Study of Small and Medium Enterprises in Azerbaijan - IFC

3.6 The new legal framework
Prior to introducing the one-stop-shop, appropriate amendments were made to a
number of legal acts. As a result, the new registration system does not require any
additional assistance from professional lawyers and is regulated mainly by:
• The Law on State Registration and State Registry of Legal Entities 10 ;
• The Civil Code of the Republic of Azerbaijan;
• The Tax Code of the Republic of Azerbaijan;
• Methodical instructions of the Ministry of Taxes 11 .
Entrepreneurs are no longer required to present exhaustive and comprehensive corporate
charters. Hard or electronic copies of standardized two-page corporate charters
can be freely obtained from the local registration offices. According to the Civil Code
there is no precise amount required for charter capital. In practice, minimum charter
capital maybe any amount starting from 5 or 10 Azerbaijani manats ($6 or 13). The
state registration fee remains unchanged and currently it is 11 Azerbaijani manats
($13.5).
3.7 Registration procedure for legal entities
According to the law, after review and absent any deficiencies or grounds for rejection,
a decision to issue the certificate on registration must be issued within three days from
the date of acceptance of the consolidated application. While the law specifies limits
for the amount of time the agency can take to process applications, it does not provide
for any formal procedures in respect of sanctions for non-observance of deadlines by
issuing authority during application process nor does it establish the “silence is consent”
principle. Upon receipt of extract from the state registry, the applicant then has
a three-week period to inform the register about any errors or discrepancy.
A consolidated application form was introduced to implement effectively the onestop-shop
registration service. This application form comprises all information required
for registration with the local tax inspectorate, as well as State Social Protection
Fund (SSPF) and State Statistics Committee (SSC). This means that entrepreneurs
do not need to go through the various government agencies, just the local registration
office (see Chart 3.4). The consolidated application form is used when applying for
the registration of a new legal entity and updating previously registered information.
Furthermore, the taxpayer identification number (TIN) has been introduced as
a unique ID for all legal entities. This means that the taxpayer registration is being
conducted as a part of the business registration process.
Opening a permanent bank account for companies requires the issuance of a special
authorization form (the notification duplicate) by the local tax authority (in the same
local registration office where the limited liability company is registered). The notifica-
10
Law No. 560 IIQ On State Registration and State Registry of Legal Entities, , dated 7 February 2008.
11
Methodical Instructions on State Registration of Commercial Entities dated March 29, 2008.
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St u d y o f Sma l l a n d Me d i u m Ent e r p r i s es in Az e r b a i j a n