up to three years.
* Large-scale income is income the amount of which exceeds two hundred minimum wages.
Questions and tasks for the document
1. Describe the documents presented.
2. Why are there different legal consequences for the same offense (carrying out business activities without registration)?
3. Give an example that would correspond to Article 14.1 of the Code of the Russian Federation on Administrative Offenses.
4. Give an example that would correspond to Article 171 of the Criminal Code of the Russian Federation.
SELF-TEST QUESTIONS
1 . Give a definition of entrepreneurial legal relations. What laws govern business relations?
2. What hinders the development of manufacturing entrepreneurship?
3. What principles underlie business law? Please comment on them.
4 . What does it mean to justify a business idea? Try to give a specific example.
5 . What is the difference between the Articles of Association and the Memorandum of Association?
6. What is a license? What is the purpose of licensing?
7. What does carrying out business activities without state registration entail?
TASKS
1 . Fill out the comparative tables for organizational and legal forms of entrepreneurial activity.
The difficult decision to start your own business will require serious effort from the entrepreneur. Let's try to highlight the stages through which any entrepreneur will move towards the realization of his ideas. By the way, about ideas: the decisive stage of creating your own business will be the very first - the justification of entrepreneurial ideas, since it is at this stage that the economic interest and motives for future entrepreneurial activity are revealed. At the same time, the desire to earn money should be based on a simple market principle: find a need and satisfy it. For example, it is unlikely that anyone will be interested in your desire to start producing paper airplanes - most likely, they will not be in demand. We need to come up with something more original: for example, along with foreign-style fast food establishments, all kinds of pie and pancake shops quickly appeared in Russia.
You have decided what you will do. What to do next? For those who decide to create a commercial organization, it is necessary to determine the composition of the founders and choose the organizational and legal form of the future organization. The founders of a company can be both individuals and legal entities. Of course, it’s good if the founders are like-minded people and enthusiasts of their business - then the likelihood of success increases. You already know that there are rules regarding the composition and number of founders. For example, a business company can be created by one person; the number of shareholders of a closed company cannot exceed 50 people, and the number of shareholders of an open joint-stock company is not limited. There are other restrictions: civil servants cannot be founders. You are already familiar with some possible organizational and legal forms. The founders have the right to choose any of them.
An important matter is the development of the name of a commercial organization. According to Article 54 of the Civil Code of the Russian Federation, a legal entity must have its own name, which necessarily includes its organizational and legal form. For example, Vera LLC. A company name can be represented by a first or last name, can reflect the nature of the activity, or can be arbitrary - the imagination here is almost limitless. To prevent names from being repeated, there is a procedure for mandatory preliminary verification of the uniqueness and originality of the organization's name. A special procedure has been established for the use of the words “Russia” and “Russian Federation” in the names of commercial organizations - for this you will need additional permission. Why do you think this was done?
The next stage is the preparation of constituent documents. If in doubt, it is better to consult with specialists. As for the constituent documents, for cooperatives, unitary enterprises, and joint-stock companies, such a document is the Charter. For partnerships, you will need to draw up a Memorandum of Association. For limited and additional liability companies, it is necessary to draw up both the Charter and the Memorandum of Association. Let's clarify what these documents are.
Charter(set of norms and rules) includes such sections as general provisions, goals and subject matter of activity, characterizes the material and technical base and means of the enterprise, management and control bodies, describes the production, financial and economic activities of the enterprise, provides for the conditions for reorganization and termination of the activities of the created organization .
Memorandum of association(an agreement between two or more parties) establishes the legal status of the enterprise being created, fixes the authorized capital and the procedure for its formation, establishes the procedure for the distribution of income, and the responsibilities of the parties. Being a multilateral document, the agreement is signed by the individuals and legal entities that entered into it. Approximate examples of the necessary constituent documents of the organizational and legal form of entrepreneurship you have chosen can be found in legal reference publications.
The final stage of creating your own business will be state registration. Absolutely all legal entities are subject to state registration with the authorized state body - the Federal Tax Service. Data on all created legal entities is entered into the state register; by the way, data on the reorganization or liquidation of the company is also entered into the same register. To register the organization being created, you must provide the following documents:
- application for state registration in the approved form. It confirms, among other information, that the submitted constituent documents comply with the requirements established by the legislation of the Russian Federation and the information specified in them is reliable. The applicant's signature must be notarized;
- decision to create a legal entity. This may be the minutes of the meeting of founders, the constituent agreement or another document in accordance with the legislation of the Russian Federation;
- constituent documents of a legal entity (originals or notarized copies);
- document confirming payment of state duty.
Individual entrepreneurs are registered with the tax authorities at their place of residence. To do this, the entrepreneur personally submits an application for state registration in the prescribed form; a copy of the main document confirming his identity (passport); document confirming payment of state duty.
The state registration process should not take more than 5 working days from the date of submission of documents. Based on the decision on state registration, information about the newly created legal entity or individual entrepreneur is entered into the relevant state registers; after which the applicant is issued a document confirming this fact - a Certificate of Registration. Can you be refused registration? The answer is found in Article 51 of the Civil Code of the Russian Federation, which states that refusal of registration can only be justified by a violation of the procedure established by law for the formation of a commercial organization or non-compliance of the constituent documents with the law. They cannot refuse you because your activity is “not needed by anyone.”
The fact that state registration has been completed is not enough. It is necessary to make a seal, the sketch of which is also registered and entered into the appropriate register. The state keeps records of existing legal entities: all organizations are required to register with statistical authorities, where the legal entity is assigned the appropriate codes. Only after this can you open a bank account. Individual entrepreneurs are also required to provide data to the State Statistics Committee of Russia. The Tax Code of the Russian Federation requires all legal entities and individual entrepreneurs to pay taxes on time. To do this, you need to register with the tax authorities, for which you will receive a corresponding Certificate of Registration. It is also necessary to register with state non-budgetary social funds: pension, employment, state social insurance, health insurance. It is through these funds that pensions will be calculated and sick leave paid.
For certain types of entrepreneurship, special state control is required, then you need another document - license- special permission to carry out a certain type of activity subject to mandatory compliance with the requirements and conditions. According to the Law of the Russian Federation “On Licensing of Certain Types of Activities,” educational, stock exchange, insurance and other types of activities are subject to licensing.
And now the documents on state registration have been collected, a license has been obtained, if necessary, which means you can start working in peace. Difficult? Troublesome? Yes! However, if you think about it, such serious control over business activities by the state should protect consumers from all kinds of low-quality products, dishonest services and fraud. Perhaps the current legislation is imperfect. The amount of paperwork required to organize your business seems simply enormous. And today this is one of the obstacles to the further development of entrepreneurship in Russia. But let's remember: relatively recently the concept of “business” sounded like something obscene, and there was no business law at all. So things are changing, and very quickly.
An insidious thought may come to mind: how to do without state registration?
Let us turn to the current legislation: carrying out business activities without state registration is an offense and entails administrative or criminal liability. Proper legal registration of your activities and knowledge of the intricacies of legal regulation in this area will not only allow you to obtain the appropriate status in society, but will also lead to increased efficiency of business activities.
How to open your own business from scratch: where to start and what to do? What tips and tricks are there on how best to open your own business?
If you are thinking about becoming an entrepreneur, and you have started collecting information on this topic, then perhaps you have some confusion and information porridge in your head due to the abundance of data. We decided to write this article to streamline and structure the stages when starting your own business.
#1 Assess your qualities as a businessman. Before starting a business, it is recommended to analyze your personal qualities, strengths and weaknesses in order to understand how suitable it is for you and develop the right attitude. This will save you from forming inflated expectations, psychological stress and wasting time. Try answering the following questions:
- Why do you want to open your own business?
- What skills do you have?
- What areas and branches of knowledge are close to you?
- Do you want to sell products or provide services?
- Will this be a full-time or part-time activity?
Read more about this in articles about and.
#2 Choose a niche for your business. Once you have come to the conclusion that business is what you need and you are really ready to open your first business, then you need to decide in which industry you will conduct business. Where do you see yourself as a successful businessman - retail sales, manufacturing, IT, catering, industry?
If you have an innovative business idea, you can try your luck with venture investors and venture capital funds. If you have a business idea related to an industry whose development is encouraged by the state, you can try to get money out of the state budget. If you are packing clothes, then you will really have to strain your brains.
#5 Write a business plan. Although we wrote earlier that a business plan has its own, nevertheless, the main advantage of its preparation is to organize and structure all the information collected previously in the form of short paragraphs on one or two sheets of paper. A clear, clear business plan will give you an idea and a complete picture of how to open your business step by step. Then you will not go to one extreme or the other - you will have a clear sequence of actions.
#6 Business registration. To open your own profitable business legally, you will need to register with local authorities. There is nothing complicated about this and it is rather a technical routine.
#7 Promotion and promotion. Once your business is up and running, you need to pay attention to its advertising. We are aware that at the initial stages businessmen are extremely strapped for finances, and advertising is not cheap. Therefore, we recommend that you read the article ““.
These are the main stages that you need to go through if you want to open your own business. We wish you success!
