Order on the creation of a separate unit. Sample 2021-2022

What is a separate division

Separate divisions include any departments of the company, including branches and representative offices, remote from the central office at fairly large distances. At the same time, only those divisions that have stationary workplaces can be considered as such (that is, they must be registered and operate at the same address for at least one month).

Only enterprises and organizations have the right to open separate divisions ; individual entrepreneurs are exempt from this need, because by law they can carry out their activities anywhere in the country completely freely.

Separate divisions are in no way independent legal entities; they operate strictly within the framework established by the parent company and have only the funds that it provides.

The creation of separate divisions must be carried out in a certain order, and any company must include information about this in its registration documents.

Separate divisions in 2020 and 2021

Separate divisions must pay insurance premiums and submit reports to the tax office only if their individual employees received remuneration. Previously, the obligation arose if OPs had their own bank accounts and separate balance sheets. But this is already a thing of the past - now only if there are rewards.

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Parent organizations must inform the tax service at their location that their OPs can pay salaries to employees and benefits to individuals or, conversely, are now deprived of this right. The Federal Tax Service gives the notification a month from the date of changes.

A little information about separate divisions

Only organizations have a separate division. This is a room, building or other object that is located at an address different from the organization’s address in the Unified State Register of Legal Entities.

The need to register an EP appears if there is at least one additional workplace that the organization has equipped for an employee. Provided that it is located at a separate address from the parent company and is open for a period of more than 1 month.

A warehouse, an additional office, a meeting room, etc. can become separate. The OP opens separately from the head office and pays taxes at the place of its registration. According to Russian law, any company can open as many separate divisions as it wants.

How to register a separate division

To create a branch or representative office, you will need a decision from the organization’s participants and amendments to the Unified State Register of Legal Entities. Other types of OP can be opened only by order of the head of the organization.

The tax office (at the place of registration of the parent company) must be notified of the opening of an OP within 30 days after opening by a message in the form C-09-03-1. If the OP will accrue and transfer payments to employees from his bank account, he must additionally submit a separate message to the inspectorate within a month from the date he is vested with such powers in the form of KND 1112536 (Article 23 of the Tax Code of the Russian Federation).

There is no need to register an individual entrepreneur with the Pension Fund of Russia. The Federal Tax Service will transfer all the information to the fund, and it will already register the OPs who pay salaries and have a bank account.

You will have to register the OP with the Social Insurance Fund yourself. This also only applies to OPs with an account that pay employee benefits. This must be done no later than 30 calendar days from the date of creation of the unit. To the FSS office at the location of the OP, submit a registration application, a certificate of opening an account and an order confirming the OP’s right to pay wages independently.

The difference between an OP and a branch or representative office:

A mistake that many people make is to consider branches and representative offices as separate units. This is wrong.

The presence of an OP must be reflected in the organization’s Charter. A branch or representative office is not necessary.
The tax office must be notified about the creation of an OP, but not about the creation of branches and representative offices.
Information about branches and representative offices is indicated in the Unified State Register of Legal Entities, but for other OPs it is not indicated.
Enterprises with an EP can apply the simplification, but those with a branch and representative office cannot.

Differences in taxes and reporting between the parent company and the OP

There are differences. Separate divisions do not pay all taxes and do not submit all reports that must be submitted to the parent company.

On the income of the employees of the OP, it is necessary to pay personal income tax and submit 6-NDFL and 2-NDFL to the inspectorate at the place of registration of the OP, but only if the OP itself accrues and pays them remuneration.
Insurance premiums are paid and reported only at the place of registration of the OP, which itself accrues and pays money to employees from its current account.
Transport tax at the place of registration of the OP is paid for cars registered at the OP.
Land and property taxes are paid at the location of the land or real estate. You need to pay tax and report at the location of the OP only if it coincides with the location of the real estate. If the OP has his own current account, then his payment of tax will not be a violation.
The regional part of the income tax of the OP is transferred to the place of its registration. If the OP is in the same region, you can pay tax at the place of registration of the parent organization.
VAT is calculated for the entire organization without breakdown by OP. There is also no need to submit declarations separately.

Separate divisions that conduct cash transactions have their own cash books. All these books are transferred to the parent organization. In the cash book of the parent organization, information on cash transactions of the OP is not reflected, unless the OP does not hand over cash to the organization's cash desk under PKO.

From January 2022, a new version of clause 2 of Art. came into force. 230 Tax Code of the Russian Federation. This paragraph established that if an organization and its separate divisions or only divisions are located in the same municipality, the calculation of 6-NDFL and 2-NDFL certificates for them can be submitted to the tax office at the place of registration of one of the OPs or at the location of the organization. To exercise this right, separate divisions must notify all tax authorities where they are currently registered of their choice no later than the 1st day of the tax period.

As for insurance premiums, the legal entity-insurer will need to report the granting of the authority to calculate and pay wages or the deprivation of such authority only if a branch or other separate division has a bank account. Without an account, the department will not be able to interact with the Social Insurance Fund, for example, receive reimbursement for sick leave. Giving departments such powers is a right, not an obligation.

In addition, legislators clarified that it is necessary to report and transfer contributions precisely to the location of such an authorized unit. Previously, if a unit did not have a current account, contributions were paid at the location of the head office.

The fine for unregistered OPs will increase in 2022

For late submission of a notice on the creation of an OP, a fine of 200 rubles is provided for the organization and 300-500 rubles for the director. Violation of the deadline for registering an OP with the Social Insurance Fund will result in a fine of 5,000 rubles if the delay is up to 90 days and 10,000 rubles if the delay is more than 90 days.

Also, for failure to submit reports for an unregistered division, tax authorities have the right to fine the organization. The fine will be 5% of the amount payable on the declaration for each month of delay, but not more than 30% and not less than 1,000 rubles.

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The procedure for creating a separate division

Opening a separate division is not the most difficult procedure, although it does cause some trouble. Let's start with the fact that the very possibility of its creation must be spelled out in the company's Charter (if such a clause is not there, then you first need to make changes to the Charter).
Then, the corresponding decision must be made at the general meeting of founders and recorded in a special protocol.
After this, at the enterprise
a certain package of documentation is collected, which necessarily includes the constituent papers of the company,
an application is written to the territorial tax service,
All interested government agencies, including social insurance funds, are notified of the event in a short time.

Only after complete completion of all the stages described above can a separate unit begin its activities.

How to prepare an order to create a separate unit 2022 (sample)

There is no single unified form for ordering the establishment of representative offices, branches and other divisions by a company. However, certain information must be included in such a document. The data that is always reflected by the order to create a separate unit is as follows:

the name of the separate division being created,
form - representative office, branch, etc.,
address of the location of the unit being created.

Thus, the order to create a separate division 2017, a sample of which is given here, can be drawn up in any form, but with mandatory information about the structure being created.

Order on the creation of a separate division (sample 1):

Limited Liability Company "Altair"

Order No. 15-f

May 17, 2022 Moscow

About creating a branch

Due to the increase in the number of clients of Altair LLC in the Moscow region

I order:

From May 22, 2022, create a branch of Altair LLC with the location of the branch at the address: Kolomna, st. Gagarina, 6, bldg. 2.
I reserve control over the execution of the order.

General Director Ivanov Ivanov S.A.

Who writes the order to create a separate unit

Usually the direct executor of writing the order is an ordinary employee of the enterprise:

legal adviser,
personnel officer,
secretary,
head of a department directly related to the development of the organization.

However, in any case, this person, regardless of position, must have certain knowledge and skills in creating and approving administrative documents.

After drawing up the order, it is necessary to submit it to the director of the company for review and approval, since without his autograph it will not acquire legal force.

Sample order for the creation of a separate division

There are no unified standards for writing an order to create a separate division, so enterprises and organizations can create this document in any form or according to a model approved in the company’s accounting policy. One way or another, the order must contain a number of certain information, namely:

number, date and place of creation - the locality in which the company is registered and its full name;
reflect the fact of creating a separate division;
indicate its status (branch or representative office);
indicate the address where it will be located;
list the functions that are assigned to the department;
determine the order in which it should carry out its activities (as a rule, it is written here that the division is obliged to work as prescribed in the Charter of the parent organization);
note the fact that, according to the law, a structural unit is not a legal entity;
Finally, the order must indicate the persons responsible for its execution: this may be the director himself or some other employee of the enterprise (usually a deputy manager).

Notice of the creation of a separate division

It is important to remember that the organization is obliged to inform the tax authority about the creation of an OP. If this is not done, the company will be fined.

The tax authority must be notified no later than one month from the date of creation of the OP. In this case, the fine is 200 rubles for each individual document. In some cases, the fine reaches 5,000 rubles.

The following documents will need to be submitted to the tax authority: (click to expand)

Message about the creation of an OP. It is filled out according to the form approved by order of the Federal Tax Service No. ММВ-7-6/362;
Notification of choice of tax authority. Filled out according to the form approved by order No. YAK-7-6/488. It is sent only by those organizations that have the right to choose an inspectorate for registering an OP;
In addition to the notification and message, the organization can submit copies of documents that confirm the creation of the OP. One of such documents is the order to create an OP.

After submitting the application, the tax office registers the unit within 5 working days from the moment the company submits all documents to the tax authority. Within 5 days, the tax office sends a notification of registration to the company. Moreover, if the organization requested such a notification in the form of an electronic document, the tax office will send it in this form.

After registration, the tax authority assigns a separate checkpoint to the OP. In this case, the TIN is not assigned to the division; it is the same for the division as for the parent company.

If an organization conducts its activities through an OP, but has not registered them, then it faces a fine of 40,000 rubles (

How to place an order

There are no rules for the execution of the order or its content, so it can be written on a simple blank sheet of A4 or even A5 format or company letterhead, either by hand or in printed form. At the same time, a printed version on letterhead will be much more advantageous, since it initially contains the details of the organization, legible text, and looks more solid.

The order is issued in a single copy , but if necessary, an unlimited number of copies can be made.