All organizations can be divided into 2 categories: commercial and non-profit. The main purpose of creating and operating commercial organizations is to make a profit. For non-profit organizations, profit is not an important goal.
Types of commercial organizations according to civil law:
Limited liability companies;
Municipal and state unitary enterprises;
Features of each type:
Partnerships (general) are commercial organizations that are created on the basis of a special constituent agreement. Entrepreneurial activities in general partnerships are carried out on behalf of the partnership. All participants of the partnership bear property liability for the activities of this commercial organization. Losses and profits are distributed between each participant in proportion to his contribution.
Production cooperatives are commercial organizations that operate on the basis of the personal desires of citizens, with the aim of conducting joint economic or production activities. Each member of the cooperative must personally participate in economic or production activities. The responsibility of each member is subsidiary. The governing body is a meeting of members of the cooperative.
A limited liability company is an organization in which the authorized capital is divided into shares between the founders according to the profit between the participants of the LLC is distributed according to their shares. Participants are not responsible for the debts and obligations of their organization. The highest governing body of an LLC is the meeting of its participants.
Unitary enterprises are commercial organizations that do not have the right to dispose of property assigned to them by the owner. A unitary enterprise cannot be divided between participants. The owner of the property of such an enterprise is the state or municipal service. The governing body is the manager appointed by the owner of the enterprise.
Partnerships (limited partnerships) are commercial organizations in which participants are liable for the obligations and debts of the enterprise with their property. In a limited partnership, unlike a general partnership, there are multiple investors who bear the risk of loss.
A company with additional liability is a company founded by one or more founders. The ALC is divided among the participants into shares, which are defined in the constituent documents. ODO bears 2 types of responsibility:
* the company itself in the amount of the established fund;
* each (according to contributions).
A joint stock company is an organization in which the authorized capital is divided into an equal number of shares, which certify the rights of the participant in relation to the company. The meeting of shareholders is the main governing body. The number of votes that each shareholder has is distributed in proportion to the number of shares purchased. Profits are also divided in proportion to the number of shares. Joint stock companies in which shares can be sold not only to shareholders are called open companies. Joint stock companies in which shares cannot be sold without the prior consent of shareholders are called closed ones.
Registration of commercial organizations takes place in the registration authorities. In this case, the specifics of registration and creation of organizations must be taken into account.
The rights, duties, obligations, composition and division of power between the founders (participants) are determined by the legal form of the enterprise. Two main forms can be distinguished - business partnerships and business societies. At the same time, a partnership is an association of persons, and a company is an association of capital.
1) social and religious- voluntary associations of citizens based on their common interests to satisfy spiritual and other non-material needs. Public and religious organizations have the right to carry out business activities only to achieve the goals for which they were created;
2) funds- non-profit organizations that do not have membership. Funds are created on the basis of voluntary and property contributions from legal entities or citizens. They pursue socially beneficial goals. Foundations are allowed to create business companies or participate in them;
3) non-profit partnerships- organizations based on the membership of citizens and legal entities that create them. The goal is to satisfy the material and other needs of the partnership participants. When leaving a non-profit partnership, its members receive part of the property or its value that they transferred when joining. Membership fees are non-refundable. Example: Society of the Blind;
4) institutions- non-profit organizations created by the owner (state or municipal structures) to carry out managerial, socio-cultural and other functions. The institution is responsible for its obligations with the funds at its disposal. Institutions are fully or partially financed by the owner. The property of the institution is assigned to it with the right of operational management. Example: universities, public schools;
5) autonomous non-profit organizations- organizations created by citizens or legal entities on the basis of voluntary contributions. The goal is to provide services in the field of health, science, education, sports, etc. Autonomous non-profit organizations do not have membership. The property transferred to these organizations by the founders is their property. Example: private schools, notary offices, private clinics;
6) associations of legal entities- associations and unions that are created for:
a) coordination of business activities of commercial organizations;
b) protection of general property interests of commercial organizations;
c) coordination of protection of interests.
Members of associations and unions retain their independence and the right of a legal entity. Examples: Association of Russian Banks, Round Table of Russian Entrepreneurs.
All non-profit organizations are divided into state and non-state, but state non-profit organizations predominate.
The main differences between non-profit organizations and commercial organizations:
1) profit is not the goal of the activity;
2) non-profit organizations should not pay dividends and enrich their founders;
3) non-profit organizations are much more open to public control.
An important area of activity of non-profit organizations is charity.
9,068 ViewsIt is known that organizations are divided into commercial and non-profit. To put it simply, commercial organizations set profit as the main goal of their activities, while non-profit organizations have slightly different priorities. So, let's delve deeper into the essence of the issue, using specific examples to look at the differences and types.
According to Article 50 of the Civil Code of the Russian Federation, as mentioned above, commercial organizations are legal entities whose main purpose is to generate profit and distribute it among members, and non-profit organizations are legal entities that do not pursue this goal. This is the main essence of the differences between them.
Species
- partnerships and societies engaged in economic activities;
- municipal and state unitary enterprises;
- production cooperatives.
However, this list may be supplemented in the future.
Examples of corporate entities include many joint stock companies, both with and without state participation: Gazprom OJSC, Alfa-Bank OJSC, AvtoVAZ OJSC and many others. Without going far for examples, we can say that almost any company and store should be safely classified as a commercial organization. The same applies to various utility companies that, for example, supply water to the population and have profits from this type of activity that are sent to the corresponding local budget.
The same applies to state-owned enterprises, only with the direction of profits to the state budget. Production cooperatives, as commercial organizations, can most often be found in Russia in the agricultural industry. For example, SPK "Kilachevsky", which is the largest milk producer in the Sverdlovsk region.
Non-profit organizations according to the same Civil Code include
- various religious and religious organizations;
- consumer or service cooperatives,
- charitable foundations;
- public associations.
But again, this list may not be complete. Profit for non-profit organizations does not have to be completely absent. But making a profit should not turn into an end in itself, otherwise this organization can already be considered as a commercial one.
And, in no case, should profits be distributed among members or participants, but should go entirely to the needs of the organization itself, or to achieving the goals that it pursues. An example of a non-profit organization is the largest religious organization in Russia - the Russian Orthodox Church (ROC).
As charitable organizations, we can highlight the Charitable Foundation named after. V. Potanin, who issues various grants and scholarships to students and teachers, as well as the Volnoe Delo Foundation, which has a fairly wide range of activities, ranging from education to the restoration of churches. Public associations include the All-Russian public organization “National Health League”.
Consumer cooperatives, like commercial production cooperatives, are most widespread in agriculture. Only the goal of such cooperatives is not to make a profit, but to provide various services to their members. Indeed, not every farmer can afford to have the entire set of equipment for the work he needs, but he can become a member of the cooperative and pay for the services he needs at their cost, rather than overpay by hiring equipment from outside.
The negative factor is that in the present conditions, for some non-profit organizations, the main goal of their activities is not their declared objectives, but the laundering of money obtained illegally.
Thus, we found out that the main fundamental differences are the purpose of their activities and the direction of profit distribution. In the first case, profits can be distributed among the participants of the organization; in the second case, this is strictly prohibited.
Opinions and reviews
It is very hard to believe that the management of non-profit organizations does not put a penny into their pockets. I am sure that the majority of people who are members of them really do not receive anything, but there is a layer that lives solely on this. One need only remember, for example, what kind of cars church ministers drive.
iriver, management is people, and people are different. And for this reason, not all representatives of the Russian Orthodox Church drive luxury cars; many walk. But for the sake of fairness, it should be noted that in government agencies the level of corruption is much higher than in commercial companies.
I would not say that they are based on their cult alone and live like a brotherhood, selflessly helping each other. Such organizations are immediately associated with sects, which, under the guise of kindness and friendly society, deprive their followers of real estate and other property.
A non-profit organization needs profit. Only it goes towards the goals defined in the charter of such an organization, as a rule.
First, let's look at how these two organizations are similar. There are few such points:
- Both types of enterprises operate in a market environment, therefore, they can act as sellers, buyers, provide or consume services.
- Each of the enterprises must earn finances, manage them, as well as spend and invest.
- Both enterprises are required to cover current expenses with revenues, plan for the future and, at a minimum, maintain a level without loss.
- Accounting is mandatory for both organizations.
From all this we can conclude that commercial and enterprise work on the same principle. However, there are a number of points on which they differ greatly. Now let's look at the differences and learn how a for-profit organization differs from a non-profit organization.
What's the difference
- Direction of activity. The main differences between enterprises lie in the focus of their activities. Thus, a commercial organization is created with the goal of making a profit, while a non-profit organization is aimed at achieving goals of a different, intangible nature.
- The initial goal of the enterprise. A commercial organization strives to increase the value of the enterprise and increase the income of the owners; a non-profit company performs the work specified in the charter, which involves the provision of services and other activities without the founders making a profit.
- Work with profit. All proceeds from a commercial enterprise are distributed among its participants or used for its further development. In a non-profit company, the concept of “profit” is completely absent. But there are funds that are spent on specific matters and are not distributed among the participants.
- Services and goods. Commercial enterprises produce customized goods and services. The work of non-profit enterprises is aimed at social needs and the provision of public goods.
- . For commercial organizations, this is the end consumer; for non-profit organizations, this is the clients and participants of the company.
- Enterprise staff. Commercial enterprises employ hired workers, trainees and people. In non-profit companies, labor activity is carried out not only by the people mentioned above, but also by volunteers, volunteers and the participants themselves.
- Sources of finance. Commercial enterprises earn money through their activities and participation in the capital of third-party enterprises. Non-profit organizations receive funds from foundations, the state, investors, business (this applies to external receipts), as well as from their members, rental of premises, interest on deposits, transactions on the stock market, etc. (this refers to internal receipts ).
- Organizational and legal form. According to Art. 50 of the Civil Code of the Russian Federation, commercial enterprises can operate as LLC, JSC, PJSC, production cooperative, municipal unitary enterprise, limited partnerships, state unitary enterprise or general partnership. Non-profit enterprises exist in the form of charitable and other foundations, institutions, various religious associations, consumer cooperatives and other forms permitted by law.
- Limitations on legal capacity. Commercial enterprises are distinguished by universal or general legal capacity; they have civil rights and perform duties that allow them to carry out any activity that does not contradict the law of the Russian Federation. Limited legal capacity is characteristic of non-profit enterprises. They have only those rights and responsibilities that are specified in the constituent documentation, which directly correspond to the achievement of their goals.
- The body registering the enterprise. Registration of commercial companies is carried out by the tax office; for non-profit enterprises there is the Ministry of Justice.
A commercial organization is created with the goal of making a profit, while a non-profit organization is aimed at achieving goals of a different, intangible nature.
We've mentioned the main differences between for-profit and non-profit businesses, but there are actually more to it. Much depends on the specific ones. There are also narrow specifics regarding accounting. For NPOs it is much more complicated, and for this reason their creators almost never manage to do without a professional accountant.
Depending on differences in legislative regulation related to forms of ownership, as well as the characteristics of the organization, legal entities are divided as follows. First of all, legal entities are divided into commercial and non-profit organizations.
Commercial organizations are organizations that pursue the extraction of profit as the main goal of their activities and have the right to distribute this profit at their own discretion among participants.
Non-profit organizations do not have a primary goal of making a profit; their main task is to achieve the statutory goals. However, they do not have the right to distribute the profit received among participants at their own discretion. Commercial organizations are created in the form of business partnerships, business societies, production cooperatives, state and municipal enterprises.
Non-profit organizations are created in the form of consumer cooperatives, public and religious organizations and associations, institutions and all kinds of funds.
Non-profit organizations can engage in entrepreneurial activity only if it corresponds to the statutory goals and contributes to their achievement.
Commercial and non-profit organizations, jointly or separately, can form associations and unions.
Forms of commercial organizations
Economic partnership
First, let us characterize the main forms of commercial organizations. A business partnership is a commercial organization with a common (so-called share) capital divided into shares of participants. Property that is created through the contributions of participants, as well as produced and acquired by the partnership in the course of its activities, belongs to it by right of ownership.
Business partnerships are created in the form of general partnerships and limited partnerships.
A general partnership is one in which the participants (they are called “full partners”), in accordance with the agreement concluded between them, engage in entrepreneurial (commercial) activities on behalf of the partnership and are liable for its obligations with all the property belonging to them. Profits and losses are distributed among general partners, as a rule, in proportion to their shares in the joint capital. Agreements to exclude any of the participants from participating in profits or losses are not allowed. For the obligations of the partnership, the participants bear joint liability.
A limited partnership, or limited partnership, is one in which, along with general partners conducting business activities on behalf of the partnership and liable for its obligations, there is one or more participants who have made contributions, but are not liable for the obligations of the partnership with their property and are not participating in his business activities. These special participants (called limited partners) bear the risk of losses associated with the activities of the partnership only to the extent of their contributions. As for general partners, they act and bear responsibility according to the rules for general partnerships.
Participants in general partnerships and general partners in limited partnerships can be both individual entrepreneurs and commercial organizations, while investors in limited partnerships can be individuals and legal entities.
An individual or legal entity can be a participant in only one general partnership, as well as a general partner in a limited partnership.
Economic society
A business company is a commercial organization with a total (so-called authorized) capital divided into the contributions of the founders. Property that is created through the contributions of participants, as well as produced and acquired by the company in the course of its activities, belongs to it by right of ownership.
Business companies are created in the form of joint-stock companies, limited liability companies and additional liability companies. A joint stock company is one whose authorized capital is divided into a certain number of shares.
A share is a security that gives the right to receive a certain share of profit (dividend).
Participants in a joint stock company (shareholders) are not liable for its obligations and bear the risk of losses from the company's activities only to the extent of the value of their shares.
The founders of a joint stock company enter into a written agreement among themselves (the so-called constituent agreement), which determines the procedure for creating the company, the size of its authorized capital, the shares of participants, the nature and value of the shares.
Joint-stock companies are divided into open (OJSC) and closed (CJSC). Open companies are those in which participants can freely, without the consent of other shareholders, sell their shares. An open company conducts an open subscription for the shares it issues and puts them on free sale.
Closed companies are those in which shares are distributed only among its founders or another predetermined narrow circle of persons. Participants in a closed company have a preemptive right to purchase shares sold by other members of the company. The number of participants in a closed society should not exceed fifty people.
A limited liability company is one whose authorized capital is divided into shares determined by the constituent documents. Having contributed his share, a company participant receives the right to receive a certain part of the profit. The participants of the company are not liable for its obligations and bear the risk of losses from the company’s activities within the limits of their contributions. The number of participants in a limited liability company should not exceed fifty people.
An additional liability company operates according to the same general rules as a limited liability company. The difference is that the participants of this company are jointly and severally liable for its obligations with their property in the same multiple of the value of their contributions. This means, in particular, that in the event of bankruptcy of one of the participants, its liability is distributed among the remaining participants in proportion to their contributions.
Limited companies and additional liability companies do not issue shares. Participants in companies of all forms can be both individuals and legal entities.
State bodies and local government bodies do not have the right to be participants in business companies and investors in limited partnerships. Contributions to the property of business partnerships and business entities are money, securities, things, property or other rights that have a monetary value.
Participants of business partnerships and business entities have the right:
– participate in the management of a partnership or company, having, when making decisions, a number of votes proportional to its share in the share capital or the number of shares or shares in the authorized capital; – take part in the distribution of profits; – in the event of liquidation of the organization, receive your share of the property remaining after settlements with creditors; – receive all information about the state of affairs in the organization and get acquainted with its accounting and other documents.
Participants in business partnerships and business entities are obliged to:
- make due deposits on time and in accordance with the established procedure;
- do not disclose confidential commercial and other information.
From all of the above it follows that the main difference between business partnerships and business companies is due to the fact that, in essence, partnerships are associations of persons, and companies are associations of capital.
The association of persons into a partnership presupposes their personal participation in its affairs and, above all, in its business activities. To do this, the participant must be registered as a commercial organization or individual entrepreneur. Hence the requirement to be a participant in only one partnership, and also the fact that the partnership does not have the right to include non-profit organizations or citizens not engaged in entrepreneurial activities.
As for business companies, the association of capital in them does not provide for (although it does not prohibit) the personal participation of founders, participants, and shareholders in the commercial entrepreneurial activities of the organization. Hence, simultaneous participation in several societies, and not only entrepreneurs, is possible.
The most important difference between partnerships and companies is that participants in partnerships (except for limited partnerships) bear full, unlimited liability for their obligations and debts with all their property. In companies, participants are not liable for debts, but only bear the risk of losses within the limits of their contributions (the only exception is companies with additional liability).
It is worth noting that the inability to answer with the same property for the debts of several organizations is another explanation for the fact that the law prohibits the participation of one person in several partnerships.
Production cooperative
A production cooperative (or artel) is a voluntary association of individuals and legal entities on the basis of membership for joint production or other economic activities, involving personal labor and other participation.
Members of a production cooperative make share contributions established by the charter, which, together with the earned property, constitute the property of the cooperative. A certain part of this property is formed by indivisible funds. A member of a cooperative can leave it at will at any time. At the same time, he can receive the share due to his share from the part of the cooperative property remaining after the allocation of indivisible funds from it. Members of a production cooperative bear certain personal liability for its obligations, as provided for by law and the charter of the cooperative. The cooperative's profits are distributed among its members, usually in accordance with their labor contributions. The number of members of the cooperative must be at least five. This is the minimum from which the artel can work fruitfully.
Unlike business partnerships and business societies, a cooperative unites citizens who participate in its activities through personal labor. At the same time, the size of the share contribution does not affect the number of votes assigned to its owner when making management decisions and the share of profit received by him: each member of the cooperative has one vote, and profit is distributed among the members of the cooperative in accordance with their labor contribution.
Unitary enterprise
Commercial organizations - state and municipal enterprises are created in the form of so-called unitary enterprises.
A unitary enterprise is an organization that is not endowed by the owner with the right to the property transferred by him to the enterprise. The property of a unitary enterprise is indivisible. It cannot be divided into deposits, shares or units (including between employees of the enterprise). State or municipal property transferred to a unitary enterprise may belong to this enterprise on the right of economic management or on the right of operational management, which have already been discussed. The owner of the property of a unitary enterprise based on the right of economic management (the state) is not liable for the obligations of this enterprise, and the unitary enterprise is not liable for the obligations of the owner. A unitary enterprise based on the right of economic management is liable for its obligations with all its property. Unitary state enterprises based on the right of operational management, created on the basis of federal property, are called state-owned enterprises. These are enterprises of the defense complex, communications enterprises, enterprises that print money, etc. The right of operational management, more than the right of economic management, limits the independence of the enterprise and its commercial capabilities. But the state is responsible for its obligations.
Non-profit organizations
Despite the fact that for non-profit organizations making a profit is not the main goal of their activity, they are not prohibited from having a profit, that is, from engaging in commerce. True, the ability to dispose of the profit received is limited by the statutory goals of the enterprise.
Consumer cooperative
A consumer cooperative is a non-profit organization that is a voluntary association of individuals and legal entities on the basis of membership in order to satisfy their material and non-material needs.
Members of a consumer cooperative make share contributions established by the charter, which, together with the earned property, constitute the property of the cooperative. Members of the cooperative are also required to make additional contributions if necessary to cover losses incurred by the cooperative. Within the limits of the unpaid portion of additional contributions, members of the cooperative bear joint liability. The income of a consumer cooperative from business activities is distributed in accordance with its charter among the members of the cooperative.
Public and religious organizations
Public and religious organizations are voluntary associations of citizens based on common interests to satisfy spiritual or other non-material needs. Being non-profit organizations, they can engage in business only if it corresponds to the statutory goals and is aimed at achieving them.
Members of public and religious organizations do not retain rights to the property and membership fees transferred by them to these organizations. Members of public and religious organizations are not liable for the obligations of these organizations, and they, in turn, are not liable for the obligations of their members.
Funds
Foundations are non-membership non-profit organizations created to achieve cultural, educational, social, charitable or other public benefit purposes. Funds are established by individuals and legal entities on the basis of voluntary property contributions. Property transferred to the foundation by its founders becomes the property of the foundation. This property can only be used for statutory purposes. The Foundation can engage in business only if it corresponds to the statutory goals and is aimed at achieving them. Entrepreneurial activity involves the creation of business entities or participation in them. The founders of the fund are not liable for its obligations, and the fund is not liable for the obligations of its founders. When a foundation is liquidated, its property is used for statutory purposes.
Institutions
Institutions are organizations created by owners to solve socio-cultural, managerial or other non-profit problems. Examples of such organizations are institutions of education and enlightenment, social protection, culture and sports, as well as state and municipal government bodies.
Institutions are partially or fully financed by the owner. The owner assigns property to institutions with the right of operational management.
Institutions are liable for their obligations with the funds at their disposal. If these funds are insufficient, the deficit is covered by the owner.
Associations of legal entities
Associations of legal entities are voluntary associations and unions of commercial or non-profit organizations. Such associations are non-profit organizations.
Associations of commercial organizations are created by agreement between participants to coordinate their business activities, as well as protect and represent common property interests. The association of non-profit organizations represents unions and associations of public organizations and institutions.
Members of an association of legal entities retain their full independence and rights as a legal entity. The association of legal entities becomes the owner of the property and membership fees transferred to it by the founders. This property may be used by the association only for its statutory purposes. The property of the association is transferred for the same purposes upon its liquidation.
An association of legal entities is not liable for the obligations of its members. Members of the association bear responsibility for its obligations as determined by the organization’s charter.
Members of associations have the right to use their services free of charge. In the economic sense, the concept of an organization - a legal entity in some cases corresponds to the concept of an enterprise. As already mentioned, an enterprise is a property complex used for business activities. Any professional entrepreneurial commercial activity can be carried out on the basis of an enterprise - production, credit and financial, trading, intermediary, insurance, etc. Depending on the form of ownership of the founders, enterprises can be private, state, or municipal.
Enterprises can be created by both legal entities and individuals. In the latter case, they usually talk about an individual private enterprise (IPE).
The law provides for the right of citizens to engage in entrepreneurial activities without forming a legal entity, as so-called individual entrepreneurs. As a rule, the legislation for commercial organizations applies to individual entrepreneurs.