home

Selection of optimal organizational and legal forms of enterprise activity. In JSC he manages the process

One of the first questions that a person faces when he wants to create his own business is the question of choosing an organizational legal form of your business.

To choose the organizational and legal form of entrepreneurship, it would be good to have an idea of all the forms and choose the best option.

Civil Code Russian Federation, adopted by the State Duma on October 21, 1994, contains a list of commercial private organizational and legal forms (Chapter 4 of the Civil Code of the Russian Federation):

· society with limited liability;

· additional liability company;

· Joint-Stock Company:

a) open joint stock company,

b) closed joint stock company;

· general partnership;

· limited partnership;

· production cooperative;

· individual entrepreneurship.

As a rule, the choice of the organizational and legal form of a small business entity occurs spontaneously: the future entrepreneur does not take into account the whole variety of opportunities and risks that the adoption of a particular organizational and legal form carries. First, we will determine the place of small business in the system of economic relations.

When solving the problem of choosing the optimal form for conducting business as a small business entity, the business owner should take into account, first of all, its impact on the economic activity of the created small business entity. The ability to navigate the choice of organizational and legal forms for a business owner already at the stage of creating a business entity will be one of the most important prerequisites for organizational and managerial efficiency and economic security doing business, which in itself is a necessary component of successful business planning.

A limited liability company is a widespread and most popular organizational and legal form of organizing small and medium-sized businesses.

Limited liability company (LLC) is an organization founded by one or more persons, the authorized capital of which is divided into shares, the sizes of which are determined by the constituent documents. At the same time, the participants of the company are not liable for its obligations and bear the risks of losses associated with the activities of the company within the limits of the value of the contributions made by them. The constituent document is the charter. The highest governing body is the general meeting of founders. Current management is carried out by an elected executive body. A participant has the right to leave the company at any time, and the company is obliged to reimburse him for the cost of his share within six months from the end of the financial year. The maximum number of participants is 50.

An additional liability company (ALC) differs from a limited liability company only in that in cases where the company’s property is not enough to pay creditors, its participants jointly and severally bear subsidiary liability for the company’s obligations with their property in the same multiple of their value contributions determined by the charter.

A joint stock company is a commercial organization whose authorized capital is divided into a certain number of shares certifying the obligatory rights of shareholders in relation to the company. At the same time, shareholders are not liable for the company’s obligations and bear the risk of losses associated with its activities within the limits of the value of their shares.

Open joint-stock company (OJSC) is a form of organization of a public company. The founders can be citizens, individual entrepreneurs and legal entities. The maximum number of participants is not limited.

Open joint stock companies are required to publish an annual report on their financial economic activity. When creating a company, at least 50% of the shares must be paid up at the time of its state registration. Payment for shares can be made in cash, property, or property rights. Shareholders can sell shares without the consent of other shareholders and the company. The constituent document is the charter. The supreme governing body is the General Meeting of Shareholders. It is mandatory to create an audit commission to check financial and economic activities.

Closed joint-stock company (CJSC) is a joint-stock company whose shares are distributed only among the founders or a circle of persons predetermined in the charter. Shareholders of such a company have a preemptive right to purchase shares sold by other shareholders. The number of participants in a closed joint stock company should not exceed fifty people. Such a company is not obliged to publish its reports to the public, unless otherwise provided by law.

A general partnership is a partnership whose participants (general partners), in accordance with an agreement concluded between them, are engaged in entrepreneurial activities on behalf of the partnership and are liable for its obligations not only in the amount of contributions to the authorized capital, but with all the property belonging to them, that is, “full ", unlimited liability. Due to contributions from participants, a share capital is formed (there is no minimum amount).

Profits and losses are distributed in proportion to the participants’ shares in the share capital (there may be a different procedure by agreement between the participants). Participants can be individual entrepreneurs and commercial organizations. A general partnership operates on the basis constituent agreement, which is signed by all its participants.

Limited partnership (limited partnership) is a commercial organization based on share capital, in which there are two categories of members: general partners and limited investors. General partners carry out entrepreneurial activities on behalf of the partnership and are liable for the obligations of the partnership with all their property. Limited depositors are responsible only for their contribution.

A production cooperative (artel) is a commercial organization created through a voluntary association of citizens on the basis of membership for joint production and other economic activities based on their personal labor and other participation and the association of property shares by its members (participants). The charter of a production cooperative may also provide for the participation of legal entities in its activities.

Members of the cooperative bear subsidiary liability for its obligations in the manner prescribed by its Charter. Total number There cannot be less than five members of a production cooperative. Members of the cooperative can be citizens of the Russian Federation, foreign citizens, and stateless persons. A legal entity participates in the activities of the cooperative through its representative in accordance with the Charter of the cooperative.

Individual entrepreneurship (IP). Entrepreneurial activities of citizens carried out without forming a legal entity are regulated by the same rules and norms of the Civil Code of the Russian Federation as the economic activities of legal entities. Individuals, as well as organizations, have the right to engage in any type of business activity that is not prohibited by law, and to make on their own behalf any transactions permitted by law, and to use hired labor.

Distinctive features from other organizational and legal forms of ownership:

· relatively simple and short registration procedure;

· lack of Authorized Capital;

· no legal address is required (state registration of individual entrepreneurs is carried out at the place of permanent residence);

· are not required (but have the right) to open current accounts in banks;

· a simplified form of accounting for business transactions and exemption from a number of taxes imposed on legal entities.

Despite the apparent simplicity of organizing and registering business activities without forming a legal entity, an individual entrepreneur is an authorized business entity. He has the right to conclude civil agreements with other legal entities and individuals, i.e. act as not only a performer, but also a customer of works and services.

Unlike individuals who are not engaged in entrepreneurial activities, individual entrepreneurs are liable for their obligations regardless of their guilt. Like legal entities, they are exempt from liability only if the failure to fulfill obligations occurred under the influence of force majeure (force majeure), which does not include violations of obligations by other business entities or lack of financial or material resources.

In this sense, the founders of a closed joint stock company or LLC are in much more favorable conditions. The founders bear property liability for the obligations of the company only to the extent of contributions to the authorized capital, while an entrepreneur without forming a legal entity is liable for the obligations with all the property belonging to him.

The Civil Code (Civil Code) of the Russian Federation provides for various organizations. With the exception of peasant (farm) farms (peasant farms), they have the status of organizational and legal forms (OLF) or their varieties.

These organizations differ from each other in a number of parameters, the most significant of which relate to the area of their management (features of making management decisions, the procedure for forming management bodies, the level of responsibility, etc.). Practice shows that the listed differences require a selective approach to the selection of OPF. Therefore, right choice OPF is one of the areas for increasing production efficiency. In the economy of any country there are millions of different enterprises (firms) - business entities that differ from each other in various ways.

An enterprise is an independent economic entity created by an entrepreneur or an association of entrepreneurs to produce products, perform work and provide services in order to meet public needs and make a profit.

Entrepreneurship is an initiative independent activity citizens and their associations aimed at making a profit. Entrepreneurial activities are carried out by citizens at their own risk and under property liability within the limits determined by the organizational and legal form of the enterprise.

First of all, business entities differ in their field of activity:

Material

· Intangible

In the sphere of material production, these are industrial enterprises, Agriculture, transport, construction. A distinctive feature of business entities in the sphere of intangible production is that they create special products and services (household, social, cultural).

By industry sector of the enterprise:

industry

· Agriculture

According to their economic purpose they are divided into:

· enterprises that produce means of production.

· enterprises producing consumer goods.

By the nature of the impact on objects of labor:

· mining (coal, gas production)

· processing (processing) -

machine tool building, mechanical engineering.

By type of production (breadth of product range, regularity, stability of volume) there are:

· single (wide range and small volume of production - shipbuilding, rolling mills and other unique equipment).

· serial production (production of a limited range of products - food, chemical, compressor enterprises).

mass production (production individual species products and in large quantities- shoe factories, motor factories).

By the number of types of products produced:

· specialized

· multidisciplinary

Depending on their size, business entities are divided into:

· large

· average

Every enterprise is a legal entity and acts as an object of purchase and sale, pledge, lease and other types of transactions.

A legal entity is an organization that has separate property in ownership, economic management or operational management and is liable for its obligations with this property, can, in its own name, acquire and exercise property and personal non-property rights, bear responsibilities, be a plaintiff and defendant in court (Civil Code of the Russian Federation) Article 48, paragraph 1).

A legal entity may have civil rights corresponding to the goals of its activity and bears the responsibilities associated with this activity. A legal entity can engage in certain types of activities, the list of which is determined by law, only on the basis of a special permit (license) (Civil Code of the Russian Federation, Art. 49.p.1).

Legal entities can be organizations that pursue profit-making as the main goal of their activities - commercial organizations, or those that do not have profit-making as such a goal and do not distribute the profits between participants - non-profit organizations (Civil Code of the Russian Federation, Article 50, clause 1).

The main features of an enterprise as a legal entity are:

a) organizational unity;

b) the presence of separate property, including a certain set of means of production;

c) property liability;

d) operational, economic and economic independence;

e) availability legal rights act on its own behalf in judicial and arbitration proceedings, have an independent balance sheet, current and other bank accounts.

The most important tasks of the enterprise are:

a) receipt of income by the owner;

b) meeting the needs of product consumers;

c) ensuring payment wages staff, creation normal conditions their work and opportunities for professional growth;

d) ensuring financial stability and competitiveness;

e) creating jobs for the population of the region;

f) environmental protection.

The objectives of the enterprise are determined by the interests of the owner, the amount of capital, the situation inside and outside the enterprise.

One of the significant issues facing a novice entrepreneur is the choice of organizational and legal form for his enterprise. The legislation provides for various OPFs for commercial and non-commercial commercial organizations. Commercial organizations are mainly used to conduct business, because their main purpose of activity is to make profit. Non-profit organizations are created, as a rule, in socio-cultural, public and other spheres not directly related to business, however, some OPF of non-profit organizations can also be used to conduct business activities. The presence of such a form (or rather, one of its variants provided for by law) is legally mandatory for all types of entrepreneurial activity, with the exception of peasant (farm) farms. Moreover, these forms themselves are usually divided into several varieties. Today, the Civil Code of the Russian Federation provides for the following types of OPF.

Rice. 1.

A general partnership is a type of business partnership, the participants of which (general partners), in accordance with the agreement concluded between them, are engaged in entrepreneurial activities on behalf of the partnership and are liable for its obligations not only in the amount of contributions to the share capital, but with all the property belonging to them, that is "full", unlimited liability. Currently, this organizational and legal form is practically not used.

Participants in a general partnership are called general partners and can only be individual entrepreneurs and commercial organizations. The number of participants should not be less than two. It should be noted that the rights and obligations of participants are distributed in proportion to their contributions to the share capital, while the size of the share does not affect the exercise of their rights by the participants. Decisions are made in the general partnership unanimously, and if this is provided for in the founding agreement of the partnership, by a majority of votes. Each participant has one vote, and each participant has the right to represent the interests of the general partnership, unless the constituent document provides for the conduct of business jointly with other participants of the partnership. A feature of PT is full responsibility participants, which they bear regardless of the size of the contribution, in other words, PT participants are responsible with their own property.

A participant in a general partnership has the right to:

· receive income in proportion to the contribution to the share capital

· participate in the management of the partnership’s affairs;

· receive information about the activities of the partnership, get acquainted with its accounting books and other documentation in the manner established by the constituent documents;

· take part in the distribution of profits;

· receive, in the event of liquidation of the partnership, part of the property remaining after settlements with creditors, or its value;

· leave the partnership at any time.

· transfer your share to another participant in the PT, or to a third party

A participant in a general partnership is obliged to:

· bear expenses in proportion to the contribution to the share capital

· make at least half of your contribution to the partnership capital by the time of its registration, the rest must be contributed by the participant within the time limits established by the constituent agreement;

· in case of failure to fulfill the obligation to make his contribution, the participant is obliged to pay the partnership ten percent per annum on the part of the contribution not made and compensate for the losses caused, unless other consequences are established by the constituent agreement;

· not disclose confidential information about the activities of the partnership;

· participate in the activities of the partnership in accordance with the terms of the constituent agreement;

· refrain from making transactions on one’s own behalf and in one’s own interests or in the interests of third parties that are similar to those that constitute the subject of the partnership’s activities.

Only individual entrepreneurs and (or) commercial organizations can be full participants in a limited partnership. The number of participants should not be less than two. Investors can be citizens, legal entities, institutions (unless otherwise provided by law).

A general partner has the right:

§ participate in managing the affairs of the partnership;

§ receive information about the activities of the partnership;

§ take part in the distribution of profits;

§ to receive, in the event of liquidation of the partnership, part of the property remaining after settlement with creditors, or its value;

§ leave the partnership at any time.

A general partner is obliged:

§ make contributions in the manner, amounts, methods and within the time limits provided for by the constituent documents;

§ not to disclose confidential information about the activities of the partnership;

§ participate in the activities of the partnership in accordance with the terms of the founding agreement;

§ refrain from making transactions on one’s own behalf and in one’s own interests or in the interests of third parties that are similar to those that constitute the subject of the partnership’s activities.

The advantage of both types of partnerships is their flexible structure and the ability to resolve many issues by agreement between the participants. There is no super-strict legislative regulation; management is quite simple and informal. It is important that the partnership is not required to publicly report on its activities.

The main disadvantage of a partnership is the liability of its participants with their personal property (with the exception of investors). Due to this partnership, it is preferable to create in areas of business activity associated with the least risk - information, consulting services, etc.

Limited liability company (common abbreviation - LLC) is a business company established by one or more legal entities and/or individuals, the authorized capital of which is divided into shares; The participants of the company are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the value of their shares in the authorized capital of the company.

A limited liability company, along with other types of business entities, as well as business partnerships, production cooperatives, state and municipal unitary enterprises, is a commercial organization, that is, an organization that pursues making a profit as the main goal of its activities and distributes the profits among its participants.

Unlike state and municipal unitary enterprises, the property of which their founders have ownership or other property rights, limited liability companies (as well as other types of business entities, business partnerships and production cooperatives) are characterized by what their participants have in relation to their rights of obligation.

In private economic practice, LLC is the most popular organizational and legal form among commercial organizations.

At the same time, a limited liability company is characterized by the fact that current (operational) management in the company (as opposed to partnerships) is transferred to the executive body, which is appointed by the founders either from among themselves or from among other persons. The participants of the company retain the rights to strategically manage the company, which they exercise by holding periodic general meetings of participants. Unlike joint stock companies, the competence of the general meeting of participants of a limited liability company can be expanded at the discretion of the participants themselves; additional rights may also be granted to individual participants.

The main advantages of LLC are as follows:

1) its participants risk losses only within the limits of their contributions to the authorized capital and are not liable for the obligations of the company;

2) its participants independently establish the management structure of the company;

3) closedness from other market participants and society (privacy); the company is not obliged to publish information about its activities (balance sheets, profit and loss accounts, etc.).

The main disadvantages of combining capital in an LLC include:

1) the withdrawal of one of the partners from the company forces the withdrawal of his share from the authorized capital, which may negatively affect the business;

2) the great importance of the personal factor in the organization and activities of society; Each of the partners is forced to take into account the opinions of the other participants to make a decision.

An additional liability company is one of the organizational and legal forms provided for by the legislation of the Russian Federation for commercial organizations. A company established by one or several persons, the authorized capital of which is divided into shares of the size determined by the constituent documents; Participants of such a company jointly and severally bear subsidiary liability for its obligations with their property in the same multiple of the value of their contributions, determined by the constituent documents of the company.

A joint stock company (JSC) is a commercial organization whose authorized capital is divided into a certain number of shares, each of which is expressed as a security (share) that satisfies the obligatory rights of the company's participants (shareholders) in relation to the company. There are two forms of joint stock company: open (OJSC) and closed (CJSC).

Open joint-stock company (OJSC) is a form of organization of a public company; Joint-Stock Company. The main difference from a closed joint stock company is the right of shareholders to alienate their shares to individuals or legal entities without a decision of the general meeting of shareholders.

Advantages:

§ The number of shareholders is not limited.

§ Free sale of JSC shares on the market.

§ An OJSC does not require opening a savings account and depositing money into the authorized capital before registration.

Flaws:

§ Duration of establishment.

§ Openness of information (availability to competitors).

§ Obligation to disclose the company’s annual report and annual financial statements.

§ The authorized capital of an OJSC must be at least a thousand times the minimum wage on the date of registration of the company.

§ The need to register the issue of shares.

The supreme governing body of the company is the general meeting of shareholders. The company is obliged to hold an annual general meeting of shareholders every year. The annual general meeting of shareholders is held within the time limits established by the company's charter, but no earlier than two months and no later than six months after the end of the financial year. At the annual general meeting of shareholders the following issues should be resolved:

1. On the election of the board of directors (supervisory board) of the company.

2. The Audit Commission (auditor) of the company.

3. Approval of the company's auditor.

4. Approval of annual reports, annual financial statements, including profit and loss statements (profit and loss accounts) of the company.

5. Distribution of profits (including payment (declaration) of dividends, with the exception of profits distributed as dividends based on the results of the first quarter, half a year, nine months of the financial year) and losses of the company based on the results of the financial year.

6. Other issues within the competence of the general meeting of shareholders.

Closed Joint Stock Company (CJSC) is a form of organization of a public company; -- a joint stock company, the shares of which are distributed only among the founders or a predetermined circle of persons (as opposed to an open one).

Shareholders of such a company have a preemptive right to purchase shares sold by other shareholders. The number of participants in a closed joint stock company is limited by law. As a rule, a closed joint stock company is not required to publish financial statements to the public, unless otherwise provided by law.

The main differences between Closed Joint Stock Company (CJSC) and Open Joint Stock Company (OJSC):

1. Number of shareholders:

For a closed joint-stock company, no more than 50; if it exceeds, then the closed joint-stock company must be transformed into an open joint-stock company;

Unlimited for OJSC.

2. Preemptive right to purchase shares alienated by shareholders of the company:

For a closed joint-stock company, shareholders have a pre-emptive right on the offer price to a third party (similar to the distribution of shares in an LLC);

Preemptive rights are not allowed for OJSCs.

3. Distribution of shares:

For a closed joint-stock company among the founders or a predetermined circle of persons;

For OJSC, distribution of shares among an unlimited number of persons (open subscription).

A production cooperative (artel) is a commercial organization that unites citizens on a voluntary basis on the basis of membership, personal labor and other participation, and making property share contributions.

The founding document of a production cooperative is its charter, approved by the general meeting of its members. The number of members of the cooperative must be at least 5 people. Property owned by a production cooperative is divided into shares of its members in accordance with the charter of the cooperative. The profit of the cooperative is distributed among its members in accordance with their labor participation, unless a different procedure is provided by law and the charter of the cooperative. The property remaining after the liquidation of the cooperative and satisfaction of the claims of its creditors is distributed in the same manner.

The highest governing body of a cooperative is the general meeting of its members. The exclusive competence of the general meeting of members of the cooperative includes:

* changing the charter of the cooperative;

* formation of the supervisory board and termination of the powers of its members, as well as the formation and termination of the powers of the executive bodies of the cooperative, if this right according to the charter does not belong to its supervisory board;

* admission and exclusion of members of the cooperative;

* approval of annual reports and balance sheets

cooperative and distribution of its profits and losses;

* decision on the reorganization and liquidation of the cooperative.

A member of the cooperative has one vote when making decisions at the general meeting. He has the right to leave the cooperative at his own discretion. In this case, he must be paid the value of the share or allocated property corresponding to his share, as well as other payments provided for by the charter of the cooperative.

A production cooperative may be voluntarily reorganized into a business partnership or company by unanimous decision of its members or liquidated.

A production cooperative differs from partnerships and from societies. This difference lies primarily in the following.

Firstly, a production cooperative is based on a voluntary association of individuals - citizens who are not individual entrepreneurs, but who participate in the activities of the cooperative through personal labor. Accordingly, each member of the cooperative has one vote in managing its affairs, regardless of the size of their property contribution.

Secondly, the profit received in the cooperative is distributed taking into account their labor participation, and not their property contribution (share). That is why the production cooperative is characterized in the Civil Code as an artel.

Thirdly, the Civil Code supplemented this classic structure of the cooperative - artel with two important provisions. Members of a cooperative bear additional liability for its debts, although not with all their property, but in an amount predetermined in the charter (which to some extent brings it closer to a company with additional liability). Usually this amount is a multiple of the share contribution or equity participation of a member of the cooperative, but cannot be lower than the minimum required by law.

Membership in a cooperative is possible for both legal entities and individuals who do not directly participate in its activities, but make certain property contributions and, accordingly, receive a certain income from them.

There are other distinctive features of a cooperative from other organizational and legal forms of business. Thus, the Civil Code provides for a mandatory minimum of members of a cooperative - no less than 5, because, unlike societies, a cooperative cannot function as a “company of one”. In a cooperative, it is possible to create indivisible funds (or fund), the property of which can be divided among participants in the event of liquidation of the cooperative after the claims of all its creditors are satisfied. This property cannot be foreclosed on by creditors for personal debts of members of the cooperative.

An important feature of the cooperative is the fact that, taking into account labor participation, not only the profit is usually divided here, but also the liquidation quota.

Advantages of a production cooperative:

1) the profit of the cooperative is distributed among its members not in proportion to their shares, but in accordance with their labor contribution. The property remaining after the liquidation of the cooperative and satisfaction of the claims of its creditors is distributed in the same manner. This distribution procedure financially interests each member of the cooperative to treat their work more conscientiously;

2) the law does not limit the number of members of the cooperative, which provides great opportunities for individuals to join the cooperative;

3) equal rights all members in the management of the cooperative, since each of them has only one vote.

The disadvantages are that the number of members in a cooperative must be at least 5 people, and this significantly limits the possibilities of their creation. Each member of the cooperative bears limited subsidiary liability for the debts of the cooperative.

A unitary enterprise is a commercial organization that is not endowed with the right of ownership to the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise.

The charter of a unitary enterprise must contain information about the subject and purposes of the enterprise’s activities, as well as the size of the authorized capital of the enterprise, the procedure and sources of its formation.

Only state and municipal enterprises can be created in the form of unitary enterprises.

The property of a state or municipal unitary enterprise is respectively in state or municipal ownership and belongs to such an enterprise with the right of economic management or operational management.

The correct choice of OPF is one of the methods for increasing production, however, the effectiveness of the selected OPF depends on the specific type of business. That is for certain type business will be best suited to one, and most likely several OPF, while each of the most suitable forms (if there are several of them) in each specific case will have both advantages and disadvantages. However, by thinking carefully about this issue and adjusting for our own leadership style, we are likely to be able to find the right solution.

Choosing the organizational and legal form of the enterprise.

The goal of our business is to make a profit, so we will focus on commercial types of open pension funds. Today, the most common organizational and legal forms of commercial organizations in the field of small and medium-sized businesses are Limited Liability Companies (LLC) and Closed Joint Stock Companies (CJSC). The main advantage of such OPF is that the founders bear limited liability for the debts of the organization they created within the limits of the value of the contributions made to the authorized capital. Shareholders have the opportunity to attract additional investments in the form of additional contributions to the authorized capital (for LLCs) or an additional issue of shares for (CJSC). The leader among these two forms until July 1, 2009 was LLC. This was explained by the ease of creation and ease of doing business. After Federal Law 312-FZ of December 30, 2008 “On Amendments to Part One of the Civil Code of the Russian Federation and Certain Legislative Acts of the Russian Federation” came into force, the situation changed, because This law significantly limited the founders of LLC in the possibilities of exercising their rights.

On September 16, 2013, at the founding meeting, it was decided to create a closed joint-stock company “Uyut”. The main activity of Uyut CJSC is the production of air conditioners and fans.

The Company has the right to carry out other types of activities not prohibited by the current legislation of the Russian Federation. Consequently, our enterprise belongs to the industrial production sector, to the sphere of material production.

The choice of a closed joint stock company is explained by the following advantages of this organizational and legal form of the enterprise:

· Protected by the legislation of the Russian Federation;

· Opportunity to enter new markets (domestic and external);

· Enjoys state support;

· A whole system of tax benefits;

· Shares are distributed only among its founders or other pre-agreed circle of persons;

· shareholders have a pre-emptive right to purchase shares sold by other shareholders of this company.

· A closed joint-stock company may have a charter in which the founders or shareholders will not appear - there is a higher confidentiality of business ownership.

3.2 Choosing the legal form of an enterprise

The organizational and legal form of an enterprise is a system regulatory rules that determine the relationship of the enterprise with the state, with business entities, and with the internal structural divisions of the enterprise.
Any entrepreneurial activity is carried out within the framework of a certain organizational and legal form of the enterprise. The choice of this form depends on the personal interests and capabilities of the entrepreneur and is mainly determined by the following conditions:
field of activity;
availability of financial resources;
market conditions;
preferred qualities of the organizational and legal form of the enterprise.
Analyzing regulatory documents as the basis for creating a private enterprise, we can conclude that a private enterprise, organized on the property of an individual citizen, with the aim of making a profit and with the right to hire workers, can be created in the form of:
limited liability companies;
additional liability companies;
rental company;
franchise enterprise;
joint stock company;
peasant (farm) economy.
Let us give a brief description of the positive and negative qualities of these forms of enterprises.
An enterprise in the form of a limited liability company can be founded by one individual or legal entity, with an authorized capital of at least an amount equivalent to 100 minimum wages determined at the time of creation of the company. The founder of a limited liability company is liable for its obligations and bears the risk of possible losses within the value of the contributions made by him to the authorized capital.
Each of the named persons: the founder and the enterprise in the form of a limited liability company are independent participants in civil circulation. The property of the founder, transferred by him to the authorized capital of the enterprise, is isolated, separated from other property belonging to the founder. In case of unprofitable activity of the enterprise, the founder risks only the value of the property that was transferred to the authorized capital of the enterprise. The claims of creditors or business partners cannot be applied to the property that is not transferred by the founder to the authorized capital of the company. The authorized capital of a limited liability company determines the boundaries of the owner's property for the state of affairs in the enterprise he owns. This circumstance is extremely attractive for founders and contributes to the priority of organizing private enterprises in the form of limited liability companies. Today this is the most common organizational and legal form of creating private enterprises.
Money, securities, land, equipment, machinery, buildings, technologies, licenses, rights to use property, etc. can be contributed to the authorized capital of an enterprise.
The main criterion on the basis of which the possibility of making a particular object as a contribution to the authorized capital is determined is the determination of the value of its monetary value. This is especially important when it comes to making a contribution to the authorized capital of technologies, licenses, a body of knowledge and experience, intellectual rights, know-how, and the like. In this case, it is necessary to be guided by the provisions that similar information must have commercial value due to its unknown to third parties. When the founder of an enterprise is one person, for the objectivity of assessing such a contribution, it is advisable to resort to the help of independent experts.
Since the principle of responsibility in business has not yet taken deep roots among entrepreneurs in our country, the legislator introduced a mandatory minimum size of the authorized capital equal to 100 minimum wages and an indication in the name of the enterprise of the limited nature of liability.
By the time of registration of the enterprise, the authorized capital must be paid at least 50 percent. The remaining part is payable during the first year of activity of the enterprise (Article 144 of the Civil Code of Ukraine.
A common disadvantage of enterprises created as limited liability companies is the insignificant amount of the authorized capital (authorized capital), low level financial security for loans and contracts.
In an additional liability company, unlike a limited liability company, the founder is liable for the obligations of the company not only with a contribution to the authorized fund, but also with all the property that belongs to him, which is property. When organizing an enterprise in the form of a company with additional liability, confidence in it increases on the part of creditors and business partners. But, on the other hand, in case of failure, the entrepreneur risks losing his house, apartment, car, money and other property.
Features of the organization and activities of enterprises using other people's property and experience (rental, leasing, franchising) are shown in detail in the previous paragraph, so we do not dwell on them here, as well as on the organizational and economic features of a private enterprise created in agricultural production in in the form of a peasant (farm) economy, which are given there, in paragraph 3.1.
A joint stock company is an enterprise that has an authorized capital, divided into a certain number of shares of the same par value, and is liable for obligations only with the property of the enterprise (Article 80 of the Economic Code of Ukraine). All shares of such a private joint stock company belong to one owner.
In order to increase the efficiency of their activities, enterprises voluntarily unite into associations (unions), corporations, concerns, consortia, production associations, industrial and financial groups and other associations on industry, territorial and other principles.
Association is a contractual association of several enterprises, created for the purpose of constant coordination of production, scientific, technical, economic, social and other tasks. The Association has no right to interfere in the production and economic activities of its members.
An association is usually not a superior body in relation to its independent enterprises. It performs only those functions and has those powers that the participating enterprises voluntarily delegate to it.
Members of the association can be enterprises, institutions, organizations, government bodies, as well as citizens. If there are two or more enterprises that have expressed a desire to form an association, a founding commission is created, the functions of which include considering applications from enterprises to enter into joint activities, checking their legal capacity, preparing the charter of the association and the meeting (conference) of the founders. The meeting (founding conference) of representatives of enterprises, i.e. the founders of the association, makes a decision on the creation of the association and the composition of participants, determines the procedure and timing for the transfer of property and other material assets under the authority of the association (entry fee), approves the charter, decides on the introduction of membership fees and their amounts.
The charter - the founding document of the association - contains the name of the association, including a mention of its type (concern, association, consortium, etc.), information about the location of the governing bodies of the association, a list of its tasks, functions, rights and obligations, principles of membership, information about governing bodies.
The governing bodies of the association are the general meeting of members (meeting of founders or founding conference), the council (or board) and the directorate. The association has an audit commission. The Charter determines the procedure for election to these bodies, their tasks and rights, regulates property rights and the procedure for signing foreign trade transactions on behalf of the association.
The association's charter is registered with the executive committee of the Council of People's Deputies. The Association acquires the rights of a legal entity from the date of its registration.
The organization and activities of the association are based on the principles: voluntary entry of enterprises on the basis of common interests, freedom to choose an organizational form, voluntary delegation of powers to enterprises of the association as a whole, self-government and a contractual basis for organizing relations of participants with each other and the association as a whole.
When creating an association, enterprises are guided by the requirement of the state and society about the inadmissibility of monopolization of production, which leads to the infringement of the rights and interests of consumers. The centralized implementation of various production, economic, management and other functions and activities in the association is assigned to one or more participants. For this purpose, it is possible to create special bodies, centers, and production facilities.
Members of the association are required to comply with the charter, participate in management and implement the decisions of the association. They are responsible for non-fulfillment or improper fulfillment of decisions of the association and assumed obligations in the manner established by the charter, and have the right to receive a share of profits (income) from joint activities and carry out joint activities with other enterprises that are not part of this association, unless otherwise provided by the charter.
Contributions of participants to the property of the association are divided into equity (share) and entrance fees. The Association, by joint decision of the participants, establishes the amounts of equity (share) and entrance fees or determines their minimum amounts. To solve specific problems of industrial and social development, targeted contributions from participants can be used on a voluntary basis. By joint decision of the participants, the association creates centralized funds, including reserves (insurance), currency, etc. The composition, purpose, size and procedure for using the association’s funds are determined by the governing bodies.
Associations that conduct their activities on the basis of economic accounting and are legal entities, along with the consolidated balance sheet, constitute an independent balance sheet.
The property and results of financial and economic activities of associations that do not have a special (separate) management apparatus are taken into account on the balance sheet of the enterprise on the basis of which the association carries out its functions.
The association is not responsible for the obligations of the state, and the state is not responsible for the obligations of the association. For its obligations, the association is liable with all its property, which may be subject to collection in accordance with the law. The association is not liable for the obligations of the participants, but the participants are liable for the obligations of the association within the limits of the invested funds and in the manner prescribed by the charter.
After the termination of the association's activities, the remaining property is distributed among its member enterprises and organizations.
A corporation is a contractual association created on the basis of a combination of production, scientific and commercial interests, with the delegation of individual powers to centrally regulate the activities of each of the participants.
Concern is a statutory association of enterprises in industry, transport, banks, communications, trade, scientific institutions, etc. on the basis of complete financial dependence on one or a group of enterprises. Enterprises merging into a concern carry out joint activities on the basis of voluntary centralization of the functions of scientific, technical and production development, investment, financial, environmental, foreign economic, patent-licensing and other activities.
To organize its work, the concern creates management bodies to which its participants voluntarily transfer part of their powers and functions, including representing their interests in relations with ministries and departments, other organizations and institutions, including resolving issues related to the placement of government orders and the acquisition of resources and placement of investments. Concern participants cannot simultaneously be members of other concerns.
Concerns can occupy a special place in industries that are characterized by closed chains of interconnected technological processes and deep internal cooperation in the production and sale of the final product. Such concerns can operate successfully, for example, in industries and industries throughout the entire cycle of gas production, transportation and distribution, in the oil refining industry, in the production of fertilizers and the provision of services for their use.
A consortium is a temporary statutory association of industrial enterprises and banks to achieve common goals and solve specific problems, for example, the implementation of large investment projects, scientific and technical programs, the construction of large facilities, etc. To implement the program, a group of enterprises of any form of ownership can unite into a consortium. Having completed the task, the consortium ceases its activities or is transformed into another type of contractual association.
Consortium participants retain their economic independence and can take part in the activities of other consortia, associations, and joint ventures. The consortium uses and disposes of the property allocated to it by the founders, funds allocated for the implementation of the relevant target program, as well as funds coming from other sources. As a rule, it operates on a non-profit basis and does not have relations with the budget that are different from those of the founding enterprises. The consortium is not a legal entity.
Production association - an association of industrial enterprises based on homogeneous technologies, products with centralization of financial, accounting, production, scientific and technological functions or part of them. The main objectives of creating production associations are:
ensuring, through coordinated manufacturing, a comprehensive supply of competitive products;
concentration of capital for intensive development of enterprises included in the association;
eliminating departmental disunity when creating new types of goods;
more efficient use of the existing scientific and production potential of the enterprises included in the association;
more complete use of resources for the social development of the association’s workforce.
Industrial and financial group is an association of industrial and agricultural enterprises, scientific and design organizations, insurance companies (companies) and trading enterprises headed by a bank. Industrial-financial groups are an industrial-financial-trading complex of enterprises that have partially or fully pooled their resources for technological or economic integration, implementation of investment and other projects and programs aimed at increasing profitability, competitiveness, expanding markets for goods and services, increasing production efficiency, creation of new jobs.
The distinctive features of the industrial and financial group are:
voluntary participation and preservation of legal independence of participants;
mandatory presence of banks, financial and credit institutions and industrial enterprises;
membership of the participants of the industrial and financial group in those areas of activity that determine the industrial, scientific and export potential of the country;
presence of a general strategy;
integration of participants of the industrial and financial group through the pooling of resources, general management, pricing, technical, marketing, and personnel policies.
The formation of industrial and financial groups has a multifaceted positive impact on the development of the domestic economy:
industrial and financial groups are strengthening the integration of banking and industrial capital and helping to resolve the investment crisis;
industrial and financial groups create favorable conditions for the merger of technologically and cooperatively related enterprises, to increase the utilization of existing production capacities;
concentration in the bank of the industrial-financial group of mutual settlements of cooperating enterprises-members of the group stabilizes payments between them, reduces the load on the interbank infrastructure;
industrial and financial groups assist in the development of business plans, reduce business risk, provide access to high-tech competitive products, and help promote products to the market;
industrial and financial groups contribute to a significant reduction in the costs of purchasing material resources through their wholesale purchases for all enterprises of the group.
The disadvantages of the activities of industrial and financial groups include the following:
the emergence of a bureaucratic elite, the maintenance of which will require deductions of profits;
lack of qualified specialists in managing industrial and financial groups;
loss of flexibility and efficiency in decision-making at enterprises included in the group.
The creation, reorganization and liquidation of industrial and financial groups is carried out on the basis of the Law of Ukraine “On Industrial and Financial Groups in Ukraine” dated November 21, 1995 No. 437/95-VR and the Regulations on the creation (registration), reorganization and liquidation of industrial and financial groups , approved by Resolution of the Cabinet of Ministers of Ukraine dated July 20, 1996 No. 781.
The entrepreneur makes the choice of the organizational and legal form of the future enterprise and the form of cooperation with other enterprises, organizations and institutions independently, based on the goals and objectives of the business activity, and also taking into account the following factors:
political and economic stability of the country;
inflation rate and availability of loans;
availability of real support at the initial stage of entrepreneurship;
the validity of the decision to create a private enterprise;
the presence of effective demand for products, works, services that are supposed to be produced (performed) at the enterprise;
the degree of property liability of the founder in the event of financial failure of the enterprise;
features of the procedure for making the most important decisions;
the minimum size of the authorized capital of the created enterprise and the minimum amount of initial capital required to produce products in the planned volumes;
procedure for distribution of enterprise profits;
labor intensity and cost of documenting the current activities of the enterprise, etc. - legal forms enterprises ...

Organizationally-legal forms enterprises (8)

Coursework >> Economics

... Organizationally-legal forms commercial enterprises enterprises organizationally-legal sign. Choice organizationally-legal forms enterprises ...

Advantages and disadvantages of various organizationally-legal forms enterprises (2)

Abstract >> Economic theory

... -legal forms functioning enterprises; study of advantages and disadvantages organizationally-legal forms enterprises; consideration of criteria choice organizationally-legal forms enterprises Concept, advantages and disadvantages organizationally-legal forms ...

Basic organizationally–legal forms enterprises in Belarus

Coursework >> Economics

... organizationally-legal forms Most important in classification enterprises in a market economy is organizationally-legal sign. Choice organizationally-legal forms enterprises carried out...

The legislation provides for various OPFs of commercial and non-profit organizations.

Commercial organizations are mainly used to conduct business, because their main purpose of activity is to make profit.

Non-profit organizations are created, as a rule, in socio-cultural, public and other spheres not directly related to business, however, some OPF of non-profit organizations can also be used to conduct business activities.

In order to determine which organization (commercial or non-profit) is suitable for running your business, you need to compare a number of characteristics that distinguish such organizations.

When choosing a legal form, it is necessary to determine what types of activities the organization will carry out and whether it will engage in entrepreneurial activities.

However, it should be taken into account that for some types of activities the law provides for a certain organizational and legal form:

· to carry out banking activities and dealer activities on the securities market, it is necessary to create a commercial

organizations, because only commercial organizations have the right to carry out these types of activities; · to carry out the activities of the stock exchange, charitable activities, educational activities, etc., it is necessary to create non-profit organization.

Activity goals

For commercial organizations, the purpose of activity is to make a profit.

For non-profit organizations, making a profit is not the goal of their activity.

The goals of a non-profit organization are determined by its charter in accordance with the requirements of the law for each type of non-profit organization.

As a general rule, a non-profit organization is created to achieve social, charitable, cultural, educational, scientific and managerial goals, in order to protect the health of citizens, develop physical culture and sports, satisfy the spiritual and other non-material needs of citizens, protect the rights and legitimate interests of citizens and organizations, resolving disputes and conflicts, providing legal assistance, as well as for other purposes aimed at achieving public benefits.

An exception is a consumer cooperative: it is created to carry out trading, procurement, production and other activities in order to satisfy the material and other needs of the members of the cooperative.

Activities

A commercial organization may carry out any type of activity except those expressly prohibited by law.

In addition, a commercial organization may engage in activities that are not expressly provided for by its constituent documents.

Some activities can only be carried out by commercial organizations, for example:

banking activities;
dealer activities in the securities market.

A non-profit organization can only carry out activities that correspond to the purposes for which it was created.

At the same time, a non-profit organization has the right to engage only in those activities that are provided for by its constituent documents.

In practice, the types of activities of a non-profit organization are quite diverse - the main thing is that they correspond to the statutory goals.

For example, a non-profit organization may be engaged in educational activities (including paid ones), provision of services (managerial, legal), production (printed publications, training programs), etc.

To carry out certain types of activities, it is necessary to create a non-profit organization in certain public pension funds, for example:

the stock exchange is created in the form of a non-profit partnership;
charitable organizations are created in the form of a public organization (association), foundation or institution;
educational organizations can be created in public pension funds provided for by law for non-profit organizations.

Entrepreneurship and profit-making

A commercial organization is created for the purpose of making a profit.

Making a profit is not the purpose of a non-profit organization, but the possibility of doing business is not prohibited.

A non-profit organization can carry out business activities, but such activities must correspond to the goals of the organization and contribute to their achievement.

Conclusion:

Commercial organizations are created directly to carry out business activities and make a profit, while commercial organizations are practically unlimited in the choice of types of activities.

Non-profit organizations, despite the fact that the purpose of their activities is not to make a profit, can nevertheless engage in entrepreneurial activities if they are consistent with their statutory goals.

Moreover, for some types of non-profit organizations, the law provides for goals close to the goals of commercial organizations, for example:

· a consumer cooperative is created to carry out trading, procurement, production activities;

· an autonomous non-profit organization is created to provide services in the field of education, healthcare, culture, science, law, physical culture and sports and other services.

Thus, an autonomous non-profit organization created to carry out educational activities can provide paid educational and consulting services, produce and sell books and other materials, software and other related products necessary for the educational process, rent out premises, thereby making a profit.

If an organization is engaged in entrepreneurial activities and makes a profit, for its founders (participants) the question of the possibility of distributing the profit received by the organization among the founders (participants) will be significant.

The profit of a commercial organization is distributed among its founders (participants).

The procedure and forms of profit distribution depend on the general profit organization of the commercial organization:

in an LLC, profits are distributed in proportion to the shares of participants in the authorized capital of the company or otherwise in accordance with the charter;
in JSC profits are distributed in the form of dividends on shares;

in a production cooperative, profits are distributed among its members in accordance with their personal labor or other participation, as well as in accordance with the size of the share contribution.

The profit of non-profit organizations, due to a direct prohibition in the law (clause 1 of Article 50 of the Civil Code of the Russian Federation), cannot be distributed among its founders (participants).

An exception is a consumer cooperative: income received by a consumer cooperative from business activities is distributed among its members (clause 5 of Article 116 of the Civil Code of the Russian Federation) (see also Distribution of profits between participants in a consumer society).

The profit of a non-profit organization is directed to its statutory purposes.

However, the founders (participants) of a non-profit organization can benefit from its activities in the following forms:

· founders (participants) of a non-profit organization can, on an equal basis with third parties, use the services and other benefits produced by the organization;

founders (participants) of a non-profit organization may have an employment relationship with it and receive wages.

Conclusion:

The creation of a commercial organization allows its founders (participants) to distribute the profit received by the organization.

The creation of a non-profit organization does not directly allow the distribution of profits between the founders, however, this does not exclude the possibility of the founders receiving profit from business activities in other forms, incl. in the form of wages.

Such OPF of a non-profit organization, such as a consumer society, allows the distribution of profits between participants (shareholders), which makes its status similar to that of a commercial organization.

When choosing an OPF, founders need to assess the degree of liability that they may bear for the debts of the organization they created.

Liability of founders (participants) of LLC, JSC is limited:

· members of an LLC and shareholders of a JSC are not liable for the obligations of the company and bear the risk of losses associated with the activities of the company, within the limits of the value of the contributions made by them.

The liability of the founders (participants) of a production cooperative is subsidiary (in case of insufficient property of the cooperative, responsibility is assigned to its members):

· members of the cooperative bear subsidiary liability for its obligations in the manner prescribed by the charter of the cooperative.

Exception:

if the insolvency (bankruptcy) of an organization is caused by the founders, if the organization’s property is insufficient, they may be held subsidiary liable for its obligations (paragraph 2, clause 3, article 56 of the Civil Code of the Russian Federation).

As a general rule, the founders of non-profit organizations are not liable for the organization’s obligations.

Exceptions:

· the owner of the institution, if there is insufficient funds at the disposal of the institution, bears subsidiary liability for the obligations of the institution;

· members of an association (union) bear subsidiary liability for the obligations of this association (union) in the amount and in the manner provided for by its constituent documents;

Shareholders of a consumer company bear subsidiary liability for the obligations of the consumer company in the manner prescribed by the Civil Code of the Russian Federation and the charter of the consumer company.

Conclusion:

The degree of responsibility of the founders (participants) for the obligations of the organization they created depends on the specific type of organization.

From the point of view of the degree of responsibility, the founders (participants) of an LLC, JSC, as well as those non-profit organizations for which the law and constituent documents do not provide for subsidiary liability of the founders (a foundation, non-profit partnership, autonomous non-profit organization) are in the most advantageous position.

Founders (participants) of commercial and non-profit organizations, for which the law and constituent documents provide for subsidiary liability, bear great risks, because If the organization's property is insufficient, a penalty may be imposed on the property of the founders (participants).

There are significant differences in the taxation of commercial and non-profit organizations. Having assessed the tax consequences, you can predict the costs associated with activities in a particular open pension fund.

Below are some issues regarding the taxation of founders' contributions to a commercial and non-profit organization.

Investments in business companies and partnerships

The transfer of property, if such transfer is of an investment nature (in particular, contributions to the authorized (share) capital of business companies and partnerships, share contributions to mutual funds of cooperatives), is not recognized as the sale of goods (work, services) and is not subject to VAT (clause 1 Clause 2 of Article 146 of the Tax Code of the Russian Federation, Clause 3 of Article 39 of the Tax Code of the Russian Federation) (see Transfer of property of an investment nature (VAT)).

Withdrawal of a participant from a business company (partnership) and receipt of property in the event of liquidation

The transfer of property within the limits of the initial contribution to a participant in a business company or partnership (his legal successor or heir) upon exit (disposal) from a business company or partnership, as well as when distributing the property of a liquidated business company or partnership between its participants is not recognized as the sale of goods (work, services) (clause 3 of article 39 of the Tax Code of the Russian Federation), and the value of the returned property previously contributed by him as a contribution to the authorized capital is not subject to VAT (clause 3.3.4 Methodological recommendations..., approved Order of the Ministry of Taxes of the Russian Federation dated December 20, 2000 No. BG-3-03/447) (see Transfer of property within the limits of the initial contribution to a participant in a business company or partnership upon leaving the business company or partnership (VAT)).

Sale of shares in the authorized capital, shares, securities

The sale of shares in the authorized (share) capital of organizations, shares in mutual funds of cooperatives, securities is not subject to VAT (clause 12, clause 2, Article 149 of the Tax Code of the Russian Federation) (see Sales of shares in the authorized (share) capital of organizations, shares in mutual funds cooperative funds and mutual funds, securities and derivatives instruments (VAT)).

For all types of non-profit organizations:

Funds and other property received for charitable activities are not subject to income tax (Clause 4, Clause 2, Article 251 of the Tax Code of the Russian Federation) (see Targeted revenues for the maintenance of non-profit organizations (profit tax)).

Property transferred by will in the order of inheritance is not subject to income tax (clause 2, clause 2, article 251 of the Tax Code of the Russian Federation) (see.

Targeted revenues for the maintenance of non-profit organizations (income tax)).

Amounts of financing from the federal budget, budgets of constituent entities of the Russian Federation, local budgets, state budgets off-budget funds, allocated for the implementation of the statutory activities of non-profit organizations, are not subject to income tax (clause 3, paragraph 2, Article 251 of the Tax Code of the Russian Federation) (see Targeted revenues for the maintenance of non-profit organizations (profit tax)).

The transfer of fixed assets, intangible assets and (or) other property to non-profit organizations for the implementation of the main statutory activities not related to business activities is not subject to VAT (clause 3 of Article 39 of the Tax Code of the Russian Federation) (see Object of taxation for VAT).

When determining the tax base for an organization's income tax, property received within the framework of targeted financing, including in the form of grants received (clause 14, paragraph 1, Article 251 of the Tax Code of the Russian Federation) is not taken into account (see Property received within the framework of targeted financing ( income tax)).

For certain types of non-profit organizations

Fund

Non-commercial partnership

Public organization (association)

Membership and entrance fees are not subject to income tax (Clause 1, Clause 2, Article 251 of the Tax Code of the Russian Federation) (see Targeted revenues for the maintenance of non-profit organizations (profit tax)).

Donations recognized as such in accordance with clause 1 of Article 582 of the Civil Code of the Russian Federation are not subject to income tax (clause 1 of clause 2 of Article 251 of the Tax Code of the Russian Federation) (see Targeted revenues for the maintenance of non-profit organizations (income tax)).

Public associations that carry out their activities at the expense of targeted contributions from citizens and deductions from enterprises and organizations from the profit remaining at their disposal after paying taxes and other obligatory payments for the maintenance of these public associations, if they do not carry out entrepreneurial activities, do not pay property tax (clause "z" Article 4 of the Law of the Russian Federation dated December 13, 1991 No. 2030-1) (see Targeted revenues for the maintenance of non-profit organizations (income tax)). Association (union)

Associations that carry out their activities at the expense of targeted contributions from citizens and deductions from enterprises and organizations from the profit remaining at their disposal after paying taxes and other obligatory payments for the maintenance of these associations, if they do not carry out entrepreneurial activities, do not pay property tax (paragraph "z") "Article 4 of the Law of the Russian Federation of December 13, 1991 No. 2030-1) (see Targeted revenues for the maintenance of non-profit organizations (income tax)).

Consumer cooperative

Share deposits are not subject to income tax (clause 1, paragraph 2, Article 251 of the Tax Code of the Russian Federation) (see Targeted revenues for the maintenance of non-profit organizations (income tax)).

Establishment

Used by intended purpose receipts from owners to institutions created by them are not taken into account when determining the tax base for income tax (clause 7, paragraph 2, article 251 of the Tax Code of the Russian Federation) (see Targeted receipts for the maintenance of non-profit organizations (income tax)).

Gardening, market gardening, dacha associations

Amounts paid from membership fees of horticultural, gardening cooperatives (partnerships) to persons performing work (services) for such organizations are not subject to taxation when paying the unified social tax (clause 8, clause 1, article 238 of the Tax Code of the Russian Federation) (see Amounts , not subject to taxation (UST)).

Gardening partnerships are exempt from paying property tax (clause "z" of Article 4 of the Law of the Russian Federation of December 13, 1991 No. 2030-1) (see Tax benefits (property tax)).

Garage construction, housing construction cooperatives (partnerships), dacha construction cooperatives

Amounts paid from membership fees to persons performing work (services) for garage-construction, housing-construction cooperatives (partnerships) are not subject to taxation when paying the unified social tax (clause 8, clause 1, article 238 of the Tax Code of the Russian Federation) (see Amounts , not subject to taxation (UST)).

Dacha-building, housing-construction, dacha cooperatives are exempt from paying property tax (clause "z" of Article 4 of the Law of the Russian Federation of December 13, 1991 No. 2030-1) (see Tax benefits (property tax)).

Homeowners Association

Non-profit organizations with special status

Non-profit educational organizations

Sales of services in the field of education for non-profit educational organizations to conduct training and production (in the areas of basic and additional education specified in the license) or the educational process is exempt from taxation upon payment of VAT (clause 14, clause 2, article 149 of the Tax Code of the Russian Federation) (see Services in the field of education for the conduct of educational, production or educational processes by non-profit educational organizations (VAT)).

Public organizations of disabled people

Sales (transfer, execution, provision for own needs) of goods (except for excisable goods, mineral raw materials and minerals, as well as others according to the list approved by the Government of the Russian Federation), works, services (except for brokerage and other intermediary services), produced and sold by public organizations of disabled people, of which disabled people and their legal representatives make up at least 80%, are exempt from taxation when paying VAT (clause 2, clause 3, article 149 of the Tax Code of the Russian Federation) (see Sales of goods (work, services) produced and sold by public organizations of disabled people or organizations belonging to them (VAT)).

Public organizations of disabled people with amounts of payments and other remuneration not exceeding 100,000 rubles. during the tax period for each individual employee, are exempt from paying UST (paragraph 2, clause 2, clause 1, Article 239 of the Tax Code of the Russian Federation) (see Tax benefits (UST)).

Public organizations of disabled people are exempt from paying property tax (clauses "i" of Article 4 of the Law of the Russian Federation of December 13, 1991 No. 2030-1) (see Tax benefits (property tax)).

Institutions whose sole owners of property are public organizations of disabled people

Sales (transfer, execution, provision for own needs) of goods (except for excise goods, mineral raw materials and minerals, as well as others according to the list approved by the Government of the Russian Federation), works, services (except for brokerage and other intermediary services) produced and sold by such institutions are exempt from taxation when paying VAT (clause 2, clause 3, Article 149 of the Tax Code of the Russian Federation) (see Sales of goods (work, services) produced and sold by public organizations of disabled people or organizations belonging to them (VAT)).

From amounts of payments and other remuneration not exceeding 100,000 rubles. during the tax period for each individual employee, are exempt from paying UST (paragraph 2, clause 2, clause 1, Article 239 of the Tax Code of the Russian Federation) (see Tax benefits (UST)).

Special tax regimes

1. Simplified taxation system

With the entry into force of Ch. 26.2 of the Tax Code of the Russian Federation, both commercial and non-profit organizations will be able to switch to a simplified taxation system (subject to compliance with the requirements provided by law). It must be taken into account that until January 1, 2003, non-profit organizations did not have the right to apply the simplified tax system.

2. Single tax on imputed income

The single tax on imputed income is applied for certain types of activities and only in those regions where it is introduced, therefore the application of UTII does not depend on the general public pension fund.

Conclusion:

When choosing a legal form of doing business, it is necessary to take into account that the taxation of an organization depends primarily on the type of organization and on the activities that this organization carries out.

When choosing a business enterprise for conducting business, it is necessary to estimate the costs of running accounting and reporting.

Commercial organizations maintain accounting records and submit reports in accordance with Federal law dated November 21, 1996 No. 129-FZ “On Accounting” and Order of the Ministry of Finance of the Russian Federation dated July 29, 1998 No. 34n “On approval of the Regulations on accounting and financial statements In Russian federation".

In addition to financial statements, commercial organizations submit tax and statistical reporting in the manner prescribed by law.

Non-profit organizations maintain accounting records and submit reports in accordance with Federal Law No. 129-FZ dated November 21, 1996 “On Accounting” and Order of the Ministry of Finance of the Russian Federation dated July 29, 1998 No. 34n “On approval of the Regulations on accounting and financial reporting in the Russian Federation ".

According to Order of the Ministry of Finance of the Russian Federation dated January 13, 2000 No. 4n “On Forms of Accounting Reports of Organizations,” non-profit organizations have the right not to present a Cash Flow Statement as part of the annual financial statements, and in the absence of relevant data, not to present a Statement of Changes in Capital and an Appendix to the Balance Sheet . Non-profit organizations are recommended to include in their annual financial statements a Report on the intended use of funds received.

For non-profit organizations created in the form of public associations, a simplified procedure for submitting financial statements is provided (such organizations submit financial statements only once a year as part of the balance sheet, profit and loss statement, report on the intended use of funds received).

In addition to financial reporting, non-profit organizations submit tax and statistical reporting in the manner prescribed by law.

Conclusion:

The procedure for maintaining accounting records and submitting reports by commercial and non-profit organizations has some differences, however, a simplified procedure for submitting financial statements is established only for public associations.

Start-up capital is required to organize a business. Moreover, for some organizational and legal forms the law provides for its minimum size.

To create a commercial organization, the founders must provide a minimum amount of property that guarantees the interests of the organization’s creditors and form an authorized capital.

For various types of commercial organizations, the law establishes a certain minimum authorized capital:

· the amount of the authorized capital of the LLC must be at least 10,000 rubles;

· the size of the authorized capital of the CJSC must be at least 100 minimum wages;

· the size of the authorized capital of the JSC must be at least 1000 minimum wages.

The authorized capital of a commercial organization is formed upon its creation:

the founders of the LLC must pay at least 50% of the authorized capital at the time of state registration of the company; The founders of CJSC and OJSC must pay at least 50% of the authorized capital within 3 months from the date of state registration of the company.

For non-profit organizations there is no minimum amount of property (authorized capital).

Conclusion:

When creating a commercial organization, the founders must ensure the availability of the minimum amount of property established by law, i.e. pay its authorized capital. Thus, to create a commercial organization, the founders must have the necessary funds for this.

When creating a non-profit organization, the founders do not need to form its authorized capital, so it is possible to create a non-profit organization even if it initially does not have any property.

When conducting business, the founders (participants) of an organization are faced with the need to transfer some property to the organization. Such a transfer can be made different ways, which will require different legal registration. Time and financial costs will depend on the method of transferring property.

Founders (participants) can transfer property to a commercial organization (for example, LLC and JSC) in the following ways:

by making contributions to the authorized capital of an LLC or purchasing shares placed by a joint-stock company when creating a company;
by making contributions to the authorized capital of an LLC or purchasing additional shares placed by a joint-stock company when increasing the authorized capital of the company;
LLC participants, in accordance with the charter or a decision of the general meeting, can make contributions to the property of the LLC.

Founders (participants) can transfer property to a non-profit organization in the following ways:

in the form of regular and one-time receipts from the founders, voluntary property contributions and donations (for all general public fund of non-profit organizations);
in the form of voluntary or mandatory membership fees (for non-profit organizations with membership, such as a consumer society, non-profit partnership, association, public organization, etc.).

The procedure for regular receipts from founders (participants) is determined by the constituent documents of the organization.

Founders (participants) can transfer property to both commercial and non-profit organizations under agreements of purchase and sale, donation, lease and other agreements for the transfer of property into ownership or use.

It is necessary to keep in mind that the law limits the possibility of gratuitous transfer of property to a commercial organization from the founder, who is also a commercial organization: according to Article 575 of the Civil Code of the Russian Federation, donations are not allowed, with the exception of ordinary gifts, the value of which does not exceed 5 minimum wages, in relations between commercial organizations.

Conclusion:

The transfer of property to commercial organizations is possible, in particular, by making contributions to the authorized capital of an LLC or by purchasing shares placed by the JSC. If such a transfer of property is accompanied by an increase in the size of the authorized capital, it is necessary to make changes to the constituent documents of the company.

The transfer of property to non-profit organizations in the form of contributions from founders does not require changes to the constituent documents.

In addition, property can be transferred to both commercial and non-profit organizations under a civil contract, taking into account established by law restrictions.

When choosing between a commercial and non-profit organization, an important issue for founders is the opportunity to receive property transferred to the organization upon exit (termination of participation), as well as upon liquidation of the organization.

Return of property to the founder in case of leaving the organization

In relation to commercial organizations (JSC, LLC), their participants have rights of obligations, therefore they can demand a return of invested funds (part of the organization’s property) upon leaving the organization’s membership:

The LLC is obliged to pay the withdrawing participant the actual value of his share or, with the consent of the participant, give him property in kind;
JSC shareholders cannot leave the company at their own request, however, in cases provided for by law, shareholders can demand that the JSC buy back their shares at market value.

In addition, an LLC participant has the right to sell or otherwise dispose of his share in the authorized capital of the LLC.

A shareholder has the right to sell or otherwise dispose of his shares.

The founders of a non-profit organization do not retain rights to the property transferred to the organization, and therefore cannot claim to receive the property upon leaving the organization.

Exceptions:

a shareholder leaving the consumer society is paid the cost of his share contribution and cooperative payments; members of a non-profit partnership have the right to receive, upon leaving the non-profit partnership, part of its property or the value of this property (within the limits of the value of the property transferred into the ownership of the partnership), with the exception of membership fees.

Return of property to the founder in case of liquidation of the organization

In relation to commercial organizations (JSC, LLC), their participants have rights of obligations, therefore they can demand the return of invested funds (part of the organization’s property) in the event of its liquidation:

a participant in an LLC has the right to receive, in the event of liquidation of the company, part of the property remaining after settlements with creditors; A shareholder of a joint-stock company has the right to receive, in the event of liquidation of the company, part of his property remaining after settlements with creditors.

The founders of a non-profit organization do not retain rights to the property transferred to the organization, and therefore cannot claim to receive the property upon its liquidation.

When a non-profit organization is liquidated, the property remaining after satisfaction of the creditors' claims is directed in accordance with the constituent documents of the non-profit organization for the purposes for which it was created and (or) for charitable purposes, and if the use of the property in accordance with the constituent documents of the organization is not possible, it turns into state income (see Procedure for liquidation of a non-profit organization).

Exceptions:

· the property of the consumer society, after satisfying the creditors' claims, is distributed among shareholders (with the exception of the property of an indivisible fund);

· upon liquidation of a non-profit partnership, the property remaining after satisfying the creditors' claims, the amount of which does not exceed the amount of property contributions of the members of the non-profit partnership, is subject to distribution among the members of the non-profit partnership in accordance with their property contribution;

· the property of the institution, after satisfying the creditors' claims, is transferred to the owner.

Conclusion:

When creating a commercial organization (LLC, JSC), the founders make contributions to the authorized capital of the organization, and therefore the founders have rights of obligation in relation to the organization they create. Moreover, in the event of leaving a commercial organization, as well as in the event of its liquidation, the founder (participant) of the commercial organization has the right to receive the part of the organization’s property due to his share.

The founders (participants) of a non-profit organization cannot claim a return of invested funds either upon exit or liquidation of the organization (with the exception of such OPFs as non-profit partnerships, consumer societies and institutions).

Thus, the legal status of the founders (participants) of a consumer society and non-profit partnership is closest to the legal status of the founders (participants) of commercial organizations.

One of the important issues when choosing the organizational and legal form of an enterprise is the ability to control its activities, as well as form the structure of management bodies depending on the goals and needs of the founder. For different OPFs, the law provides for a different structure of management bodies, as well as different opportunities for management and control on the part of the founder.

commercial organization
Non-profit organization
Structure of the organization's governing bodies
mandatory.	optional	mandatory.	optional.
OOO: - general meeting of founders; - audit committee(auditor) (if the company has more than 15 participants). JSC: - General Meeting of Shareholders; - board of directors (supervisory board) (if the JSC has more than 50 shareholders); - sole executive body; - audit commission (auditor). Production cooperative: - general meeting of members of the cooperative; - governing body; - chairman; - audit commission (auditor).	OOO: - Board of Directors; - collegial executive body. JSC: - collegial executive body; - counting commission. Production cooperative: - supervisory board.	Consumer society: - general meeting of the consumer society; - consumer society council; - board of consumer society; - audit committee. ANO: - collegial supreme body management. Non-profit partnership (minimum 2 founders): - general meeting of members (supreme management body). Fund: - board of trustees. Institution: - bodies are formed in accordance with the charter of the institution.	ANO, Non-profit partnership: - sole and/or collegial executive body. Foundation, Establishment: - supreme governing body (collegial/sole); - a permanent collegial governing body; - sole and/or collegial executive body.

Conclusion:

The legislation provides for requirements for the structure of the organization’s management bodies, incl. mandatory bodies and bodies that can be created at the discretion of the founders.

For commercial organizations (LLC and JSC) more stringent requirements are established than for non-profit ones, because the structure of management bodies of commercial organizations is largely determined by law.

For non-profit organizations, the structure of governing bodies is largely determined by the charter, i.e. depends on the discretion of the founders.

The fewer requirements for management bodies established by law, the more opportunities there are to create an individual management structure in an organization - depending on certain needs of the founder (from complete control over all aspects of activity to making decisions only on the most important issues).

A significant disadvantage of an autonomous non-profit organization is that, even if the organization has only one founder, the highest management body must be collegial.

Traditionally, commercial organizations are created to conduct business, with the most common forms being limited liability companies (LLC) and joint stock companies (OJSC and CJSC).

However, some types of non-profit organizations can also be used when doing business in various fields (in particular, in the service sector): consumer society, non-profit partnership, autonomous non-profit organization.

When creating a non-profit organization, you should special attention approach the development of constituent documents.

The benefits and advantages of non-profit organizations provided by law in practice can lead to significant disadvantages if all the nuances are not taken into account in the constituent documents, as well as in the implementation of activities: a clear distinction between statutory and entrepreneurial activities, the procedure for forming the organization’s property in the form of entrance, membership, and targeted contributions of the founders , use of such revenues and profits of the organization, other issues.

Below is Comparative characteristics OPF of commercial and non-profit organizations from the point of view of their ease of use for doing business.

	commercial organization (LLC, JSC)	Non-profit organization (consumer society, non-profit partnership, autonomous non-profit organization)
Pros:	- a commercial organization can carry out any types of activities, except those prohibited by law, and is not limited to the purposes of activities specified in its charter (certain types of activities - for example, educational activities- can only be carried out by non-profit organizations); - the liability of the founders (participants) for the obligations of the organization is limited to the value of the contributions made to the authorized capital; - the opportunity to distribute the profit received between the founders (participants); - the opportunity, in the event of leaving the organization or upon its liquidation, to receive part of its property.	- founders (participants) are not responsible for the obligations of the organization; - the minimum amount of the organization’s property has not been established, so the organization may not own any property; - the system of governing bodies can be described and detailed in the organization’s charter (with the exception of a consumer society, where the structure of governing bodies is strictly defined by law); - the law provides for a number of tax benefits for non-profit organizations; - members of a consumer society and non-profit partnership may, upon leaving the organization or upon its liquidation, receive property within the limits of the contributions made.
Minuses	- the law determines the minimum amount of the organization’s property (the minimum amount of authorized capital); - commercial organizations cannot engage in certain types of activities (for example, educational activities).	- business activities must comply with the statutory goals of the organization; - the profit received is not distributed among the founders (participants) (with the exception of a consumer company, where a certain share of the profit can be distributed among shareholders); - in a consumer society, the structure of governing bodies is strictly defined by law; - when creating a non-profit organization, careful and detailed development of constituent documents is required.

The fundamental decision when starting a business is the choice of the organizational and legal form of the enterprise (LEF). This criterion will influence all subsequent work.

There is an extremely wide range of forms, principles of business, opening and closing, which differ significantly from each other. Will it successful business Whether a particular project will be profitable often depends on the form of organization of the company and the procedure for its taxation. Before creating an enterprise, it is necessary to carefully study and weigh all the features of OPF.

Types of organizations

When making your choice, you need to know that there are both commercial and non-profit organizations.

Commercial enterprises are mainly used to conduct business activities; their main task is to generate income. As for not commercial structures, they participate in social or cultural activities. There are very rare cases when a non-profit organization (NO) is used in entrepreneurship. To correctly determine which of the OPFs is most acceptable, a number of characteristic features can be noted.

The fundamental factor in determining the OPF is the type economic activity inherent in this enterprise. For some areas, legislation provides for the mandatory use of a commercial form; this applies to banking institutions, dealers, and securities transactions.

To open charitable foundation, educational organization or stock exchange, a non-profit structure format will be required.

Field of activity

For commercial structures, the main goal is to generate income. As for a non-profit company, the main goal here will not be profit. Its purpose is clearly defined by the charter, and must necessarily comply with all legislative norms.

The activities of non-profit organizations can be carried out in the following areas:

educational
cultural
scientific
sports
charitable
and others.

A NO is created to solve social problems, issues and disputes, health protection, to protect civil interests and rights. Her work is also aimed at creating public goods.

When choosing the organizational and legal form of a consumer cooperative enterprise, which, through trade, production or procurement activities, satisfies the needs of the organization’s members, you cannot use a non-profit PF.

For commercial organizations there are no restrictions on the choice of areas of activity, except those prohibited by law.

At the legislative level, a list of institutions that can only be commercial has been approved. There are also certain restrictions regarding a non-profit structure. Its activities are strictly limited and must fully reflect the interests and purposes for which it was created. Everything that is specified in the statutory documents and does not contradict the laws can be applied, but no more.

When opening a NO, a number of features must be taken into account. For example, when creating a stock exchange, you should choose a non-profit partnership. If we are talking about charity, a public organization or foundation is appropriate here.

Receiving a profit

If everything is clear with the commercial form - it is intended to generate profit, then with the non-commercial form there are a number of questions. One of them is whether it is possible to carry out entrepreneurial activities. This is not prohibited by law, but only if it is necessary to achieve the goals of the organization.

In any case, for most organizations the main goal is to make a profit. Accordingly, each founder (founder or shareholder) will be concerned about the formation and division of the net income received.

It directly depends on the choice of the legal form of the enterprise:

V joint stock companies(JSC) profits are paid as dividends on shares;
in an LLC, its distribution occurs in proportion to shares in the authorized capital, unless another method is provided for by the charter;
A production cooperative is characterized by payments in accordance with participation (most often labor), or in proportion to share contributions.

Paragraph 1 of Article 50 of the Civil Code of the Russian Federation regulates the issue of distribution of income among non-profit enterprises. It prohibits the distribution of such between the founders. The income received can only be used for statutory purposes. But for the founders it is possible to receive the services provided by this non-profit organization free of charge. They may also receive a salary if there is an employment relationship.

As for consumer cooperatives, one can be guided by clause 5 of Article 116 of the Civil Code of the Russian Federation.

Thus, we can conclude that in non-profit organizations there is no direct method for withdrawing funds received as a result of entrepreneurial activity. However, benefits can be received under an employment contract in the form of wages. If we take a consumer union, then the principle of distribution is similar to that used in a cooperative society: income is divided among shareholders.

Organizational and legal forms of enterprises: video

Responsibility measures for the founders of the enterprise

When choosing a public pension fund, each owner wonders about the degree of his responsibility. As for limited liability or joint stock companies, their creators are responsible for the amount of funds invested in the organization. This applies to cases where the company suffered losses as a result of its activities.

If there is insufficient property in a cooperative, subsidiary liability is applied (assigned to the members of such a society). According to Art. 56 of the Civil Code of the Russian Federation, subsidiary liability for debts is also assigned to the founders if they are the culprits of bankruptcy.

Concerning general rules, the creators of BUT are not responsible for the debt of this enterprise.

The obligations of shareholders in companies are subsidiary and are regulated by the norms of the Civil Code of the Russian Federation or the charter of the company.

Which is better to choose?

Thus, according to the current legislation, the degree of obligations of participants depending on the general fund is different. For the owner, the most profitable can be considered a JSC or LLC. Non-profit organizations can also be considered safe if the level of obligations does not provide for subsidiary liability. These are autonomous non-profit organizations, foundations or non-profit partnerships.

If the form of organization of the enterprise provides for subsidiary liability, its creators may suffer large losses in the event of bankruptcy. Sometimes, in order to pay off the debt, the property of the founders may be confiscated.

Tax system

The first stage for creating an enterprise is the registration of an LLC; the information that is provided when submitting documents reflects the principle of conducting business. However, the issue of taxation is fundamental for any enterprise. When choosing an OPF, it is necessary to take into account all possible pitfalls.

To improve the functioning of companies of all forms of ownership, the state has provided special modes, which are selected individually.

Simplified system

This method is applicable for both commercial and non-commercial enterprises. However, to use this mode, a number of regulatory requirements must be met.

This method of taxation, such as UTII, directly depends on the types of activities carried out by the company and its location. Therefore, the form of organization cannot affect the application of this regime.

Thus, we can conclude that the principle of imposing payments to the budget depends not only on the general public fund, but also on the type of the company itself and the list of work performed.

The most common questions related to taxation

Contributions to societies. A contribution (contribution to the authorized capital) that is solely of an investment nature cannot be considered a sale of goods. That is why, guided by Article 146 of the Civil Code of the Russian Federation, these funds are not subject to VAT.
Exit from society. The procedure for leaving the company, as well as the distribution of assets during liquidation, provides for the transfer of such to the founders within the limits of the initial contributions. Guided by Order No. BG-03-477 of December 20, 2000 of the Ministry of Taxes of the Russian Federation regarding the approval of Methodological Recommendations, the amounts of returned property are not sales amounts and, accordingly, are not subject to VAT.
Sale of part of the authorized capital, share or securities. According to the provisions of Article 149, paragraph 2, paragraph 4 of the Tax Code of the Russian Federation, the sale of shares by the founders is not subject to value added tax.
Admissions to NO. If funds received by a non-profit organization are intended for charitable purposes, such amounts will not be subject to income tax.
Inheritance. If certain property is transferred by will or by inheritance, its value is not considered the basis for income tax.

Taxation of non-profit organizations

Amounts of funds that are aimed at achieving the statutory goals of this organization, allocated from federal, local, extra-budgetary state funds, are not subject to income tax.

If, in order to solve the main tasks of a non-profit organization specified in the constituent documents, fixed assets, intangible assets or other property are transferred to the organization, their value is not taken into account when assessing VAT (unless, of course, these fixed assets are not involved in business activities). Targeted financing, including grants, intended for the statutory purposes of a non-profit organization, is not subject to income tax.

Features of taxation of various types of non-profit organizations

Funds. Article 582 clause 1 of the Civil Code of the Russian Federation regulates the issue of taxation of donations to organizations with income tax.
Non-commercial partnership. Tax Code of the Russian Federation Art. 251 clause 2 clause 1 determines the procedure for taxation with income tax. It is stated here that the entrance or membership fee is not a tax base.
Community Enterprises. The procedure for admission and membership fees is regulated according to the principle of non-profit partnership. Amounts of donations aimed at providing non-profit organizations that comply with the norms of Article 582, paragraph 1 Civil Code, are not considered profit and are not taxed.

Income directed to the maintenance of a public organization, if it is not engaged in entrepreneurial activities, is not subject to property tax. This condition applies to the amounts of targeted contributions from citizens or companies after withholding mandatory payments to the budget.

Associations. Profits used to support the association, if it is not engaged in business activities, are not subject to property tax. This condition applies to the amounts of targeted contributions from citizens or companies after withholding mandatory payments to the budget.
Consumer cooperatives. The amounts of share deposits for these cooperatives are not taken into account in calculating income tax, according to Article 251 of the Tax Code of the Russian Federation.
Institutions. Donations made (if they comply with clause 1,582 of Article of the Civil Code) are not considered profit and are not taxed on it. This also applies to funds received from creators aimed at maintaining non-profit organizations.
Country, gardening and horticultural societies. Contributions received are not the basis for income tax. Funds paid to persons carrying out work to support this organization are not subject to UST. And for gardening partnerships there are property tax benefits.
Construction cooperatives (garage, country, housing). Funds allocated for payments to persons carrying out work from membership fees are not subject to UST. This type of non-profit organization is exempt from property payments to the budget.
Housing associations. Guided by the norm of Article 251, paragraph 2, paragraph 1 of the Tax Code, contributions upon entry or from membership cannot be considered the basis for calculating income tax liabilities.

The procedure for calculating obligations to the budget for non-profit organizations with a special status

Educational organizations. Educational or training and production societies are exempt from VAT payments for carrying out the main or additional activities specified in the license.
Society for the Disabled. When selling goods, except those that are minerals, mineral raw materials or excisable products, VAT is not paid. This also applies to services (work) performed by disabled people, with the exception of brokerage or intermediary. Distributed by this norm only to those societies where the percentage of disabled people and persons representing them is at least eighty. If the amount of payment for one tax period per employee does not exceed 100 thousand rubles, this payment is not taken to accrue obligations under the UST. They are also not payers of property tax, being included in the list of beneficiaries.
Enterprises where the association of disabled people is the sole owner. The legal norms in force for this type of non-profit organization are similar to those that apply for public organizations disabled people.

Codes of organizational and legal forms

For each limited liability company that has been registered and chosen the purpose and method of conducting activities, a code of the legal form of LLC is assigned. It reflects data specific to this enterprise, according to all-Russian classifier. The classifier contains all possible OPFs of non-commercial or commercial forms of ownership.

OKOPF is intended to systematize data on business entities. With its help, information is grouped and analyzed to ensure the development of various sectors of the Russian economy. This codification is one of the main ones.

The procedure for managing enterprises depending on the general fund

The most important issue when choosing a public fund is the management procedure specific to a particular company. It must meet all the requirements of the creators (founders) and ensure full control of activities.

For LLC The supervisory authority may be:

company owners;
sole founder;
audit committee.

At JSC he manages the process:

executive agency;
shareholders, in full;
supervisory board;
auditor.

For a production cooperative The following control order is typical:

chairman;
auditor;
members of the organization.

NGO management

In consumer societies (PO) The management function is performed by:

software advice;
general meeting of the PA;
software board;
audit committee.

IN ANO has powers:

the highest collegial management body.

Non-profit partnerships are characterized by the presence of two or more founders who perform this function.

Funds have a board of trustees, and in institutions this issue is reflected in the constituent documents.

Conclusions and generalization

As a rule, CIs are selected to conduct private business. The most common are LLC, OJSC or CJSC. There are also exceptions in the form of non-commercial organizations - partnerships, independent non-profit organizations or software.

The positive characteristics of commercial organizations include the ability to carry out any type of activity, except those not permitted by law. The obligations of the founders for liquidation are limited to the extent of contributions only. Undoubtedly, the main advantage is the receipt and distribution of profits. It should also be noted that the property can be divided between the founders upon closing.

KOs have few negative aspects, first of all, this is the established minimum fee for opening, as well as the impossibility of conducting some activities.

As for non-profit societies, there are a number of positive features. The absence of a minimum contribution for opening makes it possible to start work from scratch. In terms of liability, the founders are exempt from paying off the company's obligations. Thanks to a well-drafted charter, you can independently determine the governing bodies. In the field of taxation, a wide range of benefits is provided for obligations to the budget. In the event of termination of work or resignation, the founder may receive property or funds within the limits of his contributions.

TO unfavorable conditions First of all, it is impossible to distribute profits between participants. Activities should not go beyond the goals specified in the constituent documents.

What else to read

Abstract: History of the development of hygiene 1. The development of hygiene in primitive and slave societies. The emergence and development of hygiene has a centuries-old history...

Formation of estimated liabilities and reserves for vacations As in 1s 8 Hello, dear blog readers. Lately, in my consulting work, I have quite often...

Puff khinkal in a pressure cooker Puff DAGESTAN KHINKAL Puff khinkal is often prepared in Dagestan. A very tasty, but high-calorie, masculine dish....

Selection of optimal organizational and legal forms of enterprise activity. In JSC he manages the process

Organizationally-legal forms enterprises (8)

Advantages and disadvantages of various organizationally-legal forms enterprises (2)

Basic organizationally–legal forms enterprises in Belarus

Types of organizations

Field of activity

Receiving a profit

Organizational and legal forms of enterprises: video

Responsibility measures for the founders of the enterprise

Which is better to choose?

Tax system

Simplified system

The most common questions related to taxation

Taxation of non-profit organizations

Features of taxation of various types of non-profit organizations

The procedure for calculating obligations to the budget for non-profit organizations with a special status

Codes of organizational and legal forms

The procedure for managing enterprises depending on the general fund

NGO management

Conclusions and generalization

What else to read

THE LAST NOTES

Categories