Contribution to the authorized capital by cash posting. Accounting entries for contributions to the authorized capital. Assets in modern enterprises
When creating a company, the authorized capital is formed, it can be either own or borrowed. The authorized capital (hereinafter referred to as the Criminal Code) is the reserve of the company, which is created by the founders by depositing money, material assets, property, and non-material rights expressed in monetary terms into it. It is necessary to start the functioning of the company. Legislative acts of the Russian Federation regulate the size (size) of the authorized capital. Let's, in this article, consider what account the authorized capital is accounted for, how to draw up the founder’s contribution to the cashier, and dwell on accounting entries when processing this transaction.
Registered capital account
To account for settlements with founders, account 75 “Settlements with founders” is used, on which two sub-accounts are used:
- The first one is “Settlements on contributions to the authorized (joint-stock) capital”, which accounts for arrears in the formation of the authorized capital;
- The second is “Calculations for the payment of income”, in the form of dividends.
The legislation of the Russian Federation has granted installments to the owners (shareholders) of joint stock companies for the contribution of the authorized capital, it is established as follows:
- 50% of the authorized capital must be paid within 3 months after state registration of the company;
- Debt on the remaining amount of 50% of the authorized capital must be paid (repaid) within a year after the state registration of the company.
With regard to the repayment (contribution) of the authorized capital by other companies, these include:
- LLC (limited liability company);
- SOEs (state-owned enterprises);
- MUP (municipal unitary enterprises).
then, the founders (owners) must contribute each share to the charter capital no later than 4 months from the date of state registration of the company.
If one (several) founder (s) do not contribute their share in the authorized capital, then the decision is made by other participants in the company to transfer this share in favor of the company.
The authorized capital of the company contributed to the account of the company or to the cash desk can be spent on the needs of the company:
- Payment of salaries to employees;
- Rent, for example, office or warehouse, car rental;
- Acquisition of OS facilities that are subsequently used for work, for example, computer equipment, facilities in a production hall, and more;
- Payment of purchases, transfer of funds to suppliers;
- Misc.
The founders' debt on authorized capital is receivable, it is reflected in the balance sheet asset in section II on the line “Accounts receivable”.
How is the registration of the authorized capital in the cash desk of the company
The authorized capital may be contributed by the founder in the form of:
- Material values \u200b\u200b(stationery, furniture, household supplies, etc.);
- Property (office buildings, warehouses, motor vehicles and more);
- Money;
- Non-material rights (software, licenses, patents)
Funds can be deposited at the cash desk of the company or into a bank account. When the cashier is paid to the cashier of the enterprise, a cash register order is issued, and the founder receives a receipt for the cashier's order, which serves as the basis for capitalizing the money deposited in the cashier of the enterprise.
When depositing funds at the cash desk of an enterprise, remember that during this operation it is also necessary to observe cash discipline. When making the authorized capital in cash, cash registers are not needed (CCP), it is not necessary to break through the cash receipt, since this is not the company's revenue.
The authorized capital of the company is not required to be maintained in the current account or at the cash desk of the enterprise in the amount that the founders (owners) contribute.
It is not necessary to notify the controlling (tax inspectorates) or other bodies about the contributed amount of the authorized capital. Notification (notification) is required in case of a change in the size of the authorized capital. In this case, amendments are made to the charter of the company and the amended version of the charter is submitted to the Federal Tax Services (tax inspectorates).
Postings for making authorized capital in the cash desk of the company
If the founder (shareholder) makes cash to the cashier as a UK, accounting entries are formed:
- Dt 50 “Cashier” and Kt 75.01 “Calculations on contributions to the authorized capital”.
After entering the cash desk, the money received can be used to replenish the current account or use them for the needs of the organization.
When depositing funds into the firm’s current account, accounting records are formed on the accounts:
- Dt 51 "Settlement account" and Kt 50 "Cash desk".
The activities of any organization begins with the formation of registered capital. This requires the display of the amount in the constituent documentation and accounting. What transactions display authorized capital transactions?
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The start of business is provided by start-up capital. During the registration process, the organization prescribes in the constituent documents the full cost of the authorized capital.
With the display of the same amount, accounting begins. And in accounting, you need to reflect the sources of revenue. What are the authorized capital entries?
What you need to know
Own funds of the organization begin to form even before the moment of direct establishment. This is how the authorized capital is formed, from which the activity of the subject begins.
The authorized capital is the assets of the organization. These may be expressed in cash or property.
The minimum initial capital for an LLC is ten thousand rubles, but the amount may be larger. The entire amount of start-up capital is divided into shares, according to the number of founders.
Not necessarily equal shares. Each participant is obliged to contribute their part with money or property. In some cases, it may be necessary to increase the amount of initial capital.
In particular, if:
- a new member enters society; contributes;
- the minimum amount of capital changes;
- the founder wishes to increase the size of his own share in the authorized capital;
- capital increase is carried out at the request of potential investors or creditors.
The authorized capital may increase due to net accumulated assets or additional contributions from participants. In any case, the change in start-up capital must be reflected in the accounting of the organization.
Basic concepts
The authorized capital is the total cost of fixed and current assets that the founders contributed when creating the company, and the amount of which is shown in the constituent documentation.
The amount of authorized capital displays the amount of investment. Therefore, the profit from the activities of the enterprise does not affect the amount of the authorized capital.
Any change in share capital should be reflected in accounting. The basis for reflection is the changes made to the constituent documents.
The concept of "authorized capital" is also defined as:
The formation of the authorized capital is the process of contributing funds by the founders to create start-up capital. Each participant contributes an amount equivalent to his share in the enterprise.
What is his role
The size of the authorized capital shows the amount of funds that the founders of the enterprise are ready to invest at the initial stage of activity in order to further develop the organization.
Initially, start-up capital is a liability of the organization. It forms assets; subsequently, participants will contribute their shareholdings to the authorized capital.
Someone will deposit funds by bank transfer, someone in cash through the cashier, someone with fixed assets, goods or materials.
Whatever form the founder’s share is made in, the organization’s asset is created in the process of contributions, the liability becomes an asset. That is, an account where the registered capital is passive with a constant credit balance.
What is the need for registered capital? With its help, start-up capital is created, which can be used to carry out commercial activities.
In fact, the authorized capital is the basis of all subsequent activities. Also, the role of capital is important in determining the responsibility of the founders.
Each of them is accountable to creditors within the limits of their share. For lenders, this becomes a guarantee of a refund, since the minimum amount of funds guaranteed to be returned is known.
One of the main functions of the authorized capital is the determination of the size of the share of each participant.
According to this size, the founder will receive income from the activities of the enterprise and in the same amount he has the right to participate in the management of the organization.
Legal grounds
The need for the formation of the authorized capital is provided.
Any founder must contribute his share in the delivered amount. Proof of payment becomes, which will become the basis for the implementation of accounting entries.
At their request, the founders have the right to increase the authorized capital, but only if all the contributions declared during registration were made by the participants in full.
UK may increase due to:
- new member
- additional contributions of existing founders;
- due to the property of LLC.
Contribution by property
A contribution to the authorized capital by property assumes that the founders contribute their share in goods (account 41), materials (account 10), intangible assets (account 04) or fixed assets (account 01).
The property of the organization itself can become a source of multiplication of the Criminal Code. Of this, the share of participants is not redistributed, but their nominal value increases.
The value of net assets is taken as the value of the property - the book value of the property is reduced by the amount of liabilities on it.
If it is necessary to assess property, the organization may involve independent experts or perform the assessment on its own.
Property worth up to twenty thousand rubles is evaluated by the founders. At a higher cost, an expert evaluation is required.
The contribution to the authorized capital by the property is displayed by the following transactions:
To current account
Any founder has the right to deposit the required share in non-cash form. In this case, the participant transfers funds from his personal account to the account of the organization, intended to create authorized capital.
The note indicates that the funds transferred are the payment of a share in the authorized capital. Based on the receipt, an accounting entry is made.
Video: registered capital of a legal entity
Upon repayment of a share in the authorized capital, the debt of the founders to the enterprise is reduced. Debt reduction is displayed on the credit of account 75. The other account used in the transaction is selected based on the contribution form.
So, when you make a payment to the account, the second becomes account 51 “Settlement account”. On his debit, the receipt of the amount from the founder is reflected in repayment of his share.
If the authorized capital is paid into the current account, transaction transactions are carried out with one record:
Dt51 Ct75
Cash payment
Payment of a contribution to the charter capital of an organization in cash is also not prohibited by law. In this case, the money is paid by the founder through the organization’s cash desk. As in other cases, the wiring occurs according to the standard scheme.
The credit of account 51 reflects the reduction of the institutional debt to the organization, and the debit of the corresponding account - the deposit of funds.
In this case, the account 50 “Cashier” is used as the second account. It reflects the amount of the amount deposited.
At the same time, the transaction reflecting the introduction of cash into the authorized capital receives the following form:
Dt50 Ct75
If the capital of another organization
The process of multiplying the UK LLC at the expense of the capital of another organization is nothing more than an increase in capital due to contributions from third parties.
The process of increasing the capital is very simple:
As a result, the ratio of shares in the authorized capital changes. That is, part of the share of each founder is recalculated according to the contribution made of the total amount of the Criminal Code.
In accounting, a third-party contribution is displayed by the standard contribution entry by the participant. The type of posting depends on the form of the contribution made.
A partner organization that contributes part of its capital to the charter capital of another organization must display this transaction in its accounting.
For this, account 58 “Financial investments” is used. At the debit thereof, the amount of investment is displayed. The wiring looks like this:
Dt58 Kt51
Change of founder
According to the participant is free to sell his share or transfer it to a third party, if this is not prohibited by the Charter of the company.
Moreover, the participant can only concede or sell the already paid share. How to reflect the change of the founder in accounting? The value that the seller of the share receives does not constitute a contribution to the authorized capital, which means that it is not displayed in any way on the accounts of the organization.
According to the results of the change of founders, the size of the authorized capital does not change. The Instruction to the Chart of Accounts does not mention in any way the need for entries on account 80 when changing founders.
On account of repayment of debts on deposits in the authorized capital of the organization can make fixed assets . For joint-stock companies this is provided for in paragraph 2 of Article 34 of the Law of December 26, 1995 No. 208-FZ, and for LLC - paragraph 1 of Article 15 of the Law of February 8, 1998 No. 14-FZ.
Founders must evaluate and agree on the value of non-monetary contributions to the authorized capital. To assess the market value of fixed assets, the joint-stock company must involve an independent appraiser. For an LLC, an independent valuation of a property contribution is required only if its size exceeds 20,000 rubles. The founders have the right to evaluate the property contributed to the authorized capital, not more expensive than the assessment of an independent expert (i.e. cheaper or in the same amount). This is stated in paragraph 3 of Article 34 of the Law of December 26, 1995 No. 208-FZ and paragraph 2 of Article 15 of the Law of February 8, 1998 No. 14-FZ.
Documenting
When transferring an item of fixed assets to the authorized capital of another organization (i.e., at the time of transition to the recipient of ownership of the object ) fill out with a primary document, for example, fill out an act onform number OS-1 (instructions approved by resolution of the State Statistics Committee of Russia dated January 21, 2003 No. 7, part 3 of article 9 of the Law of December 6, 2011 No. 402-ФЗ). The basis for the drawing up of the act is the technical documentation for the fixed asset, as well as accounting data. For example, the turnover on account 02 “Depreciation of fixed assets” will allow filling in information on the amount of accrued depreciation. Execute the act in two copies, one of which is transmitted to the recipient. When drawing up the act, do not fill out the section “Information on fixed assets at the date of adoption for accounting”. It must be filled in by the recipient in his copy of the act. Both copies of the act must be signed and approved by both the shareholder organization (participant) and the recipient.
In the act of form number OS-1 indicate:
- number and date of compilation;
- full name of the fixed asset in accordance with the technical documentation;
- name of manufacturer;
- place of transfer of fixed assets;
- factory and assigned inventory numbers of the fixed asset;
- depreciation group number, useful life of a fixed asset and actual life;
- depreciation amount accrued before the transfer of the fixed asset, its residual value;
- information on the content of precious metals, stones;
- other characteristics of the fixed asset.
The act must contain the conclusion of the commission, which is created in the organization to control the disposal of fixed assets. The commission members must be the chief accountant, materially responsible persons and other employees appointed by the head. The composition of the commission must be approved by the head of the organization by issuing an order.
This procedure follows from the instructions approved by the Decree of the State Statistics Committee of Russia dated January 21, 2003 No. 7, and paragraphs 77–81 of the Methodological Instructions approved by the order of the Ministry of Finance of Russia dated October 13, 2003 No. 91н.
If an organization contributes a building as a contribution to the authorized capital, draw up an act onform number OS-1a . If the organization transfers several similar fixed assets, issue an act onform number OS-1b . When filling out these acts, use the same procedure as when drawing up the act forform number OS-1 . Such an order is provided for by instructions approved by resolution No. 7 of the State Statistics Committee of Russia dated January 21, 2003.
Simultaneously with the preparation of the act onform number OS-1 (OS-1a, OS-1b) enter information on the disposal of fixed assets in the inventory card forform number OS-6 (OS-6a) or in the inventory book onform number OS-6b (intended forsmall enterprises ) Fill in the information on the basis of the acceptance certificate drawn up at the time of the transfer of the fixed asset. Such an order is provided for by instructions approved by resolution No. 7 of the State Statistics Committee of Russia dated January 21, 2003.
If the organization receives a fixed asset containing precious metals, at the end of the year it will have to draw up a report onform No. 4-DM approved by the resolution of the Federal State Statistics Service dated November 14, 2007 No. 88. In the report, indicate the amount of precious metals contained in the main asset.
Accounting
At the parent company, contributions to the authorized capital of other organizations are recorded on account 58 “Financial investments”. The debt on deposits reflect the posting on the debit of account 58 in correspondence with the account of the calculation. For example, with account 76, to which open a separate sub-account “Settlements on contributions to the authorized (joint-stock) capital”:
- reflects the debt on contributions to the authorized capital of a subsidiary.
Do this entry:
- when creating joint-stock companies or LLC - on the basis of an agreement on the establishment of a company or on the basis of a decision of the sole founder (shareholder, participant) (paragraph 5 of article 9 of the Law of December 26, 1995 No. 208-FZ, article 11 of the Law of February 8 1998 No. 14-FZ);
- with an increase in the authorized capital:
- in joint-stock companies - on the basis of a protocol of the general meeting of shareholders to increase the authorized capital (decision of the board of directors (supervisory board), if in accordance with the charter such a decision is within its competence) or a decision of the sole founder (shareholder) about it (Article 28, clause 3, article 47, article 63 of the Law of December 26, 1995 No. 208-FZ);
- in LLC - on the basis of the minutes of the general meeting of participants to increase the authorized capital or the decision of the sole founder (participant) about it (Articles 17–19, paragraph 6 of article 37, article 39 of the Law of February 8, 1998 No. 14-ФЗ )
From the next month after the transfer of the fixed asset, stop accruing depreciation on it (paragraph 22 of PBU 6/01).
In accounting, the disposal of a fixed asset made as a contribution to the authorized capital is reflected at the residual value (Clause 85 of the Methodological Instructions approved by Order of the Ministry of Finance of Russia of October 13, 2003 No. 91n).
To account for the disposal of such property on account 01, open a separate sub-account “Retirement of fixed assets”. At the time of transfer of the object to the debit of the account, reflect its initial (replacement) value. On credit - the amount of depreciation accrued for the period of operation of the retiring facility. Do the following:
- the initial (replacement) value of the fixed asset transferred to the authorized capital of the subsidiary is reflected;
- reflected depreciation accrued for the period of operation of the object transferred to the authorized capital of a subsidiary.
As a result, the balance in account 01 “Retirement of fixed assets” will reflect the residual value of the transferred fixed asset. The residual value is determined by the formula:
Reflect the transfer of fixed assets to the authorized capital of another organization by posting:
- fixed assets were contributed as a contribution to the authorized capital of a subsidiary.
If the residual value of the transferred fixed asset differs from it , consider the difference in other income or expenses. Do the following:
- reflected the positive difference between the valuation of the fixed asset, agreed by the founders, and its residual value;
Debit 91-2 Credit 76 sub-account "Calculations on deposits in the authorized (joint-stock) capital"
- reflects the negative difference between the valuation of the fixed asset, agreed by the founders, and its residual value.
This procedure is provided for by paragraph 85 of the Guidelines, approved by order of the Ministry of Finance of Russia of October 13, 2003 No. 91n, and the Instructions to the chart of accounts (accounts 01, 76, 91).
Income tax
When a fixed asset is transferred as a contribution to the authorized capital, the organization does not have any income or expenses (subparagraph 2, paragraph 1 of article 277, paragraph 3 of article 270 of the Tax Code of the Russian Federation). See this for more details.How in tax accounting to reflect the disposal of depreciable property . If the residual value of the transferred fixed asset differs from it , in accounting, a permanent difference is formed, which leads to the appearance of a permanent tax liability or a permanent tax asset (paragraphs 4 and 7 of PBU 18/02). They should be reflected by postings:
Debit 99 subaccount "Permanent tax liabilities" Credit 68 subaccount "Calculations for income tax"
- reflects a permanent tax liability with a negative difference between the residual value of the fixed asset and its assessment, agreed by the founders;
- reflects a permanent tax asset with a positive difference between the residual value of the fixed asset and its valuation agreed by the founders.
An example of reflection in accounting and taxation of the transfer of fixed assets as a contribution to the authorized capital
In July, Alpha CJSC contributed a computer to the authorized capital of Trading Company Hermes LLC. In accounting and tax accounting of the transferring party:
- the initial cost of the computer is 41,000 rubles;
- the depreciation amount accrued before the transfer of the computer is 16,000 rubles;
- the residual value of the computer at the time of transfer is 25,000 rubles. (41,000 rubles - 16,000 rubles);
- the amount of input VAT accepted for deduction at - 7380 rubles.
The monetary assessment of the contribution by decision of the founders of Hermes is considered equal to 30,000 rubles. Alpha did not have any additional costs associated with adding property to the authorized capital of a subsidiary.
To reflect operations in the accountant, the Alpha accountant opened sub-accounts:
- to account 76 - the sub-account “Calculations on deposits in the authorized (joint-stock) capital”;
- to account 01 - sub-account “Retirement of fixed assets”.
When transferring the computer to the registered capital of Hermes, the Alpha accountant made entries.
July:
Debit 58 Credit 76 sub-account "Calculations on deposits in the authorized (joint-stock) capital"
- 30 000 rub. - Reflected the debt of Alpha on contributions to the authorized capital of Hermes;
Debit 01 subaccount "Retirement of fixed assets" Credit 01
- 41 000 rub. - reflects the initial cost of the computer transferred to the authorized capital of Hermes;
Debit 02 Credit 01 sub-account “Retirement of fixed assets”
- 16 000 rub. - reflected depreciation accrued for the period of operation of the computer transferred to the authorized capital of Hermes;
Debit 76 sub-account “Settlements on contributions to the authorized (joint-stock) capital” Credit 01 sub-account “Retirement of fixed assets”
- 25 000 rub. - fixed assets were contributed as a contribution to the authorized capital of another organization;
Debit 76 subaccount "Calculations on contributions to the authorized (joint-stock) capital" Credit 91-1
- 5000 rub. (30,000 rubles - 25,000 rubles) - the positive difference between the valuation of the fixed asset agreed upon by the founders and its residual value is reflected.
When transferring the computer, the accountant restored part of the input VAT previously accepted for deduction and included the tax in the initial cost of the financial investment. The amount of recovered VAT is 4500 rubles. (7380 rub. × (25 000 rub.: 41 000 rub.)). At the same time, the accountant made the following posting:
Debit 19 Credit 68 subaccount "Calculations for VAT"
- 4500 rub. - restored VAT previously accepted for deduction;
Debit 58 Credit 19
- 4500 rub. - The recovered VAT amount has been transferred to the balance of Hermes.
Computer transfer does not affect the calculation of income tax. Due to the fact that the tax accounting did not take into account the difference between the valuation of the fixed asset agreed upon by the founders and its residual value, the accountant made the following entry:
Debit 68 subaccount "Calculations for income tax" Credit 99 subaccount "Permanent tax assets"
- 1000 rub. (5000 rubles. × 20%) - reflects a permanent tax asset with the difference between the valuation of the fixed asset agreed upon by the founders and its residual value.
VAT
The transfer of a fixed asset as a contribution to the authorized capital of a subsidiary is not recognized as a sale (subparagraph 4, paragraph 3, article 39 of the Tax Code of the Russian Federation). Therefore, this operation does not need to charge VAT (subparagraph 1, paragraph 2, article 146 of the Tax Code of the Russian Federation). Asset tax previously recognized for deduction form number OS-1 (OS-1a, OS-1b) (Clause 14 of Section II of Appendix 5 to the Decree of the Government of the Russian Federation of December 26, 2011 No. 1137, Subparagraph 1 Clause 3 of Article 170 of the Tax Code of the Russian Federation). To do this, in the section “Other characteristics” of the act write: “The amount of recovered VAT on the fixed asset is ___ rubles”. Based on this entry, the receiving party will be able to accept the recovered VAT for deduction (clause 14 of section II of Appendix 4 to the Decree of the Government of the Russian Federation of December 26, 2011 No. 1137, subparagraph 1 of paragraph 3 of article 170 of the Tax Code of the Russian Federation, subparagraph 3.1 of paragraph 1 Article 251 of the Tax Code of the Russian Federation).
Property tax
From the next month after the transfer of fixed assets exclude its value from the tax base for property tax (Clause 4, Article 376 of the Tax Code of the Russian Federation). Wherein consider the features associated with the transfer of real estate .
STS
When a fixed asset is transferred to the authorized capital of a subsidiary, the organization applying the simplification does not have any income or expenses (Articles 346.15, 346.16 of the Tax Code of the Russian Federation).
according to the forms approved by the resolution of the Goskomstat of Russia dated January 21, 2003 No. 7. This needs to be done, since organizations using simplified accounting are required to keep records, including fixed assets, in (Part 1 of Art. 2 of the Law of December 6, 2011 No. 402-FZ, letter of the Ministry of Finance of Russia of October 23, 2012 No. 03-11-09 / 80). Therefore, it is mandatory to reflect operations on the transfer of property to the authorized capital using the Chart of Accounts and the double entry method.
UTII
The object of the UTII taxation is imputed income (paragraph 1 of Article 346.29 of the Tax Code of the Russian Federation). Therefore, the calculation of the single tax costs associated with the transfer of fixed assets to the authorized capital of another organization are not affected.
When transferring fixed assets draw up primary accounting documents according to the forms approved by the Decree of the State Statistics Committee of Russia No. 7 of January 21, 2003. All operations related to the transfer of fixed assets should be reflected using the Chart of Accounts and the double entry method. This must be done, because organizations - payers of UTII are obliged to conduct accounting in full (part 1 of article 2 of the Law of December 6, 2011 No. 402-FZ).
Due to contributions to the charter capital of property of third parties (including real estate intended for placement of retail space)?
Having considered the question, we came to the following conclusion:
Property received as a contribution to the charter capital of an LLC is credited to fixed assets. Moreover, the LLC should not recognize income in connection with its receipt. The increase in the authorized capital of LLC is reflected on the date of state registration of the relevant changes. The accounting entry chart for this case is shown below.
Justification for the conclusion:
The increase in the authorized capital of LLC in accordance with paragraph 2 of Art. 17 of the Federal Law of 08.02.1998 N 14-ФЗ "On Limited Liability Companies" (hereinafter referred to as the Law on LLC) may be implemented, inter alia, through contributions of third parties accepted into the company, if this is not prohibited by the charter of the company. The procedure for increasing the authorized capital of an LLC at the expense of contributions of third parties accepted into the company is regulated by Art. 19 of the Law on LLC.
It should be noted that both money and non-monetary funds, including real estate, can be contributed as a contribution to the payment of shares while increasing the authorized capital of the LLC. The term for making contributions may not exceed 6 months from the day the general meeting of LLC participants made a decision to increase the authorized capital (fifth paragraph, clause 2 of article 19 of the Law on LLC). The fact of contributions by third parties must be documented, for example, by acts of acceptance and transfer of property (second paragraph, clause 2.1 of article 19 of the Law on LLCs, see also the resolution of the Arbitration Court of the Volga Region dated September 11, 2015 No. F06-202 / 15 in case No. A12 -40878/2014, Arbitration Court of the West Siberian District of 09/07/2015 N Ф04-23486 / 15 in the case of N A27-15784 / 2013).
It should be borne in mind that a monetary valuation of a non-monetary contribution to the charter capital of an LLC must be carried out by an independent appraiser and approved unanimously by the general meeting of participants. Such a monetary valuation cannot be determined in an amount exceeding the valuation amount determined by an independent appraiser (paragraph two of clause 2 of article 66.2 of the Civil Code of the Russian Federation, clause 2 of article 15 of the Law on LLC).
Changes in the authorized capital of an LLC through an increase are deemed to have taken place and are valid for third parties only from the moment of state registration (clause 6 of article 52 of the Civil Code of the Russian Federation, paragraph three of paragraph 4 of article 12, paragraph three of paragraph 4 of article 18, paragraph third of paragraph 2.1. Art. 19 of the Law on LLC).
Accounting
Upon the actual receipt of property from third parties as a contribution to the authorized capital, the LLC should not recognize income in accounting (paragraph 2 of PBU 9/99 "Organization revenues"), but the company must reflect this fact of economic life (paragraph 8 of article 3 , Article 5 of the Federal Law dated 06.12.2011 N 402-ФЗ "On Accounting" (hereinafter - the Law on Accounting)).As we understand it, the real estate introduced as a contribution to the charter capital meets the criteria for recognizing it as an item of fixed assets, named in paragraph 4 of PBU 6/01 “Accounting for fixed assets” (hereinafter - PBU 6/01), therefore LLC will have to accept it to be recorded as fixed assets at initial cost, that is, in a monetary value agreed by the founders (participants) of the organization (taking into account the second paragraph of clause 2 of article 66.2 of the Civil Code of the Russian Federation, clause 2 of article 15 of the Law on LLC), as well as taking into account the actual costs of the LLC to bring it in a condition suitable for use use (clauses 7, 9, 12 of RAS 6/01). At the same time, the fact of state registration of the right of ownership to the obtained real estate object does not matter: real estate objects whose property rights are not registered in the manner prescribed by law are accepted for accounting as fixed assets with allocation in a separate subaccount to the fixed assets account (paragraph 52 Guidelines for accounting of fixed assets approved by order of the Ministry of Finance of Russia dated 13.10.2003 N 91н).
According to the Chart of Accounts for Accounting of the Financial and Economic Activities of Organizations and the Instructions for its Application, approved by Order of the Ministry of Finance of Russia dated October 31, 2000 N 94n (hereinafter referred to as the Chart of Accounts and Instruction), to summarize information about the organization’s costs for objects that will subsequently be accepted for accounting accounting as fixed assets, the account "Investments in" is intended. The generated initial cost of fixed assets is subsequently debited from account 08 “Investments in non-current assets” in debit, in particular, account 01 “Fixed assets”.
The following documents will serve as the basis for taking property into account in the situation under consideration:
decision of the meeting of LLC participants on the monetary value of the contribution made in non-monetary form;
report of an independent appraiser on the assessment of real estate transferred to the authorized capital;
acceptance certificate that meets the requirements of Art. 9 of the Accounting Act.
To summarize information on the status and movement of the authorized capital (equity capital, authorized capital) of the organization, account 80 "Authorized capital" is intended. The account balance must correspond to the size of the authorized capital recorded in the constituent documents of the organization. Records on the account are made during the formation of the authorized capital, as well as in cases of increase and decrease in capital only after making the appropriate changes to the constituent documents of the organization (Chart of Accounts and Instruction).
Considering that changes in the authorized capital of an LLC through an increase are considered to have taken place and are valid for third parties only from the moment of state registration of the relevant changes, and also taking into account paragraph 67 of the Regulation on accounting and financial reporting in the Russian Federation, approved by order of the Ministry of Finance of Russia of 29.07 .1998 N 34н, according to which the balance sheet reflects the amount of the authorized (joint-stock) capital registered in the constituent documents as a set of contributions (shares, shares, shares) s contributions) of the founders (participants) of the organization believe that the increase in the authorized capital of LLC at the expense of third parties Deposits reflected in accounting at the date of state registration of the relevant changes.
Thus, in our opinion, in connection with an increase in the authorized capital due to contributions from third parties, the following entries can be made in LLC accounting:
Debit Credit, sub-account "Settlements with third parties on contributions to the authorized capital"
- immovable property was received from third parties as a contribution to the charter capital of the LLC (upon the transfer of the property of the LLC, as assessed by the participants of the LLC);
Debit - reflects the fact that there is no debt of third parties to contribute property to the authorized capital of LLC.
Encyclopedia of solutions. Increase in the authorized capital of LLC;
Encyclopedia of solutions. Increase in the authorized capital of LLC due to additional contributions of participants or third parties;
Encyclopedia of solutions. Accounting for fixed assets received as a contribution to the authorized capital;
Encyclopedia of solutions. Accounting for the receipt of fixed assets as a contribution to the authorized capital.
Answer prepared by:
GARANT Legal Consulting Service Expert
Grafkin Oleg
Quality control response:
GARANT Legal Consulting Service Reviewer
PhD in Economics Ignatiev Dmitry
The material was prepared on the basis of an individual written consultation provided as part of the Legal Consulting service.
Contribution to the authorized capital is the funds contributed by the founders of the organization to carry out business activities. The authorized capital (MC) can be contributed in cash, property, rights of use and represents the amount of assets that the company is responsible to its creditors, and also shows the share of each founder in the common property.
Upon exiting the composition of the business owners, the founder returns the share made by him as an investment. The size of the initial investment is determined by the participants when creating the company and is indicated in the constituent documents (contracts).
Accounting is carried out on account 80 "Authorized capital". An increase is accrued on the credit of the account, and a decrease on debit. The contribution to the authorized capital of the posting forms the credit of the account 75.01 and the debit of the accounts for the accounting of the contributed assets.
Share capital
The minimum amount of capital is established by the Civil Code and laws on business companies:
- for an LLC - 10,000 rubles (Clause 1, Article 14 of the Federal Law No. 14-FZ);
- for organizers of gambling through bookmakers or sweepstakes - 600 million rubles (Clause 9, Article 6 of the Federal Law No. 244-FZ);
- for banks and credit organizations - from 90 million to 1 billion rubles (Article 11 of the Federal Law No. 395-1).
The minimum size of the authorized capital of the LLC should be maintained throughout its activities. If the amount of net assets is less than the authorized capital for more than 2 tax periods, the company must either reduce the authorized capital, and if this is not possible, then decide on liquidation.
The deposit of LLC funds is subject to the following rules:
- 10,000 rubles are paid in cash;
- anything above the minimum size can be entered with property;
- the property must be assessed if the nominal share of the property contribution exceeds 20,000 rubles;
- the term for contributions by the founders is no later than 4 months from the date of state registration.
Formation of the authorized capital: postings
Each founder contributes his share in the period specified in the decision at the establishment, but no later than 4 months from the date of registration of the LLC. If there are more than one founders, accounting records the debt of each of them in the amount of its share.
Example
The co-founders of LLC with declared capital in the amount of 60,000 rubles are three individuals. The shares of participants are distributed as follows: 50% of the capital belongs to individual 1, 20% to individual No. 2 and 30% to individual No. 3.
The accounting entries for the formation of the Criminal Code are as follows:
- Dt 75.01 “Person No. 1” Kt 80 in the amount of 30 000 rubles .;
- Dt 75.01 “Person No. 2” Kt 80 in the amount of 12,000 rubles .;
- Dt 75.01 “Individual №2” Kt 80 in the amount of 18 000 rubles.
Thus, on the credit of account 80, the total value of the share capital in the amount of 60,000 rubles will be formed, and on the debit of account 75.01 the debts of each of the founders will be reflected.
The posting date should be the next day after the registration date of the LLC, the content of the postings is as follows: "The debt of the founder in the amount of his share has been calculated."
Contribution to share capital: postings
Within 4 months from the date of registration of the Company, the founders must contribute their shares. 10,000 can only be paid in money, and amounts exceeding the minimum size of the authorized capital can be paid in with property. Cash is paid to the cashier or to the account of the organization, if it is already open.
Contribution of the authorized capital to the cash desk, postings: Dt 50 Kt 75.01.
Contribution to the current account: Dt 51 Kt 75.01 - when transferring physical persons from the current account or when making payments through a bank branch.
Contribution by property: Dt 01 (04, 10, 41, 58, 66, 76, 97) Kt 75.01 in the amount of property valuation.
When forming the “contribution to the authorized capital through the cash desk” posting, the cash limit and funds exceeding the limit that can be deposited to the LLC’s bank account should be taken into account.
In the process of economic activity, the value of the authorized capital may change by decision of the founders to a greater or lesser extent.
UK increase
A change in the amount of equity capital to a large extent can be made both by decision of the founders and according to the requirements of the law.
The company considers the issue and decides to increase capital in such cases:
- lack of working capital;
- reception of new participants;
- additional issue of shares (for joint-stock companies, joint-stock companies);
- the acquisition of licenses for activities requiring a larger UK.
The source of the increase in share capital will be either the LLC’s own property, or contributions from new founders, or additional contributions from existing members of the company.
Increase in authorized capital, postings:
Reduction of the Criminal Code
Changing the size of the capital in a smaller direction is carried out either by decision of the owners, or at the request of the law. In both cases, this operation is documented by the decision of the general meeting of the founders with the subsequent submission of documents to the registration authority.
Legislation requires a reduction in the size of the Criminal Code in the event of:
- untimely payment by the founders;
- if the value of net assets is lower than the authorized capital, that is, with loss-making activities.
In case of untimely payment of part of the authorized capital, an accounting entry Dt 80 Kt 81 “Own shares (shares)” arises on the part of the unpaid contribution of the founders. The posting date is the day after the expiration of the 4-month period from the date of registration of the LLC.
In case of unprofitable activity, part of the Criminal Code is sent to pay off the loss: Dt 80 Kt 84 “Retained earnings”. The posting date corresponds to the date of the decision to reduce capital to net assets.
Owners make a decision to reduce the size of the capital:
- upon withdrawal of a participant from the LLC and payment of his participation share - Dt 80 Kt 75 “Settlements on contributions to the authorized capital”;
- upon redemption by the Company of a part of the capital shares - Dt 81 “Own shares (shares)” Kt 75.01 “Settlements on contributions to the authorized capital” - with the subsequent cancellation of the repurchased shares - Dt 80 Kt 81 “Own shares (shares)”;
- with a proportional decrease in the share of participants or the par value of shares. The resulting difference may become the Company's income - Dt 80 Kt 91.01 “Other income” or paid to participants - Dt 80 Kt 75.01 “Settlements on contributions to the authorized capital”.
The dates of the capital reduction postings correspond to the date the registration changes were recorded.
Contribution to the share capital: transactions on contribution of property
When creating a business entity, as well as increasing the size of the authorized capital, the founders may transfer their property as a contribution. If the value of the nominal share of the LLC participant that he pays with property exceeds 20,000 rubles, then an independent appraiser is involved to evaluate the transfer.
The postings that are used to pay the property are in the table:
|
Type of property |
Wiring |
Note |
|
Fixed assets (OS) |
Dt 08 Ct 75.01 |
|
|
Materials, goods |
Dt 10 Ct 75.01 Dt 41 Ct 75.01 |
Depending on the purpose of the property |
|
Securities |
Dt 58 Ct 75.01, Dt 76 Ct 75.01, Dt 66 Ct 75.01 |
Depending on the type of securities |
|
Property rights |
Dt 08 Ct 75.01 Dt 97 Ct 75.01 |
Depending on the type of rights |
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