The name, location and address of the legal entity are selected independently and recorded in accounting documents. Information is also entered in the register. Legislation imposes certain requirements on the company name and contact information. Consider them.
P. 1, Art. 54 Civil Code
The specified norm stipulates that the organization should have its own name. It includes an indication of the legal type, and if the legislation provides for the possibility of forming the type of legal entity, then information only about this type. The name of a non-profit, and in the cases provided for, commercial organization should contain data on the nature of the enterprise.
Nuances
Inclusion in the name of the word Russia, the abbreviations of the Russian Federation and its decoding, derivatives derived from them is allowed in cases established by decrees of the President, resolutions and permissions of the Government, laws. Abbreviated or full names of federal state bodies cannot be included in the names of legal entities. Exceptions may be provided for by government decrees, presidential decrees, laws. The regulatory acts of the subjects may establish the procedure in accordance with which the use of the names of regions is allowed.
P. 2, Art. 54 Civil Code
In this part of the norm, there are provisions regarding the indication of information about the location of the enterprise. The location of the legal entity is determined at the address of registration. Information about the location is the name of the locality / MO. Moreover, the legal entity itself may not be present on its territory . Registration is carried out where the executive body, acting constantly. If there is no such structure, the procedure is performed in the territory where another body or entity is authorized to act on behalf of the organization by law, another regulatory act, constituent document, unless otherwise follows from the Federal Law.
Information about register
The Unified State Register indicates the address of the organization. All risks of consequences from not receiving significant messages, from the lack of an executive structure are borne by the enterprise. Letters delivered to the address entered in the register will be considered received by the legal entity, even if it was not there.
Comments
Chapter 4 “Legal Entities ”, which is present in the Civil Code, contains key provisions related to the formation, operation and termination of enterprises. The legislation contains requirements that are mandatory for all organizations. In particular, each legal entity must have a name. Registration of the organization is carried out by providing information to the authorized body. These, in particular, include data on the name of the company. According to it, the company is identified among other organizations.
Executive structure location
For many legal entities, the head (manager, general director, etc.) acts as him. Unlike a collegial body, he acts constantly and without a power of attorney. Article 54 of the Civil Code of the Russian Federation establishes that the location of an organization is determined by the territory in which the executive structure operates. Meanwhile, the law allows for a number of reservations. So, for example, the address of the location may indicate the place of permanent residence of the head. According to Art. 17 (part 2) of the ZhK, it is allowed to use residential premises for conducting individual entrepreneurial or professional activities legally, if this does not violate the interests and rights of other entities, as well as the norms that an immovable must comply with.
Important point
The tax service has the right to verify the information specified in the application for registration and constituent documentation. Other location data not provided for by Art. 54 of the Civil Code , are subject to discretion. This information is not subject to verification. In both private and public relations, correspondence should be carried out with the indication of information that is established by Article 54 of the Civil Code of the Russian Federation. The Tax Code (Article 23) provides for the obligation for payers to notify the supervisory authority of a change in the location territory. If the entity fails to comply with it, the tax inspectorate loses valid information about the actual address of the business.
Company name
About it it is said in paragraph 4 of Vol. 54 of the Civil Code of the Russian Federation . The legislation provides exclusive rights to commercial enterprises for their means of individualization. Among them is the company name of the legal entity. According to it, the company differs from other subjects of civil turnover. The name referred to in Art. 54 of the Civil Code of the Russian Federation, has a number of features. In particular:
- In relation to the name, the criterion of creativity is not considered necessary.
- The key purpose of the name is to individualize a commercial organization.
- The name should be unchanged and permanent. It should be maintained even in the event of the transfer of the enterprise as an object of property rights, transfer of ownership to units, shares, shares. Name changes are allowed by making appropriate adjustments to the constituent documentation.
- The name of the commercial structure should provide truthful information about it.
- Exclusive rights to the name shall be protected from the date of registration of the enterprise and making the appropriate entry in the Unified State Register of Legal Entities. The legislation does not establish any special procedure for registering means of individualization.
- The exclusive right to a name usually has an unlimited character and is valid until the date of termination of the organization.
- A business must have one full name and may have one abbreviation.
- The exclusive right to a name as a means of individualization cannot be the subject of transactions.
General rules
In Art. 54 of the Civil Code of the Russian Federation there are provisions regarding the use in the name of the word Russia, the abbreviations of the Russian Federation and its decoding, derivatives thereof. Meanwhile, the Code contains rules defining the list of information that cannot be included in the means of individualization. In particular, they include:
- Abbreviated or full official names of foreign countries and their unions, words derived from them. For example, the abbreviation CIS or its full decryption cannot be present in the name.
- Abbreviated or full names of state regional federal institutions of power, territorial structures of self-government.
- Designations that are not consistent with the public interest, the principles of morality and humanity.
- Full or abbreviated names of existing organizations of international and intergovernmental nature, public associations.
The name of a unitary state-owned enterprise may include information indicating its affiliation with the region or the Russian Federation, respectively. In Art. 54 of the Civil Code of the Russian Federation there is an indication of the obligation to obtain permission from the Government to use the word Russia and its derivatives. This applies to both Russian-language and foreign versions.
Additionally
The requirements for the means of individualization are determined by various federal laws: "On Joint-Stock Companies", "On Banks", "On Production Cooperatives", "On Unitary Enterprises", etc. In Art. 69, paragraph 3 of the Code, it is established that the name of a full partnership includes the names of one, several or all participants with the inclusion of the words "full partnership" and "and company". According to Art. 4 Federal Law "On Joint-Stock Companies", an enterprise must have a full and may have an abbreviated name, including in the national languages of the peoples of Russia or foreign states. At the same time, the first should contain an indication of the type of organization. The abbreviated name in Russian must contain the words closed / open joint-stock company or the abbreviations CJSC / JSC. The name may contain foreign borrowing. The exceptions are concepts and abbreviations, which reflect the legal form.
Exclusive right
According to Art. 1474 of the Civil Code, it consists in prohibiting the organization from using a name identical to the name of another entity or similar to the level of confusion if the latter conducts similar activities and its means of individualization was included in the USRLE earlier. In the process of applying this rule, courts should consider the following. Protection extends to the exclusive right of the company that registered the name earlier. Moreover, it does not matter when the direct activity of the organization was started. Only the copyright holder can demand the termination of the use of a company name that is identical or similar to the level of confusion with its name. He may also expect to recover compensation for losses incurred in connection with this. The body that makes entries in the Unified State Register of Legal Entities is entitled to file only a lawsuit to force a name change if it does not comply with the provisions of Art. 1473 (paragraphs 3 and 4).