Notification of the appointment of a new general director. Information mail

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We inform our Federal Tax Service

Note

Changing a bank card

The period within which an organization must inform the bank about a change of manager (for the purpose of issuing a new card) is not established by law. Often, banks require, in addition to the protocol (decision) and passport of the new director, to provide them with an extract from the Unified State Register of Legal Entities in which he appears. And here, whether you want it or not, you will have to get an extract.

Notification of the bank about the change of general director

The annoying thing is that until a new card is issued, you will not be able to make any payments through the bank.

We notify counterparties

From this article you will learn how to change the director yourself without resorting to the services of law firms. We will consider the most popular option for changing a manager - changing the general director using the example of a limited liability company, but it is worth mentioning that the presented procedure for making changes to the Unified State Register of Legal Entities in connection with a change in the sole executive body is also relevant for legal entities with a different organizational and legal form.

To prepare a package of documents for replacing the director of an LLC, we will need:

1. Passport details of the new director;

2. TIN of the new director (if available);

3. TIN of the old director (if available).

To change the director of an LLC, we will need to submit the following documents to the tax authority:

Extension of powers of the General Director for the bank

Application for amendments to information about a legal entity contained in the Unified State Register of Legal Entities, certified by a notary (P14001);

2. Decision (minutes) on the appointment of a new general director of the LLC (optional).

Necessary documents for a notary when changing the director of an LLC:

1. Extract from the Unified State Register of Legal Entities (fresh);

2. Charter of the company;

3. OGRN certificate;

4. TIN certificate;

5. Decision (minutes) on changing the director.

Attention!

— As a rule, the originals of the above documents are more than enough. You can clarify the list of documents required to change the director of an LLC directly from your notary.

— Before going to the notary, be sure to order an extract from the Unified State Register of Legal Entities. How to order an extract from the Unified State Register of Legal Entities yourself, read the article Obtaining an extract from the Unified State Register of Legal Entities or Unified State Register of Individual Entrepreneurs.

Changing a director step-by-step instructions 2018:

1. We prepare a protocol on the change of director of the LLC. If there is only one participant, then a decision on changing the director of the LLC is prepared accordingly.

— Protocol on change of director sample

— Decision to change the director sample

Attention!

The law does not provide for the mandatory provision of a protocol or decision on changing the head of an organization during state registration of these changes. Usually, a notarized statement in form P14001 is sufficient. In particular, the Moscow Tax Service does not require a protocol or decision when changing the director of an LLC, inspections in other regions should not request them either, but this often happens, so it is recommended to have the original of this document with you.

A possible reason for this requirement is a reason to collect a fine from the applicant in case of violation of the application deadlines. Application P14001 for a change of director must be submitted no later than 3 days from the date of adoption of the relevant decision. Thus, the date on the protocol or decision at the time of filing documents for state registration must be current. In case of violation of the deadline for filing an application, the official faces a fine of 5,000 rubles. (Part 3 of Article 14.25 of the Code of Administrative Offenses of the Russian Federation).

2. Download the current application form for amendments to information about a legal entity contained in the Unified State Register of Legal Entities - download form P14001 in Excel format and fill it out. A sample change of director of an LLC 2018 in form P14001 with explanations will help you with this. To view the sample, you will need a free PDF reader, the latest version of which can be downloaded from the official Adobe Reader website.

Attention!

— If you fill out the application form manually, fill it out using a pen with black ink in capital block letters. Submissions using the software must be in capital letters, 18-point Courier New font.

— An original or copy of the TIN is not required when submitting documents for state registration of a change of director. However, if you have a TIN, it is mandatory to indicate it in the application; incorrect indication or its absence may lead to refusal of registration! If the manager has not received a TIN, leave the TIN field empty. To find out the availability and number of a TIN based on passport data, use the Federal Tax Service service - Find out your TIN.

— Double-sided printing of documents submitted to the registration authority is prohibited.

— Before submitting for state registration, in the corresponding line of sheet P of application P14001, the applicant (the new general director of the LLC) puts his signature, the authenticity of which must be certified by a notary. Fields Full name and the applicant’s signature must be filled out only by hand with a pen with black ink and only in the presence of a notary. The application in form P14001 is completed by a notary.

— The presence of LLC participants at the notary and the tax office is not required.

— From May 5, 2014, if an application is submitted by an authorized person, a notarized power of attorney is required (Federal Law N 129-FZ, Chapter III, Art. 9, Clause 1, second paragraph).

— There is no state duty charged for state registration of changes in the Unified State Register of Legal Entities in the form P14001.

Information required when filling out form P14001:

— Find out your/someone else’s TIN from their passport

— Find out the postal code by address

— Codes of subjects of the Russian Federation

— Abbreviations for the names of address objects

— Document type codes

— OKVED activity codes

3. The new director of the LLC goes to the notary to certify his signature on the application P14001, taking with him his passport and the necessary package of LLC documents, which was mentioned above.

4. Next, the new director of the LLC goes to the tax office, taking his passport with him, and submits an application P14001 - 1 piece, a decision (protocol) on the appointment of a new director of the LLC - 1 piece. to the inspector at the registration window, after which he receives, with the inspector’s mark, a receipt for receipt of the documents submitted by the applicant to the registration authority.

You can track the state of readiness of documents using the service “Information about legal entities and individual entrepreneurs in respect of which documents for state registration have been submitted.”

5. A week later (5 working days), the new director of the LLC goes with a passport and a receipt to the tax office and receives a record sheet of the Unified State Register of Legal Entities (USRLE record sheet), indicating a change in the general director of the LLC.

Attention!

— Instead of a certificate of registration of changes in the Unified State Register of Legal Entities, a Unified State Register of Legal Entities sheet is now issued (Order of the Federal Tax Service dated November 13, 2012 N ММВ-7-6/843@), an extract from the Unified State Register of Legal Entities is no longer issued (Order of the Ministry of Finance of Russia dated December 26, 2013 N 139n). How to order an extract from the Unified State Register of Legal Entities yourself, read the article Obtaining an extract from the Unified State Register of Legal Entities or Unified State Register of Individual Entrepreneurs.

— After receiving the Unified State Register of Legal Entities in the tax form, you must notify the bank about the change of director of the LLC.

— New form P14001 download

— Filling out form P14001 change of director download sample form

— Protocol of change of director of an LLC sample download

— Decision to change the director of an LLC sample download

— Making changes to the Unified State Register of Legal Entities according to form P14001, sample filling

— Official requirements for completing an application in form P14001

Prepare a set of documents for the change of director using form P14001 online

Do you want to make changes to the Unified State Register of Legal Entities, but do not want to understand the intricacies of filling out form P14001 and are afraid of being refused? Use the online document preparation service, which will help you prepare documents for registration of changes without errors! Our lawyers will check the prepared documents and provide the necessary advice and answers to any question.

Home — Articles

Who needs to be notified when there is a change in the head of the organization

We inform our Federal Tax Service

Current information about the head of the organization must be contained in the Unified State Register of Legal Entities (Subclause "l" p.

Information letter about the change of general director - sample

Attention! There is no need to pay a state fee for entering information about the new director into the Unified State Register of Legal Entities.

If desired, you can attach to the application a copy of the minutes of the general meeting of shareholders or the board of directors (participants) or the decision of the sole participant to elect a new leader (Clause 1, Article 40 of the Federal Law of 02/08/1998 N 14-FZ; clauses 3, 4 of Art. 69 of the Federal Law of December 26, 1995 N 208-FZ; Article 275, paragraph 2 of Article 278 of the Labor Code of the Russian Federation).
An application can be submitted (Clauses 1, 3, Article 9 of Law No. 129-FZ):
(or) personally. In this case, the inspector must immediately issue a receipt for receipt of the document (sheet M of form N P14001);
(or) by mail in a valuable letter with a list of the contents. Then the inspection must send you this receipt, along with a notification of delivery, no later than the business day following the day the documents were received.
To submit an application, 3 working days are allotted from the moment the new manager takes office (Clause 5 of Article 5 of Law No. 129-FZ). The director acquires powers from the moment of his election (appointment) by the general meeting of shareholders (participants) or the board of directors or the sole participant. That is, the 3-day period must be counted from the day following the day:
(or) to which the minutes of the meeting or the decision are dated;
(or) which is designated as the day the new manager takes office.

If the manager does not submit an application in form N P14001 to the tax office within 3 days from the date of taking office, he may be fined 5,000 rubles. (Part 3 of Article 14.25 of the Code of Administrative Offenses of the Russian Federation). Although the tax authorities may simply issue a warning the first time. True, there will be no punishment if more than 2 months have passed since the expiration of the allotted 3-day period (Part 1 of Article 4.5 of the Code of Administrative Offenses of the Russian Federation).

The Federal Tax Service must register the changes and make a corresponding entry in the Unified State Register of Legal Entities within 5 working days from the date of receipt of the documents (Clause 1 of Article 8, paragraph 3 of Article 18 of Law No. 129-FZ). In order to make sure that the changes have been made, after this period it does not hurt to contact your inspectorate for an extract from the Unified State Register of Legal Entities, since it is issued free of charge (Clause 2 of Article 6, paragraph 2 of Article 7 of Law N 129-FZ; paragraph 20, paragraph "b" clause 22 of the Rules). Subsequently, this paper may be very useful to you.

Note
Although the emergence or termination of the powers of a manager is in no way connected with the fact that information about him is entered into the Unified State Register of Legal Entities (Resolution of the Presidium of the Supreme Arbitration Court of the Russian Federation dated February 14, 2006 N 12049/05), tax authorities sometimes refuse to accept documents from the organization (in particular, tax reporting) signed by the new manager , data about which is not in the Unified Register.

Almost all of the above is also true for cases when the director:
— changed the surname (first name, patronymic);
- received a new general passport (for example, upon reaching 45 years of age (Clause 7 of the Regulations on the Passport of a Citizen of the Russian Federation)).

Changing a bank card

Typically, it is the head of the company who has the right of first signature on payment documents. Therefore, when changing the manager, you will have to contact your servicing bank to replace the card with sample signatures(Clause 7.14 of Bank of Russia Instruction No. 28-I dated September 14, 2006).
The period within which an organization must inform the bank about a change of manager (for the purpose of issuing a new card) is not established by law. Often, banks require, in addition to the protocol (decision) and passport of the new director, to provide them with an extract from the Unified State Register of Legal Entities in which he appears. And here, whether you want it or not, you will have to get an extract. The annoying thing is that until a new card is issued, you will not be able to make any payments through the bank.

Attention! You do not have to notify extra-budgetary funds (PFR, FSS RF, TFOMS) and statistical authorities about the change of director. This will be done by your inspection (Clause 19 of the Rules, approved by Decree of the Government of the Russian Federation of June 19, 2002 N 438).

Keep one more thing in mind. Until you have submitted a new card to the bank along with documents confirming the powers of the new director, the bank must execute payment documents drawn up in accordance with the current card (Clause 1 of Article 847 of the Civil Code of the Russian Federation; clauses 4.1, 7.14 of the Bank Instructions Russia dated September 14, 2006 N 28-I).
Therefore, if you have suspicions that during the period of issuing a new card, the former director of the payments signed by him is able to withdraw or transfer money somewhere from your company’s account, take action. Immediately write an official letter addressed to the head of the bank with a convincing request not to carry out transactions using payment documents signed by the former director. This letter must be signed by the new director; attach a copy of the protocol (decision) on his appointment to the letter.
True, the bank may ignore your request. Moreover, if the bank executes the payment orders of the previous director and the company loses its money, you will not be able to make any claims to the bank. After all, he acted according to his instructions.

We notify counterparties

Often in contracts with business partners there is a clause obliging the parties to inform each other about any changes in the company’s data, including a change in full name. director. In this case, send a corresponding information message by fax or e-mail. But even if there is no such clause in the contracts with one of the partners, it would still be useful to notify them of the change that has occurred. So that they are not surprised when they see your full name in the documents received from you (for example, invoices). and the signature of the new director.

In conclusion, I would like to wish accountants: even if you have to face a change of director, let it happen, at least not at the junction of the reporting periods, when the deadlines for making the necessary payments are approaching.

What are the consequences of not notifying the servicing bank about changes to the company’s constituent documents?

Thus, the Federal Tax Service, in its letter No. AS-4-2/22130 dated December 23, 2011, brought information to the tax inspectorates of the Russian Federation “On the procedure for providing banks with information about companies that are not at their place of registration.” The innovation is related to the implementation of Federal Law No. 115, which provides for the obligation of credit institutions to identify their clients and systematically update information about them. In general, in the bank account agreement concluded between the client and the bank, there is a provision that the client must provide updated information about changes made to the company's constituent documents; however, rarely does anyone fulfill this responsibility.

Letter regarding change of CEO

2 tbsp. 450 of the Civil Code of the Russian Federation determines the procedure for terminating a bank account agreement, which can be terminated by a court decision of one of the parties in the event of a significant violation of the terms of the agreement. Thus, failure to provide amended data contained in the Unified State Register is a significant violation of the bank account agreement on the part of the client. As judicial practice in recent years shows, a bank has the right to terminate a bank account agreement with its client due to failure to provide an updated package of documents.

What are the consequences of failure to provide a registered package of documents to the servicing bank?

Of course, banks will not monitor all new changes in the constituent documents of companies, but they will be of particular interest in registering changes relating to a change of legal address, since this information is provided to the bank by tax inspectors.

How will tax inspectors find out about the absence of a company at its registered address?

Letter N AC-4-2/22130 does not spell out the regulations for the work of tax inspectorates when identifying cases of absence of organizations at a legal address, but it can be assumed that the main factor in the absence of an enterprise at a legal address will be notifications marked “absence of addressee at the specified address” and carried out changes regarding the location of the company.

What happens if the organization registered changes, but did not notify the servicing credit institution about it?

Resolution of the Presidium of the Supreme Arbitration Court of the Russian Federation No. 1307/10 dated April 27, 2010 establishes the right of a bank to terminate an agreement with a legal entity on the basis of failure to provide information to the address of the company’s location.

During the activities of organizations, enterprises and other business entities, a change of leadership may occur. Information about this event must be provided to supervisory and regulatory authorities and services. In particular, there is a certain procedure for submitting notification of a change of general director to banking institutions.

Procedure for changing a manager

When appointing a new general director of an enterprise, you should submit an application to the Unified State Register of Legal Entities and Individuals (USR), where the re-registration of the manager will be carried out. Then you should notify the tax service, as well as provide new information to the bank. The bank institution in which the organization's accounts are opened will not conduct any transactions with funds until the identity of the new manager is confirmed.

Documents to the bank

When changing the director, the bank must provide:

a reference document confirming the introduction of changes to the Unified State Register of Legal Entities;
an extract from the Unified State Register, which must be dated no later than 30 days at the time of presentation;
an extract from the minutes of the meeting of the co-founders who decided to change the general director, director, manager;
order for the enterprise on the appointment and assumption of office of an appointed person.

The new manager must personally appear at the banking institution with a package of the above documents. The bank employee identifies the appointed person, makes the appropriate changes, and also necessarily updates the sample signature of the manager by certifying the bank card.

Only after all these procedures, the new director has all the powers of a manager and acquires the ability to perform his duties in full.

Other funds

There is no need to send similar notifications to other government organizations and funds (PF, Social Insurance Fund, Compulsory Medical Insurance Fund, etc.). All information about the change of manager will be received electronically, through a one-stop service.

The owner of the enterprise should monitor the process of changing the general director:

organize the transfer of all documents from the former manager to the newly appointed one, and document it;
ensure that a person relieved of his position cannot dispose of the company’s funds;
revoke all previously issued powers of attorney by publishing this information in the media and notifying the partners by letter of the change of gene. director.

Information mail- a non-commercial business letter, the main purpose of which is information, advertising, notification of further cooperation, the duration of the contract, aspects of the company’s activities, company products, etc. Information mail can act as a marketing tool to promote the company's products, attract new customers and increase sales.

How to write a newsletter

The information letter is drawn up in accordance with the rules established for business correspondence; its structure corresponds to the general structure of a business letter.

Depending on the purpose of the information letter, the following types are distinguished:

message letter (notice, notice) - about a change in prices, director, company details, about negotiations, about the shipment of products, etc.;
letter of statement - about some intentions of the addressee;
confirmation letter - about receipt of goods, funds, documents;
reminder letter - about fulfillment of obligations;
advertising and information letter - advertising of products, services; this also includes a company information letter.

Often a cover letter is attached to the information letter, where the information is provided in expanded form and in more detail, as well as individual provisions of legislative and other regulatory legal documents.

This letter is signed by the head of the company, sometimes his deputy or even the secretary. In the case of mass mailing (in large quantities), you can do without a signature or use a facsimile.

Sample information letter about change of director

About the change of director

With this letter we notify you of the change of director of our organization on the basis of Protocol No. 11/B dated November 20, 2012. From November 23, 2012, Tamara Vasilievna Litvinova was appointed director of Michelle LLC.

A copy of protocol No. 11/B dated November 20, 2012 is attached.

Sample information letter about the exhibition

Dear participants!

We ask you to familiarize yourself with the terms of participation in the exhibition “The City Through My Eyes” and confirm your consent to participate in within 5 days.

The exhibition will take place on February 9, 2012 from 9.00 to 19.00 on Gogolevsky Boulevard in the building of the “Photo Center” of the Union of Journalists of Russia.
The minimum image size on the short side is 20cm (for example, a print is 20x30), the maximum on the long side is 45cm (for example, a print is 30x45).
Photos will be posted on stands, on whatman paper.
Each exhibitor can post up to 10 works. Please inform us about the number of photos in advance.
Decide on the number and format of photos and send them to us by email [email protected] To preview their mini-image (preview 800x600 pixels) with the name and surname of the author, you need to February 01.
Finished and approved works can be brought 07 February.

Best regards, organizing committee

Application. Information about the photo exhibition (jury, partners).

We can list various circumstances under which the general director is changed in an LLC. Information about an employee in this position is not displayed in the constituent documents. But they are contained in the Unified State Register of Legal Entities. Therefore, any relevant changes require state registration. The registration itself must take place no less than three days after the relevant decision was made at the general meeting.

When working with official documents, the broadest range of powers is vested in general directors. Therefore, the issue of replacing a person in this position must be approached with the utmost seriousness. And rely only on current legislation.

To avoid possible problems in the future, you need to take care of the following:

Constituent papers.
Print transfer process. Material personal assets are transferred separately.

The most common reasons for people changing positions are either the desires of other members of the community, or the personal desire of the specialist himself.

In any case, the candidate must be notified in writing of the replacement no later than 30 days before the actual dismissal takes place. The employee himself informs about leaving if this decision is made of his own free will.

The founders can not only agree with such a statement, but also reject it. If they agree, they organize a general meeting at which minutes are drawn up.

Separately, decisions are made to change the management team. After this, the manager himself must submit documents to the tax authorities within a maximum of 3 days so that the necessary changes can be made.

Information letter about the change of general director: sample and details

“Notification of a change of general director” is a mandatory document required by law. First, such letters are sent to banks involved in servicing the accounts of a legal entity. And only then - to counterparties.

We contact representatives of tax authorities

The documents are sent to the addressee after the appropriate changes have been made. And after the contents of Rosreestr have already confirmed that the general director has changed. Until this moment, the decision has no force, and there is no point in drawing up the paper itself.

An official letter is sent to the tax service immediately after the relevant occasion arises.

This is a mandatory requirement by law. For this use form No. P14001. No other documents are needed, just the application itself.

We communicate with banks and counterparties

In this case The form of writing a letter is free. Banks must provide new information a maximum of three working days in advance. Otherwise, a fine will be imposed on the company.

What is the procedure for concluding an agreement between an individual entrepreneur and an LLC? Article on this topic

From a legal point of view, counterparties are not required to send such a letter. But It’s better to inform your partners about the changes in order to insure yourself for the future. Especially if the director’s dismissal is due to a loss of trust. In the business world, this is considered good manners.

There is information that is required:

The document is written on behalf of only the new manager. At the end there is his signature, which must be certified by a notary.
There is no need to clarify why exactly the previous director was fired. Especially if you don’t want to spread unnecessary rumors. It is enough to use one short phrase. If there is no desire, the reason may not be specified at all. According to general requirements, nothing can be indicated at all except the very fact of removing the old manager from his position and appointing a new one in his place. For other information, see the appendices.

One of the required attachments will be a copy of the minutes of the general meeting, at which the decision was made to remove the new director and appoint a new one.

The specific decisions on dismissal and appointment to it are attached. As for the required details, the full name of the organization along with the email address will be sufficient.

If the CEO changes at the same time as the founder

In this case, the process follows the general rules. A small change is that the new founder writes a statement on his own behalf. And then he is accepted into the leadership of the enterprise.

In this case, a general meeting is held at which certain decisions are made.

Approval of a new format of constituent and other documents.
Making changes to the composition of the founders.

Protocol with form P14001

You must approach the filling out of these forms with all responsibility.

The slightest errors and inaccuracies are enough for recipients to simply refuse to make the appropriate changes.

Form P14001 is found in two versions. One is new, the other is outdated. Everyone keeps it up-to-date, so anyone can fill it out. The field with the Address deserves special attention - only information that corresponds to the KLADR classification is entered there.

Attention! There is no need to pay a state duty for information about the new director.

Almost all of the above is also true for cases when the director:
- changed the last name (first name, patronymic);
- received a new general passport (for example, upon reaching 45 years of age (Clause 7 of the Regulations on the Passport of a Citizen of the Russian Federation)).

Changing a bank card

Usually it is the head of the company who has the right of first signature on. Therefore, when changing the manager, you will have to contact your servicing bank to replace the card with sample signatures(Clause 7.14 of Bank of Russia Instruction No. 28-I dated September 14, 2006).
The period within which an organization must inform the bank about a change of manager (for the purpose of issuing a new card) is not established by law. Often, banks require, in addition to the protocol (decision) and passport of the new director, to provide them with an extract from the Unified State Register of Legal Entities in which he appears. And here, whether you want it or not, you will have to get an extract. The annoying thing is that until a new card is issued, you will not be able to make any payments through the bank.