Now the change of legal address is divided into 2 stages.
Step-by-step instruction:
- First stage: preliminary notification of the tax office about the upcoming change of the legal address of the LLC;
- Second stage : registration with the tax authority of a change of legal address.
Please note: in some cases, a simplified procedure for changing the address of an LLC is possible in 1 stage.
At the same time, according to the new rules, it is possible to begin the 2nd stage, that is, directly registering a change of legal address, no earlier than 20 calendar days after making the corresponding entry in the Unified State Register of Legal Entities about the preliminary notification of the tax authority.
In other words, changing the legal address of an LLC faster than 20 days is impossible.
Times when a change of legal entity. the address was fast, gone forever.
The state's merciless war against fly-by-night companies is leading to a gradual complication of registration procedures.
For reference : a new LLC can be opened for free without special knowledge in 2 different ways.
But do not be afraid of imaginary difficulties, because a simple step-by-step algorithm of actions with sample documents will help you independently change the legal address of your LLC.
So let's get started.
Stage 1 of changing the legal address of the LLC.
Preliminary notification of the tax authority about the upcoming change of legal address
At the first stage, you should prepare several documents:
- decision of the sole participant (or minutes of the general meeting of LLC participants) to change the location of the legal entity.
- application in form p14001.
If the LLC has only one participant, then it is necessary to prepare a decision to change the location of the legal entity.
If the LLC has several participants - 2 or more, then a protocol on changing the location of the legal entity is prepared.
What needs to be indicated in the decision to change the legal entity. addresses?
- LLC name,
- date and place of decision making (city, town, etc.),
- information about the participant(s) who made the decision (last name, first name, patronymic, passport details, place of residence),
- description of the decision made to change the legal address,
- signature of the founder (participants) and seal impressions of the LLC.
Nuances of changing address
The location of a business and the address within that location are different terms. The first concept is the name of the locality. The second is the exact address with the locality, street and house number; this information is entered into a single register.
If only a locality is specified in the charter, when changing the address within the boundaries of this city, it is enough to change this address only in a single register. The decision will not need to write about amendments to the statutory documentation.
If you indicated the exact address in the charter, if it changes within the boundaries of the locality, the decision indicates a record of changes to the charter documents.
If you move to another city, you will have to make changes to both the unified register and the charter. In this case, the decision also notes that amendments to the charter papers are planned.
In addition, if the locality changes, the company's tax office will change, which will control the business. That is why, first, an application is submitted to the previous tax office to make changes. After the move and amendments to the charter, the papers are submitted to the new regulatory authority.
If you want to quickly and easily formalize the decision of the sole participant on the upcoming change of legal address and make changes, contact. We will help you find a new address, prepare documents, and send them to the tax authorities. The result is a change in address within a week and no problems with the tax authorities.
Ready LLC documents for changing the legal address
Time is up!
Free copies are over!
Get ready-made document samples here. Loading a timer
The free offer is valid while the timer is ticking.
Get ready-made samples now, because they will help you submit documents to the Federal Tax Service to change your legal address in 10 minutes without errors.
The set of document templates includes ready-made decisions, protocols, changes to the charter, forms p13001, and p14001, protocols and decisions on changing the address and approving changes to the charter.
A link to download sample documents will appear within 5 - 10 seconds after payment.
How to fill out application p14001 when changing your legal address?
In the application form p14001 you need to fill out only a few sheets:
- on the first page of form p14001 indicate the OGRN, INN and full name of the LLC,
- on sheet “B” of form p14001, fill out only points 1 to 5. Items 6 to 9 do not need to be filled out.
- fill out sheet “P” of form 14001.
As the applicant, indicate the head of the permanent acting executive body “1” and fill out section 3, in which you indicate all the details of the director of the LLC.
After you have drawn up a decision (protocol) to change the location of the LLC and filled out the application form p14001, you need to certify the signature of the applicant (in our case, the director of the LLC) on the application p14001.
To certify the signature on the application p14001, the director comes to the notary with this application and all constituent documents and signs the form p14001 in the presence of the notary.
After notarization of form p14001, documents can be submitted to the registration authority (this is usually the tax office) at the place of registration of the LLC, that is, at the old legal address.
The set of documents should include:
- decision (protocol) on changing the location of the LLC,
- application in form p14001,
- copies of documents confirming that the LLC or director or participant of the LLC, owning at least 50% of the votes of the LLC, has the right to use the real estate property or part thereof, which is located at the new address of the legal entity.
As a rule, supporting documents are a lease agreement for the same new legal address or a certificate confirming ownership.
At the 1st stage, the entire set of documents is submitted to the registration authority at the place of tax registration of the LLC no later than 3 working days from the date of the decision.
After receiving the specified documents, the tax office makes an entry in the Unified State Register of Legal Entities stating that the company has made a decision on the upcoming change of its legal address.
For information.
Summary Table of all types of liability of legal entities, individual entrepreneurs and citizens in connection with the coronavirus COVID-19.
For violations, not only fines are established, but also imprisonment of up to 7 years.
After no less than 20 calendar days have passed since the entry was made in the Unified State Register of Legal Entities, you can proceed to the 2nd stage of changing the legal address of the LLC.
Change of address within one location
The municipality does not change when changing the address within the same location, for example:
- From Moscow to Zelenograd (taking into account that Zelenograd is a Moscow district).
- From Solyanka street to Maroseyka street in Moscow.
- From house No. 2 to house No. 3 Solyanka Street in Moscow.
- A change of address is considered such even if the office premises or rooms within the same premises are changed.
Situation one: the presence of an address in the charter
The registering authority is the one located at the citizen’s current location. For registration, which is carried out in one stage, the following types of documents are submitted:
- Application in form P13014 (formerly P13001: sheet 001, B, sheets for the applicant).
- Two copies (if desired, the address can be removed from the charter and the location can be left at the same time).
- Minutes or decision to amend the charter (when removing the address from the charter, it is necessary to add a clause stating that the charter is brought into compliance with 99-FZ of May 5, 2014).
- Documents to the address - lease agreement (sublease signed by the lessor), letter of guarantee, certificate of hydraulic registration (copy).
- Receipt of payment of state duty.
Registration must be completed within five working days (in total, this procedure takes 9 calendar days, since this period does not include the days of submission and receipt).
If you wish to leave the address in the charter, the same documents must be submitted, and there is no need to mention 99-FZ in the protocol or decision.
Situation two: lack of address in the charter
The registering authority is the one located at the citizen’s current location. For registration, which is carried out in one stage, the following types of documents are submitted:
- Application in form P13014 (formerly P13001: sheet 001, B, sheets for the applicant).
- Protocol or Decision on change of address.
- Documents to the address - lease agreement (sublease signed by the lessor), letter of guarantee, certificate of hydraulic registration (copy).
The request of the tax authority to provide a protocol or decision is unlawful, since Article 33 of the LLC Law does not provide for this issue within the competence of the OSU. As practitioners note, documents of this kind must be accompanied by an order from the general director to change the address.
Registration is completed within five working days.
Change of location
A change of location involves the “moving” of a legal entity to another municipal entity, for example:
- from Moscow to the Moscow region (subject of the Russian Federation changes).
- from the city of Dmitrov, Moscow region, to the city of Khimki, Moscow region (the city changes in one subject of the Russian Federation).
- from the city of Dmitrov, Moscow region to the city of Surgut, Tyumen region (the subject of the Russian Federation is changing).
Situation one: the presence of an address in the charter
You can register in two stages.
The first stage: notify the registration authority of the upcoming change of location.
The following documents must be submitted to the registration service authority at the current location:
- Application on form P13014 (previously: sheet 001, B, paragraphs 1 to 5, sheets for the applicant).
- Protocol or Decision on change of address.
- An optional item is the submission of a letter of guarantee.
In accordance with the sixth paragraph of Article 17 of the Law on State Registration, a decision on a change of address must be attached to the preliminary notification under R13014 (formerly R14001) in this and the following cases. It is not yet entirely clear whether this decision (and, accordingly, the meeting) is considered separate or can be combined with the decision on the second stage. There is an opinion that this may be one solution that is duplicated at different stages.
Registration is carried out within five working days, after which you need to count 21 calendar days and move on to the second stage.
Second stage: change of address.
The following documents must be submitted to the registration service authority at the future location:
- Application in form P13014 (formerly P13001: sheet 001, B, sheets for the applicant).
- Two copies of the charter (if desired, the address can be removed from the charter and the location left).
- A protocol or decision to change the address and, as a result, make changes to the charter (when removing the address from the charter, a clause should be added stating that the charter is brought into compliance with 99-FZ of May 5, 2014).
- Documents to the address - lease agreement (sublease signed by the lessor), letter of guarantee, certificate of hydraulic registration (copy).
- Receipt of payment of the state duty (payment of the state duty is made according to the details of the registration service body to which the documents are submitted).
Registration is completed within five working days.
Situation two: lack of address in the charter
You can register in two stages. A change in the charter may be associated with a change in the location indicated in the charter.
First stage: the registering authority notifies of a future change of location.
The following documents must be submitted to the registration service authority at the location:
- Application in form P13014 (formerly P13001: sheet 001, B, sheets for the applicant).
- Protocol or Decision on a future change of location.
- Registration takes place within five working days, after which you receive documents and, after 21 calendar days, proceed to the second stage.
Second stage: change of address.
The following documents must be submitted to the registration service authority at the future location:
- Application in form P13014 (formerly P13001: sheet 001, B, sheets for the applicant).
- Protocol or Decision on a future change of location.
- The charter drawn up in a new edition, which indicates the new location.
- Documents to the address - lease agreement (sublease signed by the lessor), letter of guarantee, certificate of hydraulic registration (copy).
- Receipt of payment of the state fee, paid according to the details of the registration service body to which the documents are submitted.
- Registration is completed within five working days.
Stage 2 of changing the legal address of the LLC.
At the second stage you should prepare:
- decision (minutes) on approval of changes made to the charter of the LLC,
- changes to the LLC charter,
- application for registration of changes made to the constituent documents in form p13001.
The decision (protocol) contains the same data as the previous decision (protocol). Additionally, it must reflect that this decision approves changes made to the charter of the LLC.
You can get ready-made samples of the decision (protocol) on approval of changes to the charter of the LLC, as well as the changes themselves, here.
Making a decision to change the address of the LLC in 2022
When a company moves, the owner decides either to change the location of the LLC or to change the address within this location. Location is the locality in which the company is located. The address of an LLC is considered to be a complete address, including all the necessary details - the name of the locality, street, building number, sometimes even down to the office or room number. The charter of an LLC may indicate both the full address and the location. It is mandatory to reflect the full address in the Unified State Register of Legal Entities. Whether the participant’s decision needs to reflect the need to amend the charter depends on the nature of the move.
When moving to another locality, it is necessary to make changes to the charter of the LLC. Also, the charter changes when it indicates the full address of the LLC, and the company moves within the locality. And if the new address is within what is currently specified in the charter (for example, only a locality is included in the charter, and the LLC moves to another house on another street), you can do without amending the charter.
Registration of legal address.
The changes made to the LLC charter reflect the new legal address.
In the application form p13001, we fill out only a few sheets:
- on the first page of form p13001 indicate the OGRN, INN and full name of the LLC,
- on sheet “B” of form p13001, fill out all points from 1 to 9, which indicate the new legal address of the LLC.
- fill out sheet “P” of form 13001.
Just as when filling out form p14001, indicate the head of the permanent acting executive body “1” as the applicant and fill out section 3, in which you indicate all the details of the director of the LLC.
When you have filled out all the documents, you need to have a notary certify the director’s signature on application p13001.
As a rule, to save time, we immediately prepare all applications in both form p14001 and form p13001 and at the same time sign them with a notary.
At the same time, documents are submitted to the registration authority (tax office) in the sequence described above with an interval of at least 20 days.
At the second stage, to register a change of legal address, you must submit the following documents to the registration authority:
- decision (minutes) on approval of changes made to the charter of the LLC,
- changes to the charter (in 2 copies, each copy must be bound if it contains more than 1 sheet),
- application in form p13001,
- payment document confirming payment of the state fee in the amount of 800 rubles for registration of changes made to the constituent documents of the LLC,
- copies of documents confirming that the LLC itself or its director, or a participant in the LLC with a share of more than 50 percent of the authorized capital, has the right to own the property in which the new legal address will be located.
It is important to remember that at the second stage of registering changes in legal address, documents are sent to the registration authority located at the location of the new legal address.
In other words, an application in the form with an incomprehensible number No. p13001 with the entire package of documents should be submitted to the registration tax authority where the LLC has a new legal address.
After submitting the documents, after 5 working days, not counting the days of submission and receipt of documents, the tax registration authority will issue a certificate of entry, a new certificate of tax registration of the LLC, registered changes to the charter of the LLC.
This completes the procedure for an LLC to change its legal address. All you have to do is notify the bank about the move to a new legal address and your counterparties.
The above procedure for changing the legal address of an LLC is general and standard for most situations.
However, in addition to the general procedure for changing the address, which provides for 2 stages of registration, the law provides for a simplified procedure, which consists of 1 single stage.
What is a simplified change of legal address of an LLC?
With the simplified procedure, there is no need to go through the 1st stage and prepare documents in form p14001.
In other words, there is no need to first notify the tax office (registration authority) about the change of address and then wait 20 days.
With a simplified procedure, you can immediately submit documents to the 2nd stage with form p13001.
In what cases is a simplified change of legal address applied?
The answer is simple.
A simplified procedure for changing an address is possible if the new legal address of the organization is:
- place of residence of the director of the LLC,
- place of residence of the LLC participant who has at least 50% of the share in the authorized capital.
Place of residence, as in ancient Soviet times, is determined by the place of registration. Registration is a stamp in a passport.
If the new legal address of the LLC completely coincides with the address of the director or founder (with a share of 50% of the authorized capital), in other words, the LLC moves to the registration address of the director or majority participant, then you can change the legal address according to a simplified procedure, without prior notification of the Federal Tax Service.
And in conclusion, it is necessary to mention that the tax office often refuses to register a change of legal address.
Why can they refuse to change their legal address and how to avoid this?
It's no secret that changing the legal address has been used for many years for the so-called merger of companies to other regions.
Tax authorities really don’t like it when a problematic LLC moves to them from some region, which has a bunch of tax debts that are impossible to collect. This greatly spoils the inspection statistics.
Therefore, tax authorities in most cases carefully check the fact that the LLC has actually moved to a new legal address.
For this purpose, the tax office is checking the new legal address. Visits the site, interviews personnel, draws up a report.
If the tax officer does not find an LLC at the new legal address, then registration of the change of legal address will be refused.
Sometimes, the tax inspectorate finds the reasons for refusal in the documents submitted for registration, in particular, in the lease agreement.
The lease agreement for premises at a legal address must be valid, that is, not have any signs of a void or voidable transaction.
The authority of the persons signing the lease agreement must be confirmed. Confirmation of authority is especially important if the lease agreement is signed by persons by proxy. In other words, power of attorney data must be attached to the registration documents.
It also wouldn’t hurt to attach to the registration documents, in addition to the lease agreement and power of attorney, a document confirming the Landlord’s ownership of the premises.
You need to understand that the more complete the set of documents provided for registering a change of legal address, the less chance the tax office has of refusing to register you.
