Every businessman has at least once thought about how to reduce the tax rate and what to do to make the organization more profitable. But for this you need to study the laws or seek the services of good lawyers. However, here is the simplest system for simplifying the taxation of the LLC manager if he is an individual entrepreneur.
Who to choose for the role of manager
The manager
of an LLC is not an ordinary employee who is not burdened with statutory or administrative responsibility.
The course of the company and its profit depend on the executive director. By appointing a director to an LLC, the founders cede the reins of management to him. If you are dissatisfied with the policy, refusing the services of a manager will also take a lot of time and paperwork.
However, when choosing an individual entrepreneur as a director, many issues, even with his resignation, are resolved more easily. The main thing is to take into account all the risks and eliminate possible consequences . This is also very convenient if there is only one founder who cannot independently be a director, but also does not want to pay excess taxes.
It is not recommended to open a fictitious individual entrepreneur and hire former directors
of the organization to avoid “salary taxes.
Tax authorities are monitoring, and this trick will quickly emerge, dragging with it all the burdens of the legal process to reclassify the tax system.
Employment
So, we have already found out that the individual entrepreneur does not have a position in the documents (if he is alone or has hired employees). However, there are some peculiarities.
Some entrepreneurs, especially at the beginning of their journey, spend a small amount of time performing the duties of an individual entrepreneur and receive a small income. At the same time, they can get hired as an individual. If the employment is formalized, you will be assigned a position. At the same time, it is not necessary to renounce the previously assigned status and continue to carry out entrepreneurial activities.
Combining hired work and the responsibilities of an individual entrepreneur is not prohibited by law. However, you need to remember that taxes will have to be paid both on wages and on income received as an individual entrepreneur. You now know what the individual entrepreneur’s position is.
Advantages of hiring an individual entrepreneur to work as a manager
The characteristic advantages of hiring an individual entrepreneur as a leading LLC are expressed in several points:
- The entrepreneur pays taxes under the individual entrepreneur and is exempt from penalties under the employment contract. This is undoubtedly more profitable. Since, according to the simplified system, the entrepreneur pays 6% of income and standard contributions to the specified funds. The employment contract obliges you to pay 13% in taxes from your salary and almost 29% to other fund organizations.
- If necessary, the individual entrepreneur bears civil liability (for damage caused, financial losses, penalties) instead of the financial liability of the director. The individual entrepreneur is liable with all available property;
- Possibility of payment for services with payment in a mutually beneficial period (every quarter, once every six months, annually).
Order on the appointment of the head of an individual entrepreneur
The personnel order (order for the main activity) must have a number. It is entered into the registration book of orders.
“Russian Federation” is written on the first line of the document, and “Individual entrepreneur Surname I.O.” is written on the second line.
On the third line, in small print, all the details of the individual entrepreneur are listed (OGRN, individual entrepreneur registration certificate number).
Below on the left indicate the date the document was filled out (with the originating number).
The line below indicates the subject of the order, for example, “On the appointment of a commercial director.”
The following outlines the essence of the order in a business style and without unnecessary details.
A detailed description of the director’s responsibilities is indicated in a document called the “Job Description.”
For example, the text of the order may look like this: “Appoint A.A. Ivanov to the position of commercial director. from March 3, 2020 with a salary according to the staffing table.” After this, the individual entrepreneur signs with the words “Individual entrepreneur Sidorov P.I” and certifies with a seal.
The order comes into force from the date of its signing. The employee begins work on the date specified in the document.
Cons and risks
There are also certain risks associated with managing an individual entrepreneur in the role of a general LLC:
1. If there are appropriate grounds, the tax service may reclassify an individual entrepreneur and impose a device under an employment contract. The regulation of this issue is in the Supreme Arbitration Court of the Russian Federation dated November 12, 2012 under the number VAS-14349/12. The regulations indicate all the reasons for requalification, among them are:
- coincidence of working hours;
- The individual entrepreneur does not show independent activity;
- the company serves as the sole counterparty of the entrepreneur;
- the rights and obligations of the previous general remained unchanged.
It happened that the taxpayer won litigation with the tax authority for re-qualification. However, when building a position, the services are clearly guided by the 4 above points. The presence of at least one of them is a reason for tax authorities to notify about their intentions. 2 points are already a 90% guarantee of transition to another taxation system.
2. The LLC bears administrative responsibility for accepting a disqualified employee into its ranks. You can read the resolution in Article 14.23 of the Code of Administrative Offenses of the Russian Federation. To eliminate such a risk, it is recommended to first check the register on the official website of the Federal Tax Service.
Can an individual entrepreneur have a director?
It is not the director who can conduct business
Each individual entrepreneur with the status of an individual is authorized to perform certain duties of a legal entity. In particular, this means recruiting staff. Some people are interested in the question: can an individual entrepreneur hire someone from outside as a director?
Naturally, a businessman who has registered as an individual entrepreneur is always an independent representative of his own interests. however, if a specific need arises, another person may take over the clerical work.
For example, situations arise when, for personal reasons, an entrepreneur has to leave his own business under the control of a specially hired employee. Let's list these reasons:
- Difficult family situation;
- Parallel management of another enterprise;
- Disease.
Be that as it may, an individual entrepreneur can still have a director. In a particular case, an employee can sign an order of his own appointment, study the current job descriptions, take on specific obligations, as befits an employee, and receive a salary in accordance with the amount specified in the employment agreement.
In most cases, the director of an individual entrepreneur can be an ordinary manager of a specific work specialization. Please note that the position of General Manager cannot be offered to any employee. Decision-making on key issues regarding the direction of the organization’s activities is still made by the person in whom the enterprise is registered. Specific options for management positions are available for salaried personnel. These include:
- Executive Director;
- Commercial Director;
- Head of HR Department;
- Manager;
- Head of a separate direction of development of the organization.
Everyone has the opportunity to select a suitable position for a specific example of organizing the work of an enterprise by reading the provisions of the Unified Qualification Handbook.
How to register an individual entrepreneur as a manager instead of a director
In order to correctly register an individual entrepreneur for the position of director in an LLC, it is recommended to do the following:
- Check with the charter about the possibility of transferring control into the “hands” of one person. Make changes if necessary. And also make sure that it is possible to conclude an internal agreement or bring the issue to the general meeting of founders.
- Hold a meeting discussing the terms of the contract or notify all members in writing with a specific time frame for response.
- Sign the contract. A person with authority or the chairman of the council signs the document on behalf of the Organization.
- Replace the data in the Unified State Register of Legal Entities about the sole management body.
- Provide copies of relevant documents to interested organizations, such as banks.
How to appoint an individual manager
Let's start with the question: is it possible, in principle, to appoint an individual entrepreneur manager instead of the general director?
In theory, art. 42 of the Federal Law “On Limited Liability Companies” provides for the transfer of powers of the sole executive body to the manager. In practice, this is also real (checked by my lawyers): the founders make a decision to change the Charter, in terms of the sole executive body, the changes are registered with the tax office, then the general director terminates his powers, and the individual entrepreneur takes on this burden, which is also registered with the tax office .
