What will be the consequences for the first persons of the LLC who left the company
Liquidation of a company is a complex and lengthy process that can take from several months to a year and requires a lot of effort or money. It will require multiple appeals to the tax service, notifications through the media about the imminent liquidation, the formation of liquidation balances, etc.
Therefore, business owners sometimes simply abandon the organization, hoping that after a certain time, the IFNS itself will liquidate the inactive organization for free. For example, reports are not submitted to regulatory authorities, accounts are closed, employees are settled and directors are dismissed – they leave the company. In turn, everything is much more complicated and such actions will entail serious troubles.
Consequences if you quit the company
Next, we will analyze what risks will arise for business owners and their managers.
Disqualification of LLC participants. The participants and the head of the liquidated LLC will be disqualified. Provided that the company has debts to the budget during liquidation, then its participants in the share capital of more than 50% and the head will be banned from re-registering the LLC and participating in its management.
Tax liability. Despite the fact that the organization actually exists only in the Unified State Register of Legal Entities, it is still required to submit reports to regulatory authorities. If the company does not submit reports, then fines will be imposed on it from the Federal Tax Service and the Social Fund, as well as Rosstat, if statistics reports are not submitted.
Forced bankruptcy. If the company remains in debt, then there is such a possibility that the tax service, as well as the company’s creditors, may apply to the court in order for the company to be declared bankrupt. At the same time, even if an inactive organization was liquidated, which was conducted by the Federal Tax Service, creditors can challenge this. In this case, the liquidation will not be recognized and the company will be restored to the Unified State Register of Legal Entities.
Administrative responsibility. There is also a possibility that the director and the chief accountant may be brought to administrative responsibility for the fact that accounting and tax reports were not submitted. In this case, a fine will be imposed on both the company and its director or chief accountant.
Bringing to subsidiary responsibility. When an organization is declared bankrupt, its director may be held vicariously liable, which means transferring the LLC’s debts to him.
Compulsory liquidation by the decision of the Federal Tax Service
The tax service can carry out the process of liquidation of a company that was abandoned if the following conditions are met:
– if there were no movements on the accounts in the bank accounts of the organization;
– reporting has not been submitted within the last 12 months.
At the same time, if at least one of the above conditions is not met, then the tax service will not be able to liquidate the organization.
When information about the company is removed from the Unified State Register of Legal Entities, it will mean that this is the process of liquidation of the company. Note that there are differences among companies that were liquidated due to abandonment and due to unreliability of information. For example, the Ministry of Finance allows creditors to write off bad debts if the company was liquidated due to abandonment.
If it was excluded from the Unified State Register of Legal Entities due to the unreliability of the data entered into it, then it can no longer be done (letter of the Ministry of Finance dated 07.02.2020 No. 03-03-06/2/7955 ). It is worth noting that the tax service can carry out the liquidation process for years and in the future this may not affect the reputation of the business owner in the best way.
Also, the owner of the company will face difficulties when he gets a job in a managerial position, civil service, obtaining a loan, registering a new company or sole proprietor, etc.
