Registration of branches and representative offices

Registration of branches and representative offices of the Russian companies in Tver and Tver region

Branches and representatives are separate subdivisions, located outside the registered office of the legal entity.

The branches and representative offices aren’t separate legal entities. The difference between a representative office and a branch is in the executed functions:

The representative offices represent exclusively the Company’s interests and perform their protection; the branch performs all or part of the parent Company’s functions, including the ones on representation.

Branches and representative offices are vested with the property by the legal entity, established them and act on the basis of the provisions, approved by it. The Heads of representative offices and branches are appointed by the legal entity and act on the basis of the power of attorney. The data about all existing representative offices and branches should be specified in the legal entity’s constituent documents.

Due to this the first stage in establishment of a representative office or a branch should be in making of the amendments to the constituent documents of the legal entity itself. Generally, the name of the branch or representative office or its location is specified in the Charter. The branches and representative offices aren’t subject to state registration as they are not separate legal entities. But tax registration is obligatory.

According to the Tax Code the legal entity is obliged to be registered for tax purposes at the location of the branch or representative office within 30 days upon its establishment. The following documents are provided to the tax inspection at the location of the branch or representative office:

Application for tax registration;
Taxpayer information;
Provision on the representative office (branch) – notarized copy;
Decision of the competent authority on the establishment (staring up) of a representative office (branch) –copy, certified with the Director’s signature and seal;
Decision of the competent authority on the appointment of a representative office (branch) Head - copy, certified with the Director’s signature and seal;
Power of attorney on the representative office (branch) Head – notarized copy;
Constituent documents of the parent organization (Charter, Memorandum of Association) – notarized copies;
Certificate of state registration of the head organization – notarized copy;
Tax Registration Certificate of the head organization – notarized copy;
Documents, confirming location of the representative office (branch) – Lease (Sublease) Contract, Joint Operation Agreement (of the joint adventure) – notarized copies;
Order on the appointment of the Chief Accountant of the representative office (branch) – copy, certified with the Director’s signature and seal;
Letter from the organization about the taxpayer;
Folder “File”;

Upon starting up (establishment) of the representative office (branch) the notice about it should be presented to the tax inspection at the location of the parent organization. For this purpose the following documents are provided:

Notice bout the representative office (branch) starting up;
Notice from the taxation body at the location of the representative office (branch) – notarized copy;

Having been registered at the taxation body, the representative office (branch) should be registered at the extra-budgetary funds as a uniform social taxpayer. The following documents are provided to the funds at the location of the representative office (branch):

Application for tax registration;
Provision on the representative office (branch);
Decision of the competent authority on the establishment (staring up) of a representative office (branch);
Decision of the competent authority on the appointment of the representative office (branch) Head;
Power of attorney on the representative office (branch) Head;
Constituent documents of the parent organization (Charter, Memorandum of Association);
Certificate of state registration of the parent organization;
Tax Registration Certificate of the parent organization;
Notice from the taxation body at the location of the representative office (branch);
Documents, confirming the location of the representative office (branch) – Lease (Sublease) Contract, Joint Operation Agreement (of the joint adventure) – notarized copies;
Order on the appoinment of the Chief Accountant of the representative office (branch);
Letter about the taxpayer from the organization;
Power of attorney;
Folder “File”;

The notarized copies of the specified above documents are provided to the Pension Fund; the uncertified ones - to the Compulsory Medical Insurance Fund; the notarized copies with the originals are provided to the Social Insurance Fund.