Separate divisions - briefly about the most important. What is a separate division of an organization?

Successful profitable business I always want to expand and multiply by opening an additional structural unit for this. Or, for example, sometimes it is necessary to bring production facilities closer to sources of raw materials, remove “dirty” production from large cities, bring sales points closer to consumers, and reduce costs for resource and property payments. One of the options for achieving these goals and solving the problems facing management is to open an additional office.

The decision to open a new structural unit adds work and questions to both the manager (what legal status to give the structural unit, how to register, where, what documents are needed) and the accountant (how to keep records, how to submit financial statements, what taxes to pay, what you can get caught for fines). A newly created structural unit can be given the legal status of a branch, representative office or other separate unit (hereinafter referred to as OP). In our article we will talk specifically about other OPs, for example, a retail outlet.

1. What is a separate division

The concepts of “branch” and “representative office” are given in Art. 55 Civil Code of the Russian Federation. The concept of a separate division is specified in Article 11 of the Tax Code of the Russian Federation - “... any territorially separate division from it, at the location of which stationary workplaces are equipped. A separate division of an organization is recognized as such, regardless of whether its creation is reflected or not reflected in the constituent or other organizational and administrative documents of the organization, and from the powers vested in the specified unit. workplace is considered stationary if it is created for a period of more than one month...".

Separate division characterizes two features - territorial isolation And availability of a stationary workplace created for a period of more than a month.

2. A separate division requires a power of attorney

A separate division is created with the purpose of performing the functions of the organization (all or part of them) or representing the interests of the organization and protecting them at its location. However, an OP is not an independent legal entity and therefore, in order to enter into any legal relations on behalf of the parent organization, it is necessary that all powers are spelled out not only in the constituent documents and regulations of other OPs, but also in a properly executed power of attorney. For example:

carrying out transactions and other actions related to the current activities of the division. In this case, you can set restrictions. For example, to provide the right to enter into contracts only of a certain type or contracts whose maximum price is limited, etc.;
opening bank accounts, performing operations to manage funds in these accounts;
disposal of property with which the unit is allocated, or certain types of property (for example, with the exception of real estate);
conclusion and termination on behalf of the organization employment contracts with persons hired to work in a separate unit;
the right of first signature of various documents drawn up in a separate division: accounting, financial documents, invoices, reporting, etc.;
representing the interests of the organization in government bodies;
the possibility of delegating certain powers to third parties, since the head of a department cannot always independently perform his functions according to various reasons(for example, business trip, illness, etc.).

Unlike branches and representative offices, the emergence of another separate division is not accompanied by changes in constituent documents organization, except for documents actually confirming the establishment of a stationary workplace (for example, a lease agreement and an order to hire a person who will be located there). Moreover, when creating a separate division, it is not necessary to approve the Regulations on this separate division, and you can also do without appointing the head of a separate division, without issuing a power of attorney to him (for example, you just hired several additional ordinary employees who will be located in a remote office). However, in practice, as a rule, the manager’s order legal entity after all, it is published (there is definitely no need to hold a general meeting of participants for this). It seems to us most appropriate to issue an order to amend the staffing table and organizational structure legal entity (if there is one).

3. Differences between a branch and a separate division

We have reflected the main differences in the table:

Type of separate division	Representation	Branch
example	representative office of a foreign company in the Russian Federation	branch of a Moscow company in Smolensk	shop
Functions	represents the interests	performs a function elsewhere	fulfills a need
Legal entity status	No	No	No
Maintaining economic activity	No	Yes	Yes
Availability of information in the organization’s constituent documents	Yes	Yes	No
Legal documents for carrying out activities	Regulations on representation; Entering information into the organization's Charter	Regulations on the branch; Entering information into the organization's Charter	Manager's order
Having your own balance and account	More often than not	Yes	Not necessary

Important! When opening a structural unit, the head of an organization must also keep in mind the fact that the presence of a branch or representative office prohibits the organization’s right to use a simplified taxation system, which does not apply to other OPs.

4. The procedure for opening and closing separate divisions

As for registering a separate division, it is much simpler than for branches and representative offices (we discussed the registration of branches in the article “Registration of a branch of an LLC”).

So, registration of a separate division:

easier! There is no requirement to formalize the corresponding decision of the founder;
there is no need to enter information about a separate division into the constituent documents and into the Unified State Register of Legal Entities.

It is enough just to register for tax purposes according to the rules of Art. 83 Tax Code of the Russian Federation.

Procedure for opening (registration) of a separate division

We remind you that we're talking about about a structural unit, separate from the main company.

4.1. We issue an order to open a unit. On the opening of a division, the director of the Company issues a corresponding order (see completed example below) and issues a power of attorney to the head of the OP.

Order No.___
on the creation of a separate division

Due to the development of the company and the need to expand its structure

I ORDER:
1. Create from 07/01/2018, without changes staffing table, in the marketing and sales department, a separate division located at the address: 214000, Smolensk, st. Sovetskaya, 1, office U1 (hereinafter referred to as OP-SML).

2. The created separate division of OP-LSU is not a legal entity, branch, representative office, does not have an independent balance sheet, does not have a current or other bank account. Accounting, payment and submission of reports on taxes and fees are carried out by the parent organization - Primer LLC, centrally, at its location.

3. The Company performs the following functions for managing the Separate Division:

determines the main directions of its activities, approves plans and reports on their implementation;
carries out inspections of the financial and economic activities of the Separate Division;
appoints and dismisses the Manager on the grounds provided by law;
determines the structure of the Separate Division;
makes a decision to terminate the activities of the Separate Division.

4. The management of the activities of a separate division of OP-LSU is carried out by a Manager appointed by the director of the Company. The head of the Separate Division of OP-SML acts on the basis of a power of attorney issued and signed by the director of the Company.

5. Head of the Separate Division:

has the right to conclude on behalf of the Company contracts for the sale of goods, works, services produced by the Company in the amount of up to 300,000 (three hundred thousand) rubles, while splitting contracts is not allowed;
acts by proxy on behalf of the company within the powers determined by the power of attorney issued to him;
carries out operational management the activities of the Separate Division in accordance with the plans approved by the Company;
signs primary accounting documents and invoices issued by the LSU OP (the right of first signature on documents);
signs and submits accounting, tax, statistical reporting, reporting to extra-budgetary funds of the LSU OP;
represents the interests of the Company represented by the Separate Division in relations with government agencies, local governments, extra-budgetary funds, tax authorities, Rosstat authorities, banks, insurance companies, all institutions and organizations regardless of ownership, citizens Russian Federation and abroad in connection with the activities of the LSU OP;
within the limits of available powers, issues orders and instructions, gives instructions that are mandatory for all employees of the Separate Division;

6. Responsibility. For obligations arising as a result of the economic activities of a separate division, the Company bears unlimited liability with all its property, acts as a plaintiff and defendant in court, arbitration (arbitration court). Claim work is carried out by the Company.

7. Make changes to the organizational structure, familiarize employees with this order as it relates to them.

8. In its work, the created separate division shall be guided by the Charter of Primer LLC, this order and the instructions of the director of the company.

4.2. We notify the tax office about the opening of a division.

A notification is filled out in form No. S-09-3-1, which is submitted to the Federal Tax Service at the location of the parent company. The Federal Tax Service at the location of the parent company forwards the information to the Federal Tax Service at the location of the OP. After receiving this message, the tax office at the location of the OP must register it within 5 (five) days. If it is necessary to change information about the OP (for example, a change of legal address), the company must submit a message to “its” Federal Tax Service Inspectorate. If a company opens some separate divisions in one municipal formation, then the package of documents for registration of an OP will also be supplemented with a notification about the selection of an inspectorate to account for several separate divisions. It must be submitted to the inspectorate in which all OPs will be registered within a month from the date of their creation.

Procedure for closing (liquidating) a separate division

4.3 We issue an order to liquidate a separate unit(completed example below).

Order No.___
on the liquidation of a separate division

"___"___________2018 _______________________

Due to failure to meet planned targets

I ORDER:
1. To liquidate from November 1, 2018 the separate division located at the address: 214000, Smolensk, st. Sovetskaya, 1, office U1 (hereinafter referred to as OP-SML).

2. Head of the sales department I.I. Ivanov develop and approve the liquidation procedure for OP-SML, organize the liquidation process: rent, public utilities, transfer of debt, dismissal of employees, removal of property.
3. Chief accountant of Primer LLC Semenova S.S. conduct a complete inventory of OP-LSU, submit accounting and tax reports, make all payments to employees, deregister a separate division.
4. I entrust control over the implementation of the order to the head of the legal department, P.P. Petrov.

4.4. We inform employees about dismissal to reduce staff or in connection with the liquidation of an organization (Article 81 of the Labor Code of the Russian Federation). The second option is acceptable only if the division is located in an area different from the location of the parent organization and other branches of the company. Otherwise, the employer will have to formalize a layoff. Any employee can be fired due to liquidation - even a pregnant woman. When reducing staff, the employer agrees not only to provide the employee with the guarantees of Art. 180 of the Labor Code of the Russian Federation, but also to comply with the rules of Art. 179 of the Labor Code of the Russian Federation on preferential retention at work.

4.5 We notify the Federal Tax Service about the liquidation of the division. We submit a message in form No. S-09-3-2 to the inspectorate at the location of the company’s head office within 3 (three) working days from the date of termination of activity through another regular separate division. The company will be deregistered at the location of other separate divisions - within 10 (ten) working days from the date of receipt by the inspectorate of the notice of termination of activities.

5. Accounting in a separate division

5.1. There are two ways to conduct accounting in organizations with separate divisions - centralized and decentralized.

In the first method, records of all transactions are kept by the parent organization. To do this, each OP transfers to it all primary documents, both received from counterparties and generated by its employees. Based on these documents, the accounting department of the parent organization reflects the data in centralized accounting.

In the second method, OPs maintain accounting records independently. The parent organization reflects in its accounting only the financial and economic transactions directly carried out by it. In this case, the financial statements as a whole for the legal entity are compiled by summing up the indicators of the accounting registers of the parent organization and the OP.

5.2. The accounting procedure for business transactions depends on, whether the OPs are allocated to a separate balance sheet or not. In the first case, accounting is carried out decentralized, in the second - centralized.

OP is not allocated to a separate balance sheet

The rules for document flow (composition, terms of transfer, responsible persons) between the parent organization and the OP are approved in accounting policy. Within the deadlines established accounting policy, the OP transfers to the parent organization the primary accounting documents on the basis of which accounting records in the accounting of the parent organization. The transfer of primary documents is carried out according to a special independently developed and approved register. Accounting statements for such OP are not prepared separately.

OP is allocated to a separate balance

The OP maintains accounting records independently on a separate balance sheet, but the obligation remains to apply the accounting methods reflected in the accounting policies of the parent organization. A separate balance sheet of an OP is a list of indicators that reflect its property and financial situation for the preparation of financial statements of the organization as a whole.

Note that the document flow schedule between the parent organization and the EP allocated to a separate balance sheet, the working chart of accounts, as well as document forms developed by the organization independently are approved by the accounting policy.

The exchange of information between the parent organization and the OP occurs on the basis of the “advice” document. There is no unified advice form; the organization develops it independently and records it in its accounting policies. An advice note is drawn up for those cases when the parent organization does not participate in the operations carried out by the enterprise, and vice versa. Copies of primary documents confirming the operation are attached to each advice note. The financial statements of the organization as a whole must include indicators of the activities of the EP (including those allocated to separate balance sheets).

5.3 Features of taxation in EP

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The norms of the current legislation of the Russian Federation allow companies to conduct their activities not only at their location, but also at a territorial distance from it.

In what cases it is necessary to register a branch, and in what cases - another separate division, and also how a branch differs from a separate division, we will understand in this consultation. And at the same time we will answer the question: is a separate division a branch or not.

Branches and separate divisions of the organization

A separate subdivision is any subdivision geographically remote from the location of the organization, in which stationary jobs are created (that is, for a period of more than one month), regardless of whether the creation of such a subdivision is reflected in the constituent documents of the organization, and on the powers with which it is vested (Art. 11 of the Tax Code of the Russian Federation).

A separate division may be a branch or representative office. However, the difference between a separate division and a branch and representative office still exists (Article 55 of the Civil Code of the Russian Federation).

The difference between a branch and a separate division is due to the fact that a branch is a separate division of a legal entity, located remotely from its location and performing the functions of the parent organization (or part thereof), including the functions of a representative office. A representative office, in turn, is a separate division of an organization, located remotely from its location and representing the interests of a legal entity and protecting them. A simple separate division (geographically remote and having stationary workplaces), unlike a branch, does not have the right to perform the functions of a parent organization (Article 55 of the Civil Code of the Russian Federation).

In addition, the difference between a branch and a separate subdivision also lies in the fact that information about the branch must be indicated in a single state register legal entities. Information about a simple separate division with stationary workplaces does not need to be entered into the Unified State Register of Legal Entities (Article 55 of the Civil Code of the Russian Federation).

In other words, a separate division is both a branch and a representative office, and an ordinary separate division that does not have the status of a branch or representative office.

Branch or separate division: differences (table)

When making a choice between a separate division or a branch, first of all you need to understand exactly what functions will be assigned to this division, whether independent accounting is planned, whether the division will have separate current accounts. For convenience, we present the main differences in table form.

Branch, representative office, separate division - differences:

№ p/p	A simple separate unit with stationary workplaces	Branch	Representation
1	Functions of the unit
1	Worker leads labor activity in the workplace (Article 11 of the Tax Code of the Russian Federation).	Performs all or part of the functions of the parent organization. Performs the functions of representation (Article 55 of the Civil Code of the Russian Federation).	Represents and protects the interests of the organization itself (Article 55 of the Civil Code of the Russian Federation).
2	Possibility of conducting commercial activities by the division
2	Can conduct commercial activities through workplaces (Article 11 of the Tax Code of the Russian Federation, Article 55 of the Civil Code of the Russian Federation).	Can conduct commercial activities (Article 55 of the Civil Code of the Russian Federation).	Cannot conduct commercial activities (Article 55 of the Civil Code of the Russian Federation).
3	Necessity of notification tax office on the creation of a unit
3	It is necessary to notify the tax office within one month from the date of creation (subclause 3, clause 2, article 23 of the Tax Code of the Russian Federation, clause 4, article 83 of the Tax Code of the Russian Federation).	subp. 3 p. 2 art. 23 Tax Code of the Russian Federation, paragraph 3 of Art. 83 of the Tax Code of the Russian Federation), since information about the branch must be entered into the Unified State Register of Legal Entities.	There is no obligation to notify the tax inspectorate (subclause 3, clause 2, article 23 of the Tax Code of the Russian Federation, clause 3, article 83 of the Tax Code of the Russian Federation), since information about the representative office must be entered into the Unified State Register of Legal Entities.
4	Reflection of information about the unit in the Unified State Register of Legal Entities
4	The information is not indicated in the Unified State Register of Legal Entities (clause 4 of Article 83 of the Tax Code of the Russian Federation).	Information is indicated in the Unified State Register of Legal Entities (clause 3 of article 55 of the Civil Code of the Russian Federation, clause 3 of article 83 of the Tax Code of the Russian Federation).	Information is indicated in the Unified State Register of Legal Entities (clause 3 of article 55 of the Civil Code of the Russian Federation, clause 3 of article 83 of the Tax Code of the Russian Federation).
5	The procedure for creating a unit
5	Order general director(directors) (clause 1 of article 5, subclause 4 of clause 3 of article 40 of the Law of 02/08/1998 N 14-FZ).	clause 1 art. 5 of the law of 02/08/1998 N 14-FZ, art. 5 of the Law of December 26, 1995 N 208-FZ).	Decision of the owner of the organization (Clause 1, Article 5 of the Law dated 02/08/1998 N 14-FZ, Article 5 of the Law dated 12/26/1995 N 208-FZ).
6	Possibility of independent accounting department management
6	Can maintain independent accounting records, but financial statements for the organization as a whole must include performance indicators of all separate divisions (

When expanding the activities of an enterprise, there is often a need to open a separate division. Many entrepreneurs encounter difficulties when preparing reports on it and calculating taxes. We are ready to tell you what characteristics the divisions and branches have, what kind of reporting they must submit and who has the right to open them.

All Russian enterprises have the right to open separate divisions. Existing legislation regulates the characteristics and all aspects of its activities. Let us examine in more detail the legal norms regulating the activities of separate divisions.

What is a separate division?

Reporting of a separate division in 2019

Legal entities that have an OP and apply the simplified tax system calculate the tax base and the amount of tax for the organization as a whole, taking into account all income and expenses. At the same time, tax payment is made to the tax authority at the location of the main office, regardless of where the division is located.

When it is opened, a legal entity using the simplified tax system becomes a tax agent for the payment of personal income tax, not only in its main office, but also in its division. Reporting and payment of this tax is carried out at the place of registration of the unit. If an organization has several OPs, then reporting and tax payment must be made at the place of registration of each of them. Since Chapter 23 of the Tax Code of the Russian Federation does not give tax agents the right to independently choose a unit for calculating and paying taxes. The same statement is contained in the letter of the Ministry of Finance dated December 23, 2016 No. 03-04-06/77778.

As for registration with the Social Insurance Fund and the Pension Fund of the Russian Federation, from January 1, 2015, such an obligation was canceled on the basis Federal Law dated June 28, 2014 No. 188-FZ. It is saved only for those units that meet the following criteria:

independently calculates payments in favor of individuals;
allocated to a separate balance sheet;
has a current account.

If at least one condition is not met, there is no need to register it.

Profit share of a separate division

Payment of taxes and advance payments is made based on the share of profit. To calculate it, one of two indicators is taken as the basis:

average number of employees of a separate division (hereinafter referred to as SCOP);
expenses for remuneration of employees of a separate division (hereinafter referred to as OTOP).

The selected indicator, according to Article 288 of the Tax Code of the Russian Federation, must be reflected in the accounting tax policy. The decision to make changes to tax policy is made from the beginning of the tax year. He talks about this.

The calculation of the profit share for the OP is carried out in accordance with a certain algorithm:

Calculation of the specific gravity of the selected indicator - SCOP or OTOP

Specific gravity SCHOP = SCHOP / SCHORG * 100%

Share of OTOP = OTOP / OTORG * 100%, where SCHORG and OTORG are indicators for the organization as a whole.

Calculation of the share of the residual value of the depreciable property of the OP (hereinafter referred to as OSOP)

Share of OSOP = OSOP / OSORG * 100%, where OSOP is the residual value of the organization’s depreciable property.

Calculation of the profit share of a separate division (hereinafter referred to as DPOP)

DPOP = (Share of SCOP + Share of OSOP) / 2

DPOP = (Share of OTOP + Share of OVOP) / 2.

Separately, it is worth noting that when choosing an indicator of labor costs to calculate the share of profit, it is necessary to take into account the costs of salaries of employees who are not on the staff of the enterprise. That is, working on the basis civil contracts and contract agreements.

The company's presence in new territories is necessary to develop market niches. However, opening a unit often raises many questions. These structures involve the accrual of taxes, which must be correctly registered and reflected in accounting.

What is a separate division?

Separate division of the company is a territorially separated structure in which there are jobs with the appropriate level of organization. The latter have an additional requirement - they must be stationary. A separate unit is granted legal status only when it is opened for a period exceeding a month.

A division is recognized as separate even if its appearance is not recorded in the constituent and administrative documentation. The list of powers assigned to the structure also does not matter. The last rule is reflected in paragraph 2 of Article 11 of the Tax Code.

Signs of a separate unit

OP meets two main characteristics:

There are stationary workplaces on its territory. They will be used for at least one month.
The structure is located at a territorial distance from the main office.
The division must be created by the company itself.

IMPORTANT! A workplace, according to Article 209 of the Labor Code, is understood as a place where an employee comes to perform his official functions. The workplace must be controlled by the employer. Working from home does not meet these standards. An employee's apartment cannot be considered a workplace. The work of a cleaner hired to clean a client’s office does not fall under these criteria. Such a “division” was not opened by the head office. Premises for work were not rented or purchased. Therefore, in this situation there are no signs of a separate unit. OP also does not include payment terminals and ATMs.

The characteristics under consideration are determined based on the following factors:

conditions specified in the contract;
relations between employees and the organization.

Territorial isolation means a situation in which the addresses of the head office and its divisions are different.

Functions and purposes of opening

An OP can be created for the purpose of representing the interests of the company and protecting them. It is usually opened for the following purposes:

A legal entity was registered, but the managers did not rent an office. All correspondence is sent to legal address. That is, to the address of the owner of the legal entity. But once the organization begins to function, it is difficult to work in this order. A physical location will be required.
A decision was made to expand the business and develop markets in other cities.

If an additional structure will perform part of the functions of the main office, it makes sense to open a branch.

Varieties

A separate division includes two forms:

Branch. Takes over some of the functions of the head office. Its activities are relatively universal.
Representation. Represents the interests of the organization and protects them.

In most cases, it makes sense to open a branch. This is a broader concept that allows you to assign various functions to a unit. Regardless of the chosen form, the OP will act on the basis of the standards approved by the main office.

How to open a separate division

To open an OP, you will need to create internal documentation. It includes a document signed by members of the board of directors or representatives of the auctioneers' meeting. The order contains information:

name of the OP;
the primary document on the basis of which the division is created (for example, minutes of a meeting of the board of directors);
location of the OP;
head of a separate structure;
registration period.

The order must bear the signature of the head of the central office. Then the Regulations on the OP are created. It contains the following data:

powers of the unit;
functions;
activity;
composition of the management staff;
other work-related issues.

Only after all internal orders have been created can you begin registration and other legal formalities.

Is it necessary to register a separate division?

You must notify about the formation of the OP tax authority. But registration with the Pension Fund and insurance companies is not always necessary. This is a mandatory measure only if the following circumstances exist:

Availability of a dedicated balance.
Open current account.
Payroll.

If all of the listed signs are absent, then it is not necessary to register a separate division.

Creation of an OP from a tax point of view

The creation of an OP entails certain tax consequences:

tax registration;
the need to pay fees;
accrual of fees at the location of the OP.

Article 23 2 of the Tax Code states that the owner of a unit is obliged to notify the tax authorities of its formation. Otherwise, a decision will be made on sanctions in the form of tax or administrative liability. The fines range from 10 thousand rubles to 30 minimum wages.

IMPORTANT! The law states that if a taxpayer has already been registered, there is no need to register additionally due to the opening of an OP. This rule established by paragraph 39 of the resolution of the Plenum of February 28, 2001. It assumes cases when an OP is opened on the territory of the municipality where the head office is located.

Deadlines

To register, you must submit. It is provided in accordance with Articles 23 and 83 Tax Code, within the following periods:

Within 30 days from the date of reorganization or liquidation.
Within 30 days from the date of creation of the unit.

You need to go to the tax authority at the location of the OP.

Do I need to go to the tax office if a separate division does not operate?

Tax legislation has adopted a rule that can be read in two ways. If we take it literally, then there is no need to submit applications to the tax office until the division begins to operate. However, such a decision may be fraught with consequences for the company.

The law states that the application must be submitted within 30 days of opening. If the OP starts its activities after 2 months and is registered exactly after this period, set time the application will be cancelled.

IMPORTANT! It is necessary to report not only about the opening, but also about the closing of the OP. The application for liquidation is drawn up according to.

Resume.
The opening of a subdivision is taken into account by the tax office and other authorities. New structure must be registered within the established time frame, otherwise you will have to pay a fine. There are clear signs of EP, on the basis of which education receives the appropriate legal status. If all the signs are not present, then the formed structure cannot be considered a separate unit.

Organizations have the right to create their own separate divisions: branches and representative offices. Their areas of activity and functions may be different. The main features of a separate division of a legal entity in 2017, as in previous years, are provided for in Article 55 of the Civil Code of the Russian Federation and paragraph 2 of Article 11 of the Tax Code of the Russian Federation. Let's look at them in detail.

Signs of a separate unit

The definition of a separate division is contained in paragraph 2 of Article 11 of the Tax Code of the Russian Federation. If a subdivision does not meet the criteria specified in this norm, it is not separate. This conclusion is confirmed by the Financial Department of Russia in letter dated August 18, 2015 No. 03-02-07/1/47702.

The main criterion for a separate division of a legal entity is its location outside the location of the parent organization. This follows from both civil and tax legislation of Russia.

The main purpose of the representation of a legal entity is to represent the interests of the organization and protect them ().

The branch has all the functions of the parent organization, including representative offices ().

It is possible to create other types structural divisions.

Independent organizations separate units are not. Their directors are assigned to the parent organization.

The director of a separate division has a power of attorney to exercise powers on behalf of the organization, and not on behalf of the separate division, because it is not recognized as the sole executive (or other) body of a legal entity.

Information about separate divisions is reflected in the Unified State Register of Legal Entities.

Consequently, we come to the conclusion that a separate division of a legal entity is a branch, representative office or other division of an organization, the location of which does not coincide with the parent organization.

According to the Financial Department of Russia, the separation of a branch (representative office) from the parent organization occurs if the addresses of the division and the parent organization are different (Letter dated August 18, 2015 No. 03-02-07/1/47702).

Stationary workplace

A separate division exists in the case of creating a workplace. Such a place must be stationary. The absence of appropriate places indicates that a separate unit has not been created.

For example, the activities of the created unit are related to the traveling nature of the work. If, at the same time, stationary workplaces to which workers need to arrive at any frequency are not created, the division is not recognized as separate.

The workplace organized by the employer must operate for at least 1 month. If the period is shorter, the fact of creating a separate division is absent.

In addition, the territory where the created workplace is located must be under the control of the parent organization.

Property of separate divisions of a legal entity

Separate divisions are not legal entities and do not have their own property. The necessary property is provided to them by the parent organization.

In this regard, for example, a separate division of a legal entity may be a subject of administrative responsibility, act as a participant in procurement for state or municipal needs, etc.

For the above reason, it is possible to impose foreclosure on the debt of the parent organization on the property with which the separate division is allocated. On the contrary, for debts arising as a result of the activities of a separate division, the organization is liable with its property.

Please note that from December 29, 2015, separate divisions of LLC and joint stock companies does not need to be included in the constituent documents (see, for example, Letter of the Russian Tax Service dated March 6, 2015 No. SA-4-14/3666@).

On-site tax audit of a separate division

The legal aspects of such an audit are established by paragraph 7 of Article 89 of the Tax Code of the Russian Federation:

an on-site inspection of federal taxes and fees for a separate division can only be carried out together with an inspection of the parent organization;
payment of taxes established in the region (municipal entity) for a separate division may be the subject of a separate audit;
You cannot conduct more than two on-site inspections in 1 calendar year;
the period for a separate inspection of a separate unit should not exceed 1 month.