PAO - what is it? PAO: decoding, definition and features of the opening
Before you open your own business, a potential entrepreneur should understand the existing forms of ownership and determine what suits his company. Next, we analyze the PJSC, which appeared relatively recently. PAO - what is it? How to execute documents? Read all about this in the article.
PAO - what is it? Public Joint Stock Company - a new classification of economic activity. Its key differences lie in the openness and transparency of investment processes, the entry of an unlimited number of co-owners and strict regulations of internal corporate processes. This form of activity is preferred by the largest Russian organizations.
PAO - what is it? The concept of a public joint-stock company appeared in civil legislation relatively recently, more precisely in the fall of 2014.It means a form of organization of a public enterprise, where co-owners can alienate shares that are their property. With the advent of PJSC, many large Russian organizations have re-registered, for example, PJSC "Bank Otkrytie".
- unlimited number of co-owners;
- free placement and circulation of shares in the securities market;
- the right not to make money in the authorized capital before registering and opening an account.
PAO - what is it? The concept of "public" implies that the disclosure of information about this type of activity must be complete, as opposed to non-public. This ensures the transparency of the company, which makes the investment process more attractive.
Examples of PJSC in Russia
- PJSC "Bank Opening".
- PJSC "Moscow United Electric Grid Company".
- Branch of Sberbank.
- PJSC "MDM Bank".
- Branch of PJSC "MOESK" and others.
Public or non-public activities
In simple words, a public joint-stock company is a former joint-stock company, and a non-public one is in the past a joint-stock company, but this is an overly simplified definition. Consider what rules are used in the new classification of concepts in relation to companies of different legal status:
- A characteristic feature of PJSC is an open list of potential shareholders, while a non-public joint-stock company cannot sell its shares at public auctions.
- According to the law, PJSC must have a clear gradation of issues that relate to the area of responsibility of the members of the board of directors and are determined for discussion at the shareholders' meeting. Non-public activities are more independent. Here the collegial governing body can be changed to an individual one, and other reforms can be carried out in the work of the governing bodies.
- All resolutions adopted at the general meeting, as well as the position of PJSC participants must be confirmed by representatives of the register holder organization. NAO can solve this issue with a notary.
- In a non-public joint-stock company, it is possible to include in the articles of association or a corporate agreement the clause that when selling shares a preemptive rightthere isfrom existing shareholders and only then from others. In PAO this is unacceptable.
- All corporate agreements entered into by PJSC must undergo a disclosure process,while in the NAO it is sufficient to notify about the conclusion of an agreement, the contents of which may be confidential.
All actions for the repurchase and circulation of securities under Federal Law No. 208, ch. 9, not applicable to non-public joint-stock companies.
PAO. Opening a legal entity
The registration process and the entry of data on PJSC into the state register is carried out in accordance with the legislation of the Russian Federation. The peculiarity of this legal entity is that when it is registered it is not required to provide the Charter of the company, the action takes place on the basis of a constituent agreement. The criteria for this document are governed by article number 52 of the Civil Code. And also, for the formation of PJSC, the share capital is required, the maximum and minimum limits of which are not specified.
The list of documents for registration:
- Photocopy of the memorandum of association, witnessed by a notary.
- Agreement confirming the right to use the legal address.
- Photocopies of TIN and passports of all shareholders.
- Payment order or check confirming payment of state duty and other registration costs.
Writing a statement does not stand out in any way.On the official portal of the Federal Tax Service of Russia are presented for review all the samples. The basic requirements are that the application must be filled out manually in block letters or on a computer without errors, typos and corrections. And the attached documents must be compiled in accordance with established standards, otherwise the registration will be refused.
Important! All documents should be numbered and stitched.
PJSC, which was opened, among the shareholders may have SPD and companies engaged in commercial activities. For the organization and registration of PJSC requires the formation of a memorandum of association, the most important points of which are:
- Name of the institution in full or in abbreviated form, the use of abbreviations and foreign words is allowed.
- Full legal address.
- The sequence of activities.
- Contributions, their total amount.
- Formed share and contribution for each partner.
- The plan for making an entrance fee is fixed.
- Responsibility for non-compliance with the terms of the foundation agreement is determined.
In addition to the key provisions in the agreement:
- the execution of common activities is regulated;
- prescribed rules for the organization of the property complex;
- established principles for the performance of the stipulated activity;
- rules for the separation of income and expenses;
- spelled out the conditions of acceptance and withdrawal from the PJSC.
Step by Step Registration Instructions
Due to the fact that most of the processes of registration of a legal entity in our time is optimized, you can issue a certificate in a short period, not more than three days from the date of submission of documents to the authorized bodies. To register and get the details of PJSC, you need to perform a few simple steps:
- Name. Selection of the original name for the organization.
- Legal address. It is necessary to resolve the issue with the purchase / rental of premises for registration of the legal address.
- Field of activity. Choosing a business direction and establishing it in the OKVED system.
- Determining the amount of share capital.
- Protocol on the establishment of PJSC.
- Preparation of the constituent agreement based on the scope of activities.
- Application for registration of PJSC.
- Payment of state duty.
- Applying for a simplified tax system (if necessary).
- Transfer of a package of documents to the FMS bodies and receipt of a receipt for their acceptance by employees.
Cost of registration
In most cases, when registering a new organization, the founders do not have available funds, and therefore try to save on everything. The main question for startups is how much it will cost, if:
- use the help of specialists;
- act independently.
There are two sides to a single cost saving problem. When applying to professionals, the costs for registration will certainly increase, but when concluding an agreement to provide legal services, the company's clients receive a full guarantee of the quality of the services provided. In addition, in the future, such services will be important for a representative company.
- An integrated approach - from 8 to 12 thousand rubles.
- State registration fee - 4 thousand.
- Formation and certification of the constituent agreement - from 300 to 600 rubles.
More lucky for those who have a lawyer among the founders.In this case, you can save on registration and registration, then it remains to pay only the state fee and a small amount for notarized documents.