How to conduct a joint business. Joint business: advantages and disadvantages

IP stands for "individual entrepreneur". According to the legislation of the Russian Federation, an individual entrepreneur is an individual registered in statutory order and carrying out entrepreneurial activities without forming a legal entity.

Entrepreneurial activity is considered to be an activity aimed at the systematic extraction of profit. Thus, based on the meaning of the definition, we can say that IP cannot be opened for two.

An individual entrepreneur is an individual, that is, one person, and not entity, not a team. What do two people who want to do business together do?

In Russia, there is an idea that registering and operating as an individual entrepreneur is easier and more profitable than creating a legal entity. However, this is not quite true. We will assume that “registering an IP for two” implies joint management business. In this case, there are several options for its design. Let's consider them sequentially.

Option 1. Register one of the participants as an individual entrepreneur

In this case state registration as an individual entrepreneur will pass only one individual. At the same time, the second person can informally invest money, participate in business management.

This is what many entrepreneurs do, believing that in this case it will be possible to save significantly on taxes, accounting, application cash register equipment, availability of a bank account, etc. Whether such savings will really be profitable depends on many indicators - the activity entrepreneurial activity, its types and other moments.

More important issues, in terms of two-person participation in the business, are not petty savings and ease of registration, but guarantees of security and financial responsibility of the participants. In the case of registration of one individual entrepreneur, the participant who is officially registered has all the rights to the business, and in the event of a quarrel or the need for separation, problems may arise. By law, the second participant does not have any rights to a share in the business and it will not be possible to prove his participation in it.

As practice shows, this way of doing business is chosen by relatives or close friends who trust each other and are not afraid that one of them will deceive a companion. However, everything happens in life, close relatives also quarrel.

How to protect yourself in this case? The only option may be a loan agreement between partners, as individuals. That is, the contribution of an unregistered participant is confirmed documented as a loan to a registered participant.

Receipts must be kept. This will help to return the money in case the relationship deteriorates. But even such loan agreements and receipts will not be able to fully compensate for the costs of organizing business activities incurred by an unregistered participant. It should also be remembered that a business participant registered as an individual entrepreneur also bears certain risks that will not affect an unregistered participant.

For example, if the business turns out to be unprofitable, the individual entrepreneur will pay debts within ALL of your property, which will take into account real estate, car, etc. Such risks will not affect the one who participated in the business unofficially. Thus, the described way of doing business for two can be risky and unprofitable for both parties, both a registered participant and an unofficial one.

Option 2. Both participants are registered as individual entrepreneurs and conclude a simple partnership agreement with each other

This option is detailed in Civil Code RF (Article 1041). A simple partnership agreement is also called a partnership agreement. joint activities and involves the association of two or more persons to conduct joint business or other activities without forming a legal entity.

A prerequisite is that both parties are individual entrepreneurs or commercial organizations. In the event of the formation of a partnership, both individual entrepreneurs determine the amount of the contribution to the common cause, including property, business reputation, professional skills and knowledge, etc. The material assessment of the contribution of each participant is determined by agreement of the parties.

What are the benefits of such a combination:

• Both individual entrepreneurs are full participants in the joint business
• In case of termination of joint activities, each individual entrepreneur can act independently
• Profit from common affairs is distributed in proportion to the contribution

However, there is also minuses. Each individual entrepreneur will be required to maintain separate accounting records for independent activity and activities within the partnership. Reporting is also carried out in two areas of activity. Without going into the details of accounting and taxation, we note that such business management can create certain difficulties, especially for inexperienced entrepreneurs who are not yet familiar with all the intricacies tax reporting.

Option 3. Formation of an LLC

In many cases, registering an LLC will be the best option for running a joint business.

Firstly, only LLCs have the right to carry out certain types of activities (for example, the sale of alcohol).

Secondly, the registration of an LLC allows you to register in the constituent documents the share of each founder in authorized capital and the distribution of profits between them, which means that it will protect each participant from a legal point of view.

Thirdly, LLC members are responsible under the obligations of the company only within the share in the authorized capital. The procedure for registering an LLC is somewhat more complicated than registering an individual entrepreneur and includes the mandatory preparation constituent documents and the decision to establish an LLC, it is also necessary to open a current account and make a seal. However, for participants in a joint business, such an organizational and legal form is still more attractive and safer.

Opening an LLC will not be much more expensive than registering an IP. And in an LLC, you can save on paying taxes, on a bank account, and at the same time get a safer and more solid organization.

Doing business as a sole trader is beneficial only if the entrepreneur is truly "individual", that is, operates independently at his own peril and risk.

As a conclusion

If it is supposed to conduct a business together, then it is necessary to initially correctly draw up and register it in the manner prescribed by law. This may require a little more physical investment, but it will protect each participant in the event of an unforeseen situation, such as a quarrel, a crisis, or a desire to close the case.

The business options described above each one is good in its own way. Detailed description the pros and cons of an IP partnership or LLC is not the topic of this article, but this information should also be studied before deciding to organize your own business. In the case of an honest and fair initial organization of the business, it will be easier and more peaceful for each of its participants to work.

Starting a business and running it requires large financial, physical and moral costs, and this process is also associated with numerous risks. That is why many businessmen are thinking about finding business partners. This article discusses the essence of a business organized jointly, its pros and cons.

Theory

Any entrepreneur at the very beginning of his journey always needs funds, as well as additional help. Many of the start-up entrepreneurs resort to the possibility of connecting additional owners to their business, regardless of the idea of ​​\u200b\u200ba joint business. Most often these are friends, relatives and other close people, but sometimes businessmen attract people from outside. This happens in cases where you need not only financial aid and experience and skills in a particular area.

pros

Among the advantages of a joint business, one can single out the division of labor and the combination of financial opportunities. Even in a small business, an entrepreneur has a lot of different problems and issues that need to be addressed, sometimes there is not enough time and energy for everything, and you need a person who is just as interested in business development as you are. An additional plus is the skills and experience of a business partner, as well as fresh non-standard ideas. In Russia, one of important points, which should be given special attention, are connections. The appearance of a partner for a joint business in your business will allow you to gain additional connections and acquaintances.

Minuses

At the very beginning of your entrepreneurial journey, most likely, all your profits will return back to your business. At this stage, it seems to many businessmen that the business does not bring any benefit, and also that the partner works worse than he does and invests less effort, money and time. It is at the initial stage that business most often breaks up.

by the most important element finding a business partner is a quality relationship. In half of the cases, the reason for termination common business is the wrong choice of partner. Many people select co-owners on the basis of family or friendship. However, when it comes to money, it often turns out that friendship is not strong enough, and family relationships can collapse at the first disputes on any issue. The grasp and interest of a partner are no less important than trust, on the basis of which we make a choice in favor of relatives. If you have already decided on the need for a partner for your business, you must determine the qualities that your future co-owner should have. It is important to take into account both character traits and knowledge, as well as possible material investments of the partner.

Separation of shares

In organizing a joint business, it is necessary to immediately identify the partners' shares in responsibilities, as well as in making a profit. These are very important questions and so that disagreements do not surface at a later period. To do this, they need to be discussed at the very initial stage. Most often, the business is divided in half. However, a business must always have a lead owner. In the case of a 50/50 division in the process of activity, disagreements may arise on the further development path that cannot be resolved, since each owner has the same rights to this company.

Investments

In any investment is always required. When doing business with a partner, it is always important to clarify how much money each is willing to invest. Otherwise, a situation may turn out in which one of the partners has invested much more than the other, and the profit is divided equally.

Where and how to find a partner?

You can search for a partner among your acquaintances and friends. Surely among your environment there are people with similar interests who will be interested in your idea and who are ready to support your endeavors. You can also find a suitable colleague for yourself in various forums and conferences, according to your field of activity. Today, a lot of business conferences are held, both online and in real time. At such meetings, various training seminars and trainings are held, during which communication between the participants takes place. The best thing about this option is that you can find a partner among more experienced participants, and perhaps even among teachers. per century information technologies it became possible to search for colleagues via the Internet. Now there are many specialized portals for finding a partner for a joint business. Some entrepreneurs even find members on bulletin boards.

Organization

First of all, in order to organize a joint business, you and your future partner need to discuss all the main points and ideas for your business. It is very important that the understanding of your future enterprise coincides with that of a colleague. Otherwise, even if at the beginning of your journey your interests coincide, at the end they will still diverge. It is also important to consider whether you are creating a business from scratch or a ready-made business, and the second participant simply buys out the share. This determines the distribution of shares and responsibilities of each of the owners.

Form of organization

When starting a business, all entrepreneurs face a choice organizational form in which it will exist. When conducting joint activities, businessmen most often choose the form of IP or LLC.

The choice of IP is due to the ease of registration, as well as accounting and taxation. But at the same time, the entire enterprise is documented for one person, and the second is the unofficial owner. This option is not very practical, due to the fact that the second owner does not have any documentary rights to the business and is built only on full trust. In the event of disagreements or any questions regarding the further movement of the business, one partner has a great advantage over the second, and in case of dishonest relations, he can simply "throw" the partner and take the entire business into sole ownership.

In the case of an LLC, the enterprise is formed with the participation of both partners, and their shares and rights are distributed according to their own agreement. This option is the most acceptable, since in this case the rights of both participants in the joint business are protected. Also, the advantage of organizing an LLC is completely transparent financial system for any participant, which is especially important if there are more than two of them. Among the shortcomings of this form, one can single out the complexity of maintaining an accounting system and the complexity of design.

Outcome

IN modern business It's pretty hard to survive alone. A competent and reliable partner who will take on some of the responsibilities and risks present in any area will help you not only maintain your business, but also give an additional impetus to development. But you need to remember the basic tips for finding and organizing a joint venture, as well as the basic rules of business.

14May

Hello! In this article we will talk about the forms of joint activity of individual entrepreneurs.

Today you will learn:

• How can individual entrepreneurs unite for joint profit;
• How to draw up an agreement between the participants of the activity;
• when merging.

How can SPs merge?

There are several forms of such joint activity:

• One individual works, and several more partners work unofficially with him;
• simple partnership;
• Joint work of IP and LLC.

The first case is the most unreliable and can become a reason for disagreement among the participants in a voluntary union. One individual entrepreneur has an official status, is registered with the tax authority as a taxpayer. Other allies officially cannot participate in this IP in any way, since an individual entrepreneur, by law, includes only one individual.

It turns out that all the profit belongs to the owner of the business, and in case of any disagreement, the rest of the participants may be left with nothing.

To prevent this from happening, loan agreements are usually drawn up. Those participants who have contributed to the development of the company draw up a loan for the contributed share in relation to the IP itself. The profit received by the company is distributed among all participants in proportion to the contributions.

Most often, this form of cooperation between individual entrepreneurs and individual found between close relatives. Unfamiliar faces are unlikely to decide to engage in this form of business.

At the same time, the owner of the IP is officially engaged in all the affairs of the company, he also submits reports to the tax authority. The remaining members of the union can only help in current activities.

This form of cooperation is the least common. Let's talk about other types of unions in more detail, since they are much more common in everyday life.

Create a partnership

A simple partnership is a form of association of several individual entrepreneurs. This is a beneficial cooperation that allows the parties to the agreement to unite own resources and point them in the right direction. Since there is more capital and property in the event of a merger, it is possible to make more big deals, which are not allowed for one IP.

When forming a partnership, each of the participants contributes its share to the development of the joint business.

She can act as:

• Money;
• Some property (for example, you have your own office that you want to transfer for the purposes of the partnership. This also includes cars, equipment. If you, then you also have the right to offer it to the newly-made union for profit purposes);
• Useful acquaintances (if there are influential people in your environment who can contribute to development, feel free to tell the new partnership about it);
• Skills and knowledge (do you know the algorithms for compiling accounting entries or are you well versed in vehicle repair? Then you can apply your skills for their intended purpose).

All profits that the IP association receives are distributed among the participants within the limits of their initial contributions. This means that the resulting profit is immediately divided by the number of participants.

Depending on what condition for the distribution of income will be spelled out in the agreement between the allies, the profit can be divided equally or within the agreed limits.

If the partnership for some period of time worked at a loss, then it will be distributed among the participants proportionally. That is, each partner risks his own property within the limits of his contribution.

Each member of an association consisting of several individual entrepreneurs has the right to represent the interests of the partnership. He can conduct transactions, appear in court or make purchases of goods.

IP joint activity agreement

This agreement is a simple partnership agreement, you can use it and modify it to suit your needs.

• Download contract

We open LLC

Several IPs (at least two) can. This is a more serious and responsible form of pooling your own contributions. is liable only for the property of the company. personal property, vehicles, cash and other property does not participate in the life of the association.

When creating an LLC, a constituent assembly of participants appears. It also accompanies the activities of society throughout the entire time of existence. Any decision is made only by such a meeting.

As a result of the meeting of all the founders, a certain decision is made, which is entered in. This document is stored in the organization and may be required for both the tax authority and banking institutions.

All possible activities of two or more individual entrepreneurs in the created society are specified in. Here the association itself is prescribed. By law, it cannot be less than 10,000 rubles. An LLC can have up to 50 members.

The work of the society is built on the common contributions of the participants. Unlike IP, and. LLC is considered the most reliable partner in transactions, and therefore it is trusted by a significant number of counterparties than individual entrepreneurs.

Opening and maintaining an LLC is a rather costly process. However, this form of association allows you to expand the boundaries own business and reach a higher level. It makes sense to create an LLC if there are several applicants and they are going to conduct large-scale production.

Can sole proprietors and LLCs interact?

There are frequent cases when an alliance is concluded between an individual entrepreneur and society. Let's say you are an entrepreneur on favorable conditions, but understand that doing business on your own becomes burdensome for you.

If you have familiar founders from an LLC who can use your premises, then drawing up an agreement will be beneficial to both.

Joint activities of IP and LLC are accompanied by the conclusion of an agreement for a specific period of validity. In this case, the IP acts as a partner of the LLC and has the right to profit from joint activities. This form of cooperation will be in the nature of a simple partnership. In the considered case, the IP contributes its right to rent as a share.

The agreement between the members of the union outlines all parties to the transaction and highlights the profit of each member. Such an alliance has a beneficial effect on the development of IP. If you interact with an LLC as an individual entrepreneur, then your business will go uphill in case of favorable events.

We take into account the nuances in the agreement

In any form of joint activity of an individual entrepreneur, it is necessary to competently conclude an agreement between the participants of the union. Mandatory indication of even the most insignificant conditions will avoid difficulties in further activities and clearly delineate the scope of rights and obligations of all partners.

The agreement must include:

• The volume and content of the share of each participant (it is necessary to indicate the contribution of partners and the percentage that it makes up of the common property (future profit) of the partnership);
• A clause stating that the contributions made are joint shared property;
• Ways to cover losses by each participant;
• Contract term;
• Responsibility of the parties (you can include a line indicating that if the partnership incurs losses due to the unsuccessful actions of one of the participants, then the latter will cover the costs);
• The rights and obligations of each business partner;
• Item about respect for the property of the association.

The rights of members of an association usually include:

• Free access to the property of participants;
• Familiarization with financial statements;
• Carrying out transactions on behalf of the partnership;
• Getting income.

Reporting to the tax

If several individual entrepreneurs are combined into a simple partnership, then it is necessary to take into account in the reporting the financial flows of such a partnership and the movement of capital, affecting only a particular individual entrepreneur.

This is reflected in the income and expense ledger. It must be conducted in such a way that at the end of the reporting year it is clear which flows relate to joint activities, and which ones appear in the activities of the IP itself.

Moreover, each member of the association will have its own book. General reporting is not allowed.

This is important for a possible audit from the tax authorities. If there are any inaccuracies or discrepancies in the book, you will need to provide supporting documents. If there are none, then penalties will be applied to entrepreneurs, additional tax payable and, accordingly, penalties for late payment will be charged.

For those entrepreneurs who practice, the creation of a partnership is not allowed by law. The same applies to those who apply "Income" with a tax of 6% of profits.

Such restrictions are connected with fraud among entrepreneurs in the past. Individual entrepreneurs deliberately underestimated their own income and paid minimal taxes to the country's budget.

Paying is also important to consider. Those individual entrepreneurs that are on the simplified tax system, as a rule, do not pay VAT. However, when concluding an IP agreement with an LLC, you need to be careful.

Above, we described the case when an individual entrepreneur rents premises and is ready to enter into an agreement with an LLC. The individual entrepreneur himself should not pay VAT on rent, but when concluding an alliance, the individual entrepreneur must continue to manage the lease. Otherwise, the tax authorities may regard this fact as a sublease, for which you will have to pay VAT.

Being an organizer of joint purchases is a business. In 2013 tax service recommended that such entrepreneurs register as individual entrepreneurs and make a profit legally.

In 2018, small organizers may be recognized as self-employed citizens. Changes in the tax code are now being discussed in the Government of the Russian Federation. If Joint purchases will be included in the list of self-employment, the organizers will be able to work legally on an inexpensive patent without hiring employees.

While there are no changes, register as an entrepreneur. From this article you will learn what form of taxation to choose for a novice individual entrepreneur, what to take on the first visit to the tax office and how to make the business as profitable as possible for yourself.

IP registration: how much money do you need

Opening an IP costs 800 rubles. This is the size of the stamp duty. You can pay it online or at any bank. There is no commission.

Sberbank allows you to pay the state duty around the clock at an ATM in cash or by card. To do this, use the "Payments" item of the ATM start menu and follow the instructions. The system will ask for your passport details, TIN and details of the local tax office. Get to know them ahead of time.

Checks issued by Sberbank can be brought to the tax office instead of a payment receipt. If you use the services of another bank, there is a service on the website of the Federal Tax Service that will allow you not to enter data manually.

How to generate a receipt

IP registration: where to go and what documents to take

You can register in three ways: bring an application in person to the tax office at the place of registration (if you do not have a residence permit in your passport, check with the Federal Tax Service on how to register at the place of residence), submit documents through the MFC or, if you are the owner of the certificate electronic signature, use the internet.

What documents are needed to register a sole proprietorship

• Copy of all pages of the passport. If you take the original with you, duplicates will not have to be certified by a notary.
• Application form R21001. It can also be generated automatically through the program developed by the Federal Tax Service, which you need to download and install on your computer.
• Receipt for payment of state duty. If you paid online, get it at the bank.

IP registration: which codes to choose

OKVED codes ( All-Russian classifier species economic activity) - the types of business that you plan to do. To specify the correct data in the application, first decide on the principle of working with clients. The same principle will help you choose the tax base - the amount of which you will pay part of the state.

If you are going to work under a standard sales contract without specifying the amount of the markup in it, then you will be considered seller. By offering your services as an intermediary between the online store and the buyer for a predetermined fee, you become agent.

OKVED codes and their meaning

IP registration: what then

Registration takes 3 working days. After that, you will receive an extract from the register individual entrepreneurs(EGRIP). Being included in this list means that you have responsibilities. From the date of registration, you must do insurance premiums to the pension fund (PFR) and the fund of the compulsory medical insurance system.

The amount of these payments depends on the form of taxation. Decide on her first.

What taxes does a sole proprietor pay?

When registering an individual entrepreneur, by default it falls into the general taxation system. This is an unprofitable and inconvenient combination of personal income tax, VAT, property tax and other fees. The system requires monthly financial reports and flies a pretty penny even with zero income.

To change the tax system, you need to apply within 30 days. It is advisable to do this right at the time of registration of the IP, so as not to forget and not wait until next year.

It is better to switch to the simplified taxation system (simplified taxation system). “Simplified” is a relatively easy tax burden for a novice entrepreneur, since the system is designed specifically for small and medium-sized businesses with an annual income of less than 150 million rubles.

Depending on the type of simplified tax system chosen, the rate and amount of tax will be different.

How to reduce tax

"Simplified" allows you to reduce tax on the amount of insurance premiums. Deductions are fixed only for entrepreneurs on the simplified tax system who do not have employees.

In 2017, their amount is 27,990 rubles, the payment deadline is until December 31 of this year. If you did not register at the beginning of the year, the amount will be less - calculate how many months you are in IP status, and multiply the result by 2,332.5 (this is the twelfth of 27,990 rubles).

With income over 300,000 rubles per year, 1% of the amount above this bar will be added to the contribution. For example, if you receive 325,000, the contributions would be: 27,990 + 250 = 28,240, where 250 = 25,000 × 1%. The entrepreneur must pay an additional one percent of the contribution no later than April 1, 2018.

With the quarterly payment of part of the insurance premiums, the tax under the simplified tax system will decrease by the amount paid in the tax period. That is, if in the first quarter of the year you pay a contribution of 5,000 rubles, and the tax (advance on the simplified tax system) for this period is 15,000 rubles, you will need to pay only 10,000.

How to open a bank account profitably

An individual entrepreneur cannot conduct business settlements through a regular bank card. The Central Bank of the Russian Federation determined this in 2014. You will need a checking account. Its maintenance is more expensive than the maintenance of an individual's account, and the bank charges a commission for cash withdrawals. However, a checking account provides a businessman with a number of advantages.

What is a good checking account

• Allows you to quickly pay all non-cash bills and taxes without claims from the bank and the Federal Tax Service.
• Does not require special reporting.
• Account maintenance expenses can be indicated as expenses under the simplified tax system “Income minus expenses” and reduce the tax base.

When choosing a bank, pay attention to the cost of maintaining an account, the availability of an Internet bank and working conditions: the rules for transferring funds, the time for making payments and the size of the commission. There are profitable offers on the market that allow you not to pay for its maintenance for the first six months and with zero profit.

What to remember

• It is necessary to register as an individual entrepreneur. Without it, your work will be illegal.
• You must register where you are registered. You should take your passport and a copy of it, a standard application and a receipt for payment of the state duty to the office.
• The most convenient taxation scheme for individual entrepreneurs is “simplified”. It has 2 forms: "Income minus expenses" and "Income". The choice depends on the type of work of the entrepreneur.
• Study the offers of banks before opening a current account. Then you can save tens of thousands of rubles on servicing your card.
• An individual entrepreneur has responsibilities: taxes, pension contributions and a contribution to the compulsory medical insurance system fund. Make insurance premiums in installments to reduce tax.
• It is impossible not to pay taxes and contributions. This is punishable up to a criminal case.