Company c is a commercial organization. Commercial and non-profit organizations

The goal of a commercial organization is to make a profit.

To achieve this goal, organizations must:

– produce competitive products, systematically update them in accordance with demand and available production capabilities;
– rational use of production resources, reducing costs and improving product quality;
– develop a strategy and tactics for the organization’s behavior and adjust them in accordance with changing market conditions;
– provide conditions for the growth of qualifications and wages of personnel, create a favorable socio-psychological climate in the workforce;
– carry out a flexible pricing policy in the market and perform other functions.

The objectives of the organization are determined by the interests of the owner, the amount of capital, the situation within the organization, and the external environment.

In the Civil Code of the Russian Federation, the classification of organizations as legal entities is based on three main criteria:

– the rights of founders in relation to legal entities or property;
– goals of economic activity of legal entities;
– organizational and legal form of legal entities.

Depending on what rights the founders (participants) retain in relation to legal entities or their property, legal entities can be divided into three groups:

1) legal entities in respect of which their participants have mandatory rights. These include: business partnerships and societies, production and consumer cooperatives;
2) legal entities to whose property their founders have ownership or other proprietary rights. These include state and municipal unitary enterprises, including subsidiaries, as well as owner-financed institutions;
3) legal entities in respect of which their founders (participants) do not have property rights: public and religious organizations (associations), charitable and other foundations, associations of legal entities (associations and unions).

The above classification of legal entities is of great practical importance, especially in terms of identifying the first group of legal entities in respect of which their participants and founders have only rights of obligation.

According to the organizational and legal form, legal entities that are commercial organizations, in accordance with the Civil Code of the Russian Federation, are classified as follows:

– business partnerships;
– general partnership, limited partnership (limited partnership);
– business companies – limited liability companies, additional liability companies, joint stock companies (open and closed types);
– unitary enterprises – based on the right of economic management, based on the right of operational management;
– production cooperatives (artels).

Business partnerships are associations of persons; they can be created in the form of general partnerships and limited partnerships.

A general partnership is an association of two or more persons to carry out business activities for the purpose of making a profit, the participants of which personally participate in the affairs of the partnership and each is liable for the obligations of the partnership not only with the invested capital, but also with all their property. Losses and profits are distributed in proportion to the share of each participant in the common property of the partnership. The founding agreement of a general partnership contains the following provisions: names of participants, corporate name, location, subject of activity, contribution of each participant, nature of profit distribution, terms of operation.

According to the law, it is prohibited for one of the participants to sell his share to a new person without the consent of the other members of the general partnership.

The form of general partnership is not widely used and is applicable only for small and medium-sized organizations.

A limited partnership is an association of two or more persons to carry out business activities, in which the participants (general partners) are responsible for the affairs of the partnership both with their contribution and with all their property, and others (limited partners, or contributing members) respond only with their contribution.

Limited partners, unlike general partners, do not take part in entrepreneurial activities and cannot influence the decisions of their general partners. A limited partnership operates on the basis of a constituent agreement.

Business companies are associations of capital, which presupposes the addition of capital, but not the activities of investors: the management and operational management of organizations is carried out by specially created bodies. The organization itself bears responsibility for its obligations; participants are freed from the risks arising from economic activities.

There are the following types of business companies: joint stock companies, limited and additional liability companies.

A joint stock company (JSC) is formed through the issue and placement of shares; participants (shareholders) bear liability limited to the amount that was paid for the acquisition of shares. A JSC is required to publish reports on its activities at the end of each financial year. This form of organization is currently the most common.

A joint-stock company is formed on the basis of a charter, which is developed and approved by the founders of the company. The charter determines the maximum amount for which shares can be issued (called the authorized capital) and their nominal value.

The authorized capital of a joint-stock company is formed in two ways:

– through public subscription to shares (open joint-stock company – OJSC);
– through the distribution of shares among the founders (closed joint stock company - CJSC).

A share is a security that certifies participation in a joint stock company and allows you to receive a share of the company’s profits. Shares can be of various types: registered and bearer; simple and privileged, etc.

JSC management bodies can have a two- or three-tier structure. The first consists of the board and the general meeting of shareholders, the second also includes the supervisory board. The General Meeting of Shareholders makes it possible to exercise the management rights of the members of the JSC. The meeting is authorized to resolve such issues as determining the general line of development of the company, changing the charter, creating branches and subsidiaries, approving the results of activities, electing the board, etc.

The management board (board of directors) carries out the current management of the company’s activities and resolves all issues that are not within the competence of the general meeting. The most important management issues are within the competence of the board: conclusion of transactions, accounting, management of the organization, financing and lending, etc.

The Supervisory Board is a body that monitors the activities of the board. A member of the supervisory board cannot simultaneously be a member of the board. The charter of the OA may provide for certain types of transactions for which the consent of the supervisory board must be obtained.

A limited liability company (LLC) is a form of organization whose participants make a certain share contribution to the authorized capital and bear limited liability within the limits of their contributions. The shares are distributed between the founders without a public subscription and must be registered. The size of shares is determined by the constituent documents. A member of an LLC is issued a written certificate, which is not a security and cannot be sold to another person without the permission of the company.

LLC has the following characteristic features that distinguish it from other forms and types of business entities:

1) organizations in the form of LLC are mostly small and medium-sized, more mobile and flexible in comparison with JSC;
2) share certificates are not securities and, accordingly, are not traded on the market;
3) the structure of an LLC is the simplest; business management and transactions are carried out by one or more managers;
4) the number of participants may be limited by law;
5) An LLC is not required to publish its charter, balance sheet data, etc.;
6) The LLC operates on the basis of the constituent agreement and charter.

An additional liability company (ALS) is a type of business company. The peculiarity of an ALC is that if there is insufficient company property to meet the needs of creditors, the participants of an ALC can be held jointly and severally liable for the debts of the company with their personal property. However, the amount of this liability is limited: it does not apply to all property, as in a general partnership, but only to part of it - the same multiple of the amount of contributions made (three-, five-fold, etc.).

A production cooperative (artel) is an association of citizens for joint production or economic activities. Legal entities can participate in a production cooperative. The number of members should not be less than five. Members of a production cooperative bear subsidiary liability for the obligations of the cooperative in the amount and in the manner prescribed by the law on the production cooperative and the charter.

The property owned by the cooperative is divided into shares of its members in accordance with the charter. The cooperative does not have the right to issue shares. The profit of the cooperative is distributed among its members in accordance with labor participation. The highest governing body is the general meeting of members of the cooperative.

A unitary enterprise is a commercial organization that is not vested with ownership rights to the property assigned to it. The property of a unitary enterprise is indivisible and cannot be distributed among deposits.

The charter of a unitary enterprise contains information about the subject and purpose of its activities, the size of the authorized capital, the procedure and sources of its formation. Only state and municipal enterprises can be created in the form of unitary enterprises.

The property belongs to a unitary enterprise with the rights of economic management or operational management.

An organization based on the right of operational management (federal government enterprise) is created by decision of the Government of the Russian Federation on the basis of property owned by the federal government.

Organization of commercial activities

Commerce is a type of commercial entrepreneurship or business, but a noble business, the kind of business that is the basis of any truly civilized market economy.

Commerce is a word of Latin origin (from Latin cornmercium - trade). However, it must be borne in mind that the term “trade” has a double meaning: in one case it means an independent branch of the national economy (trade), in the other - trade processes aimed at carrying out acts of purchase and sale of goods. Commercial activity is associated with the second concept of trade - trade processes involving the implementation of acts of purchase and sale in order to make a profit.

The explanatory dictionary of the living Great Russian language by V. I. Dahl defines commerce as “bargaining, trade, trade turnover, merchant trades.” In other words, these concepts involve the implementation of acts of purchase and sale with the intention of buying cheaper and selling more expensive. In a broad sense, commerce is often understood as any activity aimed at making a profit.

However, such a broad interpretation of commercial activity is not consistent with the previously outlined approach to commerce as trade processes involving the implementation of acts of purchase and sale of goods.

Commercial activity is a narrower concept than entrepreneurship. Entrepreneurship is the organization of economic production and other activities that generate income for the entrepreneur. Entrepreneurship can mean the organization of an industrial enterprise, a rural farm, a trading enterprise, a service enterprise, a bank, a law office, a publishing house, a research institution, a cooperative, etc. Of all these types of entrepreneurial activity, only trading business is purely commercial activities. Thus, commerce should be considered as one of the forms of entrepreneurial activity. At the same time, in some types of business activities, transactions for the purchase and sale of goods, raw materials, prepared products, semi-finished products, etc. can be carried out, i.e. elements of commercial activity can be carried out in all types of business, but are not for them, determining, main.

Consequently, commercial work in trade is a broad area of ​​operational and organizational activity of trade organizations and enterprises aimed at carrying out the processes of buying and selling goods to satisfy the demand of the population and make a profit.

The act of purchase and sale of goods is based on the basic formula of commodity circulation - a change in the form of value:

D - T and G - D."

It follows from this that commercial work in trade is a broader concept than the simple purchase and sale of goods, i.e., in order for the act of purchase and sale to take place, the trade entrepreneur needs to carry out some operational, organizational and business operations, including studying demand population and the market for selling goods, finding suppliers and buyers of goods, establishing rational economic relations with them, transporting goods, advertising and information work on the sale of goods, organizing trade services, etc.

Simply reselling goods for profit, or otherwise "making" money out of nothing, is essentially a speculative transaction that does not constitute a useful commercial activity (noble business). New economic conditions, the development and deepening of commodity-money relations, full self-financing and self-financing contributed to the emergence of a new type of organization of commercial relations between suppliers and buyers of goods, and opened up wide scope for commercial initiative, independence and enterprise of sales workers. Without these qualities, in modern conditions it is impossible to successfully carry out commercial work. The previously existing administrative-command management methods led to the fact that commercial work in trade was replaced mainly by distribution functions. Numerous planned tasks descended from above. Funds were distributed in the same way. Employees at lower trade levels were only required to strictly implement what was decided from above.

When organizing commercial activities in modern conditions, it is necessary to proceed from the complete equality of trading partners in the supply of goods, the economic independence of suppliers and buyers, and the strict material and financial responsibility of the parties for the fulfillment of their obligations.

With the transition of enterprises to full economic accounting, self-financing and self-government, with the development of entrepreneurship and market relations, the principles and methods of formation of commodity resources radically change. They are based on the transition from centralized distribution to free sale at exchanges and fairs, the development of direct economic ties with manufacturers of goods, and the increasing role of supply contracts. New principles for the formation of commodity resources radically change the nature, content and assessment of the work of the commercial apparatus. If, under conditions of centralized administrative management, the commercial merits of a sales worker were assessed primarily by his ability to “extort commodity funds,” then in a market economy, the quality of commercial work depends primarily on the ability to actively search for goods sold on a free sale basis, to contribute through his activities to the development of industrial, agricultural enterprises, cooperatives, individuals engaged in self-employment, material incentives, interest in the production of goods needed by the population.

When there is a commodity shortage, the task of self-sufficiency of cooperative trade organizations and enterprises with commodity resources comes to the fore in cooperative trade of consumer cooperation. An important role in this matter is given to commodity resources of consumer cooperation, formed through procurement, processing of agricultural products and raw materials, and own production of goods. Commercial workers of consumer cooperation must intensify work to increase the commodity resources of consumer cooperation, taking into account the natural-geographical, production and economic conditions of individual regions.

The urgent task of the commercial apparatus of cooperative trade is to involve into circulation all the surplus products of subsidiary farms, tenants, rural cooperatives, collective and state farms, as well as from the population engaged in individual labor activities.

In this regard, it is necessary to expand the scope of contractual relations with suppliers and manufacturers of goods, to increase the efficiency and effectiveness of supply contracts. Supply contracts should actively influence production in order to fully increase the output of consumer goods, manufacture them from cheap or alternative raw materials, and form the optimal assortment of goods for retail chains.

Important tasks of the commercial service in cooperative trade are studying and forecasting the capacity of regional and product markets, developing and improving advertising and information activities, coordinating purchasing work among suppliers and consumers. To do this, it is necessary to widely use the progressive experience of foreign marketing, which makes it possible to successfully organize the commercial activities of enterprises in market conditions.

At the present stage, the commercial work of cooperative organizations and enterprises should contribute to the expansion of the scope of foreign economic activity using various forms of economic and financial relations (barter, clearing, settlements in freely convertible currency, etc.). To carry out these tasks, commercial workers need to know their economic region and its natural resources well, and realistically assess the state of industry, agriculture, production capabilities and the range of products produced at industrial enterprises.

To study suppliers and their capabilities, commercial service workers must take part in the work of commodity exchanges, wholesale fairs, sales exhibitions and exhibitions and viewings of samples of the best and new products, follow advertisements on radio and television, in newspapers and magazines, demand newsletters and offers, stock exchange announcements, prospectuses, catalogues, etc. It is advisable to visit manufacturing enterprises (suppliers) to get acquainted with their production capabilities, volume and quality of products, and take part in meetings with industry workers. Only well-trained, highly qualified commercial workers in cooperative trade who have undergone in-depth training or advanced training in the field of modern marketing, management, organization and technology of commercial work will be able to successfully carry out commercial activities in complex and diverse conditions of market relations. Trade enterprises of consumer cooperation, trade departments, and commercial services should be headed by qualified specialists: commodity experts-commercialists, economists-managers, financiers who know commercial work well. At wholesale bases, in trade organizations and at enterprises, commercial services or departments should be created, headed by first deputy directors of enterprises or, as is commonly called, commercial directors.

Commercial services include trade or product departments, departments for studying demand or trade conditions, commercial pavilions of wholesale bases, product sample rooms and other trade departments of enterprises (organizations). Increasing the level of commercial work requires constant improvement of its technology, especially the use of new management technology, automated control systems, automated workstations (AWS) of commercial workers, and computerization of the management of commercial processes.

The task of computerizing the management processes of commercial work on wholesale purchases and wholesale sales of goods is very relevant.

Constant accounting and control of wholesale purchases of goods, characterized by a large number of suppliers, tens of thousands of items of complex assortment, is possible only with the help of a computer. The manual, card form of supply accounting carried out by commodity experts is labor-intensive and does not provide quick and accurate accounting for the entire range of assortment varieties from large quantity suppliers and according to private deadlines. Such a system for recording the fulfillment of contracts in a group assortment, as a rule, quarterly, does not ensure the adoption of prompt measures to influence suppliers who violate obligations to supply goods in a comprehensive assortment, leading to disruptions in deliveries and interruptions in the receipt of goods. For these purposes, it is necessary to organize automated workstations (AWS) in product departments, product sample rooms, and commercial pavilions for the rapid processing of commercial information and management of commercial processes. This ensures automation of accounting for the supply and sale of goods according to the intra-group assortment, frees merchandisers from routine, manual work on maintaining a card file for accounting and movement of goods, frees up time for real commercial work with suppliers and buyers, and increases the productivity of the commercial apparatus.

Forms of commercial organizations

General partnerships are organizations that have a share capital, divided into shares, which are contractual associations of entrepreneurs who are liable for the obligations of the partnership with the property they own, and implying their personal participation in the affairs of the partnership;
limited partnerships (or limited partnerships) - partnerships consisting of two categories of participants: general partners, jointly and severally bearing full liability for the obligations of the partnership, and investors (limited partners), bearing only the risk of losses associated with the activities of the partnership within the limits of the amounts of contributions made by them and not participating in the entrepreneurial activities of the partnership;
limited liability companies - organizations that have an authorized capital divided into shares, which are associations of capital and do not imply personal participation of members of the company in its affairs. The participants of the company are not liable for its obligations;
companies with additional liability - business companies whose authorized capital is divided into shares and whose participants jointly and severally bear additional liability for the debts of the company in an amount that is a multiple of the value of their contributions to the authorized capital, and also bear the risk of losses associated with the activities of the company within the limits of their contributions;
joint stock companies (open and closed) - business companies formed by one or more persons who are not liable for the company’s obligations, but bear the risk of losses within the value of the shares they own. The authorized capital of a joint stock company is divided into shares, the rights of participants to which are established in accordance with the acquired shares;
in addition to those mentioned, commercial organizations can be created in the form of a production cooperative - an association of persons (at least five) for joint business activities on the basis of their personal labor and other participation, the property of which consists of shares of members of the cooperative;
unitary enterprises are special commercial organizations.

The organizational and legal forms of organizations are determined by Chapter 4 of the Civil Code of the Russian Federation.

As noted above, the organizational and legal form determines:

How is the authorized capital formed?
goals of the organization;
features of enterprise management;
profit distribution and a number of other points.

The following organizational and legal forms of commercial organizations are distinguished:

Partnership (full partnership and limited partnership);
company (limited liability company, additional liability company, joint stock company);
unitary enterprise (municipal unitary enterprise and state unitary enterprise);
production cooperative.

The following organizational and legal forms of non-profit organizations are distinguished:

Consumer cooperatives;
institutions;
charitable and other foundations;
associations or unions.

Partnerships. Business partnerships and companies are commercial organizations with authorized (share) capital divided into shares (contributions) of founders (participants). Partnerships are associations of individuals and (or) legal entities that unite for joint activities; the property of the partnership is formed from the contributions of the participants.

The partnership can be organized as follows:

Full partnership;
- limited partnership (limited partnership).

A general partnership is a partnership whose participants (general partners), in accordance with an agreement concluded between them, engage in entrepreneurial activities on behalf of the partnership and are liable for its obligations with the property belonging to them. A general partnership is created and operates on the basis of a constituent agreement. All participants have equal rights in the management of the partnership, that is, any of the participants can undertake obligations on behalf of the partnership, and this obligation automatically falls on all other participants, therefore, there must be a high degree of trust between general partners. A feature of a general partnership is that all partners bear full responsibility for the obligations of the partnership, which also extends to the personal property of the founders.

A limited partnership (limited partnership) assumes that in addition to full participants (partners), it includes one or more participant-investors (commanded partners). That is, participant-investors only invest in the activities of the partnership, but do not participate in its management and bear the risk of losses on the obligations of the partnership only within the limits of their contribution. If a participant-investor begins to interfere in the activities of such a company, then it must be reorganized into a general partnership.

The authorized capital (share capital) of any partnership is formed from contributions from all participants. Profit (or losses) is distributed in proportion to the share of participants in the share capital, unless otherwise provided by the constituent documents.

Society. A company is a commercial organization established by one or more persons, the authorized capital of which is divided into shares determined by the constituent documents. It follows from this that companies, unlike partnerships, involve the pooling of capital. The participants of the company are not liable for the obligations of the company and bear the risks of losses associated with its activities, within the limits of the value of the contributions made.

The company can be created in the form of:

Limited liability companies;
- companies with additional liability;
- joint stock company (open joint stock company and closed joint stock company).

Limited Liability Company (LLC). A limited liability company is a company established by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents; Participants in a limited liability company are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the limits of the value of their contributions.

Thus, the authorized capital of a limited liability company is formed from the contributions of the founders, and their liability is limited to their contribution. At the same time, the number of LLC participants should not exceed 50 people. If the number of participants in the company exceeds this established value, then either the company within a year must either transform into an open joint-stock company or into a production cooperative, or must reduce the number of participants, or it will be liquidated in court.

The highest governing body of the company is the meeting of founders, which must be held at least once a year; the organization's charter may also provide for the formation of a board of directors (supervisory board). Management of the current activities of the company is carried out by the sole executive body of the company or the sole executive body of the company and the collegial executive body of the company. The executive bodies of the company are accountable to the general meeting of the company's participants and the board of directors (supervisory board) of the company.

The company's net profit is distributed based on the results of the reporting period in proportion to the contribution of each participant.

In addition to the Civil Code of the Russian Federation, the activities of LLCs are regulated by the Law “On Limited Liability Companies”.

Additional liability company (ALS). A company with additional liability is a company founded by one or more persons, the authorized capital of which is divided into shares of sizes 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. In the event of bankruptcy of one of the participants, his liability for the obligations of the company is distributed among the remaining participants in proportion to their contributions, unless a different procedure for the distribution of liability is provided for by the constituent documents of the company. That is, in a company with additional liability, it is assumed that its participants have additional liability for the obligations of the company. The additional liability is typically a multiple of the contribution (e.g., four times, eight times the contribution, etc.). As a rule, the largest investor or foreign partner insists on additional responsibility.

The rules of the Civil Code on limited liability companies apply to an additional liability company.

Joint-Stock Company. A joint stock company is a company whose authorized capital is divided into a certain number of shares; Participants of a joint-stock company (shareholders) are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the limits of the value of the shares they own.

A joint stock company can be created in the form of:

Open Joint Stock Company (OJSC);
- closed joint stock company (CJSC).

A joint stock company, the participants of which can alienate the shares they own without the consent of other shareholders, is recognized as an open joint stock company. Such a joint stock company has the right to conduct an open subscription for the shares it issues and their free sale under the conditions established by law and other legal acts. An open joint stock company is obliged to annually publish for public information an annual report, balance sheet, and profit and loss statement.

A joint stock company, the shares of which are distributed only among its founders or other predetermined circle of persons, is recognized as a closed joint stock company. Such a company does not have the right to conduct an open subscription for the shares it issues or otherwise offer them for acquisition to an unlimited number of persons. Shareholders of a closed joint stock company have a pre-emptive right to purchase shares sold by other shareholders of this company. The number of participants in a closed joint-stock company should not exceed 50 people, otherwise it is subject to transformation into an open joint-stock company within a year, and at the end of this period - liquidation in court, unless their number decreases to the limit established by law. In cases provided for by the law on joint stock companies, a closed joint stock company may be required to publish an annual report, balance sheet, and profit and loss account for public information.

Commercial and non-profit organizations

Non-profit organizations do not set as their goal the extraction of profit and its distribution among participants.

Commercial organizations can be created in the form of:

Business partnerships and societies;
production cooperatives;
state and municipal unitary enterprises.

Business partnerships and societies, in turn, exist in the following forms:

Full partnership;
limited partnership (limited partnership);
limited liability company;
additional liability company;
joint stock company (open and closed);
subsidiaries and dependent companies.

A general partnership is a partnership whose participants (general partners) are engaged in entrepreneurial activities and are responsible for the property they own. The profits and losses of a general partnership are distributed among its participants in proportion to their shares in the common share capital.

A limited partnership is a partnership in which, along with general partners, there are one or more participating participants (limited partners), who bear the risk of loss only within the limits of the amounts of contributions made by them and do not take part in the entrepreneurial activities of this partnership. Limited partners receive a portion of the partnership's profits due to their share in the joint capital.

In a limited liability company, its participants bear the risk of losses only to the extent of the value of their contributions.

In a company with additional liability, its participants are liable in the same multiple of the value of their contributions. If one of the participants goes bankrupt, his liability is distributed among the others in proportion to their contributions.

A joint stock company is a company whose authorized capital is divided into a certain number of shares. Shareholders bear the risk of loss only up to the value of their shares.

An open joint stock company has the right to conduct open subscription and sale of shares issued by it.

A closed joint stock company is a joint stock company whose shares are distributed only among its founders.

A subsidiary business company is a company whose capital does not predominate in the authorized capital of the entire company. Therefore, it does not have the ability to determine the decisions of this society. The subsidiary company is not liable for the debts of the parent company.

The status of a dependent company implies a situation in which the main company has more than 20% of the voting shares of the joint-stock company.

A production cooperative is a voluntary association of citizens for joint production or other activities based on their personal labor and the pooling of their share contributions.

A unitary enterprise is a commercial organization that does not have ownership rights to the property assigned to it by the owner. Only state and municipal enterprises are created in the form of unitary enterprises.

Non-profit organizations can be created in the form of consumer cooperatives, public or religious organizations, charitable and other foundations.

A consumer cooperative is a voluntary association of citizens based on share contributions in order to satisfy material and other needs. The income of consumer cooperatives from business activities is distributed among its members.

Public and religious organizations are voluntary associations of citizens based on their common interests to satisfy spiritual or other non-material needs. They are non-profit, but can carry out business activities only to achieve the purposes for which they were created (for example, candles, crosses, chains in churches, etc.).

Participants of these organizations do not have the right to the property of these organizations.

A foundation is a non-profit organization established on the basis of voluntary property contributions, having social, charitable, cultural, educational or other goals. The Foundation may engage in entrepreneurial activities necessary to achieve the socially beneficial goals for which it was created.

Commercial and non-profit organizations can unite into associations and unions.

Organization of commercial accounting

Commercial accounting of water and wastewater, that is, taking meter readings or other accounting in order to calculate the cost of providing such services, is carried out both by the subscribers themselves and by transit organizations (organizations performing transportation hot water, cold water, wastewater), unless otherwise provided by the agreement with organizations providing water supply and (or) sanitation (supplying organizations).

The rules regulate relations arising in the provision of these services, to the extent that such relations are not regulated by the housing legislation of the Russian Federation, including Decree of the Government of the Russian Federation No. 354.

In accordance with the Rules, the subscriber or transit organization will submit meter readings to the supplying organization as of the 1st day and before the end of the second day of the month following the billing month, or within two working days after receiving a request to provide such information in any available way: mail, fax, telephone message, electronic message via the Internet or using remote reading systems (telemetry systems).

If there are discrepancies in the data, an employee of the supplying organization will draw up a reconciliation report. A representative of the subscriber or transit organization who disagrees with the reconciliation will have to sign it, indicating the essence of the objections in the act or sending them in any way in writing to the supplying organization. If you refuse to sign, a corresponding mark is placed in the act.

The rules provide for checking the main meters with control (parallel) meters. If their readings differ by more than an error for at least one billing month, the person who installed the device may require an extraordinary verification of the main meters from the other party.

With the calculation method, depending on the situation, one of four methods will be used, for example, in the absence of meters, the method of accounting for the capacity of devices and structures used for connection to centralized water supply systems.

The rules also provide for the procedure for designing metering units, with the help of which meter readings are taken, as a result of which design documentation for metering units is developed by the subscriber, the transit organization (Parts 4 and 6 of Article 20 of the Law, Clause 28 of the Rules). These persons (applicants) submit an application to the supplying organization for the issuance of technical specifications containing the necessary information, for example, the volume of water consumed, etc. Ten working days from the date of receipt of the application, the supplying organization is obliged to issue technical specifications to the applicants, on the basis of which the applicants themselves or those involved They develop design documentation.

Such documentation must contain:

Indication of the location of the metering unit;
- installation diagram (connection) of the meter and other components of the metering unit to the networks;
- information about the type of meter used, as well as confirming its compliance with the requirements of the legislation of the Russian Federation on ensuring the uniformity of measurements.

The supplying organization responds in writing about the approval of the documentation within ten days from the date of its submission or about the presence of comments and the need to eliminate them. The applicant may be refused approval of the documentation if it does not meet the technical specifications or the meter installation diagram does not meet the requirements of the meter manufacturer.

Within 15 working days from the date of submission of the application for admission of the installed metering unit to operation, it is put into operation. The application must indicate the details of the applicant and the contract for connecting the metering unit, the date and time for its launch (no earlier than five and no later than 15 working days from the date of submission of the application).

After 15 working days from the date of submission of the application, the metering unit is considered approved for operation if the supplying organization has not allocated its representative for the appropriate approval at the location where the metering unit is installed. In the latter case, an act is drawn up. If the subscriber does not appear for admission to the metering station, then he is considered admitted for operation from the date he receives the corresponding act with the necessary documents attached.

Installation of meters is carried out at the expense of the subscriber or transit organization.

If an operating metering unit fails, the subscriber or transit organization is obliged to immediately notify the supplying organization and correct the fault within 60 days. The supplying organization must seal the repaired metering unit free of charge.

Financial commercial organizations

Such economic relations are often called monetary or financial; they arise only with the movement of funds and are accompanied by the formation and use of centralized and decentralized funds of funds.

The finances of commercial organizations and enterprises have the same functions as national finances - distribution and control.

Through the distribution function, the initial capital is formed, formed from the contributions of the founders, and proportions are created in the distribution of income and financial resources.

The objective basis of the control function is cost accounting of costs for production and sales of products (performance of work and provision of services) and the formation of income and cash funds.

Finance as distribution relations provides sources of financing for the reproduction process and thereby links together all phases of the reproduction process: production, exchange, consumption.

Distribution relations affect the interests of both society as a whole and individual economic entities, their employees, shareholders, credit and insurance institutions.

Financial control over the activities of an economic entity is carried out by:

Through a comprehensive analysis of financial indicators, operational monitoring of the progress of financial plans, obligations to suppliers of inventory, consumers of products, the state, banks, etc.
Tax authorities, by monitoring the timeliness and completeness of payment of taxes and other obligatory payments.
Commercial banks when issuing and repaying loans and providing other banking services.

The positive financial result of the economic activities of commercial organizations and enterprises indicates the effectiveness of the applied forms and methods of managing financial resources.

Conversely, a negative result or its absence indicates shortcomings in the management of financial resources, organization of production and can lead to bankruptcy of a business entity.

The principle of economic independence cannot be realized without independence in the field of finance. Its implementation is ensured by the fact that business entities, regardless of their form of ownership, independently determine their expenses and sources of financing.

Commercial enterprises and organizations, in order to obtain additional profit, can finance investments of a short-term and long-term nature in the form of purchasing securities of other commercial organizations of the state, participating in the formation of the authorized capital of another business entity, storing funds in deposit accounts of commercial banks.

The principle of self-financing. Self-financing means full recoupment of the costs of production and sales of products, investing in the development of production at the expense of one’s own funds and, if necessary, bank and commercial loans.

The principle of material interest is the presence of a certain cost responsibility for the results of economic activity. In general, this principle is implemented through penalties and penalties, fines levied for violation of contractual obligations (deadlines, product quality), and repayment of bills.

The principle of providing financial reserves. Legislatively, this principle is implemented in open and closed joint-stock companies. The amount of the reserve fund is regulated and cannot be less than 15% of the paid-up authorized capital, but not more than 50% of taxable profit.

Financial reserves can also be formed by economic entities of other organizations with legal forms of ownership.

It is advisable to store funds allocated to financial reserves in deposit accounts at a bank or in another liquid form.

The organization of finances of business entities is influenced by 2 factors:

Organizational and legal form of business;
Industry technical and economic features.

Initially, when organizing business entities, the source of acquisition of production assets and intangible assets (intangible assets) necessary for carrying out economic activities is the authorized capital. It can be formed both in monetary and in kind terms and consists of shares belonging to each founder of the enterprise.

Proceeds from the sale of goods and materials are the main source of financial resources of the enterprise. Its timely receipt ensures the continuity of the circulation of funds and the reproductive process. The use of proceeds characterizes the initial stage of distribution processes. It reimburses the costs of production and sales of products. It serves as a source for the formation of a depreciation fund for the reproduction of fixed assets and intangible assets, payment of wages, contributions to the budget and extra-budgetary funds. The remainder represents the profit of the enterprise. The directions for its use and the amount allocated for investment will be determined independently. A special place among the sources is occupied by equity capital - the difference between the amount of assets and the amount of external liabilities of the enterprise. Calculated based on balance data. Own capital is divided into constant (authorized capital) and variable. The variable part depends on the financial results of the enterprise. It forms reserve capital (from net profit) and additional capital (as a result of the revaluation of individual items of non-current assets and from share premium).

In addition to these sources, the company uses:

Raised funds financial resources - funds received from the placement of shares, contributions from employees, legal entities and individuals;
Borrowed funds - long-term loans from commercial banks, acquisition of fixed assets on the basis of financial leasing, funds from foreign investors, budget funds, etc.

Commercial organization accounts

A commercial organization has the right to open one or more accounts in one or more banks:

The current account is intended for making current payments by order of the head of a commercial organization and for crediting receipts of funds to its address. The current account is credited with proceeds from the sale of a business product, income from non-sales operations, amounts of loans received and other income. Payments to suppliers, tax and similar payments are made from the current account, wages to staff and other payments are issued. Thus, money is received (credited) and spent (paid) into the current account.
Currency accounts are intended for settlements in foreign currency. Accounts can be opened in any of the freely convertible currencies, with a separate account for each type of currency.
A deposit account is opened by a commercial organization that makes a deposit to the bank using temporarily available funds for a certain period and at a certain percentage per annum.
Other accounts - current, special, budget, temporary, etc.

A commercial organization has the right to open accounts in any bank at the place of state registration or in a bank outside the place of its registration, but with its consent. The set of accounts is determined by the head of a commercial organization in accordance with accounting and financial policies and depending on the tasks being solved.

In modern conditions, every person has to deal with bank accounts, regardless of their affiliation with banking structures. After all, without entering the account number into the payment document, it is impossible to make the most basic, but very important payments - fees for utilities, training, payment of a traffic police fine, etc.

Each account has a clear structure that makes logical and practical sense. To reveal this meaning, it is necessary to divide a twenty-digit account into groups of numbers: AAAA-BBB-C-DDDD-EEEEEEE.

Each group carries specific information. The AAAA group includes five digits that indicate that this account belongs to a certain group of bank balance sheet accounts approved by the Bank of Russia in Regulation No. 385-P “On the rules of accounting in credit institutions located on the territory of the Russian Federation.” If we look at it in more detail, the AAAA group can be divided into two more – AAA and AA. Group AAA will display first-order accounts, and AA will display second-order accounts.

For example, seeing that the first three digits of an account are 407, you can immediately determine that this account exists for funds of non-governmental organizations. The next two digits complement the first three and together give a second-order score. So, seeing 40701, you can understand that these are funds from non-state financial organizations of residents, 40702 - non-state commercial organizations of residents, 40703 - non-state non-profit organizations of residents.

There are a huge number of bank balance sheets. It is easy to determine their belonging to one or another group of accounts. To do this, you need to open position 385-P, where everything is described in an accessible and understandable way.

The BBB group contains three digits that hide the account currency code. The most common codes are 810 (Russian ruble, RUR), 840 (American dollar, USD) and 978 (Euro, EUR).

In group C there is only one digit, which is a control digit or “key”. It is calculated on the basis of other account numbers (the calculation algorithm is described by the Bank of Russia) and exists to check the correctness of account entry during computer processing of information. For the average person, this figure does not convey any significant information.

The DDDD group includes four digits identifying the branch in which the account is opened. The banks themselves are identified by their BIC. So if the bank does not have branches, then these four digits will be zeros.

The last group EEEEEEE has seven digits, which are the front part of the account. In most cases, these are serial numbers of bank accounts, although the credit institution has the right to enter its own classification in these seven numbers. However, there are restrictions on a number of balance sheet items. For example, for a bank correspondent account in a territorial office of the Central Bank of the Russian Federation, the last three digits of the front part coincide with the last three digits of the BIC of this bank, and the first four are zeros.

State commercial organization

A state enterprise is a type of commercial organization, since they are created for production and economic activities (creation of wealth, provision of economic services, etc.).

Currently, the number of state-owned enterprises in the sectors of industrial and construction production, transport, housing and communal services, trade, etc. decreased sharply.

This is the result of their privatization and corporatization. Accordingly, the role of the state in relation to them has changed. If earlier, when all means of production were socialized, the state reigned supreme in the economic sphere and dictated its will to enterprises on a large scale, for example, in the form of targeted planning targets and directives of other kinds, now the situation has changed. State-owned enterprises have acquired a significant amount of operational and production independence, and the state itself guarantees it. Because of this, executive authorities are prohibited from interfering in the scope of their operational activities.

However, this does not mean that the state has withdrawn from any organizing influence on the work of enterprises that are its property. Nevertheless, purely administrative-legal regulation of their activities has largely been replaced by civil-legal regulation. This is explained by the fact that state enterprises, like other commercial organizations, are legal entities.

Characteristic features of the administrative and legal status of state enterprises can be found in the example of state unitary enterprises. Due to the absence of a federal law on them, they are currently given predominantly civil law characteristics as legal entities of a special kind.

But even civil legislation contains a number of provisions that are directly related to the administrative and legal characteristics of unitary enterprises:

Firstly, an enterprise is recognized as unitary, to which certain property is assigned by its owner, i.e. by the state. Such an enterprise can only be created as a state enterprise (if one does not take into account the possibility of creating unitary municipal enterprises).
Secondly, a unitary enterprise is created by a decision of an authorized state body, which also approves the constituent document of the enterprise - its charter. Refers to the relevant executive authority. Thus, the Ministry of Railways of the Russian Federation creates, reorganizes and liquidates federal railway transport enterprises, approves their charters, etc.
Thirdly, the body of a unitary enterprise is the manager appointed by the owner or a body authorized by him. The head of the enterprise is accountable to both the owner and the specified body.
Fourthly, the head of a state unitary enterprise is vested with a certain amount of powers of a legally authoritative nature, which are implemented within the enterprise.
Fifthly, a unitary enterprise is subject to state registration with the justice authorities.

It should be added to this that it is the executive authorities that exercise control and supervision over the activities of unitary enterprises, apply various kinds of administrative and coercive means of influence in relation to them, license their activities in established cases, and have the right to mandatorily place on them certain types of state orders for the supply of products (for example, government defense orders).

The unitary enterprise independently carries out current and long-term planning of its production activities.

The management of a unitary enterprise (its administration) is vested with the necessary powers to organize its work and ensure labor and government discipline. It exercises, on behalf of the enterprise acting as a legal entity, its civil and administrative legal personality. Administrative powers are exercised by him only in relation to the production team he leads. In external relations with executive authorities, the administration has the right to: contact them with appropriate petitions; appeal their actions both administratively and judicially; raise before them the question of bankruptcy of the enterprise, etc. The administration has disciplinary power in relation to employees of the enterprise.

The administrative and legal position of such types of state enterprises as state enterprises is specific. They can be formed on the basis of property that is federally owned, and therefore are a federal government enterprise. The Decree of the President of the Russian Federation “On the Reform of State-Owned Enterprises” established that state-owned enterprises are created on the basis of liquidated federal state-owned enterprises.

The Government of the Russian Federation approved the Model Charter of a state-owned plant. The state-owned plant is under the jurisdiction of the relevant federal executive body, which carries out regulation and coordination in the field of activity entrusted to it. He approves the individual charter of the state-owned plant, appoints its manager, and makes a decision on the plant’s independent production activities, i.e. gives permission to do so. On this occasion, an order is issued defining specific types of goods (works, services), the production and sale of which is subject to permission.

The standard charter defines the goals and subject of activity of a state-owned plant; its property base; the basics of organizing its activities; plant management system. The director of the plant, acting on the principles of unity of command, is appointed by a body authorized by the Government of the Russian Federation that approves the individual charter of the state-owned plant.

In agreement with such a body, the director approves his deputies.

Reorganization and liquidation of state-owned enterprises is the competence of the Government of the Russian Federation. The production and economic activities of a state-owned plant are carried out on the basis of an order plan. Disposal of the plant's property is possible only with the consent of the executive authority authorized to manage the enterprise. In practice, this body carries out directive planning in relation to the state-owned plant (factory, farm).

State-owned enterprises that have become insolvent (bankrupt) are often converted into state-owned enterprises. As a rule, education takes place on the basis of liquidated federal state enterprises.

Another organizational form of essentially state-owned enterprises deserves attention. We are talking about some joint stock companies (JSC). The legal basis for their organization and activities is the Federal Law “On Joint Stock Companies” (as amended by the Federal Law). Unfortunately, the law does not define specific forms of state influence on the activities of such companies, which often leads, as practice shows, to various kinds of unseemly transactions, in particular, the sale of state shares to non-state joint-stock companies (for example, JSC Svyazinvest). Moreover, it does not (as well as in the Civil Code of the Russian Federation) contain norms specifically devoted to joint-stock companies created by the state and, in essence, being state organizations that unite production enterprises. Meanwhile, it is on a similar basis that a number of large joint-stock companies operate in the field of natural monopolies - producers of oil, gas, energy resources, etc. Thus, the Government of the Russian Federation established the Russian Joint Stock Company (RAO) Gazprom and approved its charter. This RAO develops gas fields, builds gas pipelines, ensures the production of gas and gas condensate, etc. There is RAO "Unified Energy System of Russia" and others.

The state nature of this kind of joint stock company is evidenced by the following. In these and a number of other joint-stock companies, the Government of the Russian Federation ensures representation of the interests of the state with respect to blocks of shares owned by the Russian Federation. For these purposes, it appoints its representatives (collegium), through whom it includes on the agenda of the shareholders’ meeting issues related to meeting state interests and needs. Representatives of the Government are included in the Board of Directors of RAO. They have veto power when making decisions and other rights. Obviously, all this becomes possible only in cases where the state owns a controlling stake in the joint-stock company. This is a joint-stock company with state participation.

Government agencies are not inherently commercial organizations. They operate primarily in the socio-cultural sphere, and, as a rule, on the same basis as state-owned enterprises that are not classified as state-owned. This means that they, like manufacturing enterprises, are endowed with sufficient independence; their operational activities are coordinated and controlled by the relevant executive authorities. Thus, general educational institutions, universities, etc. can be state-owned. In some cases, heads of state institutions are qualified as representatives of the state in a given institution (for example, the rector of a university). In this case, such a manager can either be appointed by the relevant executive authority or elected by the collective of employees of the institution. In the latter case, subsequent official approval of the voting results (often competitive) is required. State institutions in general are characterized by a stricter role of state regulation of their activities.

And again the question arises: is it possible to consider the heads of state unitary and state-owned enterprises, as well as state representatives in joint-stock companies, as civil servants and, accordingly, officials? By all external appearances they fit this category of workers, but by the spirit of the civil service legislation they do not. This once again demonstrates that the very idea of ​​public service in its modern understanding is very contradictory.

It is stipulated that the legal status of state enterprises and institutions is regulated by a special federal law. However, there is still no such legal act; many issues of their organization and activities are resolved by presidential decrees and government regulations.

Types of commercial organizations

The main classification of commercial organizations is by type of organizational and legal forms.

A business partnership is an organization with an authorized capital divided into shares (contributions) of founders (participants). Property created through the contributions of participants, as well as produced and acquired by a business partnership or company, is its property.

A business partnership can be a full partnership, a limited partnership or a peasant (farm) enterprise:

A general partnership is a type of business partnership, the participants of which (general partners), in accordance with the constituent agreement concluded between them, are engaged in entrepreneurial activities on behalf of the partnership and bear joint and several subsidiary liability for its obligations and property belonging to them. Currently, this organizational and legal form is practically not used.
A 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 partners are responsible only for their contribution to the development of something (a business or a project). Currently, this organizational and legal form is practically not used.
A peasant (farm) enterprise (peasant farm) is an association of citizens who jointly own property and carry out production or other economic activities. After state registration of a peasant farm, its Head is an individual entrepreneur - a farmer. The property of a farm belongs to its members on the right of joint ownership.

Business companies are commercial organizations with authorized capital divided into shares (shares) of founders (participants).

Such companies can be created in the form of joint-stock companies (public and non-public) and limited liability companies:

A joint stock company (JSC) is one of the types of business companies. A joint stock company is a commercial organization whose authorized capital is divided into a certain number of shares, certifying the obligatory rights of the company's participants (shareholders) in relation to the company. The activities of a joint stock company in the Russian Federation are regulated by the Federal Law “On Joint Stock Companies”. Participants in a joint stock company (shareholders) are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the limits of the value of the shares they own.
Limited liability company (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 production cooperative 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. The total number of members of a production cooperative cannot be less than 5. 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. It should also be remembered that all members of a production cooperative are liable for the debts of the enterprise with their personal property.

A unitary enterprise is a special organizational and legal form of a legal entity. A commercial organization that is not vested with the right of ownership of the property assigned to it by the owner. Property is indivisible and is not distributed among deposits (shares, shares), including among employees of the enterprise. In addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation, the legal status of state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises.

Unitary enterprises can be of three types:

Federal State Unitary Enterprise (FSUE);
State Unitary Enterprise (SUE);
Municipal unitary enterprise (MUP).

A business partnership is a commercial organization in Russia created by two or more persons, in the management of which the partnership participants, as well as other persons, take part within the limits and to the extent provided for in the partnership management agreement. A partnership is considered created as a legal entity from the moment of its state registration. A partnership cannot be a founder (participant) of other legal entities, with the exception of unions and associations. The Partnership does not have the right to issue bonds and other issue-grade securities. The Partnership does not have the right to advertise its activities.

Rights of a commercial organization

The Civil Code provides for special and general (universal) legal capacity of legal entities, including trade organizations.

As a general rule, in accordance with paragraph 1 of Art. 49 of the Civil Code, a legal entity may have civil rights corresponding to the goals of its activities provided for in its constituent documents, and bear responsibilities associated with these activities, i.e. has special legal capacity. Commercial organizations, with the exception of unitary enterprises and other types of organizations, may have civil rights and obligations necessary to carry out any types of activities not prohibited by law, i.e. have general (universal) legal capacity. But it should be borne in mind that a commercial non-governmental organization can limit its general legal capacity and turn it into a special one. To do this, it is necessary to provide specific goals in the constituent documents, establishing a list of activities that it will carry out.

State licensing of certain types of activities is also aimed at limiting the general legal capacity of commercial organizations, including trade ones.

It should be emphasized that recognition of the status of a commercial organization for a legal entity is an important legal fact and entails certain legal consequences.

Firstly, transactions concluded by a commercial organization are subject to a special regime of legal regulation, based on the fact that commercial is an independent activity carried out at one’s own risk, aimed at systematically obtaining profit from the use of property and the sale of goods (Clause 1, Article 2 of the Civil Code).

Secondly, recognition of the status of a commercial organization for a legal entity provides it with additional rights and assigns a number of responsibilities to it. For example, commercial organizations have the exclusive right to use a company name (clause 4 of Article 54 of the Civil Code) or to another object of intellectual property and equivalent means of individualizing products, work performed or services (trademark, service mark).

A commercial organization exercises its legal capacity and capacity, i.e. acquires civil rights and assumes civil responsibilities through its governing bodies, acting in accordance with the law, other legal acts and constituent documents, which determine the procedure for their appointment or election. The bodies of a commercial organization manage its activities and act in trade on behalf of the commercial organization, i.e. their actions are recognized as the actions of the trading organization itself. The bodies of a commercial organization can be either individual (director, general director, chairman of the board, etc.) or collegial (board, general meeting, etc.).

Civil rights and obligations for a commercial organization can be acquired by its representatives, who are employees of this organization or persons not related to it by labor relations, acting on the basis of a power of attorney issued by the body of the trade organization. If the former include the heads and deputy heads of a commercial organization, chief accountants, and legal advisers, then the latter include various kinds of independent agents who enter into transactions on behalf of the trade organization and are in civil legal relations with it.

Thus, those persons who act in its interests, but on their own behalf, are not recognized as representatives of a trade organization. As such, in paragraph 2 of Art. 182 of the Civil Code names commercial intermediaries, bankruptcy trustees, and persons authorized to enter into negotiations regarding possible future transactions. They are self-employed entrepreneurs. These include, for example, an attorney in a contract of agency. He has the right to retain the things in his possession, which are subject to transfer to the principal, to secure his claims under the agency agreement (clause 3 of Article 972 of the Civil Code); These include a partner in a simple partnership agreement (clause 4 of Article 1044 of the Civil Code). He may demand reimbursement of expenses incurred at his own expense.

A commercial representative occupies an important place in trade turnover. In accordance with paragraph 1 of Art. 184 of the Civil Code, a commercial representative is a person who constantly and independently represents on behalf of a trade organization when concluding contracts in the field of business activity. The peculiarity of a commercial representative is that he can simultaneously represent different parties to a transaction, subject to the consent of these parties or in cases directly provided for by law (clause 2 of Article 184 of the Civil Code). A commercial representative has the right to demand payment of the stipulated remuneration and compensation for expenses incurred by him in executing the assignment from the parties to the agreement in equal shares, unless otherwise provided by the agreement.

As you can see, there are various kinds of representatives of a trade organization.

A commercial organization has the right to create separate divisions outside its main location in the form of representative offices or branches, which are not legal entities and act on the basis of the provisions approved by it (Article 55 of the Civil Code).

Representative offices are created to represent and protect the interests of a trade organization, and branches to carry out all or part of its functions, including the functions of a representative office. The heads of representative offices and branches are appointed by the trade organization and act on the basis of its power of attorney.

A trade organization allocates property to representative offices and branches. They must be indicated in its constituent documents and are included in the organizational structure of the commercial organization.

Organizational and legal commercial organizations

Legal entities must have an independent balance sheet or estimate.

In connection with participation in the formation of the property of a legal entity, its founders (participants) may have rights of obligation in relation to this legal entity or proprietary rights to its property.

The Civil Code of the Russian Federation provides a list of organizational and legal forms of organizations whose purpose of creation is to generate profit:

A general partnership is a partnership whose participants (general partners) engage in entrepreneurial activities on behalf of their partners and are liable for the obligations of the partnership with all the property belonging to them.

Peculiarities:

The number of participants is at least two full partners. Only commercial organizations and individual entrepreneurs can be general partners;
- Management is carried out by common consent of all participants, unless the constituent agreement provides for a decision to be made by a majority vote. Each participant has one vote, unless the constituent agreement specifies a different procedure for determining the number of votes.

A limited partnership is a partnership in which, along with general partners who are liable with their property, there are one or more participant-investors (command partners) who do not take part in the partnership’s business activities and bear the risk of losses within the limits of their contributions.

Peculiarities:

The number of participants is at least one full partner and one investor. General partners can be commercial organizations and individual entrepreneurs, and participants can be all individuals and legal entities (except for state and municipal bodies). Management is carried out by general partners;
Investor participants:
- has the right to receive information about the activities of the partnership and get acquainted with its documentation;
- does not have the right to participate in the management and conduct of affairs, as well as to challenge the actions of general partners.

A limited liability company (LLC) is a business entity established by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents.

Peculiarities:

The participants of the LLC are not liable for its obligations 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;
- Participants who have not made contributions in full bear joint liability for the obligations of the company to the extent of the value of the unpaid part of the contribution;
- LLC is considered created as a legal entity from the moment of state registration;
- Created without a time limit, unless otherwise provided by the charter;
- The company owns separate property, accounted for on an independent balance sheet, can acquire and exercise property and personal non-property rights, and be a plaintiff and defendant in court;
- The company may carry out any types of activities not prohibited by federal laws, if this does not contradict the subject and goals of the activity, limited by the charter.

An additional liability company (ALS) is a business company that is a commercial organization, the authorized capital of which is divided into shares in accordance with the sizes determined by the constituent documents, and the participants bear subsidiary liability with their property in an amount proportional to the value of their contributions to the authorized capital of the ALC.

Peculiarities:

Participants' rights:
- Participation in the management of ALC affairs;
- Participation in the distribution of ALC profits;
- Obtaining information about the activities of the ALC, familiarization with its documentation;
Responsibilities of participants:
- Making contributions specified in the constituent documents;
- Non-disclosure of confidential information about the activities of the ALC.

Closed joint-stock company (CJSC) is an association of citizens and (or) legal entities for joint economic activities.

Peculiarities:

The authorized capital of a closed joint-stock company is formed only from the shares of the founders.
- All participants of the CJSC are liable for obligations within the limits of their contributions to its authorized capital.
- Deposits (shares) can be transferred from owner to owner only with the consent of other shareholders and in the manner determined by the company’s charter.
- The property of the CJSC is formed from the contributions of shareholders, income received and other legal sources and belongs to its participants on the right of common shared ownership.
- A closed joint-stock company is a legal entity, operates on the basis of a charter approved by its participants, has its own name indicating the organizational and legal form of the enterprise.
- Legal entities - participants of a closed joint-stock company retain the independence and rights of a legal entity.
- Shareholders of a closed joint-stock company have a pre-emptive right to purchase shares sold by other shareholders of this company.
- A joint stock company, the shares of which are distributed only among its founders or other predetermined circle of persons, is recognized as a closed joint stock company. Such a company does not have the right to conduct an open subscription for the shares it issues or otherwise offer them for acquisition to an unlimited number of persons.

Open joint-stock company (OJSC) are large companies whose minimum authorized capital is 100,000 rubles. This organizational and legal form is convenient for businesses for which the law establishes special requirements for authorized capital: insurance, banking, etc. OJSCs are also created in the process of privatization of state-owned enterprises.

Peculiarities:

A joint stock company, the participants of which can alienate the shares they own without the consent of other shareholders, is recognized as an open joint stock company. Such a joint stock company has the right to conduct an open subscription for the shares it issues and their free sale under the conditions established by law and other legal acts.
- An open joint stock company is obliged to annually publish for public information an annual report, balance sheet, and profit and loss account.
- Shareholders are responsible for the obligations of the company within the limits of their contribution (package of shares owned by them).
- JSC. is not liable for the property obligations of shareholders.
- The property of the company is formed through the sale of shares in the form of public subscription, income received and other legal sources. Free sale of shares is allowed under the conditions established by the legislation of the Russian Federation.
- The transformation of state and municipal enterprises, as well as enterprises in the property of which the state or local government contributes more than 50%, into OJSC is carried out by the owner or an authorized body, taking into account the opinion of the workforce and in accordance with the legislation of the Russian Federation on privatization. An OJSC is a legal entity, operates on the basis of a charter approved by its participants, has its own name indicating its organizational and legal form.
- Legal entities - shareholders retain the independence and rights of a legal entity.

Production cooperatives - a production cooperative (artel) is a voluntary association of citizens on the basis of membership for joint production or other economic activities (production, processing, marketing of industrial, agricultural and other products, performance of work, trade, consumer services, provision of other services), based on their personal labor and other participation and the association of its members (participants) of property share contributions.

Peculiarities:

The law and constituent documents of a production cooperative may provide for the participation of legal entities in its activities.
- A production cooperative is a commercial organization.
- Members of a production cooperative bear subsidiary liability for the obligations of the cooperative in the amount and in the manner prescribed by the law on production cooperatives and the charter of the cooperative.
- The corporate name of the cooperative must contain its name and the words “production cooperative” or “artel”.
- The legal status of production cooperatives and the rights and obligations of their members are determined in accordance with this Code by the laws on production cooperatives.

State and municipal unitary enterprises are recognized as a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner.

Peculiarities:

The property of a unitary enterprise belongs by right of ownership to the Russian Federation, a constituent entity of the Russian Federation or a municipal entity.
- On behalf of the Russian Federation or a subject of the Russian Federation, the rights of the owner of the property of a unitary enterprise are exercised by state authorities of the Russian Federation or government bodies of a subject of the Russian Federation within the framework of their competence established by acts defining the status of these bodies.
- On behalf of the municipality, the rights of the owner of the property of a unitary enterprise are exercised by local government bodies within the framework of their competence established by acts defining the status of these bodies.
- The property of a unitary enterprise belongs to it by the right of economic management or by the right of operational management, is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the unitary enterprise.
- A unitary enterprise does not have the right to create another unitary enterprise as a legal entity by transferring to it part of its property (subsidiary enterprise).
- A unitary enterprise can, on its own behalf, acquire and exercise property and personal non-property rights, bear responsibilities, and be a plaintiff and defendant in court.

Management of a commercial organization

It includes the following main elements:

Financial planning;
operational management;
financial control.

1. Financial planning. When developing financial plans for a commercial organization, the planned costs of the activities carried out are compared with the available opportunities, and directions for effective investment of capital are determined; identification of on-farm reserves for increasing financial resources; optimization of financial relationships with counterparties, the state, etc.; the financial condition of the enterprise is monitored. The need for financial planning for a commercial organization may arise not only from the internal need for effective management of financial resources, but also from the external one - the desire of creditors and investors to have information about the profitability of upcoming investments.

A variety of methods are used to draw up financial plans and forecasts for a commercial organization:

Normative,
economic and mathematical modeling,
discounting, etc.

The normative method can be used in estimating future tax liabilities and the amount of depreciation charges. Optimization of sources of financial resources and assessment of the influence of various factors on their possible growth are carried out using the method of economic and mathematical modeling. When making long-term decisions, the discounting method is used, which involves assessing the future return on investments and the impact of inflationary factors on it.

A market economy is characterized by uncertainty, so the most difficult thing when developing financial plans and forecasts for a commercial organization is assessing possible risks. When managing risks, it is necessary to identify them, classify them, assess their size and impact on decisions made, and determine possible measures to reduce risk (insurance, hedging, creating reserves, diversification). Currently, standard methods for assessing risks in various fields of activity and developing mechanisms for their minimization exist and are widely used.

A specific feature of financial planning for a commercial organization is the absence of any mandatory forms of financial plans and forecasts. Requirements for the composition of indicators of financial plans and forecasts can be determined by: management bodies of commercial organizations (for example, a meeting of shareholders of a joint-stock company); the body that regulates the securities market and determines the composition of the information presented in the prospectus; credit institution. At the same time, different credit institutions may have different forms of technical justification for a loan application, which reflect forecast financial indicators.

Currently, the process of developing financial plans and forecasts, the indicators of which are determined by the goals and objectives of the development strategy of a commercial organization, is called budgeting. The basis of budgeting is the Concept of the Balanced Scorecard (BSS), developed by R. Kaplan and D. Norton. As part of budgeting, “budgets” are developed in physical and monetary terms, reflecting different aspects of the activities of a commercial organization associated with the so-called cost centers.

The main budgets are:

Cash income and expenses of the organization (financial plans of enterprises have traditionally been developed in the form of a balance of income and expenses);
assets and liabilities (balance sheet forecast, usually linked to the timing of liabilities and investments);
cash flows (in a centrally planned economy, such financial plans were called a cash plan, which reflects cash receipts and upcoming expenses in cash, and a payment calendar (an assessment of upcoming receipts and payments in non-cash form)).

The balance of cash income and expenses as the main financial plan of a commercial organization, as a rule, contains four sections:

1) income;
2) expenses;
3) relationships with the budget system;
4) settlements with credit institutions.

Forecasts of income and expenses, assets and liabilities, and cash flows may be contained in the business plan of a commercial organization. A business plan reflects the strategy of the financial and economic activities of the organization; on its basis, creditors and investors make decisions about providing it with funds. The financial part of the business plan contains the following calculations: forecast of financial results; calculation of the need for additional investments and the formation of sources of financing; discounted cash flow model; calculation of the profitability threshold (break-even point).

2. Operational management. Analysis of the execution of financial plans and forecasts is of great importance for managing the finances of a commercial organization. At the same time, it is not always a prerequisite that planned financial indicators correspond to actual ones. Of greatest importance for effective management is identifying the reasons for deviations from planned (forecast) indicators. Data on the actual implementation of financial plans is analyzed not only by special divisions of the organization, but also by the management bodies of a commercial organization.

To make operational management decisions on financial issues, it is important for the organization’s management not only to have financial plans and forecasts, but also to receive extensive information about the state of the financial market, the financial condition of counterparties to transactions, possible changes in market conditions, and tax reform. In large organizations, special analytical centers are created to collect such information. A commercial organization can also buy such information - in particular, analytical reviews on financial markets are one of the services of modern commercial banks. Consulting services that influence financial decision-making can also be provided by audit firms.

Commercial organizations resort to the services of management companies and other participants in the securities market when placing financial resources in securities, placing their own securities on the market, carrying out cash and forward transactions in various segments of the financial market.

A credit organization, as a rule, acts as the parent company in a financial-industrial group; accordingly, the financial management functions of all organizations included in this group are largely concentrated in it. The parent company of a financial-industrial group optimizes financial flows between participants, manages risks, and determines the strategy for allocating financial resources of organizations included in the group.

3. Financial control. State financial control over commercial organizations of non-state forms of ownership is limited to issues of fulfillment of tax obligations, as well as the use of budget funds, if the commercial organization receives such funds as part of state assistance. On-farm financial control, as well as audit control, are of great importance for the effective financial management of a commercial organization.

On-farm financial control can be carried out by special units created in commercial organizations that carry out inspections and analysis of documents. On-farm financial control also occurs in the process of approval by the head of the organization (heads of departments) of documents formalizing financial and business transactions. Commercial organizations included in holdings and associations are inspected by parent (“parent”) companies, which also have special control services.

To obtain reliable information about the financial condition of a commercial organization and identify existing reserves, its management can initiate an audit and survey. Certain types of activities, organizational and legal forms, high indicators of assets and revenue from sales of products (works, services), participation of foreign capital require a mandatory audit report on the reliability of the financial statements of a commercial organization. Thus, audits of a commercial organization can be both proactive and mandatory.

A feature of intra-economic and audit control of a commercial organization is its focus on assessing the effectiveness of management decisions made, as well as identifying reserves for the growth of financial resources.

Thus, financial management of a commercial organization includes management elements similar to other parts of the financial system, but there are specifics of financial planning, operational management and organization of financial control.

Purpose of a commercial organization

* commercial;
* non-profit (Article 50 of the Civil Code).

Differences between them:

* The main goal of commercial organizations is to make a profit, while non-profit organizations can engage in entrepreneurial activities only insofar as it serves and corresponds to the goals for which they were created;
* the profit of commercial organizations is divided among their participants, and the profit of non-profit organizations goes to achieve the goals for which they were created;
* commercial organizations have general legal capacity, non-profit organizations have special legal capacity;
* commercial organizations can be created only in the form of business partnerships and societies, production cooperatives, state and municipal unitary enterprises; and non-commercial - in the forms provided for by the Civil Code of the Russian Federation and other laws.

There are two classes of legal entities, which are divided by type of activity. These are commercial and non-profit organizations. A commercial organization is engaged in commercial activities and is a market participant. The main goal is to obtain and maximize profits. After receiving the profit, it is distributed among the participants of the organization. A non-profit organization is engaged in non-profit activities. One of the main goals of such an organization is not related to making a profit, and if there is a profit, it is not distributed among the participants of the organization. Both types of organizations can have profits, but non-profit organizations use them for statutory purposes.

The ultimate goal of the enterprise is to maximize profits.

The main tasks of the operating enterprise:

Receipt of income by the owner of the enterprise;
conquering the market or part of it;
ensuring stable development of the enterprise;
growth of business efficiency;
increasing labor productivity;
providing consumers with the company's products;
improving the quality of products;
providing enterprise personnel with wages, normal working conditions and opportunities for professional growth;
creating jobs for the population;
environmental protection: land, air and water basins;
preventing disruptions in the operation of the enterprise (delivery failure, production of defective products, sharp reduction in volumes and reduction in production profitability), etc.

In a market economy, the independent and separate activities of an enterprise are based on the following principles of its organization: self-sufficiency, self-government and self-financing.

A self-sustaining enterprise is an enterprise that has organized production in such a way that all the costs it makes to bring the raw product to the market are recouped in the cost of this product on the market, i.e. production costs are lower than the price at which the finished product is sold.

Self-government assumes that the enterprise independently selects a production product, acquires raw materials, determines the structure and technology of production, i.e., it resolves all organizational issues related to the activities of the enterprise (what, how and in what volumes to produce, where, to whom, and at what price sell its products), independently disposes of the profit received, remaining after paying taxes and other obligatory payments.

Self-financing implies that the income received by the enterprise does not have to be completely consumed. Part of them should be used in the form of cash to resolve the financial issues of the enterprise. That is, it is assumed that the enterprise not only carries out production, but reproduction, and not only simple reproduction, but expanded production, i.e. production in an increased sense.

Commercial organization system

The sources of financial resources allocated for capital investments in commercial enterprises and organizations are:

1) own financial resources;
2) borrowed funds and attracted funds.

Own financial resources for capital investments are:

1. Profit. This is one of the important sources received by enterprises. A significant part of the profit is used to finance capital construction itself.
2. Funds from special funds.

In enterprises, part of the profit is directed to the formation of special-purpose funds in enterprises:

Production Development Fund;
Foundation for the Development of Science and Technology;
capital investment financing fund;
social development fund.

The funds from these funds serve as a source of financing capital investments. The following activities are financed from the production development fund: capital investments, technical re-equipment, reconstruction and expansion of enterprises and their workshops. Funds from the Science and Technology Fund are used to carry out research and development work, design work, and purchase equipment and new technology.

The source of financing for capital investments is the funds of the Social Development Fund. Approximately half of this fund is allocated for the construction of residential buildings and other social facilities.

3. An important source of financing capital investments in enterprises are depreciation charges, i.e. the monetary expression of that part of fixed assets that, in the process of their use, is transferred to a newly created product. When selling products (services), the enterprise forms a cash depreciation fund, which is used to finance capital investments. Depreciation charges are becoming one of the main sources of capital investments made by commercial enterprises and organizations.

4. Funds paid by insurance authorities in the form of compensation for losses from accidents and natural disasters. The implementation of economic reform is currently actively developing the financing of capital investments from investors' own sources (enterprises, organizations, joint-stock companies). Previously, these sources did not have a significant role in financing capital investments and were limited to insignificant costs for capital construction and major repairs. It seems that the further development of economic reform in the national economy will help increase the share of enterprises and organizations in the sources of their own funds.

If there is a lack of own funds, enterprises attract credit resources (loans from banks, investment funds and loans from other business organizations) for capital investments. The use of a long-term loan increases the financial responsibility of commercial organizations and enterprises for the economical and efficient use of funds allocated to finance capital investments and compliance with the deadlines for the commissioning of fixed assets. Borrowed funds account for about 3% of total capital investments.

Subjects of a commercial organization

Business entities are understood as parties involved in business relationships involving the production of products, their purchase and sale, and the provision of advisory services (in international trade, these parties are called counterparties).

Participants in commercial activities include:

Enterprises and entrepreneurs - firms, companies, organizations, enterprises of various forms of ownership, legal entities and individuals that supply, sell and purchase a wide variety of goods and services. The business interests of this group of participants are represented by production, commerce (trade) and commercial intermediation. Of course, business is, first of all, production, which forms the basis of the economy. But when an entrepreneur purchases ready-made goods and sells them to the consumer, he becomes a reseller;
Individual and collective consumers of goods (households) are citizens who sell their own goods and provide services, as well as buy goods and services necessary for life. The business interest of this group (purchase of goods and services) is realized by establishing contacts with manufacturers and sellers of products on the basis of mutual benefit;
state and municipal bodies, institutions and organizations that produce and sell goods, securities, goods, services and act as direct participants in transactions. The business interest of this group is the implementation of national programs (scientific, technical, social, scientific and production) in order to meet the needs of both the state as a whole and all its citizens;
employees carrying out labor activities for hire on a contract or other basis.

In the market of goods and services, commercial activities are carried out by organizations and enterprises of various organizational and legal forms (legal entities), as well as individuals (individual entrepreneurs).

Their property can remain under state and municipal management, be in collective, mixed and joint, as well as private ownership. Based on cash and collective ownership, individual, partnership and corporate forms of trading enterprises operating on a commercial basis arose.

Commercial activities are carried out by enterprises.

An enterprise is a special object of civil rights, a property complex created for the production, sale, organization of consumption of products, performance of work and provision of services in order to meet market needs, make a profit or carry out special socially significant functions (Civil Code of the Russian Federation).

A company is a general name that is used in relation to any business enterprise. It only indicates that the enterprise has the rights of a legal entity, i.e. is independent and independent.

Thus, a company is an industrial, innovative, service, trading enterprise or an individual businessman enjoying the rights of a legal entity.

An individual is a citizen who has legal capacity and capacity. Legal capacity refers to the ability of a citizen to have civil rights and obligations. Such rights are the right of ownership of property, the right to engage in business, as well as any other activity not prohibited by law, to create enterprises, to carry out any legal transactions, including purchase and sale transactions, and to assume corresponding obligations.

Legal capacity is understood as the ability of a citizen, through his actions, to acquire and exercise civil rights, create and perform civil duties, and bear responsibility for offenses committed (from the age of 18).

Individuals (citizens) are liable for their obligations with all the property they own, with the exception of that property that cannot be foreclosed on in accordance with the law.

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. A legal entity can, on its own behalf, acquire property and non-property rights, perform duties, and be a plaintiff and defendant in court.

A legal entity is an enterprise that has a charter, a bank account, a seal and has passed the state registration procedure. When registering, its business name is indicated, which does not give an idea of ​​​​the nature of the enterprise's activities, but only certifies and protects its independence. The company designation is indicated in the trademark, sign, contracts, letterheads, which determines the distinctive feature of the trading enterprise.

A legal entity is subject to state registration, which requires constituent documents. Such documents are: a charter (approved by the founders) or an agreement (concluded with the founder), or both.

Main features of the enterprise:

Property and non-property separation of fixed and working capital (from the property of the founders of the enterprise);
property liability of the enterprise for its actions and obligations;
organizational unity (an organized team with its internal structure, staff, and governing body, which are enshrined in its constituent documents - the Charter or the Memorandum of Association);
legal status, which assigns certain rights and obligations to it and presupposes its state registration in accordance with current legislation;
proper name (title) and its organizational and legal form, which allows us to judge the form of responsibility and the volume.

An enterprise is a subject that has its own charter, a bank account, has passed the registration procedure, is included in the state register and has the right to conduct contractual relations.

For its activities, the enterprise generates property, the sources of which are:

income from the sale of products, works, services;
capital investments;
free or charitable contributions;
donations from organizations, enterprises, citizens;
repurchase of property of state-owned enterprises through auctions, tenders and purchase of shares;
other sources not prohibited by law.

The most important characteristic of an enterprise is the degree of its economic freedom. All enterprises in the process of operation operate within the framework of certain laws, legal norms, i.e. in the system of legal relations. Therefore, an enterprise is not only an economic entity, but at the same time acts as a legal entity - the subject and object of law.

Enterprises can be classified according to various criteria.

By capital ownership and control:

National (state, municipal);
foreign;
mixed.

By nature of ownership:

State;
cooperative;
private.

By scope:

Domestic (national);
international.

By legal status:

Business partnerships and societies;
cooperatives (production, consumer);
unitary enterprises;
public and religious organizations;
associations and unions.

By type of economic activity and transactions performed:

Industrial (manufacturing) enterprises;
trading;
transport;
freight forwarding (cargo escort);
insurance companies;
consulting - providing consumers with knowledge in the form of information (consultations, examination of economic activities, etc.);
audit firms - carry out an audit of the financial activities of the company;
advertising;
engineering - provide engineering and technical services related to design and construction;
leasing companies - involve the transfer of equipment for exclusive use for a specified period for a certain remuneration with the subsequent purchase of the subject of the contract. Leasing objects can be cars, household appliances, machine tools, loading and unloading machines;
licensing and patent firms;
tourist;
rental

Property of commercial organizations

The property of a commercial organization is fixed assets and non-current assets, inventories and other valuables, the value of which is reflected in an independent balance sheet.

The balance sheet distinguishes between tangible, intangible and financial assets.

The main share of the property of a commercial organization consists of tangible assets - property for production and non-production purposes, having a material form and monetary value. This includes means and objects of labor that form the material content of fixed assets and working capital.

Intangible assets are intellectual property that generates income (rights to inventions, trademarks, copyrights, software, etc.).

Financial assets are considered to be cash on hand, bank deposits, securities, leased property, issued long-term loans, etc.

The property of a commercial organization (tangible, intangible and financial assets) is formed from the following sources:

Monetary and material contributions of the founders;
income received from the sale of products, as well as other types of economic activities;
depreciation deductions;
loans from banks and other lenders;
public investments, subsidies and subsidies;
acquisition of property of another business entity;
leasing and long-term rental;
free and charitable contributions;
other sources.

Commercial credit organizations

But, in order to attract external funding, you first need to understand the inside and answer several questions:

Why do we need money?
- for how long?
- What will serve as a source of debt repayment?
- how much are you willing to pay for the opportunity to use borrowed funds?
- is there any property that can serve as collateral?

These questions arise for the reason that borrowed funds, as a rule, are provided on the terms of intended use, urgency, repayment, payment, and security. A separate question will be: how urgently is the money needed? But you need to understand that you will have to pay separately for urgency. Advertising for a “loan per day” encourages you to contact a credit institution, where, in fact, it turns out that the money will indeed be issued quickly, but at the same time the rate will be five to eight percent per month, and this is 60–96 percent per annum (it’s easy to calculate, you just need to multiply by 12 months).

In addition, the choice of a lender - a banking or non-banking credit organization - will largely depend on the answer to the above questions.

Where and on what terms can you get a loan? What are the specifics and differences between banking and non-banking credit organizations?

First of all, let us define the concept of “credit organization” - it is a legal entity that, in order to make a profit as the main goal of its activities, on the basis of a special permit (license) of the Central Bank of the Russian Federation (Bank of Russia), has the right to carry out banking operations.

Credit organizations are divided into two groups - banks and non-bank credit organizations.

Banks are credit organizations that have the exclusive right to carry out the following banking operations in the aggregate: attracting deposits of funds from individuals and legal entities; placement of these funds on your own behalf and at your own expense on the terms of repayment, payment, urgency (lending); opening and maintaining bank accounts for individuals and legal entities.

Commercial banks accumulate and mobilize money capital, mediate loans, check settlements and payments in the economy, organize the issue and placement of securities, and provide consulting services.

Non-bank credit organizations are credit organizations that have the right to carry out certain banking operations provided for by law. The combination of these operations is established by the Bank of Russia. Specialized banking institutions operating under a license include: brokerage and dealer firms; investment and financial companies; pension funds; credit unions; mutual aid funds, pawn shops; charitable foundations; leasing and insurance companies. The main forms of activity of these institutions are reduced to the accumulation of savings of the population, the provision of loans through bond issues to corporations and the state, the mobilization of capital through various shares, the provision of mortgage and consumer loans, as well as mutual credit assistance.

The principles of lending - intended use, urgency, repayment, payment, security - are applied in the most complete form in the bank. Bank loans in rare cases are non-targeted and unsecured. The bank neglects these two principles for relatively small volumes of loans provided to reliable borrowers who have confirmed the quality of their credit history. Urgency, repayment and payment are the unshakable principles of a banking credit organization.

Non-bank credit organizations (NPOs) have their advantages; despite the limited list of permitted transactions (half as much as for a bank), NPOs still have the opportunity to provide a fairly wide range of services to their clients. NPOs are quite stable precisely because of the limited list of services they provide; they are not exposed to most banking risks. According to the law, NPOs have the right to place attracted funds from clients using banking instruments that have a zero risk coefficient, including providing loans to complete settlements on completed transactions, in the manner established by the Central Bank of the Russian Federation. Banks, in turn, place attracted funds from clients on their own behalf and at their own expense using various banking instruments.

So, a fairly wide list of non-profit organizations: brokerage and dealer firms; investment and financial companies; pension funds; credit unions; mutual aid funds, pawnshops, credit cooperatives; charitable foundations; leasing and insurance companies. Where can I borrow money? And under what conditions?

Brokerage and dealer firms are professional participants in the securities market. In this option, lending involves providing “leverage”. If you are an investor on a stock or currency exchange, for example, in proportion to the funds you have invested, the broker can provide “leverage” - a loan with which you will increase the volume of the transaction and, accordingly, the possible profit from the transaction.

Investment and financial companies work with investors and place raised funds in mutual funds (UIFs). Investment (financial companies) carry out dealer (purchase and sale of securities) and brokerage (placement of securities) activities in the securities market.

Pension funds are limited by current legislation regarding the placement of funds. Pension funds are invested in conservative and reliable instruments; pension funds do not directly provide loans to private businesses or individuals.

A credit union is an association of several individuals, small groups of borrowers, who are grouped according to some professional or territorial criteria for the purpose of providing short-term consumer loans. The credit union uses payments for shares by participants, membership fees, and attracted deposits as a source of funds. A credit union issues loans, makes advances to its members and carries out trading and intermediary activities. Credit unions have the ability to issue not only commodity loans, but also business loans.

Mutual aid funds are a public credit institution created on a voluntary basis. It is formed from the entrance and monthly contributions of participants stored in current bank accounts. Issues interest-free loans for a period of several months. Mutual aid funds were especially popular during the Soviet period. Today, such cash registers can be found on the Internet – in social networks and electronic money services.

A pawnshop issues loans for a short period of time secured by movable property. Various property is accepted as collateral (precious metals, expensive equipment, video-audio equipment, vehicles), that is, something that has financial value, is liquid, is in demand, something that will not be difficult to sell in the event of a loan default. Securities are not accepted at the pawnshop. The property is valued at approximately fifty percent of the market price. Pawnshop interest rates are slightly higher than those at a bank.

The advantages of a pawnshop over a bank: a simplified procedure for receiving money, the speed of issuing a loan is maximum (the opportunity to receive money “here and now”), a pledge agreement is not drawn up, but a pledge ticket is issued confirming the issuance of the loan and the transfer of property as collateral, there is no need to submit documents confirming income.

Credit cooperatives provide loans to participants, including from funds raised from shareholders or from a loan received from a bank. The advantages of obtaining a loan from a credit cooperative are a variety of types of loans tailored to the needs of shareholders, flexible payment schemes, quick processing of applications, convenient methods of collateral, no need for the borrower to provide the bank with a full package of documents and collateral, the disadvantage is a higher interest rate compared to bank loan (the rate depends on the cost of funds raised, adjusted for margin, since the cooperative is not a charitable organization).

Charitable foundations and organizations provide material assistance and free services to various categories of organizations and citizens, among whom there is a significant proportion of socially defenseless categories of the population.

Leasing companies provide their clients with the use of the necessary property, gradually paying for it. Leasing is a unique type of property rental. The lessee can be either an individual or a legal entity. Leasing allows you to save on property taxes if the leased asset remains on the balance sheet of the lessor. There are various leasing schemes. Leasing is sometimes a way out when it is necessary to expand the fleet of equipment, update the fixed assets of the enterprise, your own funds are not enough, a bank loan is not available or inconvenient for certain reasons.

Insurance companies as non-bank credit organizations from a financial point of view are a form of expression for the insurance fund. The monetary resources of the insurance fund are a source of long-term lending to trade and industry.

As we can see, banks and non-bank credit organizations occupy certain niches in the resource allocation market - lending, satisfying the needs of consumers by providing borrowed funds on different conditions with various combinations of basic lending principles.

Finance of commercial organizations

Finance of commercial organizations (enterprises) is the monetary or financial relationships that arise in the course of business activities, in the process of creating equity capital, trust funds of funds, their use and distribution.

Based on the economic component, financial relations can be grouped into the following areas:

1. between the founders during the creation of an organization (enterprise) - associated with the formation of authorized (shareholder, share) and equity capital;
2. between organizations and enterprises - related to the reproduction and further sale of products;
3. between divisions of enterprises (branches, departments, workshops, teams) - on issues of financing expenses, use and distribution of profits and current assets;
4. between employees and the enterprise;
5. between the parent organization and the enterprise;
6. between enterprises and commercial organizations;
7. between the financial system of the state and enterprises;
8. between the banking system and enterprises;
9. between investment institutions and enterprises.

The functions of finance of commercial organizations (enterprises) are the same as those of national finance - control and distribution. These functions are closely interrelated.

The distribution function involves the formation of start-up capital formed by the contributions of the founders, the reproduction of capital, the formation of basic proportions in the distribution of financial resources and income, allowing for the optimal combination of the interests of individual business entities, commodity producers and the state as a whole.

The objective basis of the control function of commercial organizations (enterprises) is the maintenance of cost accounting of costs for the production and sale of products, the provision of services and the performance of work, the process of generating cash funds and income.

Financial management of commercial organizations is the process of creating financial relations of an organization with other entities, its financial mechanism.

It consists of the following main elements:

1. financial planning;
2. financial control;
3. operational management.
4. Financial planning. When drawing up a financial plan for a commercial organization, the planned costs of the proposed activity are compared with the capabilities available to them, the direction of effective investment and distribution of capital is determined; identification of internal reserves for increasing financial resources; optimization of financial relations with the state and counterparties; exercise control over the financial position of the enterprise.
5. Financial control over commercial organizations of non-state ownership is limited to issues of fulfilling tax obligations and the use of budget funds in cases where a commercial organization receives these funds through state aid. Audit control, as well as intra-economic finance, are essential for managing the finances of a commercial organization. control.
6. Analysis of the implementation of financial forecasts and plans has a significant impact on the financial management of a commercial organization. At the same time, compliance with actual indicators of planned financial indicators will not always be a mandatory criterion. The most significant thing for effective management is to find out the reasons for deviations from planned forecasts (indicators).

Profits of a commercial organization

Being the final net income and the key financial resource of the enterprise, profit is the most important internal source of financing the current and long-term development of the enterprise. Profit thus embodies the principle of self-financing as a leading feature of the finances of a commercial organization.

Profit is the most important indicator of business efficiency and an indicator of the organization's competitiveness. In contrast to the conditional meaning of profit in administrative economic systems, profit is really significant for a commercial enterprise. Winston Churchill wittily remarked: “Socialists believe that making a profit is a sin. I believe that the real sin is making a loss.” In market conditions, profits reflect the success of an entrepreneurial unit that consciously takes risks.

Profits are part of equity capital, and successful capitalization of profits gives investors confidence in the proper application of their capital. Alfred Sloan, an outstanding manager of the 20th century, head of the General Motors automobile corporation, wrote: “... the goal of an enterprise is to generate a sufficiently large return on invested capital; if the profit is not large enough... the funds should be allocated differently ".

Profit as part of equity capital ensures the financial stability of a commercial organization and is a guarantor of preventing bankruptcy; its growth has a positive effect on investors' expectations and creditors' decisions.

Profit, of course, is a constant and constantly reproducible goal of the organization’s functioning, and from a strategic perspective - a means and tool for creating and increasing its market value. At the same time, the stimulating function of the organization’s finances is embodied in the desire for profit. Finally, profit performs an important macroeconomic function of generating budget revenues, and therefore is a source of satisfying social needs.

Profit is calculated as the difference between income from the sale of goods (work, services) and the costs of their production and sale. The main source of income, as shown above, is revenue from the sale of goods. But the flows passing through enterprises in transit do not constitute income earned by the enterprise. Therefore, VAT and excise taxes are subtracted from revenue for the purpose of determining profit.

In order to correctly determine profit, the economic legislation of each country regulates the conditions for recognizing revenue and expenses, which automatically forms an adequate definition of profit.

For example, among the conditions for recognizing revenue in the Russian Federation, the right of the organization to receive it arising from contracts, registration of the transfer of ownership from the organization to the buyer (customer) and other conditions are stipulated. The list of conditions for recognizing expenses stipulates the payment of expenses in accordance with contracts, clear determination of the amounts of expenses, etc.

As business organizations operate in different fields and industries, revenues and expenses are modified and take different forms. Thus, for construction organizations, the analogue of revenue is the cost of completed construction projects, and expenses are the cost of construction; for retail and wholesale trade enterprises, profit is calculated as the difference between the selling and purchasing costs of goods, etc.

The crisis had a negative impact on the net financial position of enterprises. Credit compression and a multiplicative decrease in demand led to a drop in production and profits. Currently, the situation has generally stabilized.

The importance of profit as an indicator of efficiency was mentioned above. However, it should be clarified that the best way to evaluate a company’s success is not the absolute amount of profit, but profitability. This is the relative level of profitability per unit of any base. The use of profitability ratios in financial analysis and management accounting removes economies of scale, allows for comparative assessments, and making forecast calculations with an emphasis on optimizing business processes.

There are many profitability indicators, for example, return on sales, return on products, return on assets, return on production assets, return on invested capital, return on working capital, return on equity capital, etc. Return on sales is calculated as profit from sales in relation to sales revenue and allows you to evaluate the market position of the enterprise. Product profitability is calculated as the ratio of profit from sales to the cost of goods sold and helps to compare costs with results. The dynamics of return on assets (the ratio of profit to assets) gives an idea of ​​​​the efficiency of asset use. Maximizing return on equity (the ratio of net profit to owners' capital) is the primary task of management to satisfy the interests of the company's owners.

Profit distribution. The distribution of profit of a commercial organization is an important microeconomic process that reflects the action of the distribution function of finance. Operating profit, i.e. profit before interest and taxes is distributed in favor of creditors (payment of interest on loans), higher organizations and the budget (income tax, penalties). The remaining net profit is divided into three parts: the formation of a reserve fund, accumulation and consumption. In joint stock companies, the main form of consumption is the payment of dividends to shareholders. However, in order to create harmony and partnership in the team, it is advisable to address part of the net profit to the employees of the enterprise.

The task of financial workers is to optimize the distribution of profits and maintain a balance between development goals and current consumption. In joint-stock companies, an unwritten rule, called the principle of dividend distribution, states: if an enterprise does not find investment projects for investing profits with a return not lower than the average market level of return on capital, then all net profit should be distributed as dividends for the shareholders to independently search for profitable investments.

Thus, when distributing profits, not only the tasks of maintaining internal financial stability are solved, but also the interests of creditors, the budget, and owners are ensured. This gives profit distribution a macroeconomic socio-economic meaning.

Of particular importance for the development of an enterprise and its sustainable economic growth is the direction of profits for investment purposes. Of the total volume of financing investments in fixed capital in the Russian Federation as a whole, profit accounts for about 18% of all sources of investment. In addition to profit, internal sources in the form of depreciation, as well as external resources - budget funds, bank loans, non-resident resources, etc., are used for investment.

Based on factor analysis and on the basis of accounting, statistical, operational and management accounting data, the financial services of the enterprise develop plans for increasing profits and increasing profitability. These include measures to increase labor productivity, modernize production, expand the range, improve product quality, reduce labor costs and irrational material costs, accelerate capital turnover, and restructure business processes.

So, we have examined the content of the main sections of finance of commercial organizations. In addition to income, expenses, profits, investments, financial relations include monetary relations associated with settlements. The continuity of settlements with partners - suppliers and consumers, banks, the budget and extra-budgetary funds, financial institutions is the main content of liquidity and solvency management. The main task of financial services is to harmonize cash inflows and outflows in a commercial organization, maintaining the required level of funds to fulfill short-term obligations. The situation with non-payments is a true indicator of the state of finances in the real sector. An increase in overdue accounts receivable and payable, debts on bank loans and wages may be evidence of a crisis of non-payments and liquidity.

Capital of a commercial organization

Capital is wealth used for its own expansion. Only the investment of capital in economic activity and its investment create profit. Essentially, capital reflects a system of monetary relations that embodies the cyclical movement of financial resources - from their mobilization into centralized and decentralized funds of funds, then distribution and redistribution and, finally, receipt of newly created value (or gross income) of a given commercial structure, including arrived. Thus, capital is part of financial resources.

Structurally, capital consists of fixed and working capital.

The fixed capital of an enterprise is the part of the capital that is aimed at financing the non-current assets of the enterprise.

Fixed capital is formed by:

Intangible assets,
- fixed assets,
- Construction in progress,
- profitable investments in material assets,
- long-term financial investments,
- Other noncurrent assets.

Intangible assets are assets that are used in the business activities of an organization for more than 12 months, generate income, have value, but do not have any physical content (intellectual property, organizational expenses, business reputation of the organization).

Fixed assets include buildings, structures and transmission devices, machinery and equipment, production and household equipment, transport, working and productive livestock, perennial plantings, land and environmental management facilities; other fixed assets.

Unfinished construction refers to the costs of unfinished capital construction, advance payments aimed at making capital investments, the cost of fixed assets and intangible objects that have not yet been put into operation.

Profitable investments in material assets are characterized by the residual value of property intended for rental and leasing.

Long-term financial investments are investments in companies and loans for a period of more than one year.

The fixed capital of an enterprise can be formed from its own and borrowed sources.

Own sources of fixed capital formation include:

Authorized capital;
- Extra capital;
-depreciation deductions;
- net profit of the enterprise.

Own sources of financing can also include on-farm reserves - sources mobilized by an enterprise in construction when carrying out it in an economic way (independently without the involvement of contractors).

Borrowed sources of fixed capital formation:

Bank loans (usually long-term);
- loans from business entities (usually long-term), including bond loans.

A special form of financing capital investments is leasing. Leasing activity is a type of investment activity for the acquisition of property and leasing it.

The legal basis for leasing transactions in Russia is the Federal Law “On Financial Lease (Leasing)”.

Leasing is a set of economic and legal relations arising in connection with the implementation of a leasing agreement, including the acquisition of the leased asset.

A leasing agreement is an agreement under which the lessor (lessor) undertakes to acquire ownership of the property specified by the lessee (lessee) from a seller specified by him and to provide this property to the lessee for a fee for temporary possession and use.

The main advantages of a leasing transaction for the lessee:

Possibility of applying increasing coefficients to depreciation rates up to 3;
- for profit tax purposes, all leasing payments relate to expenses associated with production and (or) sales and reduce taxable profit;
- no additional collateral required;
- relative accessibility compared to long-term loans (at reasonable interest rates) and bond loans.

In the process of using elements of fixed capital, they are depreciated.

Depreciation is the process of gradually transferring the value of fixed assets (and other depreciable property) to the cost of products produced with their help.

Depreciable property is property, results of intellectual activity and other objects of intellectual property that are owned by the taxpayer, used by him to generate income, and the cost of which is repaid by calculating depreciation. Depreciable property is property with a useful life of more than 12 months and an original cost of more than 10,000 rubles.

Depreciation is included in the organization’s own sources of financial resources for the following reasons:

Depreciation is not withdrawn from the enterprise throughout its existence;
- accumulated depreciation charges for the service life of equipment and other objects on which depreciation is charged, until their disposal, are temporarily free cash.

The depreciation policy of an enterprise can be characterized as a set of approaches to organizing and carrying out practical measures aimed at meeting its needs for financing the process of timely compensation for physical and moral wear and tear of depreciable property.

When developing a depreciation policy, it is necessary to take into account the differences in the methods of calculating depreciation in the legislation in the field of accounting and tax accounting.

For accounting purposes, four methods of calculating depreciation are allowed:

Linear;
- method of reducing the balance;
- the method of writing off the cost in proportion to the sum of the numbers of years of useful use (the sum of numbers method);
- method of writing off cost in proportion to the volume of production (production).

With the linear method, the annual amount of depreciation is calculated by multiplying the original (replacement) cost of the object by the depreciation rate calculated based on the useful life of this object.

With the method of reducing the balance, the annual amount of depreciation is calculated by multiplying the residual value of the fixed asset at the beginning of the reporting year by the depreciation rate, doubled compared to the straight-line method.

With the sum of numbers method, the annual amount of depreciation is calculated based on the original cost of the fixed asset object and the annual ratio, where the numerator is the number of years remaining until the end of the asset’s service life, and the denominator is the sum of the numbers of years of the asset’s service life.

It should be noted that the use of the method of reducing the balance and the method of sum of numbers allows you to write off its large cost in the first years of operation of the object and in this regard:

Increase internal capacity for financing;
- reduce the negative impact of inflation.

At the same time, in the first years of operation of the facility, the cost of production increases.

With the production method, depreciation charges are calculated based on their natural indicator of the volume of production in the reporting period and the ratio of the initial cost of the fixed asset item and the expected volume of production for the entire useful life of the fixed asset item.

The production method allows you to transfer depreciation charges from the category of constant to the category of variable expenses, and also more accurately take into account the degree of physical wear and tear.

According to regulatory documents, a legal entity is an organization that owns a number of assets that are used to pay off various obligations. Constant changes in the market economy have caused the emergence of a large number of different companies, which have a number of specific differences from each other. It is these differences that experts use to classify legal entities into separate groups. In this article, we propose to consider different types of commercial organizations and discuss their key features.

A commercial organization is a legal entity that, after registering a company, pursues making a profit as the main goal of its activities.

“Commercial organization” - the essence of the concept

Legal entities engaged in economic activities for the purpose of generating revenue are classified as commercial entities. According to the established procedure, this classification includes various societies, municipal and state companies, production cooperatives and partnerships. It should also be noted that regulatory authorities allow the creation of commercial entities to merge with other organizations. Such mergers are called unions and associations of legal entities.

Each business entity owns various assets. Such assets include both property and financial assets. It should be noted that property assets can be either owned by the company or used as a lease. The assets of a legal entity are used to meet existing financial and debt obligations. According to established rules, such companies have the right to use only those assets owned by the organization to cover debt obligations. Members of the management of such a structure have the legal right to develop their company in order to increase profits.

All profits received are distributed according to the level of investment of each member.

Commercial organization - what is it? Before you begin to study this issue, you should familiarize yourself with the meaning of this structure. As mentioned above, the category of commerce includes persons who receive regular profits from their activities. Based on this, it can be assumed that the main goal of such companies is to organize economic activities in order to extract financial resources. The funds received are distributed among the participants of a particular structure, according to the level of their investments. It should be mentioned that current laws have a clear description of the organizational and legal form of such structures.

The fiftieth article of the Civil Code of the Russian Federation provides a number of criteria that determine the organizational and legal forms of entities belonging to the category of commerce. This means that in order to introduce new types of commercial structures, regulatory authorities need to make adjustments to the above-mentioned legislative act.

Accepted classification of activities

All commercial entities can be divided into two conditional groups. The first group includes corporations managed by founders and members of the management team who have corporate rights. It is important to note that this group includes several subgroups. Such subgroups include farms, partnerships and production societies.

The second group includes all municipal and state companies. A distinctive feature of these business entities is the lack of ownership rights to assets received from the business owner. This means that the management level does not have corporate rights to manage the company.

As a rule, such organizations are created under close government control.

What is the difference between non-profit and for-profit entities

Non-profit organizations have a number of specific differences from commercial entities. The main difference is the company's main goal. Thus, commercial structures conduct business activities in order to obtain regular income. In addition, the direction of activity of the subject should be taken into account. As practice shows, commercial structures work for the benefit of only the founders. Non-profit companies strive to provide comfortable conditions for all participants in the structure, which is the basis for achieving the maximum level of social benefits.

In commercial organizations, all profits received by the enterprise are distributed among members of its management. The remaining funds are used for further development of the company, development of new markets and other purposes that will increase revenue. Non-profit structures most often have no profit at all. Speaking about the differences between commercial and non-profit organizations, you should pay special attention to the type of their activities. The first type of company is engaged in the production of commercial products and the provision of services, while the second type is engaged in the provision of social benefits to various segments of the population.

According to experts, the structures in question have differences in the type of employees they employ. In the case of commercial entities, each employee of the organization receives payment for fulfilling their labor obligations. Non-profit organizations, in addition to the work of their staff, involve volunteers and volunteers in performing various works. The last difference between these structures is the company registration procedure itself. To register a commercial company, the owner of the company or a person representing the interests of the founding council must contact the tax authority. A non-profit structure is registered by the justice authorities.

Types of commercial organizations

The current regulations set out the criteria for determining all forms of commercial organizations. Let's take a look at the description of each type of commercial entity.

General partnerships

Full partnership - a feature of this form is the presence of folding capital, which is based on investments by members of the founding council. All income received is divided proportionally, according to the amount of invested capital. It should be noted that all members of the partnership bear general responsibility for financial obligations. The property of the partnership can be used to pay off credit debts. According to experts, today this form of commerce is registered quite rarely.

Producer cooperatives

This form of commercial structures is often called artels. Such companies are created by bringing together citizens to organize a joint business. Each participant in a cooperative engaged in the production of marketable products can make a personal contribution to the development of the organization, through labor participation or financial contributions. It should be noted that in this case, a commercial structure can be organized by both ordinary citizens and legal entities.

In addition to production cooperatives, there are such types of organizations as:

1. Consumer cooperative.
2. Insurance and credit cooperation.
3. Construction and economic cooperatives.

When such a company is formed, a “Charter” is created, which sets out the level of responsibility of all its participants. According to the established rules, to create a cooperative it is necessary to assemble a founding council of more than five people.

LLC (limited liability companies)

Such organizations can have either one owner or belong to the founding council. As a rule, the board of founders consists of legal entities and individuals. The authorized capital of such an organization consists of shares of capital contributed by members of the company. It is important to note that all members of the company are not responsible for the financial and other obligations of the company. This means that only the property and assets of the company itself are used to repay loans and debt obligations. G The main distinguishing feature of such organizations is the presence of mandatory rights for each founder. According to statistics, this organizational and legal form is used by the majority of companies operating in Russia.

Quite often you can hear the question: Is an LLC a commercial or non-profit organization? According to the definition of current regulatory documents, this form of ownership refers to commercial structures, since the main goal of an LLC is to make a profit. Based on this fact, we can conclude that companies belonging to this category have the right to engage in any type of business. It should be noted that in order to work in certain areas, organizations need to obtain licenses and other permits.

JSC (joint stock companies)

The organizational and legal form under consideration is most often used by entities belonging to the category of medium and large enterprises. The entire authorized capital of such companies is divided into shares. The main distinguishing feature of such organizations is the limited liability of security holders. Today the following classification of joint stock companies is used:

• closed societies;
• public organizations.

Each of these structures includes several subgroups. Thus, business partnerships are one of the types of public joint stock companies (joint stock companies).

State and municipal unitary enterprises

The structure under consideration has a number of interesting features. The main difference of this structure is the absence of ownership rights to the company’s property assets. According to the established rules, municipal unitary enterprises have property values ​​that cannot be divided between the owners. This means that all assets and funds of the company cannot be divided into shares or contributions. It should be emphasized that all property assets belong to the company under economic management rights. According to experts, the owners of such companies are liable for financial obligations solely with the assets of the company.

Team partnerships

This structure is based on a share fund created by two categories of persons: general partners and limited investors. The first group of individuals carries out the business activities themselves on behalf of the entire company. It should be noted that these persons are liable for financial obligations not only with the property assets of the company, but also with personal values. Persons acting as investors are liable only for the investments made. According to experts, this form of organization is registered quite rarely.

According to the rules established by current legislation, the category of full participants includes only private entrepreneurs and owners of organizations. Both organizations and ordinary citizens could receive the status of investors.

Companies with additional liability

This form of commercial activity was abolished in two thousand and fourteen. A distinctive feature of an ALC is the presence of one or more founders. The authorized capital of such companies is divided into several shares, the size of which is determined by the constituent documentation. All members of the founding council of such a company bear financial responsibility in the form of their own property values.

The main features of commercial organizations

The main feature of a commercial structure is the general goal of economic activity, aimed at generating a stable income. The current legislation has a clear definition of all existing organizational and legal forms of such companies. All finances received by these structures are distributed among its owners.

It should be noted that all commercial entities have exactly the same characteristics as legal entities. This means that the owners of the company are responsible to regulatory authorities, business partners and other persons for both their own property values ​​and the assets of the company. Each established commercial entity has a number of rights and obligations. This indicates that these citizens can be called upon as defendants and plaintiffs in legal proceedings.

Conclusions (+ video)

Experts in the field of entrepreneurship say that today in Russia there are more than a dozen different forms of commercial entities, differing in their internal structure. This fact indicates that every person who wants to engage in business on behalf of a legal organization has the legal right to choose the most suitable form of business, based on their preferences and goals.

A legal entity is recognized as 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, and be a plaintiff and defendant in court.

Legal entities must have an independent balance sheet and (or) budget.

In connection with participation in the formation of the property of a legal entity, its founders (participants) may have rights of obligation in relation to this legal entity or proprietary rights to its property.

Legal entities in respect of which their participants have rights of obligations include business partnerships and societies, production and consumer cooperatives.

Legal entities to whose property their founders have ownership or other proprietary rights include state and municipal unitary enterprises, as well as institutions.

Legal entities in respect of which their founders (participants) do not have property rights include public and religious organizations (associations), charitable and other foundations, and associations of legal entities (associations and unions).

Depending on the main purpose of activity (Article 50 of the Civil Code), legal entities are divided into
commercial and non-commercial.

The main purpose of a commercial organization is to generate profit and the possibility of distributing it among participants.

A non-profit organization is an organization that does not have profit as the main goal of its activities and does not distribute the profits received among participants (Clause 1, Article 2 of the Federal Law of January 12, 1996 No. 7-FZ On Non-Profit Organizations).

The classification of legal entities into commercial and non-commercial allows us to identify all types of legal entities, determine (highlight) the legal status of specific groups of them and distinguish between organizations with different types of legal personality, provide for their organizational and legal forms and thereby exclude the possibility of creating organizations not established by law. At the same time, in the legal literature doubts are expressed as to how justified the division of legal entities into commercial and non-profit organizations, which has received legal recognition, is in terms of both the sequence of its implementation and the practical consequences associated with it. Some commercial organizations are endowed with general legal capacity, others with special ones; Not only a commercial organization (except for state-owned enterprises), but also a non-profit organization (consumer cooperative or foundation) can be declared bankrupt; Some cooperatives (production) are commercial organizations, others (consumer) are non-profit, although consumer societies are actively engaged in entrepreneurial activities.

At the same time, it should be recognized that such a division of legal entities is a fundamental step that is of paramount importance in the systematization of all legal entities as participants in civil legal relations.

In paragraph 2 of Art. 50 of the Civil Code contains an exhaustive list of commercial organizations. These include:

1) business partnership:

a) general partnership;

b) limited partnership (limited partnership);

2) business company:

a) limited liability company

b) additional liability company;

c) joint stock company

d) production cooperative (artel)

e) state (municipal) unitary enterprise

Let's take a closer look at the commercial activities of a legal entity.

Business partnerships

Business partnerships in Russian legislation are understood as contractual associations of several persons to jointly conduct business activities under a common name.

Business partnerships can be created in the form of a general partnership and limited partnership (limited partnership) (Clause 2 of Article 66 of the Civil Code of the Russian Federation).

A business partnership, the participants of which jointly and severally bear subsidiary (additional) liability for its obligations with all their property, is called a full partnership. It arises on the basis of an agreement between several participants (general partners), which can only be entrepreneurs - individual or collective.

A feature of a general partnership is that the entrepreneurial activity of its participants is recognized as the activity of the partnership itself, and if there is insufficient property of the partnership to pay off its debts, creditors have the right to demand satisfaction from the personal property of any of the participants or from all general partners (Clause 1 of Article 69 of the Civil Code of the Russian Federation) . The liability of general partners for the debts of the partnership with personal property, in turn, leads to two important consequences.

Firstly, it makes it unnecessary to present any special requirements to the partnership’s share capital, since the most important guarantee of repayment of possible debts becomes the property of each of the partners. Therefore, the law does not require the partnership to have a mandatory minimum of property, although it must have a certain share capital and in fact always has it.

Secondly, it explains the meaning of the mandatory indication in the company name of a general partnership of the names (or company names) of its participants (clause 3 of Article 69 of the Civil Code). Based on this indication, the counterparties of the partnership will also evaluate its potential solvency, taking into account the solvency of individual partners. Therefore, the partnership indicates in its corporate name the names (or business names) of all or the most wealthy participants, adding the words “and company, general partnership.”

The only constituent document of a general partnership is the constituent agreement (Article 70 of the Civil Code of the Russian Federation). In managing the affairs of a partnership, each participant usually has one vote, unless otherwise provided by the constituent agreement: for example, the dependence of the number of votes of a participant on the size of his property contribution. Therefore, in resolving issues of the activities of a general partnership, the unanimity of all its participants is necessary, unless the constituent agreement provides for cases when the decision is made by a majority vote of the partners (clause 1 of Article 70 of the Civil Code of the Russian Federation).

Participants in a general partnership can also agree in the founding agreement on the joint conduct of business activities (if there is a unanimous decision of all participants to complete each partnership transaction) or entrust it to one or more more experienced and authoritative participants (clause 1 of Article 72 of the Civil Code of the Russian Federation). The constituent agreement contains information about the size and composition of the share capital, which provides information about the size of each employee’s share and the procedure for its contribution.

A limited partnership can be considered a type of general partnership. A business partnership consisting of two categories of participants: general partners (complementaries), jointly and severally bearing subsidiary liability for its obligations with their property, and fellow investors (limited partners) who are not liable for the obligations of the enterprise, is called a limited partnership (or limited partnership).

The position of limited partners with full liability is determined according to the general rules on general partnerships and their participants (clause 2 of Article 82 of the Civil Code of the Russian Federation). Accordingly, limited partners are removed from entrepreneurial activity and management of the affairs of the partnership, and retain only the right to receive income on the contribution they make, and therefore they are forced to trust their general partners regarding the appropriateness of using these contributions. Hence the traditional Russian name limited partners - limited partnership (Article 82 of the Civil Code of the Russian Federation).

The only constituent document of a limited partnership, like a general partnership, is the constituent agreement, drawn up and signed only by participants with full civil liability.

A limited partnership is preserved if there is at least one general partner and one investor in it (clause 1 of Article 86 of the Civil Code of the Russian Federation), and if all its investors leave, then the general partners have the right to either decide to liquidate or transform into a general partnership. These rules do not, therefore, exclude participation in such a partnership by a “company of one” as a general partner, and the individual who created it as an investor.

When a limited partnership is liquidated, investors have a priority right over general partners to receive their contributions from the property remaining after satisfaction of other creditors of the partnership, and if after this the partnership retains the remainder of the property, they participate in its distribution on an equal basis with general partners (clause 2 Article 86 of the Civil Code of the Russian Federation).

Similar to a general partnership, the business name of a limited partnership must contain the names (titles) of all or, according to at least, one full comrade (in the latter case - with the addition of the words - “... and company”). The inclusion of the investor's name in the company name of a limited partnership automatically leads to his transformation into a general partner in the sense of unlimited and joint liability with his personal property for the debts of the partnership (clause 4 of Article 82 of the Civil Code).

The advantages of a partnership include simplicity of organization: the absence of special management bodies does not require the development of a charter; all operational issues are stipulated in the constituent agreement. The disadvantages should be considered the strict liability of general partners with personal property for the debts of the partnership.

Economic societies.

Limited liability companies.

Business companies are organizations created by one or more persons by combining (separating) their property to conduct business activities.

A limited liability company is a company established by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents; Participants in a limited liability company are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the limits of the value of the contributions they made (clause 1 of Article 87 of the Civil Code of the Russian Federation).

LLC is one of the most commonly used forms today, and for small businesses, it is the most common form. There are about one and a half million registered limited liability companies in Russia.

The law allows a company participant to pay the due share in the authorized capital over a certain time, and not immediately. In this case, participants who have not fully contributed to the authorized capital of the company bear joint liability for its obligations.

Since 2009, the constituent agreement has been excluded from the constituent documents. The procedure for participants leaving the society has been significantly revised, as well as many other aspects. At the same time, the charter does not provide for reflection in the charter of information on the size, ownership and nominal value of shares in the authorized capital of the company, which eliminates the need to amend the charter whenever the structure of the authorized capital of the company changes.

A participant in an LLC can leave the company regardless of the consent of other participants and at the same time withdraw his share from the property of the company (Article 94 of the Civil Code of the Russian Federation). The procedure and timing for the issuance of property or cash equivalent attributable to his share must be determined by the constituent documents of the company itself.

An LLC can be founded by one person, who becomes its sole participant. An LLC cannot have another business entity consisting of one person as its sole participant.

The number of LLC participants should not be more than fifty. If the number of participants exceeds the specified limit, the LLC must be transformed into an OJSC or production cooperative within a year.

The supreme body of a limited liability company is the meeting of its participants, which has exclusive competence in resolving some basic issues of the life of the society (Article 91 of the Civil Code of the Russian Federation). The executive bodies of the company have “residual competence”, i.e. has the right to resolve all issues of management and activities of the company that are not within the exclusive competence of the general meeting.

A type of limited liability company is an additional liability company (there are about eight hundred such companies in Russia), which differs only in that if its property is insufficient to satisfy the claims of creditors, the participants of such a company can be held additionally liable with the property belonging to them personally, and jointly and severally (Article 95 of the Civil Code of the Russian Federation). However, the amount of this liability is limited: it does not apply to all of their property, which is typical for general partners, but only to part of it - the same multiple for all participants to the amount of contributions made by them.

From this point of view, this society occupies an intermediate position between societies and partnerships.

The advantages of a limited liability company for persons creating it in the Russian Federation are the opportunity for participants to take direct part in the business activities of the company; lack of liability for the company's obligations (as a general rule) and risk limited by the limits of the assumed share of participation in the capital.

Joint stock companies.

A joint stock company is a commercial organization formed by one or more persons who are not responsible for its obligations, with an authorized capital divided into shares, the rights to which are certified by securities - shares.

In modern Russia, a joint-stock company is the most common form for large and medium-sized business organizations, with large business enterprises more often existing in the form of open joint-stock companies, and medium-sized enterprises in the form of closed joint-stock companies.

The main characteristics of modern Russian joint stock companies are the division of capital into shares and limited liability.

In accordance with Article 97 of the Civil Code of the Russian Federation, joint-stock companies are divided into two types: open joint-stock company and closed joint-stock company.

Open joint stock companies. The authorized capital of the company is made up of the nominal value of the company's shares acquired by shareholders. The minimum authorized capital is one hundred thousand rubles. The authorized capital can be contributed either in cash or in property, property rights, or other rights that have a monetary value.

The term of activity is not limited, unless otherwise established by the Charter of the Company. The supreme management body of the JSC is the General Meeting of Shareholders of the company. The exclusive competence of the General Meeting is established by Law (Article 48 of the Federal Law of December 26, 1995 N 208-FZ On Joint-Stock Companies).

Management of the current activities of the company is carried out by the sole executive body of the company (for example, the General Director) or the sole executive body of the company and the collegial executive body of the company (for example, the director and directorate or board). The executive bodies of the company are accountable to the general meeting of the company's participants and the board of directors (supervisory board) of the company.

The company is liable for its obligations with all its property. The company is not liable for the obligations of its shareholders. If the insolvency (bankruptcy) of a company is caused by the actions (inaction) of its shareholders or other persons who have the right to give instructions binding on the company or otherwise have the opportunity to determine its actions, then these participants or other persons in the event of insufficiency of the company’s property may be assigned subsidiary liability. responsibility for his obligations.

The founding document of the JSC is the Charter. The company's charter must indicate:

full and abbreviated company name of the company; information about the location of the company; type of society (open or closed); quantity, par value, categories (ordinary, preferred) shares and types of preferred shares placed by the company; rights of shareholders - owners of shares of each category (type); information about the structure and competence of the company’s management bodies and the procedure for their decision-making; the procedure for preparing and holding a general meeting of shareholders, including a list of issues, decisions on which are made by the company’s management bodies by a qualified majority of votes or unanimously; information on the size of the company's authorized capital; information about branches and representative offices of the company; information on the amount of dividends and (or) the value paid upon liquidation of the company (liquidation value) for preferred shares of each type; information on the procedure for converting preferred securities.

An OJSC has the right to transform into a limited liability company or a production cooperative in compliance with the requirements established for these organizational and legal forms. The company, by unanimous decision of all shareholders, has the right to transform into a non-profit partnership.

An open joint stock company is a form of running a fairly large business. This is due both to the fact that it is easier to attract large capital and to the fact that the reporting form is quite complex. Also, there is a need to hold meetings of shareholders, and in cases where there are hundreds or thousands of shareholders, this may create some difficulties in ensuring all formal aspects. It is convenient to choose such an organizational and legal form when running a large business.

Closed joint stock companies. CJSC is a fairly common form of doing business in the Russian Federation, however, less popular than limited liability companies. In addition to purely legal differences, there are also economic ones. Today, based on the legislation on joint stock companies, legal support of a closed joint stock company actually requires more effort than support of an LLC, and, therefore, more financial costs than an LLC. First of all, this is caused by the presence of a register of shareholders in a closed joint-stock company and the need to maintain it, as well as the need for initial registration of the issue of shares (in addition to registering the company itself). In a joint stock company, a shareholder can only sell shares. A shareholder can demand the purchase of shares by the company only in cases strictly defined by law.

Production cooperatives.

A production cooperative is recognized as a voluntary association of citizens (individuals) on the basis of membership, created for joint economic activity, which is based on personal labor participation and the pooling of property contributions. At the same time, members of such a cooperative bear additional liability for its debts if there is a lack of property of the cooperative itself within the limits established by law and the charter of the legal entity.

A production cooperative is one of the rare forms of doing business in Russia at present. This is due to the fact that a cooperative is more of an association of personal labor contributions rather than capital. And the subsidiary liability (i.e. additional) of the members of the cooperative for the obligations of the cooperative also does not allow this organizational and legal form to spread throughout the Russian Federation.

Current legislation makes it possible for legal entities to participate in a production cooperative (clause 1 of Article 107 of the Civil Code of the Russian Federation), primarily commercial organizations that can ensure the making of significant property contributions to establish the material and financial status of cooperatives. However, the participation in them of non-profit organizations (charitable and other foundations, consumer cooperatives), as well as individuals who make only a property contribution, but are not involved in personal work activities, is not excluded. At the same time, their participation in the production cooperative should be limited so as not to turn it into an economic society. The number of members of the cooperative cannot be less than five.

The responsibilities of cooperative members should be noted. They are as follows: make a share contribution; participate in the activities of the cooperative through personal labor or by making an additional share contribution, the minimum amount of which is determined by the charter of the cooperative; comply with the internal rules established for members of the cooperative who take personal labor participation in the activities of the cooperative; bear the subsidiary liability provided for by this Federal Law and the charter of the cooperative for the debts of the cooperative.

The charter of the cooperative is its only constituent document, and the main requirements for its content are provided for in paragraph 2 of Article 108 of the Civil Code of the Russian Federation, which specifically highlights the conditions for the payment of share and other contributions (in particular, entrance fees), including for “financial participants” on the labor participation of cooperative members in its activities; on the amount of subsidiary liability of members of the cooperative for the debts of the latter (usually a multiple of the share contribution or equity participation).

Members of a production cooperative have the right to participate in the management of its affairs, and to receive part of the profit, a liquidation quota (the balance of property distributed among the members of the cooperative after its liquidation and satisfaction of creditors' claims); free exit from the cooperative with receipt of your share; transfer of a share or part thereof to other persons.

A production cooperative is the sole owner of its property. Dividing his property into shares does not lead to the creation of common shared ownership, but is only a way of determining the size of the possible claims of a cooperative member to this commercial organization in the event of his withdrawal. In a production cooperative, a share (authorized) fund, a reserve (insurance) fund, as well as indivisible (funds that are subject to division between members of the cooperative only in the event of its liquidation, after satisfying the claims of creditors) and other funds are necessarily formed.

The system of cooperative bodies consists of a general meeting of its members (the highest body), a supervisory board and executive bodies: the board and (or) the chairman (clause 1 of article 110 of the Civil Code). Mandatory for cooperatives is the principle of staffing its bodies only from members.

A specific feature of the legal status of a cooperative is that a member of a particular cooperative is both its employee and its owner. At the same time, subsidiary liability helps ensure the stability of the cooperative's property base.

State and municipal enterprises.

Another type of commercial organizations are state and municipal enterprises. The specificity of these subjects of civil law is that their property is respectively in state or municipal ownership and belongs to such an enterprise with the right of economic management or operational management (clause 1 of Article 113 of the Civil Code). Therefore, they are the only type of commercial legal entities that do not have the right of ownership to the property they own, but a secondary property right. Thus, a state (municipal) enterprise is a legal entity established by the state or local government for business purposes or for the purpose of producing particularly important goods (production of work or provision of services), the property of which is state (municipal) property.

The constituent documents of state and municipal enterprises are the charter.

Unlike other entrepreneurial legal entities, the management bodies of state and municipal enterprises, as a rule, are individual in nature. The enterprise is headed by a manager who is appointed to the position and dismissed from the position by the owner or a body authorized by the owner (clause 4 of Article 113 of the Civil Code).

There are unitary enterprises based on the right of economic management and unitary enterprises based on the right of operational management.

Unitary enterprises based on the right of economic management are created by decision of an authorized state body or local government and exist at the expense of independently generated profits. At the same time, the owner of the property of an enterprise based on the right of economic management is not liable for the obligations of such an enterprise, with the exception of cases of subsidiary liability for the obligations of a legal entity that has gone bankrupt as a result of its instructions.

Before the state registration of a unitary enterprise based on the right of economic management, its owner is obliged to fully pay the authorized capital. Consequently, the gradual formation of the authorized capital for unitary enterprises, unlike other commercial organizations, is not allowed.

The legal status of a unitary enterprise based on the right of operational management (federal government enterprise) is very specific. On the one hand, a state-owned enterprise is created to produce products (perform work, provide services) and, therefore, carry out commercial activities. On the other hand, it can carry out its economic activities at the expense of budget funds allocated by the federal treasury. Thus, the legal capacity of the executed enterprise occupies an intermediate position between the legal capacity of commercial and non-profit organizations, i.e. such a legal entity can be conditionally characterized as a “business establishment”.

A unitary enterprise, based on the right of operational management, is created by a special decision of the Government of the Russian Federation on the basis of property in federal ownership (clause 1 of Article 115 of the Civil Code).

A new form of legal entity is an economic partnership.

In April 2011, it became known that the Government was going to introduce a new organizational and legal form of a legal entity - an economic partnership operating on the basis of the equity principle. Experts have an ambivalent attitude towards the idea: on the one hand, business partnerships will add freedom to young innovative companies, on the other hand, this may lead to additional disputes in legal civil law.

According to the bill, a business partnership is recognized as a commercial organization created by two or more persons, in the management of whose activities the partners participate, having contributed their share. The contribution can be not only monetary, but also in the form of property and intangible assets. Creating a partnership by reorganizing an existing legal entity (merger, division, spin-off, transformation) is not permitted.

In addition, government agencies and local governments cannot act as partners in the partnership, and the number of shareholders should not exceed 50 people. Otherwise, the partnership must be converted into a joint stock company within a year. If the number of participants in a business partnership is reduced to one person, it must be liquidated.

According to the initiators of the law, the new legal form should appeal to investors. “Partners are not liable for the obligations of the partnership and bear the risk of losses associated with the activities of the partnership, within the limits of the amounts of contributions made by them,” the document says. Management of the activities of a business partnership is carried out in proportion to the shares in the joint capital of the partnership.

“The adoption of the bill on economic partnership will add degrees of freedom to young innovative companies,” says Vasily Markov, manager of Deloitte’s tax practice. However, the introduction of a new organizational and legal form may require additional clarifications of tax legislation. “For example, in the current version of the bill in an economic partnership, it is possible to distribute profits disproportionately to the shares of ownership. At the same time, tax legislation defines dividends as a distribution of profits proportional to ownership shares. Consequently, questions may arise regarding the interpretation of the distribution of profits of business partnerships in tax legal relations,” explains Markov.

A source familiar with the document believes that using the form of business partnership may be of interest to any business that relies on specific people - be it a consulting company, a law practice or a dental office. “The ability to introduce flexible forms of business management, profit distribution, exit and entry into business is something that the existing forms of LLC and CJSC lack,” he says.

General Director of AKG MEF-Audit Jan Gritsans, on the contrary, considers business partnerships and investment partnerships (another organizational and legal form that is being discussed in the government) to be absolutely useless new legal structures. In his opinion, they can lead to additional disputes in legal civil law. “The number and forms of legal entities are already stipulated in the first part of the Civil Code of the Russian Federation and special federal laws. The introduction of derivative elements of the symbiosis of a simple partnership and business partnerships, which practically in their essence are business partnerships and investment partnerships, is unnecessary ground for discussions that can be resolved in the courts, and the interpretation and introduction of new sections of substantive law will only complicate the life of lawyers and judges,” - he warns.

Partner at the Art de Lex Center for the Protection of the Rights of Entrepreneurs and Investors, Evgeniy Arbuzov, explains that the form of an economic partnership is reminiscent of Western Limited liability companies (LLC). As a rule, they are in demand by small companies managed by agreement of the parties. At the moment, the closest analogue of an LLC in Russia is an LLC and a limited partnership. “Initially it was assumed that the possibilities of investment mechanisms would be expanded - they would be attractive and understandable for foreign investors,” he explains the authorities’ strategy. However, in principle, it would be possible to choose a different path - to change Russian organizational and legal forms and make them more flexible and closer to foreign investors.

Civil codec of the Russian Federation. Part one. Section 1. Article 48.

According to the Civil Code of the Russian Federation, all legal entities are divided into commercial and non-commercial. Commercial legal entities have profit-making as the main purpose of their activities. Non-profit legal entities do not have the main goal of making profit and do not distribute it among participants.

Civil law defines commercial legal entities as:

1) general partnerships;

2) limited partnerships (limited partnerships);

3) limited liability companies;

4) companies with additional liability;

5) joint stock companies;

6) production cooperatives;

7) state and municipal unitary enterprises.

A general partnership is created by participants on the basis of a constituent agreement. General partners carry out entrepreneurial activities on behalf of the partnership and bear joint and several full liability for its debts with all their property. The procedure for managing the partnership is determined by agreement of the private owners (partners). The profits and losses of a general partnership are distributed among its participants in proportion to their shares in the share capital, unless otherwise provided by the constituent agreement or other agreement of the participants.

In a limited partnership, the general partners are liable for the obligations of the partnership with their property and participate in the entrepreneurial activities of the partnership. Along with general partners, a limited partnership has one or more participant-contributors (limited partners), who bear the risk of losses associated with the activities of the partnership, within the limits of the amounts of contributions made by them and do not take part in the partnership’s business activities. You can be a general partner in only one general partnership or only in one limited partnership. Management of the activities of a limited partnership is carried out by general partners according to the rules of management in a general partnership.

A limited liability company (LLC) is the most common type of commercial organization. A limited liability company is a company founded by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents. Participants in a limited liability company distribute profits among themselves in proportion to the shares contributed to the authorized capital. LLC participants are not liable for the Company's obligations. The property liability of an LLC is limited by the size of its authorized capital. The supreme body of a limited liability company is the general meeting of its participants.

An additional liability company (ALS) is a company established by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents. The liability of an ODO is higher than that of an LLC. For the obligations of an ALC, not only the company itself is liable in the amount of the authorized capital, but also the participants - with their property in the same multiple of the value of their contributions.

A joint stock company (JSC) is a legal entity whose authorized capital is divided into a certain number of shares of equal value, certifying the obligatory rights of the company's participants in relation to the company. A joint stock company owns separate property, which is accounted for on its independent balance sheet, and can, in its own name, acquire and exercise property and personal non-property rights, and be a plaintiff and defendant in court. The highest governing body of a joint stock company is the general meeting of shareholders. A JSC participant has the number of votes at a meeting of shareholders in proportion to the number of shares held. Profit is also distributed among shareholders in proportion to the number of shares. There are two types of joint stock companies: open (OJSC) and closed (CJSC). In an OJSC, shares can be freely sold by participants to each other or to other persons. In a closed joint stock company, shares cannot be sold without the consent of other shareholders, and shares are distributed only among its founders or other predetermined circle of persons. JSCs whose founders are, in cases established by federal laws, the Russian Federation, a constituent entity of the Russian Federation or a municipal entity, can only be open. In a company with more than 50 shareholders, a board of directors (supervisory board) is created.

A production cooperative (artel) is a voluntary association of citizens on the basis of membership to carry out joint production or other economic activities based on the personal participation of its members and the pooling of property shares by its members. Members of a production cooperative bear subsidiary liability for the obligations of the cooperative in the amount and manner prescribed by the law on production cooperatives. Property owned by a production cooperative is divided into shares of its members in accordance with the charter of the cooperative. The cooperative does not have the right to issue shares. A member of a cooperative has one vote when making decisions by the highest governing body - the general meeting of members of the cooperative.

A unitary enterprise is a commercial organization that is not vested 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 property of a state or municipal unitary enterprise (SUE and MUP) is respectively in state or municipal ownership and belongs to such an enterprise with the right of economic management or operational management. The management body of a unitary enterprise is the manager, who is appointed by the owner of the property or a body authorized by the owner and is accountable to him. A unitary enterprise is liable for its obligations with all its property. A unitary enterprise is not liable for the obligations of the owner of its property.

Non-profit organizations are those that do not have as their main goal making a profit and do not distribute it among participants. They are subjects of commercial law because they can engage in trading activities to achieve their statutory objectives without the goal of making a profit. Non-profit legal entities include:

1) consumer cooperatives;

2) public and religious organizations (associations);

4) institutions;

5) associations of legal entities (associations and unions).

A consumer cooperative is a voluntary association of citizens and legal entities on the basis of membership in order to satisfy the material and other needs of the participants, carried out through the pooling of property shares by its members. Income received by a consumer cooperative from business activities carried out by the cooperative is distributed among its members. Members of a consumer cooperative jointly and severally bear subsidiary liability for its obligations within the limits of the unpaid portion of the additional contribution of each member of the cooperative.

The Foundation is a non-membership non-profit organization established by citizens and (or) legal entities on the basis of voluntary property contributions, pursuing social, charitable, cultural, educational or other socially beneficial goals. The property transferred to the foundation by its founders is the property of the foundation. The founders are not liable for the obligations of the fund they created, and the fund is not liable for the obligations of its founders. The Foundation has the right to engage in entrepreneurial activities necessary to achieve the socially beneficial goals for which the Foundation was created, and in accordance with these goals. To carry out entrepreneurial activities, foundations have the right to create business companies or participate in them.

Institutions-organizations created by the owner to carry out managerial, socio-cultural or other functions of a non-profit nature and financed by him in whole or in part. The institution is responsible for its obligations with the funds at its disposal. If they are insufficient, the owner of the relevant property bears subsidiary liability for his obligations.

Associations and unions are associations of commercial and other organizations for the purpose of coordinating their business activities, as well as representing and protecting common property interests. The association (union) is not responsible for the obligations of its members. Members of an association (union) bear subsidiary liability for its obligations in the amount and in the manner provided for by the constituent documents of the association.

What are for-profit and non-profit organizations?

Commercial and non-profit organizations are essentially legal entities, thus being divided depending on the purposes of their creation. The former set their goal to receive profit from commercial activities and distribute it among the participants of the enterprise. The latter can also engage in business, but the profit in this case is spent on the purposes for which the legal entity was created and therefore cannot be distributed among its participants.

The activities of non-profit organizations are usually aimed at achieving social, educational, charitable, scientific and cultural goals, developing sports and meeting other needs of citizens.

Commercial and non-profit organizations. Forms.

The list of forms (types) of commercial organizations is exhaustive and enshrined in the Civil Code of Russia. These include:

Business partnerships and societies. They are commercial organizations whose authorized capital is divided into contributions from participants.

Business partnerships are created in the forms of general partnership, as well as limited partnership. Members of the partnership have the right to participate in the activities of the organization. Profit is divided in proportion to shares. All participants in a general partnership are equal. They risk their property. A limited partnership is understood as a partnership in which, in addition to the participants carrying out activities aimed at making a profit on behalf of the partnership, who are liable for the obligations of the partnership with their own property, there is at least one who risks property, within the amount of the contribution, and does not take part in the implementation of the business. .

Production cooperatives.

Commercial organizations, which are associations of citizens on a voluntary basis, functioning for the purpose of joint production and other economic activities on the basis of membership. The property is formed from the shares of the members of the cooperative.

The list of non-profit organizations may be supplemented. Non-profit organizations are created in the form of: religious and public associations and organizations, consumer cooperatives, institutions, non-profit partnerships, associations and unions, foundations, etc.

The activities of non-profit organizations are limited (charter and constituent agreement), they are directly stated in them and cannot go beyond their limits.

Commercial and non-profit organizations are considered created from the moment of state registration. registration. At the same time, non-profit organizations operate without restrictions on the duration of their activities and subsequent re-registration is not required.