The excitement of starting a business is exhilarating, but it's important to be aware of legal and legal issues.
Within this logic, the National Register of Legal Entities (CNPJ) it is one of the most important documents for budding companies.
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It is an identification document for companies at the Federal Revenue that is necessary for opening a business and providing services.
With the CNPJ it is possible to issue invoices, participate in bids, make low interest loans, hiring employees, accepting cards, in short, having a complete and legalized company.
In other words, it is the CNPJ that makes your company exist before the law in the market.
Initially, the first step to get a CNPJ is to define the company's area of activity, within categories such as clothing, food, transport, etc.
Then you need to set the CNPJ type, among the five available options:
Being the most adopted form of business among small entrepreneurs, the MEI is an official registration with the government of self-employed professionals or a micro business.
With it, it is not necessary to hire an accountant to manage your finances, as there is exemption from Income Tax, PIS, Confis, IPI and CSLL.
The single incident taxation is currently equivalent to just over R$ 50.00. This amount must be paid monthly to guarantee rights such as retirement through Social Security, maternity and sickness benefits.
To qualify for the MEI, you must not have any partners and have a turnover of up to R$ 60,000 per year. It is allowed to have an employee who earns a minimum wage or the floor of the category.
It is worth remembering that although MEI has a CNPJ, it is not considered a company. That is, it has no legal personality.
If your annual revenue exceeds BRL 60,000, you must choose the category for Microenterprise (up to BRL 360,000) or Small Business (up to BRL 3.6 million). In this case, an accountant to take care of the company's tax administration is essential. The taxation regime can be National Simple, Actual or Presumed Profit.
O sole proprietor resembles the MEI, as both are not individuals, do not have partners and, despite having CNPJ, it is not considered a company, therefore, it does not have legal personality.
However, in the event of business bankruptcy, the personal assets of the sole proprietor may be used to comply with legal obligations.
The Limited Liability Individual Entrepreneur (EIRELI) is considered a company, and thus has legal personality. In this category, it is necessary to present social capital of at least 100 minimum wages.
EIRELI must opt for the Microenterprise category (in case of revenue of up to R$ 360 thousand) or Small Business (invoice of up to R$ 3.6 million). Its taxation regime is the same as the EI (National Simple, Real or Presumed Profit).
If the case is a company formed by two or more partners who contribute, together, to the formation of the company's share capital, it is the situation of Limited Liability Company. In this situation, all partners have their personal assets linked to the legal assets in the event of bankruptcy, however, this obligation is limited to the total value of the share capital.
For example, if the total debt is BRL 500 thousand and the share capital is BRL 300 thousand, the partners will only be responsible for BRL 300 thousand
In the case of large companies that have the contribution of several investors or shareholders. The S.A.s, can also be called companies and have open capital (shares traded on the stock exchange) or closed.
In the event of bankruptcy, the partners and shareholders must respond to the issue price of the shares or quotas acquired.
After defining the type of CNPJ, the next step is to know which tax regime your business fits, namely:
Intended for businesses with annual revenues of up to R$60,000. However, there is only one tax charged monthly by the DAS (Simplified Collection Document) which until then was in the range of R$ 50.00.
Determined for micro and small companies with annual revenues of up to BRL 3.6 million, this unifies all taxes (IRPJ, CSLL, PISPasep, Cofins, IPI, ICMS, ISS and CPP) in the same DAS. The amount of the contribution varies between 4% and 22.45%, according to the activity performed, the revenue and the number of employees of the company.
Designated for annual revenues of up to BRL 48 million in any line of business, with the exception of the financial sector. The PIS rate is 0.65% and the Cofins rate is 3%. With regard to profit, there is an incidence of 15% of IRPJ and 9% of CSLL.
The calculation of this profit, as the name implies, is implied by the government as follows: for each branch of activity a certain percentage of the invoicing (for example, in most commercial companies, the government considers a profit of 8% of invoicing, while in service providers the percentage is defined in 32%).
Reserved for companies in the financial sector or with revenues greater than R$48 million, the PIS rate is 1.65% and the Cofins rate is 7.6%. Profit is levied at 15% IRPJ and 9% CSLL. This time, unlike the previous one, the profit is calculated based on the actual financial result.
The time stops formalize a CNPJ it depends a lot on the agility of the services in your municipality, but, in general, it can take from one to three months. This process will go through the following steps:
This document, which in turn, contains all the company's data, such as its corporate name, location of headquarters and all the information of the partners, must be prepared by an accountant, to avoid failures in the constitution of its company;
must be find at CNAE (National Classification of Economic Activities) the code of the economic activity to be carried out, as well as the type of taxation in which you fit.
It must be done at the class entity (as is the case of doctors, engineers, accountants, etc.) or at the Board of Trade (or notary of titles).
If you do not opt for the MEI, the ideal is to hire an accountant to assist in all bureaucratic processes.
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