Good day to all! Looking through the materials already published on the site the other day, I came up with the idea that for the successful initiation of a new project, many of us may simply not have enough start-up business capital. Despite this fact, I personally know many people who would be only too happy to profitably place their accumulated savings.

Of course, there is an alternative called “bank deposit”, but there is also a certain risk there, and you won’t earn much on a deposit. Here in this case there is a docking of the two sides, both of which are united by a common vector - how to make money.

Suppose you have already thought about this topic, but have not made a final decision for yourself. Let's take a closer look at what a business for two is, the pros and cons of such a project, as well as its feasibility and organizational difficulties.

As in every business, in a joint business, partners are warned of their own characteristics, which should be prepared for. But I will start, nevertheless, with the advantages that distinguish a business for two:

• Decrease initial investment for . It is clear that the easiest way is to register a business alone, hire staff yourself and collect the cream. But in our time, even for ordinary trading, a certain capital is needed, which will allow you to stay afloat and not burn out in the near future. And for some business dollars
• Reduction of risks, which are divided proportionally among all participants. This is especially true for new lines of business, and in cases where participants do not have full-fledged experience as a merchant
• Savings on wages at the initial stage. It often happens that the invested funds are only enough to organize a business, and there is no longer enough money to hire a few people. So the companions have to spin on their own. But doing it together is much faster and more efficient. Take, for example, the same controlling organizations and funds - how many of them you need to run around in order to obtain permits. This can help optimize business costs at the initial stage of the project.

• "One head it's good, but two better". Together it is easier to overcome the first failures and figure out how to counteract the same inspection bodies. What does not come to one's mind, the second partner will tell. After all, no one is immune from difficulties, but creative ideas don't come to mind every day.

This also includes mutual psychological support of partners. The first failures can easily undermine self-confidence. In this case, one of the partners can successfully lend a shoulder to the other. The feeling that there is a partner next to you who is no less interested in the success of the common business than you can be great, no matter what.

What should be feared by future partners

At the same time, I would like to highlight the following main problems that await partners in a joint business:

1. The sense of ownership becomes more vague. To understand what this leads to, it is enough to recall the Soviet era with its principle "Everything around is collective farm, everything around is mine." Of course, this does not happen in every joint project, but it is absolutely clear on a psychological level that the more owners there are, the more difficult it is to consider yourself a full-fledged owner. As a result, there is a loss of interest in their offspring and the potential collapse of the business model.
2. Difficulties in management. As soon as there is more than one owner, everyone begins to pretend to be a kind of professional manager and business executive. Everyone is trying to impose their point of view on what should be effective business processes and communications in the team. Gradually, forces are invested not in the development of the case, but in the tug of war. The problem of “how to be in charge” is inherent in most joint projects, and few manage to get out of it with dignity.
3. Deterioration of personal relationships. Unfortunately, the well-known parable on the topic of how to make an enemy out of a friend by lending him money is shown here in all its ins and outs. Moreover, conflicts can arise when the first difficulties arise, as well as with the first successes of the enterprise. For this reason, it is best to start a joint business not with a relative or friend, but with a stranger. In any case, relations in such a situation can not be sought to be preserved.
4. The issue of profit sharing. Despite the apparent simplicity, not only losses quarrel partners, but also a positive financial results. In fact, if the business begins to bear fruit, then involuntarily there is a feeling of dissatisfaction with the fact that you have to share money with someone else. In other words, you will receive only half of the profit, and not all of it, and this, in its own way, must also be able to survive.

Procedural tricks of setting up a business for two

Now let's talk about how to arrange a joint business, and what pitfalls exist here. The simplest is the registration of individual entrepreneurship, but this form provides only sole participation in the business from a legal point of view. If one of the partners trusts the other enough, then this method has the right to life.

Another thing is that you need to somehow secure your start-up capital. A loan agreement will come to the rescue, which is concluded between two equal persons. Such an agreement must be drawn up for each deposited amount. start-up capital. In this case, the second participant, the one for whom the business is not registered, will be able to claim at least compensation for their initial investments.

A slightly more complicated, but also safer way is to register both partners as entrepreneurs. Further, they enter into a partnership agreement between themselves, which may be referred to as an "agreement on the conduct of joint activities". It prescribes all the necessary rules that relate to the rights and obligations of each participant, the authority to manage the project, and the distribution of profits.

The disadvantage of this path is the need to submit reports and pay taxes in double size. But on the other hand, each of the participants will have full-fledged guarantees of security and financial responsibility, and this costs much more.

It is even better to follow the path of registration and creation of a joint company, for example, a company with limited liability(OOO). Of course, it makes sense to register an enterprise for 2 founders at once, and not for one. If the registration of a business is carried out only for one of the partners, then he will have the rights solely. If any problems arise, it will be virtually impossible to prove anything to the second of the private traders.

So, both participants draw up a memorandum of association, which specifies the participation of each of them in the form of cash contributions, contributed assets, as well as their shares. The contract is sealed by the signatures of both partners and has quite significant legal force. Depending on the initial capital contributed, each of the participants will own a certain percentage of the ownership of the business.

How to amicably disperse companions

Another interesting and important point is how to divide existing business for two. Such a need may arise regardless of whether things are going well or not. When the partners have decided to part, it is important to correctly divide the assets and existing losses.

The greatest difficulties arise precisely in the division of losses, since this is what everyone will have “in the red”, but not “in the black”. The most loyal way is that both participants sit down at the negotiating table and agree amicably. Because otherwise you will have to go to the judiciary.

Raise all the agreements concluded at the initial stage. Assess the degree of participation of each of the parties proportionally and in monetary terms. If a specific property has been contributed as assets and it has been preserved, then the question of its right holder should not be raised at all.

The contract could contain a clause on the return of capital after the development of the project. Pay attention also to the points in which the powers of each of the parties were regulated. All this can be reduced to a mathematical component and evaluated in monetary terms, which will help participants exit the business with minimal losses.

Friends, I hope you could benefit from this material. Finally, I note that a joint business with another person is best done if you have the same views on the principles of doing business. And I’ll also say that without decent relationships that are built on mutual respect, a long-term business for two cannot be built. Therefore, carefully approach the choice of your companion. Subscribe to our news and stay up to date useful information from the world of business and finance. See you!

Greetings!

Yesterday, one of my old students asked me how best to run 3 projects: writing sales texts, an Internet marketing studio, and selling physical goods.

I answered him: it’s better to close 2 of them, and leave only 1.

The law of concentration. The Greatest People on the planet has always focused on one direction (or on a small number of really important things). They knew that more success can always be achieved if you do not scatter, but hit in one point.

But for some reason, I began to notice that now most people - seekers. They spend their whole lives looking for something else - instead of deciding on a niche and digging the earth as deep as they can.

I think it's real disease which is imposed from outside.

Every day we are bombarded with different success stories, new "chips", new types of business... A housewife from Kukuyevo became a millionaire selling MLM products - join our company XXX! Vasya Pupkin bought a plant after coaching - come study at BM! Ivanov Ivan earns 5,000 bucks a day by making several videos on YouTube - take care of YouTube promotion! Etc.

And of course, after these stories, we want to break away, throw our slowly developing career or business to hell, and start a new super-business!

As a result, millions of people live in dangerous delusion as if success is to be FOUND, not EARNED.

You must understand. In the information age, we are being fed a huge amount of information that we cannot handle.

But at the same time, chasing the new, we violate the LAW of the universe - the law of maturation. We try every day to sow new, better grains, but we can never wait for the ones sown to ripen.

After all, whenever we decide to burn bridges and abandon our accumulated experience, authority and connections in favor of something completely new, we start with zero. We are destroying the crop without harvesting it.

From here comes the mass of the "smart poor" - people who know how to sow, but do not know how to wait. I hope my article will help many to think and understand why someone becomes outstanding, and someone remains in poverty all his life.

Arthur Grant

And here's something else... Why then some successful people lead 100 - 1000 business projects at the same time? Because they lead them as investors, and in each project they have a manager ( Executive Director). Ordinary mortals who have no experience and at least 1,000,000 rubles in reserve should not even think about 2 projects. It is better to choose 1 for yourself - one that is in demand, and most suitable for your strengths. And take 100% for its development. Drop all doubts and move forward!

A bit of game for entrepreneurs, directors and businessmen of all stripes. The other day the Constitutional Court sorted out the case of the Volgograd company. The story is this: the tax office united several companies and individual entrepreneurs in different regimes and assessed additional taxes, as if it were one company on a common system. It turned out about 200 million rubles to be paid.

The directors were accused of tax evasion on an especially large scale. Now the once successful company is bankrupt, the accounts are arrested, the property too. The entrepreneur is awaiting trial under house arrest.

All attempts to appeal the actions of the tax failed. Even the Constitutional Court did not help. Anyone who has divided their business into several firms and individual entrepreneurs for convenience and profit may find themselves in such a situation tomorrow.

Get comfortable. This is a very important story with a lot of nuances.

Main

Dividing a business into several firms and individual entrepreneurs is legal, but dangerous. Even if everything is done correctly.

The revenue of your counterparties, buyers and partners can be recognized as yours and additional taxes charged.

Even if the directors of these firms and individual entrepreneurs confirm that they work on their own, this will not help.

By law, the taxpayer chooses how he works. But the tax authorities may not agree and recognize the scheme as criminal.

There is a lot of confusion in the laws. What threatens this or that scheme, the tax will decide in practice. The Constitutional Court said that this is normal.

There are criteria by which the benefit is recognized as unreasonable. The list is vague, open and constantly changing.

What scheme was used for business?

The entrepreneur organized a business selling tools in the Volgograd region: wholesale warehouses, retail outlets, an online store. Things were going uphill.

For convenience and economy, the business was divided into several entities. One company was engaged in renting and distributing space for shops. Retail outlets were registered at several individual entrepreneurs. Another company was created for the repair and maintenance of tools. And for the online store too.

Procurement and distribution of goods main company"Master Tool". All firms and individual entrepreneurs have concluded a business coordination agreement with her. They agreed that they would develop one brand: they would draw one logo on the price tags, and the signs would also be the same. They will also have a common base of goods. So you can show suppliers a large turnover, receive discounts and deferrals. You can also get an overdraft on favorable terms and spend less on advertising.

At the same time, everyone pays taxes for himself, according to his own system of taxation. IP with retail on imputation, repair on a simplified basis. And the parent company was on the general system of taxation: with VAT and income tax.

What was the tax man up to?

The tax authorities decided that the company started all this division in order to evade taxes. Now, if the entire turnover passed through one legal entity on general mode, there would be more taxes. There would be no UTII and simplification. And Master-Instrument would also not be able to ship goods at retail with a small margin, but would pay VAT and income tax on all proceeds.

The tax authorities added up the income of all firms and individual entrepreneurs that served this business, and recalculated taxes, as if it were the revenue of one legal entity on a common system. Taking into account fines and penalties, it turned out almost 200 million rubles to be paid. This is a particularly large size and criminal liability. The maximum term is 6 years.

What if the decision is challenged in court?

The company tried but failed. It was possible to reduce accruals by several million, and nothing more. They complained about the actions of the tax authorities to various authorities, gave arguments, showed documents. We even reached the Supreme Court, but nothing helped.

The director asked to recognize several articles of the tax code as unconstitutional at once. Inaccurate wording allows the tax authorities to include in the company's income the revenue of its counterparties. At the same time, no one disputes the deal. It turns out that there is no tax base, but there is a tax.

The Constitutional Court argued as follows.

Entrepreneurs must pay taxes. And the tax authorities have the right to check this and, if necessary, collect arrears. It is desirable that everything be fair and no one interferes with anyone.

Even the ECtHR said that taxpayer abuses must be stopped. And he emphasized at the time that Russian laws many indefinite expressions. How exactly to apply them, you can learn only in practice. That's what taxpayers will find out.

It is impossible to prescribe all options and schemes for tax evasion in laws. If something is not spelled out, this does not mean that it cannot be punished. The tax authorities will come, discover some kind of cunning scheme, draw their conclusions and punish. Even if there is no direct indication in the law that this particular format of work is illegal. (KATYA, DID THEY SAID THIS? - YES, THEY HAVE BEEN SAYING THIS FOR A LONG TIME. - BUT IT IS IMPOSSIBLE WITHOUT A CLEAR REASON. - ¯\_(ツ)_/¯)

The Constitutional Court agreed that the IRS could examine any business and recognize tax savings as an unjustified tax benefit. For example, if the transactions are "not due to reasonable economic or business reasons." (AND WHO DETERMINES THIS REASONABILITY? - GUESS.)

Dissenting opinion of the judge

Judge of the Constitutional Court K.V. Aranovsky expressed a special opinion on this story. It has been officially published and contains many resonant theses.

Here's the important one:

Unfortunately, the opinion of the judge, although it casts doubt on almost all the arguments of the tax authorities in the case of splitting up the business, is unlikely to change anything. There are even suggestions of a violation of the freedom of contract and the principle of separation of powers. These are serious statements, but it is not clear what to do with them. At least read to keep in mind and somehow use.

How to understand that the benefit is unreasonable? What if I get it too and don't even know it?

An unjustified tax benefit is when someone could have paid more taxes, but invented something and pays less. Or when someone is not entitled to benefits or deductions, but claims them and uses them.

Clear signs of unreasonable benefits were prescribed in a recent law: it will enter into force on August 19, 2017. But so far, there is also little specifics. Tax authorities will no longer be able to find fault with trifles and typos in documents, but they still have many reasons for complaints. On this occasion, there are letters from the Federal Tax Service and clarifications from the Supreme Arbitration Court.

Here is what could be a sign of an unreasonable tax benefit:

• interdependence of counterparties;
• strange terms of the deal;
• underpriced or overpriced;
• there are no business partner contacts;
• there are connections with ephemera;
• the same employees and premises;
• fictitious transactions only on paper.

It's a shock! I, too, can find signs of crushing. But I don't want to break the law. Should I close my business now?

Breaking up a business in and of itself is not a violation. And if at the same time the counterparties are interconnected, this also does not indicate a violation. The Supreme Court said so.

If you also divided the business, registered an IP for your wife and sell goods through chains of companies, this does not mean that the fate of the “Master Tool” awaits you. But we will have to prove that the scheme was created not for tax evasion, but for the good.

Some have succeeded.

These companies also had business fragmentation, interdependent counterparties, tax claims and millions of rubles in surcharges. But it worked out: the court canceled everything and recognized that this was a legal scheme. Maybe you will be lucky too. Or maybe not.

Each approach has its pros and cons. When you start your first business, you have to learn new things very quickly, which makes focusing on that particular venture almost essential to success. But once you and your team have gone through this process, you have the opportunity and ability to apply what you've learned to starting other projects, and it's quite possible that you'll have to run them all at the same time.

To make the right choice, you need to understand when something is worth taking on and when not. It can be difficult, especially if you like to say yes - like me. In the early days of the Virgin Group, one such mistake almost destroyed our company.

I still get occasional tweets from people who are surprised that we used to make movies. Our business was called Virgin Films (obviously) and in 1984 we were going to adapt George Orwell's 1984 for a film adaptation starring John Hurt (a British actor known for Harry Potter, V for Vendetta, Only Lovers Left Alive) - ed.) and Richard Burton (seven-time Oscar nominee, known for his roles in "Cleopatra" and "The Spy Who Came in from the Cold" - ed.). That same year we launched Virgin Atlantic and looking back, our team took on too much.

Richard Branson on Virgin Atlantic's first flight from London to New York, 1984

The cost of the film got out of control - shooting ended up being three times the original budget. Our entire company came very close to bankruptcy. Launching two risky businesses at the same time turned out to be beyond our power, and therefore we agreed that it was necessary to get off the ground with Virgin Atlantic. (I'm happy to report that Virgin Produced, our later entry into the movie business, is faring much better than the first venture. And you can still find our version of 1984 on Netflix.)

However, entrepreneurs must always consider their capabilities and look to the future - and sometimes this means that they will have to take on several projects at once, despite the difficulties. For example, when we launched our very first business, Student magazine, we also decided to start a mail order business. After a while, things picked up and when the magazine became unprofitable due to lack of advertising, we were able to just close it and focus on selling records. We subsequently launched Virgin Records, which might not have happened if we were doing just one project.

When you're getting ready to juggle multiple businesses, you need to make sure you have enough hands to grab each ball. Of course, it's good if you can afford to hire talented employees and delegate responsibilities to them, but it's not always about money. We've learned that experience helps the most - the more you do something, the easier it becomes. Starting a company is never easy, but things can go more smoothly if you have a wealth of experience with which to solve any problem.