“Decision of the Federal Tax Service of Russia on suspension of state registration”

Where it all started

It is no secret that for many years changing the address of a company’s location has been one of the most common ways to evade the GNP and desk audits when refunding VAT.
This “cunning move” helped delay inspections to make it impossible to collect arrears, and hide activities involving participation in tax evasion schemes or cashing out funds. Therefore, tax authorities have been struggling for a long time with fictitious migration of a legal address, using various control tools and complicating procedures.

In this struggle, the turning point was the adoption by the state at the end of March 2015 of Federal Law No. 67-FZ, which significantly changed the provisions of Article 17 of the Law “On State Registration” No. 129-FZ of 08.08.2001.

From this moment on, the registration authority was given the right to verify the accuracy of information included in the Unified State Register of Legal Entities when inspectors had reasonable doubts about their accuracy. At the same time, the registration authority was also given the right to make a decision on suspending state registration until the end of the inspection, but for a period of no more than 30 days. Identification of the fact that the specified information is unreliable based on the results of the inspection is grounds for refusal of state registration.

What to do if suspension occurs

The state registrar who made such a decision is obliged to notify interested parties about this. The notice also indicates the reasons why the decision was made. The notice may be given to the parties to the transaction or may be sent to them by mail. Letters take a long time, and there are no restrictions on telephone messages. Therefore, you should ensure that if such a decision is made, you are notified immediately.

Having received a notification, the first thing you need to do is understand the reasons why the decision was made. Only after this will you be able to draw up the necessary action plan for yourself.

If there is anything you do not understand, do not hesitate to contact the registrar for clarification. This can be done in person or by telephone, the number of which must be indicated in the notification.

The registrar himself usually suspends the process for 1 month; if this period is not enough for you to eliminate the reasons, you should write a statement and extend the suspension to 3 months. This is the maximum period, and further registration will be refused.

Next, you need to decide on who and how should deal with eliminating the causes of suspension. If the notification indicates that the reason is a delay in the receipt of documents from government agencies, then there is a chance that everything will be resolved without your participation. However, the amounts at stake are extremely large and it is not worth letting the process take its course. If you can eliminate the reasons yourself, then do it immediately. Submit the missing papers, having previously received them from other authorities, if required. Pay the government duty in the prescribed amount. If your payment was for a smaller amount, pay extra. If the money is stuck between banks, either resolve this issue urgently or pay a new fee, you will deal with the banks later.

Do not let such an important matter take its course, understand the established period of suspension and inquire in advance from the registrar about the receipt of papers from other government bodies. Perhaps your personal intervention will help speed up their receipt.

If you want the registration of real estate rights to be completed, and there are obstacles to this, it is you who should first of all deal with eliminating these obstacles.

Note!

Usually decisions to suspend the registration process are made when people do it themselves. Lack of knowledge in legal matters and lack of relevant experience can lead to many mistakes. This can be easily avoided if you initially involve an experienced lawyer in concluding a real estate transaction. This is exactly what we advise everyone to do.

If the obstacles to completing the registration are not eliminated within the time period established in the notification, the state registrar will make a decision to refuse registration. The paid fee in this case is not refunded. Half of the fee can be returned if the documents are withdrawn from registration before the refusal is issued.

If state registration of your rights is impossible, then you will have to make decisions on terminating the transaction and returning funds paid with the seller privately or in court.

Elimination of grounds

Having received a notification from Rosreestr and established the reason for the suspension, it is necessary to begin eliminating the violations. The following actions may be required:

production of new boundary or technical plans if errors and inconsistencies are identified in the initially submitted documentation;
elimination of registry errors, including regarding border coordinates;
proper execution of powers of attorney for representatives of the parties;
removal of bans, arrests and encumbrances through the court or the FSSP;
changes to contracts if violations of the law are revealed;
submission of missing documents.

To eliminate the reasons for the suspension of registration of property rights and continue the procedure, contact our company. Our specialists know what points registrars pay attention to and how to quickly remove claims from the registry office.

Appealing the decision

A complaint about the suspension can be filed with the court or with a higher official of Rosreestr. Possible reasons for appeal:

if Rosreestr delays registration of property rights without issuing a notice or returning documentation;
if the registrar does not indicate one of the grounds under Art. 26 of Law No. 218-FZ;
if the official of the Registration Chamber did not justify the reasons for his decision;
if the suspension was issued in violation of other provisions of law.

Often, only professional specialists in the field of real estate, cadastre and construction can check the illegality of the suspension.

When preparing a complaint, you need to describe in detail the essence of the violations, provide references to legislation and judicial practice. Consideration of complaints is carried out openly, i.e. the applicant will be notified of the place and time of the hearing. If the complaint is found to be justified, the notice will be cancelled. After this, the registrar is obliged to resume the procedure and register the rights.

To eliminate the grounds for suspension, it may be necessary to prepare new technical or boundary plans.

Suspension in Rosreestr. What is examination, preliminary, legal analysis of documents and why are they needed?

To protect yourself from the risk of suspension or refusal of registration, seek a preliminary, legal examination of the documents. Our company’s experts have many years of experience in interacting with Rosreestr. We will check whether all the necessary papers have been collected, whether they are completed correctly, and whether there are any reasons why registration may be denied. Preliminary examination is a good way to minimize the risks of registration suspension. actions and receiving a refusal from Rosreestr.

Result

What were the results of this innovation?
Already in 2021, registrars and tax officials recorded a statistically reliable and significant decrease in migration flows both within one subject and between regions. Most “purchased” legal entities. addresses previously used for fictitious migration turned out to be unsuitable under the new conditions and did not withstand even superficial checks. This led to the fact that unscrupulous taxpayers were forced to turn to other ways to solve their problems. On the one hand, the Federal Tax Service could celebrate a victory: fictitious migration has been practically defeated and there is more order in the state. On the other hand, as soon as the provisions of No. 67-FZ came into force, this led to great difficulties with changing legal entities. addresses from reputable companies. The “stop migration!” tax trend, aimed against fictitious relocations of unscrupulous companies, has transformed into a problem for real and conscientious taxpayers.

Example from practice. Lately, clients have been turning to us with situations that look like a carbon copy: they have submitted documents to register a change of address a couple of times, and each time they have been refused according to the notorious clause. "r" clause 1 art. 23 of the Law “On State Registration”:

the registration authority has confirmed information about the unreliability of the documents submitted to the registration authority.

At the same time, renting office space from clients in an A-B+ class business center is real, the head of the organization is a respected person, indeed, a “real” director. The owner of the rented premises is always in touch during business hours, and his personal contacts are indicated in the lease agreement and cover letters. It often also happens that clients have already moved to a new office and there, in the new office, there are always employees ready to receive an inspector for an inspection. But no one comes to check, and they continue to issue refusals... Imagine for a moment yourself in such a situation. Problem? Even some…

Grounds for suspension of registration of property rights

In what cases can the state registration of a right be suspended by decision of the state? registrar? The list of these cases is quite large; below are the most relevant cases:

In the application, the person is indicated as the copyright holder of the property, but in fact does not have rights to the corresponding object and/or does not have the authority to dispose of the right to the object.
If there are contradictions between the rights that are being declared and the rights already registered.
If, when applying for registration of the right, the documents that are needed to register the right of ownership are not presented.
If documents are presented, but not in originals, or the information provided in the documents is unreliable.
If a document is submitted that in form and/or content does not meet the requirements established by the legislation of the Russian Federation.
If the submitted documents are signed or certified by a person who does not have the authority to sign or authenticate.
If the rights registration authority has requested documents or information contained in the documents in the manner of interdepartmental interaction and the relevant documents or information have not been received in response to such requests.
Also, state registration will be suspended if the requests specified in clause 9 received information that the requested documents or information are not available.
If documents have already been submitted for state registration of ownership rights under another transaction, but in relation to the same property, and the government agency has not made a decision on these documents.
If a transaction or act of the relevant body, which is the basis for registration of a right, is declared invalid by the court.
If the transaction on the basis of which the right should be registered is void.
When providing for state registration of a right by force of law, documents that do not confirm that a person has a right by force of law.
If the transaction does not contain restrictions on the rights of the parties to the transaction that are established by federal law or agreement.

Stopping the registration procedure due to a possible violation of the rights of third parties

If, in accordance with the law, the consent of a third party or the relevant body to complete a transaction is required, and such consent is not in the submitted documents, if it follows from federal law that in this case such a transaction is void.
If the seller purchased the property using funds received from a bank or other credit institution. At the same time, a joint statement of the parties to the transaction and a document that confirms the consent of the creditor or lender to this are not presented.

What is it for

What exactly is the matter? But the fact is that the tax authorities do not set themselves the goal of making sure that the company will actually be located in the leased legal entity. address. If such a goal were real, then, as we understand, conscientious taxpayers would not have problems.

Tax officials use “checking the accuracy of information” as a tool for personal acquaintance with the organization itself and its leader. No tax authority wants to take responsibility and approve the migration of a problematic legal entity. persons (presence of debts on taxes and fees, “gaps”) or an obvious transit company.

The Federal Tax Service agrees to register only businesses that actually operate and pay taxes. Therefore, when you receive a refusal to change your legal entity. addresses, but no one came to check you or made any attempts to contact you, do not rush to make claims against the owner of the premises. The point is most likely something else: the Federal Tax Service just wants to get to know you personally. When issuing a refusal, tax officials know that the real owner of the business will begin the proceedings with a visit to the territorial inspectorate, which means that it will be possible to communicate with him and ask questions about the financial and economic activities of the organization. And after meeting you, it will be clear what problems you may have next and what to do with you.

What to do

For this reason, the universal procedure is as follows: before submitting documents to change the legal entity to the registration authority.
addresses, visit the new territorial Federal Tax Service where you want to register, in person with an already concluded lease agreement. Show this agreement to the office and ask if you can talk to someone about changing your legal entity. address, if not, submit a stamped copy of the lease agreement to the appropriate department. Most likely, you will be scheduled for an “interview” at a specific time or invited by a separate call. During the interview they will ask questions regarding the activities of your legal entity. persons: what exactly the company does, what its turnover is, how many counterparties it has, how its activities are organized, what kind of staff it is, what assets the company owns, is there a warehouse where goods are stored, etc. All questions will in one way or another relate to the reality of confirming the activities of the company itself, plus the desire to make sure that the manager who came for the interview is a real person and not a figurehead. But the pitfalls of changing the legal address do not end there.

What else could explain the “inexplicable” reason for the tax authorities’ regular refusals to register? Once a quarter, the Federal Tax Service keeps records of migrants (how many companies migrated to which territorial Federal Tax Service Inspectorate over the last quarter, both within the subject and from one subject to another). The Federal Tax Service threatens record holders and others who abuse their official powers and evade the implementation of the slogan “stop migration(!)” by depriving them of bonuses and persistently ordering them to reduce the migration flow. Such “scold” inspections temporarily include the “stop appointment” option, and even if you are a great guy, have a real business and an equally real address, you can easily fail the “interview.”

The reason is simple: you simply “fell” into an artificially regulated flow of migrants, and this quarter the “we refuse everyone” policy is being implemented in this particular tax office. In such a situation, there is a solution, but it will require persistence and willingness from you to complain to a higher inspection, insisting on your own.