Buying commercial real estate - 158 tips from lawyers and lawyers

Documents are important, but first we are looking for premises

Resolve the issue of premises before registering as an individual entrepreneur or legal entity. This will save you a lot of money.

The fact is that after registration it is necessary to regularly pay insurance contributions to the Pension Fund. And this does not depend on whether you have already started your activity or are still deciding organizational issues. Therefore, start with choosing a room, so that after registration you can open a hostel as quickly as possible and not pay all social contributions from your own pocket.

When choosing a room, you should remember that hostels cannot be located in basements or basements. With no exceptions. This requirement is put forward by the Sanitary Rules and Standards. The building must also meet fire safety requirements.

Don’t forget that a good hostel should register its visitors with migration records. Make sure that the owners of the premises (provided that you are renting it) give their consent to this.

Recently, the scandal surrounding the law banning the placement of hostels in residential buildings has not subsided. If consideration of the law is not postponed once again, its fate will be decided before the end of this year. It is not yet known whether the law will be adopted, since the government has both supporters and opponents of this ban. But just in case, take a closer look at non-residential premises.

Found the ideal premises? Wonderful. If you own it, then immediately move on to the next point and deal with the regulatory documents for your hostel. If you are going to rent property for a hostel, then it’s time to sign a lease agreement. Make sure that all the nuances are spelled out in the text of the contract and that you have the right to provide guest accommodation services in the rented area. Sign the contract for the longest possible period or discuss with the tenant the possibility of extending the contract in the future.

A lease agreement or documentary evidence of property rights should always be at hand to avoid problems with law enforcement agencies.

Documents for purchasing commercial real estate

Changes in world politics, sanctions against Russia, and falling oil prices have led to a sharp weakening of the ruble against world currencies. So, in a short period from September 1, 2014 to November 14, 2014, the ruble exchange rate fell from 37.2945 rubles per US dollar to 46.2933. The dollar exchange rate reached its maximum value on November 8, 2014, when the Bank of Russia let the ruble float freely. On this day it was 47.8774. Thus, the change in the ruble to dollar exchange rate for the period from September 1, 2014 to the present time was 8.9988 rubles, or a drop of 24%. Now let’s imagine a company or person who has a foreign currency loan in US dollars for a period of 10 years with repayment of the loan in equal installments. The amount of interest on the loan is not so significant here and later you will see why. As can be seen from the simple calculations above, the cost of the principal debt on the loan, if not repaid, has increased by 24% over the period from September 1 to the present. But the borrower turned out to be a conscientious payer; he pays the loan in accordance with the schedule. So, in 3 months (including November) he repaid the loan by 3/120, which corresponds to 2.5% of the principal debt. This means that, taking into account the growth of the dollar exchange rate, the principal debt on the loan increased in rubles over the same period by 21.5%. The situation is paradoxical and unpleasant: you pay off the loan, but the debt grows. What are the future prospects for the ruble exchange rate?

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Choosing a legal form

The best choice for a hostel owner would be to register an individual entrepreneur or a limited liability company. Let's look at the main differences.

The best option is to register as an individual entrepreneur. Firstly, this is relevant for those who are planning to open one hostel. Registration of a legal entity is required for a network of hostels.

Secondly, the tax and administrative burden on individual entrepreneurs is much lower. Thus, a patent taxation system is available to individual entrepreneurs. In this case, the entrepreneur simply buys a patent for a certain type of activity, which exempts him from paying personal income tax and VAT. But keep in mind that this only applies to entrepreneurs who own hostels. That is, those who rent premises for a hostel do not have access to a patent.

In addition, the individual entrepreneur is freed from the need to keep accounting records, register the charter and contribute the authorized capital. And, of course, an individual entrepreneur, provided that he works alone, is “deprived of the pleasure” of regularly reporting to the pension fund and social insurance fund.

Also, registering as an individual entrepreneur is ideal for those who plan to open a hostel in a city other than their own, since an individual entrepreneur is registered at his place of residence, and an LLC is registered at the actual location of the organization.

In the end, registering an individual entrepreneur is simply a faster and more economical procedure.

But an LLC should be chosen by those who plan to open a hostel not alone, but together with business partners, since this form provides for the possibility of co-founding.

OKVED codes for hostels - 55.23.3 “Renting out furnished rooms for temporary accommodation.”

So, have you decided on the organizational and legal form of the hostel and collected a full package of necessary documents? Now submit them to the tax authority or multifunctional center, wait for documentary confirmation of your registration and proceed to the next stage.

What papers are needed to buy or sell real estate not intended for residential use?

According to the norms of civil legislation, the purchase and sale of non-residential real estate is carried out according to generally accepted standards that apply to all types of real estate, presented in Articles 130, 131, 549-558 of the Civil Code of the Russian Federation. According to these, the main document involved in the transaction is the purchase and sale agreement (SPA), which comes into force after information about the transaction is entered into the Rosreestr.

Registration of a transaction is regulated by the provisions of Article 131, paragraph 1 of Art. 551, paragraph 2 of Art. 558 Civil Code of the Russian Federation . The rules for conducting it and providing documentation for the procedure are given in the provisions of Federal Law No. 218-FZ of July 13, 2015.

The previously in force law on registration No. 221-FZ of July 24, 1997 has partially lost force, so you need to focus on the norms of act No. 218-FZ.

According to Article 429 of the Civil Code of the Russian Federation, a preliminary agreement could be concluded, the legal force of which is lost after the conclusion of the main agreement. According to the norms of Article 556 of the Civil Code of the Russian Federation, a transfer act on taking actual possession is attached. The statements required when completing a transaction are regulated by the norms of Order of the Ministry of Economic Development of Russia dated June 20, 2016 No. 378.

From the seller

The owner of the property submits the following mandatory documents:

Passport.
A title document establishing ownership of the object being sold.
Certificate of ownership (until 2020) or an extract from the Unified State Register of Real Estate (licensing document).
Cadastral passport of the object.
Technical plan of the facility.
Cadastral certificate confirming the absence of seizure and collateral.
An administrative decision to transfer residential premises to non-residential premises (if such a procedure was carried out).

Additionally, in certain situations, the following documents may be needed:

Notarized power of attorney for a representative.
Notarized consent of the spouse to the transaction.
Notarized consent of co-owners of shared ownership.
Decision of the guardianship and trusteeship authorities, birth certificate, if the owner is a minor.

If the seller is a legal entity, he additionally presents the constituent documents and confirms the authority of the manager to enter into the transaction.

From the buyer

A person interested in purchasing real estate is required to present only a civil passport with registration in the Russian Federation. In some cases, additional documents may be required:

power of attorney - for representatives;
loan agreement – for a mortgage.

At the buyer's discretion, he may obtain insurance for the transaction.

We get the go-ahead from the fire inspectorate and sanitary and epidemiological station

The fire inspection puts forward the same requirements for hostels as for hotels and hostels, that is, this is a functional fire hazard class of 1.2. in the Federal Law “Technical Regulations on Fire Safety Requirements”.

As for sanitary standards, you should familiarize yourself with the Sanitary Rules and Standards for Small Hotels and Hostels. So, from them it follows that for each bed (including bunk beds) in the room there should be at least 4 square meters, in the hostel itself (even the largest) there should be no more than 120 guests, and wet cleaning must be carried out at least once per day.

Bring your premises into full compliance with all requirements. Approach this responsibly, do not allow negligence, because the lives of many people depend on your actions.

List of documents for the sale of non-residential premises

Notarized copies of constituent documents with all amendments and additions (charter, OGRN certificate, TIN certificate)
A document confirming the authority of a person to sign a purchase and sale agreement (charter, charter, power of attorney)
Certificate of state registration of rights (if available) Until 1998, it may not have been issued; as of July 15, 2020, it is not issued.
Documents - the basis of ownership (purchase and sale agreement, acceptance and transfer act, privatization agreement, etc.). Indicated in the certificate of state registration of rights (documents - grounds)
Original identification document (passport of a citizen of the Russian Federation). A driver's license is not suitable.
Power of attorney certified by a notary and its copy (if the documents are submitted by an authorized person)
The decision of the sole participant or the minutes of the general meeting of participants, certified by the general director, chief accountant and the seal of the company. Necessary if the transaction is large (for an LLC - more than 25% of the value of the company’s property, unless otherwise stated in the Charter)

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Ready-made hostel as an alternative solution

Opening a hostel from scratch is quite a troublesome task. A clear algorithm of actions is always interfered with by some circumstances that slow down the process. And even after going through all the circles of bureaucratic hell, there is no guarantee that the hostel will receive all the permits and be able to operate. It is often better for the budget and nervous system to buy a hostel that is already a functioning business. In this case, you receive a fully equipped premises, all permitting documentation, established business processes and an establishment that has already created a positive reputation for itself and earned the trust of visitors.

We have collected all the articles about hostels that will be useful to you.

What is a hostel
Hostel Ban Law
Classification of hostels

Checking other real estate documents

Having made sure that everything is in order with the rights to the object, and the object itself has no legal defects, it would be good to request contracts for providing the property with utilities: electricity, water supply and sewerage, gas supply.

As a rule, such contracts are standard and strictly subject to departmental norms and rules. It is important for the buyer to pay attention to them in two aspects: whether the property is provided with the necessary amount of utilities and whether the previous owner has any debt to utility organizations.

Insufficient amounts of, say, electricity will severely limit the intended use of the property. Due to debt, the property may be disconnected from utilities (depending on the terms of the contracts).

Finally, let us remind you that when purchasing real estate, as well as when concluding any other agreement, you need to check the counterparty and his authority.

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The significant cost of real estate and the possibility of challenging the transaction in court means certain risks for the buyer. But most of the problems can be avoided by approaching the transaction responsibly. You need to know what documents are needed to purchase commercial real estate and how to obtain them correctly and quickly. If you rarely deal with the purchase and sale of real estate, you should not experiment: contact the specialists. For example, in our company you can not only check the object itself, but also evaluate the seller. Both types of data are very useful in making your final decision.

Features of working with some objects

There are several types of objects that you need to pay close attention to:

Reconstructed buildings . All restoration work must be approved, and the facility must be put into operation correctly after repair. Otherwise, you may be charged with unauthorized construction of a building.
Buildings for demolition . There is definitely no need to buy these, since the only thing you can expect is compensation, the amount of which will be determined by the state. You can find out whether a house is being demolished from various sources: on the website of the city administration, through various real estate agencies, on specialized websites. If there is no information on the Internet, contact your local administration, they will definitely have a plan for houses to be demolished.
Buildings with redevelopment . Such objects need to be checked extremely carefully to ensure the correctness of the redevelopment design. Ask the owner for a complete package of documents on this issue and find a lawyer who will confirm their authenticity. You can also order a certificate from the State Property Committee (State Real Estate Cadastre). Things are complicated for the objects that are currently undergoing legal proceedings. If the trial has just begun, the information may not yet be entered into registers and databases, so the owner can receive a “clean” certificate. But still, the Unified State Register contains basic information on arrests and mortgages.

Knowing the list of papers required upon purchase, it is not difficult to determine how the sale of commercial real estate is organized and what documents are required for this. But if you have any difficulties, contact our company. We not only offer real estate services, but also provide detailed advice on all issues related to the purchase and sale of real estate.

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Can a legal entity buy an apartment?

Contact the State Road Safety Inspectorate at the place of registration of the legal entity to register the vehicle. This must be done within 5 days from the date of taking ownership if the vehicle does not have transit numbers.

Real estate in Moscow is a good investment. It is necessary to understand that there are some features of taxation of the purchase and sale of real estate. Legal entities must pay a number of taxes both when buying and selling real estate.

Features of purchasing an apartment from a legal entity

Purchasing an apartment from a legal entity is a more complex procedure compared to a transaction between individuals. This is explained by the relatively large list of documents and nuances that are present during such an operation. It can be difficult for an individual who does not have special knowledge to understand all the intricacies and not to miss intentional or unintentional actions on the part of a legal entity, which may lead to the transaction being declared invalid.

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Particularly noteworthy is a power of attorney , which confirms the authority of the person signing the agreement. It must be drawn up either for a specific transaction, indicating its parameters, or a general one, which involves the possibility of alienation of the assets of the enterprise. A power of attorney can be one-time (for a specific transaction with an indication of its parameters) or general (implies a wide range of powers, including the alienation of enterprise assets).

Russian Tax Courier", No. 16'09 "What will happen when purchasing property from an individual

Let us consider in more detail the procedure for calculating VAT on the sale of agricultural products and processed products purchased from the population. In this case, the VAT tax base is calculated as the difference between the sales price determined in accordance with Article 40 of the Tax Code of the Russian Federation, including VAT, and the purchase price of the specified products. This rule is established in paragraph 4 of Article 154 of the Tax Code.

Any transaction between a legal entity and a citizen must be concluded in writing. An exception is transactions that require notarization. This is stated in paragraph 1 of Article 161 of the Civil Code. A purchase and sale agreement with an individual must contain the name, quantity, assortment and cost of the goods, as well as the rights, obligations and responsibilities of the parties, the period for transfer of the goods, the payment procedure and other conditions provided for by Chapter 30 of the Civil Code of the Russian Federation. What information about the seller - an individual - should be reflected in the section of the agreement “Details of the parties”? First of all, this is the surname, first name, patronymic, name and details of the identity document, place of residence, and TIN (if available). In the case where the agreement provides for non-cash payment, indicate the details of the bank account of the individual to which the funds will be transferred.

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