SCP

As SCP estão obrigadas à inscrição no CNPJ

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A Instrução Normativa (IN) de nº 1.470, DOU de 03/06/2014, trouxe uma alteração que chamou a atenção de empresários e profissionais do ramo tributário no Brasil: a obrigatoriedade do Cadastro Nacional de Pessoas Jurídicas (CNPJ) para as Sociedades em Conta de Participação (SCP).

O artigo 3º da referida IN “estendeu” o conceito de pessoa jurídica “equiparada”, acrescentando ao texto que havia na revogada IN 1.183/2011 a expressão “pela legislação do imposto de renda”.

Com isso, o artigo 3º da IN 1.470/2014 ficou com a seguinte redação: “Art. 3º. Todas as pessoas jurídicas domiciliadas no Brasil, inclusive as equiparadas pela legislação do imposto de renda, estão obrigadas a inscrever no CNPJ…”.

Assim, ficaram equalizadas as redações do citado artigo e a do artigo 7º do Decreto 2303/1986, que estabelece que“equiparam-se a pessoas jurídicas, para efeitos da legislação do imposto de renda, as sociedades em conta de participação”.

A IN supramencionada revogou também o item 4 da IN nº 179/1987, que estabelecia a não obrigatoriedade da inscrição no CGC/MF – Cadastro Geral de Contribuinte do Ministério da Fazendo, hoje CNPJ, das SCP.

A inscrição ao CNPJ, contudo, não altera a natureza da sociedade, da SPC, não lhe conferindo personalidade jurídica, de acordo com o disposto no Código Civil.

A SCP é uma sociedade formada por sócios participantes, chamados ocultos, normalmente investidores, e por outro sócio, o ostensivo, este que é o responsável perante terceiros. Este último é responsável pelo registro contábil das operações e a apuração dos impostos e contribuições devidos.

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Somente o sócio ostensivo, conforme pode ser verificado no Anexo VI da IN nº 1.470/2014, será identificado no ato de cadastramento no CNPJ. Os demais, aparentemente, ficarão ocultos, de fato.

Entretanto a obrigatoriedade ao CNPJ provocará mudanças nas regras de apresentação de informações das obrigações acessórias. A IN 1.486/2014, por exemplo, incluiu no texto do artigo 3º da IN nº  1.420/2013, o item IV, tornando obrigatória à SCP, a entrega da Escrituração Contábil Digital (ECD), já para os fatos contábeis ocorridos  a partir de janeiro de 2014.

Outro exemplo é a adequação da DCTF – Declaração de Débitos e Créditos Tributários Federais, que, através do Ato Declaratório Codac 21, aprovou a versão 3.0 do programa gerador da declaração (PGD), incluindo um campo de coleta do número do CNPJ da SCP nas fichas do imposto de renda, da contribuição social, do PIS, da COFINS e das Contribuições Previdenciárias.

Alterações dessa natureza também estão sendo promovidas no SPED, com a finalidade de coletar os CNPJ das SCP.

Não se sabe ainda qual a intenção do Fisco em obrigar a SCP ao CNPJ, visto que a reponsabilidade civil e tributária recai sobre o sócio ostensivo, segundo o Código Civil.

Porém, a segregação das apurações de tributos da SCP e das operações próprias do sócio ostensivo será útil à fiscalização.

Além disso, com essas novas obrigações acessórias o Fisco terá um controle fiscal maior sobre as atividades das SPC, permitindo o cruzamento de dados declarados das pessoas físicas com os oferecidos pela ECD da SCP, o que, quando preciso, facilitará chegar até os chamados sócios ocultos.

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