Steps to set up a company

7 April 2009 - 19:01

We see next which are the steps necessary to formalize or to set up a company legally.

These steps are the necessary ones to set up a company in Peru, but they can serve as guide in other countries, that usually have similar processes.

1. Search and reserve of the name of the company in the Registries Public (only for Legal Person)

We must in first going to the Registry office Public, and verifying that a name (trade name) equal or similar to does not exist in the market which we want to him to put to our company.

When looking for the existing names, we must make sure that these do not look like nor sound equal which we are going to use, must have a minimum of 3 different letters.

Once realized the confirmed search and of which equal names do not exist or similar to which we are going to use, we must reserve to our trade name so that another company cannot register with that name, being effective the reserve by a term of 30 days.

2. Elaboration of the draft (only Legal Person)

The draft is a previous document in which the members of society indicate their will to set up the company, and where all the respective agreements are indicated.

The draft consists of the social pact and the statutes, besides the inserted ones that can be enclosed to this one.

The fundamental elements of a draft are:

• the generals of law of each partner: its personal data, names, age, documents of identification, etc.
• turn of the society.
• type of society: for example, S.R.L, S.A. etc.
• time of duration of the society: if it is fixed or indetermine term.
• when they are going away to begin the commercial activities.
• where it is going to work the society (commercial address).
• which is the denomination or trade name of the society.
• where they are going to work the agencies or branches, there were if them.
• who is going to administer or to represent the society.
• the contributions of each partner. Which can be:
• monetary goods: money and its average substitutes such as checks, promissory notes, letters of changes, etc.
• nonmonetary goods: buildings or furniture such as writing-desks, chairs, etc.
• other agreements that establish the partners.
• the share capital or social patrimony (it contributes of the partners).

He is recommendable to make the draft with the aid of a confidence lawyer.

3. To lift the draft to public writing (only Legal Person)

It consists of going to a notary's office and to take the draft to a public notary it reviews so that it elevates and it to Public Scripture.

Generally the documents that we must take along with the draft are:

• constitution draft.
• supporting certainty or of deposit of the capital contributed in a banking account to name of the company.
• detailed and valorized inventory of the nonmonetary goods.
• mercantile certificate search an emitted by the Registry office Public of the nonexistence of same or similar trade name.

Once lifted the draft, it is not possible to be changed. In the end, the Public Scripture, Testimony of Society or Social Constitution are generated, that are the document that gives faith of which the draft is legal. This one must be signed and be sealed by the notary.

4. To elevate the public writing in the Registries Public (only Legal Person)

Once we have obtained the Public Scripture, we must take it to the Registries Public, where the proceedings necessary will be realized to register the company in the Registries Public.

The Legal Person exists from this step, that is to say, its inscription in the Registries Public.

5. Obtaining of the number of RUC

The RUC (Unique Registry of Contributors) is what identifies to a person or the company before the SUNAT for the payment of the taxes.

All natural or legal person is forced to register in the RUC, otherwise they will be sanctioned in agreement with the Tributary Code, just as the enrolled ones in the RUC that does not present/display the declaration.

In order to obtain it we must go to the SUNAT, to fill a justification form, and to wait for notification.

6. To choose tributary regime

In the same SUNAT, at the same time as we transacted the obtaining of our RUC, we must determine to which tributary regime we are going away to welcome for the payment of the taxes, or to Régimen Único Simplificado (RUS), to the Special Regime of Tax to Renta (RER), or to the General Regime.

Once we counted on our number of RUC, and chosen the tributary regime to which to welcome to us, we can print the proofs of payment (ticket and/or invoices) which we are going to use.

7. To buy and to legalize countable books

In this step we bought necessary countable books following the tributary regime in which we have take refugen; and later, we went to a notary's office so that they are legalized by a public notary.

8. To legalize Libro de Planillas in the Ministry of Work (if outside the case)

According to the law, all the workers of a company, do not concern the hours that work, must be in list (what he implies to receive benefits such as allowances, compensation per time on watch, etc.).

For this step, we must go to the ministry of Work, where the lists will be legalized.

9. To register the workers in ESSALU (if outside the case)

Also we must register to the workers in the ESSALUD offices so that they can accede to its services.

The proceedings are realized in the offices of ESSALUD corresponding to the jurisdiction.

Generally, the documents to present/display are:

• It photocopies of the RUC.
• Lists in target legalized.
• It photocopies of the national identity document of the representative.
• Form filled in the office of the ESSALUD for the inscription of the workers.

10. Request of municipal license

It consists of going to the municipality of the district where it is going to be located the business, and transacting the obtaining of the operation license.

Generally, the documents to present/display are:

• It photocopies of the RUC.
• Certificate of Zoning (industrial zone, commercial zone, residential zone, etc.).
• Croquis of the location of the company.
• Rent contract copy or title of property.
• It photocopies of the public writing.
• Receipts of payment by right by license.
• Form of request.

Additional notes

As additional data we want to indicate that at present centers or institutions exist that can help us to realize all the described steps previously to set up our company, to a minimum cost and in a short period of time.

One of these centers or institutions is the Cofide Center, which offers the service search and reserve of name in the Registries Public, elaboration of the draft and its legalization before a public notary, obtaining of RUC (their offices count on stand of the SUNNAT), etc.

If you are in Peru and you are going to create and to set up your company legally, we recommended to you to make use of the services of this center of aid. In order to see its direction and other data, it visits its page Web.

Labels: Creation of businesses, Step by step

Compártelo

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