Sole proprietor, LLC or self-employed for a marketplace — what to choose
Three legal forms work for marketplaces: self-employed (the NPD regime), sole proprietor (IP) and LLC (OOO). The main rule: a self-employed person may only sell goods of their own production — the NPD regime does not allow reselling purchased goods. Resale requires an IP or an OOO. An IP is simpler and cheaper to run; an OOO is for partners, hiring staff and large turnover.
In short: if you resell — IP or OOO; if you sell only your own production or handmade goods — self-employed status will do.
When each form fits
- Self-employed (NPD): only goods of your own production, an income cap of 2.4 million ₽ per year, no employees. Reselling someone else's goods is not allowed.
- Sole proprietor (IP): resale and manufacturing, simple bookkeeping, a choice of tax regimes (see seller taxes), hiring is possible.
- LLC (OOO): several founders, investors, large turnover, more complex accounting and profit withdrawal.
Tax regimes in brief
An IP or an OOO usually goes for the simplified tax system (USN), either "Income" (6%) or "Income minus expenses" (15%). A detailed breakdown and the thresholds are in the seller taxes guide; who should handle your books is covered in seller bookkeeping.
Related reading: A bank for a seller: business current account.
Frequently asked questions (FAQ)
"Can I sell on a marketplace as a self-employed person?" Yes, but only goods of your own production. The NPD regime does not allow reselling purchased goods — that requires an IP or an OOO.
"Which is better for a marketplace — an IP or an OOO?" For most sellers an IP is simpler and cheaper. An OOO is chosen when there are several owners, investors or large turnover.
"What is the income cap for a self-employed person?" 2.4 million ₽ per year. Once you exceed it, you have to switch to an IP or an OOO.
"Does a seller have to pay VAT?" It depends on the regime and turnover. For a long time the USN meant working without VAT, but since 2025 exceeding the thresholds triggers a VAT obligation — check the current thresholds in the seller taxes guide.
