Not suspension of activity as writing. Possible actions in such a situation. Voluntary suspension procedure

Hello! In this article we will talk about suspending the activities of individual entrepreneurs.

Today you will learn:

• Can a sole proprietor take a break;
• What options are there for this?
• What responsibilities cannot be removed from an individual entrepreneur.

Can an individual entrepreneur suspend its activities?

For one reason or another, entrepreneurs sometimes wonder: is it possible to suspend operations without incurring unnecessary expenses? This issue is often raised by businessmen, but rarely by lawyers.

According to the laws of the Russian Federation, an individual entrepreneur cannot temporarily suspend his work. This option is simply not provided, which means there is no such procedure and action plan.

In Russia, the activities of an individual entrepreneur can only be terminated. There is no temporary suspension.

From a legal point of view, he always works, but whether he actually conducts activities is his own business. And even if an entrepreneur decides to “take a vacation,” the state will not exempt him from filing reports and paying taxes and contributions to state funds.

On the other hand, for some (except ,) it is possible to file zero tax returns and thus free yourself from all expenses except contributions to the Pension Fund. But, you must agree that this is not unnecessary spending, but concern for your own future.

Responsibilities of an individual entrepreneur who has suspended his activities

Even if an individual entrepreneur does not conduct any business and decides to temporarily suspend all business, he simply cannot relieve himself of a number of responsibilities.

Let's list them:

• Reporting to the Federal Tax Service, Pension Fund, Social Insurance Fund;
• Contributions to the Pension Fund;
• payment of taxes (if the temporary suspension affects a business on UTII or a patent), in other modes - filing zero returns with the tax authorities;
• Compliance with the labor rights of employees.

Consequences of suspending the activities of an individual entrepreneur

There are no penalties for temporary withdrawal from business for individual entrepreneurs. But only if he has not stopped fulfilling his obligations to the state, which we discussed above.

Otherwise, an entrepreneur returning from voluntary leave may face large fines for unfiled reports and unpaid taxes.

It is useless to prove in court the absence of actual entrepreneurial activity - this does not relieve the individual entrepreneur from his obligations.

It is impossible to sue for such fines, since they fully comply with the law, which states that an individual entrepreneur conducts business activities for the entire time that he is registered in this role.

How to suspend the activities of an individual entrepreneur

As we have already said, according to the law, an individual entrepreneur cannot suspend his activities, but if the need for this nevertheless arises, one has to look for workarounds.

Before deciding how to formalize a pause in business, it is worth determining for how long the suspension is planned. If we are talking about a sufficiently long period, then the most obvious option is, and then open it again.

To suspend the activities of an individual entrepreneur through liquidation, you must provide the tax office with:

1. Statement about .
2. Receipt for payment of state duty.
3. Sometimes - a certificate from the Pension Fund. In fact, the tax office itself can send a request to the Pension Fund, but not all branches do this.

Confirmation of termination will be ready within five business days.

• Submit all reports to the Social Insurance Fund within 12 days;
• Notify the Pension Fund of your closure and pay off existing debts;
• Deregister the cash register and close it – if there were any.

Register again as individual entrepreneur a citizen can at any time (even after a few days). To do this, you will have to submit the corresponding application again to the registration authority (tax office at your place of residence). There are also no restrictions on the number of openings and closings for individual entrepreneurs.

The costs of closing and opening an individual entrepreneur (160 and 800 rubles of state duty) in most cases are much less than the costs of taxes and contributions to funds awaiting an entrepreneur who has suspended but not closed.

An individual entrepreneur may not formalize short-term breaks in his work, but he will still have to submit tax reports and pay contributions to the Pension Fund as before.

Payers of taxes that depend on the income of the enterprise can suspend operations without closing an individual entrepreneur at virtually no cost.

Entrepreneurs working in the UTII system can also minimize costs by voluntarily submitting an application for deregistration based on imputation. During the “vacation” it is possible to switch to and submit zero reports. Once you return to work, you can immediately submit an application for registration under UTII.

Business development does not always occur in an upward straight line. At some point, owners may suspend the LLC's operations until strategic issues are resolved. In addition, the suspension of the organization’s activities is possible forcibly - at the request of government bodies.

How to suspend the activities of an LLC and document it? The law does not establish an official procedure for suspending the activities of an LLC, but in this article you will find all the necessary information on this issue.

Administrative suspension of activities

First, about the forced suspension of LLC activities. This measure is provided for in Article 3.12 of the Code of Administrative Offenses of the Russian Federation and is applied only in situations directly specified in the law, for example:

• threat to human life or health;
• the occurrence of an epidemic or infection;
• radiation accident or man-made disaster;
• causing significant harm to the environment;
• violation of rules for the circulation of narcotic and psychotropic substances;
• legalization of proceeds from crime;
• financing of terrorism;
• violation of the rules for attracting foreign workers to trading activities;
• non-compliance with standards for the production and circulation of alcohol;
• non-use of cash register equipment;
• violation of labor safety standards;
• committing an administrative offense that infringes on the health, sanitary and epidemiological well-being of the population and public morality.

Administrative suspension of an organization's activities in most cases occurs by court decision. But if industrial safety requirements are violated, then the order to suspend activities is issued by the appropriate government agency(for example, in the field of security hydraulic structures or mining supervision).

The bailiffs executing the order to suspend the activities of the LLC independently decide what measures to take for this. This usually means sealing the premises and stopping access to the site.

The maximum period of compulsory suspension of activities is 90 days, and it can be reduced if the violations are quickly eliminated. To do this, you need to submit a petition to the court, which will be considered within 5 days. But if nothing has changed in 90 days, then the suspension of activities will be extended.

What to do with employees if the LLC is temporarily not operating by decision of a court or government agency? In this case, there is downtime due to the fault of the employer. If there is such a possibility, then you can offer employees a transfer to another workplace, for example, in a separate unit. But if employees refuse the transfer, then they have the right not to go to work, while receiving a salary. Moreover, they retain at least 2/3 of their earnings, and if the suspension of activities is caused by a violation of labor safety standards, then the salary is paid in full.

The organization is obliged to fulfill all existing obligations to counterparties, because the forced suspension of activities is not force majeure. Here the deadlines for fulfilling contractual terms may be missed, so you should try to reschedule them. Otherwise, you must be prepared to pay penalties and fines for failure to comply with obligations to your partner.

With regard to paying taxes, contributions and submitting reports, the suspension of the LLC’s activities does not change anything. Here the organization is especially vulnerable - if the physical indicators for calculating the tax base have not changed (sales area, number of transport units, etc.), then the tax must be paid in full even during the period of inactivity.

That is, the company finds itself in a situation where it cannot operate and incurs direct losses. Accordingly, it is necessary to take all measures to eliminate violations as quickly as possible and early lift the administrative sanction.

A separate case of temporary termination of the activities of an LLC is the suspension of a license. First, the licensing authority issues an order to eliminate the identified violations. If the order is not fulfilled within three months, the license is suspended and then it can be revoked.

For organizations that are engaged only in licensed business, the consequences of suspension and revocation of a license are similar to the forced suspension of activities.

Voluntary termination of activity

It is better not to get into a situation of forced suspension of activities, because this is a loss for the company. But when a temporary cessation of work is caused by business interests, it is necessary to prepare for it in advance. Our step-by-step instructions will tell you how to do this.

How to suspend the activities of an LLC in 2018: step-by-step procedure

Step 1. Decide why you are deciding to suspend the LLC. This could be a conflict between participants, ineffective leadership, a sharp drop in demand for products and services, financial reasons. Explore the feasibility of other options to exit the business - selling the company or liquidating the LLC. If you see the potential of this business, then you need to develop an action plan: entry of new participants, attraction of investments, change of leadership, exploration of new markets, etc.

Step 2. Resolve personnel issues. If dismissal occurs at the initiative of the employer, then this requires compelling reasons specified in Article 81 of the Labor Code of the Russian Federation. Dismissal is also possible by agreement of the parties (Article 77 of the Labor Code of the Russian Federation) or on the initiative of the employee. In many cases, the dismissal of employees will be associated with the payment of severance pay. If the employee agrees, he can be sent on unpaid leave, but an application for this must be submitted by the employee himself. The employer has no right to force him to do this. If the employee is not fired or goes on vacation, he must be paid a salary during the downtime.

Step 3. Fulfill all obligations to counterparties. If an LLC must supply goods, perform work or provide services under existing contracts, it cannot cease operations until the contractual conditions are met. As a last resort, you can try to terminate the contracts early if the other party agrees to this.

Step 4. Resolve the issue with the legal address of the LLC. Until the organization is liquidated, it must have an official location indicated in the Unified State Register of Legal Entities. You can't just break your lease and move out. legal address. If you pay little for office rent, and the period of suspension of activity is short, then you don’t have to terminate the contract with the landlord and continue to pay. But if this is not profitable, then you need to inform the Federal Tax Service about a change of legal address. Perhaps in this case the solution would be to move the LLC to the home address of the manager or founder.

Step 5. Close the company's current account so as not to pay for settlement services, or switch to a tariff in which payment is not charged in the absence of transactions. But the decision to close an account must be made taking into account the need to make non-cash payments. If the LLC continues to pay rent for premises, employee salaries, and taxes, then the account cannot be closed.

Step 6. Continue submitting reports in accordance with the chosen taxation system. On and in the absence of income, you can submit zero declarations. You can also send a letter of suspension of activity to the tax office, which will explain the zero performance indicators. This document is not official or binding, so we do not include a sample of it. Keep in mind that zero declarations are not submitted to UTII. If there are no physical indicators for calculating the tax (retail space, employees, transport), then in order not to pay the imputed tax, the UTII payer must be deregistered.

Please note: if an LLC does not submit reports for a year and has no movements on its accounts, it is considered to have actually ceased its activities (Article 21.1 of the Law “On Registration of Individual Entrepreneurs and Legal Entities”). In this case, the tax inspectorate has the right to make an entry in the Unified State Register of Legal Entities that the company has the status of inactive. Accordingly, it will be impossible to resume the activities of such a company.

Liquidation of an LLC means the complete cessation of its existence, the closure of accounts, the dismissal of personnel, and the severance of cooperation with counterparties. If a company is in a crisis situation, and the founders want to wait out the unfavorable time without critical measures, in practice a temporary cessation of activities is used. What is it and how is it formatted?

There's no such thing normative act, which would allow entrepreneurs to freeze their work for some time. But there are several situations in which the reason for your freezing may be a court decision. According to Art. 3.12 of the Code of Administrative Offenses of the Russian Federation, suspension of the activities of an LLC may be one of the types of administrative punishment.

The court may suspend the activities of an LLC if:

• The company's activities pose a threat to human life or health.
• Due to the company's activities, a radiation accident or disaster may occur.
• The company significantly pollutes the environment.
• The company finances terrorism.
• The company is associated with drugs etc.

Voluntary suspension of LLC activities

Although the law does not specify the right of companies to stop their activities for a certain time, in reality this occurs quite often. It is important to maintain order and avoid mistakes that could lead to disastrous consequences. Suspension of LLC activities without liquidation is carried out in several stages.

Step-by-step instructions for temporarily suspending the activities of an LLC:

4. Pay off all existing debts to creditors and collect debts to society.

This will allow you to avoid fines and penalties, and will also protect you from sudden receipts to your current account, which should also be “frozen”. Income received at the wrong time already obliges you to indicate data in reports and pay taxes, so be careful.

6. Submit all reports to the tax office on time, Pension Fund, Foundation social insurance and Rosstat, albeit with zero indicators. No one can remove this responsibility from you. If you cannot provide reports and declarations yourself, write a power of attorney to your representative.

The period for which you can temporarily suspend activities is limited to 1 year. After this time is up, even if you submitted all zero reports on time and not a single operation took place on your bank accounts, the Federal Tax Service inspection has the right to demand your liquidation in court (Clause 1, Article 21.1 Federal Law No. 129-FZ). Then it will be impossible to restore anything, since the complete closure of the company implies its exclusion from the Unified State Register of Legal Entities.

You can suspend the activities of an LLC only for 1 year.

A temporarily non-operating LLC, unlike a liquidated LLC, exists, is listed in the register, has bank accounts and creditors. At the same time, the company is free from income and expenses, and therefore does not pay taxes or fees. Such a measure sometimes greatly helps a company to wait out a difficult financial situation, a crisis in the country or personal affairs.

Suspension of a company's activities can be voluntary or forced. Activities are forcibly suspended by the court when the organization is held accountable under a number of elements of the Russian Administrative Code. The duration of such suspension is from 14 to 90 days. But the company’s activities can be suspended voluntarily. In this article we will tell you how to suspend the activities of an LLC correctly.

The motive for voluntary suspension of activities may be various circumstances. Lack of orders, poor financial situation, equipment failure, cancellation or suspension of a license, termination of lease relationships, etc. In these cases, business owners may consider it optimal to “freeze” the company’s activities without liquidating it until better times or solving other complications. The procedure for voluntary “freezing” is not regulated by law. But there are a number of responsibilities that the firm and its managers must fulfill.

Obligations towards employees.

The main problematic issue related to the suspension of activities concerns personnel. It is the employer's responsibility to provide workers with work. If there are no orders or the company has financial difficulties, then no one releases the company from its obligations to its employees to provide work and pay wages. What are the legal ways out of this situation?

You can often find advice to formalize relations with employees when the company’s activities are suspended, either by dismissal at the request of the employee or as “administrative” leave (without pay). I would like to warn against such uninformed decisions.

It is possible to fire an employee, but the initiative for such dismissal must come from the worker. Even after writing a letter of resignation of his own free will, the worker can subsequently challenge such dismissal in court, citing evidence that he was forced to do so.

The same applies to “administrative” leave. A worker cannot be forced to take leave without pay. It can only be provided on his initiative.

Legal “outputs” that allow a company to reduce personnel costs during periods of suspension may be transferring workers to part-time work or registering downtime. If the company’s activities need to be “frozen”, that is, actually stopped, then possible option may become simple. Its payment to workers will need to be made according to the rules of Article 157 of the Labor Code, but not in the amount of full earnings, but in significantly smaller amounts. The amount of payments depends on the reasons for the downtime.

If the downtime is due to the fault of the employer, then for each day of downtime the worker must be paid at least 2/3 of his average earnings.

If the downtime occurs due to circumstances beyond the control of the worker or the employer, the amount of payments is even less - at least 2/3 of the salary or rate in proportion to the downtime. Among such circumstances, the courts, in particular, included poor market conditions for the relevant products, failure of equipment, and a ban on the operation of premises as prescribed by inspectors.

Order to suspend the activities of the LLC.

• For correct design the employer issues an order for downtime, which must indicate the start date of the downtime and its reasons.
• The end date of the downtime may be indicated if it is believed to be known. If not, then you don’t have to indicate it.
• The order must also indicate the amount of payments to workers during downtime.
• To suspend the activities of an LLC, it is better to exempt employees from going to work, which should be indicated directly in the order. However, during downtime, the employer may require employees to be present at work. This should also be explicitly stated in the order.

The employer must inform the employment service authorities that the activities of the LLC have been suspended. Term: within 3 days (working days) from the date of the decision on suspension.

Failure to notify or violation of deadlines may result in administrative liability under Art. 19.7 of the Code of Administrative Offenses of the Russian Federation and fine:

• head of an LLC - from 100 to 300 rubles.
• company - from 3 to 5 thousand rubles.

Tax obligations.

When deciding how to suspend the activities of an LLC, it is necessary to take into account the tax position of the company. Regardless of the taxation system, when activities are suspended, the company retains all tax obligations. Lack of activity or income from this activity does not exempt from submission to the Federal Tax Service and funds.

In such a situation, when there is no activity, the company can show zero income and expenses (unless they are truly zero), passing the so-called "".

But this option will not work for UTII payers. An imputed return has been established for them, so they will not be able to apply. Therefore, for them, the only legal way out can be deregistration as a UTII payer. Otherwise, you will need to submit a UTII declaration and pay a single tax.