What are the organizational and legal forms of enterprises. Brief description of the organizational and legal forms of the enterprise What is the legal form of the organization example

Types of organizational and legal forms of organizations represent a classification of business entities in modern conditions. The main feature of this classification is the division of economic entities in accordance with the organizational and legal form of companies.

The types of organizational and legal forms of organizations are regulated by the Civil Code of the Russian Federation (CC RF), which introduced the concepts of "commercial organization" and "non-profit organization".

Types of organizational and legal forms of organizations

In accordance with the nature of the activities of enterprises, the types of organizational and legal forms of organizations include:

1. commercial enterprises,
2. Non-commercial enterprises,
3. Organizations without forming a legal entity;
4. state (municipal) organization;
5. state (unitary) enterprise.

Currently, there are the following types of organizational and legal forms of organizations that carry out commercial activities: a company, a partnership, a joint-stock company, unitary enterprises.

In addition, there is a category that includes production cooperatives. In the field of non-profit organizations, one can single out a consumer cooperative, public organizations (movements, associations), a foundation (non-profit partnership), partnerships (gardening, summer cottage, homeowners), an association (union), autonomous non-profit companies.

For enterprises that do not form a legal entity, the following types of organizational and legal forms of organizations may be provided: mutual investment funds, simple partnership, branch (representative office), individual entrepreneur, farm (peasant) economy.

Shape selection

The types of organizational and legal forms of organizations, in addition to the nature of the main activity, are also influenced by some other factors, among which may be organizational, technical, economic and social.

In accordance with organizational and technical factors, the types of organizational and legal forms of organizations are determined based on the number of founders, their characteristics, the area of ​​​​commercial activity, the nature and novelty of the products produced. When taking into account the social and economic factor, the volume start-up capital and personal characteristics of the entrepreneur and his team.

Also, the types of organizational and legal forms of organizations may be limited by the current legislation. For example, commercial organizations with the status of a legal entity can only be created in the form of a partnership of any type, a company (open or closed, with limited liability).

Types of organizational and legal forms of commercial organizations

Types of organizational and legal forms of organizations of a commercial nature can also be classified into several types:

1. A business partnership, divided into full and based on faith, the difference between which lies in the degree of responsibility of the participants (partners). In a full society, partners in obligations are liable with all their property, but in a society based on faith, they are liable in accordance with the amount of their contributions.
2. Economic company (LLC), joint-stock company (JSC). The capital of an LLC includes the contributions of the participants and is divided into shares; in a JSC, the capital is divided into the corresponding number of shares.
3. A production cooperative is a voluntary association of members (citizens), it is based on membership and share contributions, as well as on the personal labor of the participants.
4. Economic partnerships are very rare, almost never mentioned in the Civil Code. Such enterprises are regulated by a separate law.
5. Peasant farms are an association for the purpose of maintaining Agriculture based on the personal participation of citizens in business and their property contributions.

Examples of problem solving

EXAMPLE 1

Economic entities include any legal entities, as well as organizations operating without forming a legal entity, and individual entrepreneurs.

The organizational and legal form is understood as a way of fixing and using property by an economic entity and its legal status and goals arising from this. entrepreneurial activity.

Based on the goals of entrepreneurial activity, business entities that are legal entities are divided into organizations that pursue profit making as the main goal of their activities (commercial organizations) or do not have profit making as such a goal and do not distribute profits among participants (non-profit organizations) .

Civil Code Russian Federation the types of organizational and legal forms of enterprises are determined. On fig. 1.1 presents the structure of organizational and legal forms.

Rice. 1.1.

The description and definitions of organizational and legal forms will be presented in the form of table 1.1.

Table 1.1. The structure of organizational and legal forms provided for by the Civil Code of the Russian Federation

Next, we will consider information characterizing the main provisions of organizational and legal forms: types of membership, existing restrictions, constituent and other documents required for registration, bodies and basic principles of management, the degree of responsibility of participants for the obligations of the enterprise, the nature of the distribution of profits based on the results of economic activity, the procedure for exit participant and settlements with them, positive and negative sides(table 1.2).

Table 1.2. The main characteristics of the organizational and legal forms provided for by the Civil Code of the Russian Federation

The main role in the choice of organizational and legal forms belongs to the factors that determine the effectiveness of management. These include:

features of the leader (degree of compliance with the requirements of the position, the level of confidence in him on the part of the participants);

The ratio of the level of qualification of the head and other employees of the management;

· features of participants (number, relationships, share of employees in the economy);

parameters of the enterprise (the number of employees, the area of ​​agricultural land, the compactness of the territory and the location of objects, the state of the economy),

the level of development of the production base (production, processing, storage),

Availability of reliable and efficient implementation channels,

the degree of production risk,

the need to increase confidence on the part of creditors,

The choice of participants

· peculiarities public policy in the field of agriculture (the presence of tax incentives currently stimulates the creation of peasant farms).

An entrepreneur can conduct two types of activities - commercial and non-commercial. Conducting commercial activities pursues the main goal - generating income. Non-profit activities have many purposes, the profit from which does not fall under the category of income.

Registration commercial enterprises primarily involves interaction with tax authorities, And social services, in which payments are made from income.

There are several organizational and legal forms (OPF) of commercial enterprises, the registration of which will allow the entrepreneur to conduct a completely legal business and be protected at the legislative level.

This individual entrepreneurship(IP), limited liability company, (LLC), joint-stock companies of open and closed type (OJSC, CJSC).

Individual entrepreneur

An individual entrepreneur is the most common and simplest OPF, which can be registered by any capable adult citizen of the Russian Federation. In exceptional cases, stipulated by law, a teenager who has reached the age of sixteen can also register an individual entrepreneur. Registration of IP occurs without the formation of a legal entity.

The advantages of an individual entrepreneur are in simplified accounting, no need for a legal address. To register an individual entrepreneur, the Charter and the presence of authorized capital are not required.

The disadvantage of an individual entrepreneur is his liability to creditors with all his physical property.

Limited Liability Company

One can register an LLC individual and a founding group. To register an LLC, it is necessary to draw up a Charter, an authorized capital, which cannot be less than 10,000 rubles, and a legal address, which cannot coincide with the address of registration, but may not coincide with the address of the location of the actual production.

Members of an LLC are liable to the extent own share authorized capital, which terminates with the liquidation of the enterprise.

Joint stock companies

For the registration of joint-stock companies, there are regulations on the amount of the authorized capital, which is between the participants of the joint-stock company through shares. The regulation also exists for the number of shareholders. In a CJSC, the number of participants cannot exceed 50 people. Otherwise, it becomes necessary to change the type of closed to an open joint-stock company or to transform into an LLC. Registration is similar to an LLC, only the registration of a JSC is supplemented by a clause on the issuance of a primary block of shares.

Both LLC and JSC are registered with the formation of a legal entity and can be liquidated or reorganized in accordance with the law. With regard to individual entrepreneurs, only termination of registration is possible; payments of individual entrepreneurs on debts are mandatory until they are fully repaid.

There is a question that sometimes confuses company owners. This is organizational legal form companies. Although, in a good way, there is nothing complicated in the OPF.

What is OPF

The organizational and legal form (OPF), or as it is sometimes called, “the form of doing business”, is a way of owning and using property (for some, disposal) fixed by the legislation of the country, and, based on this, the purpose of creating and conducting activities.

Since legal entities can be divided into commercial and non-commercial, the purposes here may differ in:

• Making a profit - for commercial;
• Public interests, education, enlightenment, etc. - for non-commercial.

Commercial legal entities, in turn, are divided into:

• Business partnerships and companies - with the right to own, use and dispose of property;
• Unitary enterprises - with the right of economic management or operational management of property. They cannot manage it.

Let's take an example. The most common case of commercial legal. persons - LLC, or a limited liability company:

• Society - a type of commercial organization, namely a business entity.
• Limited liability - means that the company is liable for its obligations within the limits of its property and authorized capital. True, no one has canceled the subsidiary liability of its controlling persons.

Types of organizational and legal forms

Here it is easier to summarize everything in a table:

Organizational and legal form and its types

Organizational and legal form of an economic entity- the form of an economic entity recognized by the legislation, which fixes the method of fixing and using property by an economic entity and its legal status and goals of activity arising from this.

The choice of the organizational and legal form of the organization is carried out taking into account its characteristics, which are regulated by the state through the Civil Code and special laws.

The main characteristics of the organization that are taken into account are:

Legal capacity;

Composition of founders and participants;

The order of establishment;

Capital and deposits;

Ownership relations and property of the founders;

Responsibility;

Enterprise management bodies;

Business management, company representation;

Distribution of profits and losses;

Liquidation, etc.

Organizational form characterizes the procedure for the initial creation of the property of the enterprise and the process of using the profits received. This order includes a list of the founders of the enterprise, the form of combining their capital, methods of profit distribution, etc.

The legal form means a set of legal, legal, economic norms that determine the nature of relations between owners, as well as between an enterprise and other business entities and bodies state power. The legal form characterizes the rights and responsibilities of the owners during the operation, liquidation or reorganization of the enterprise.

Firms form a sector of commercial organizations in the economy. The enterprise, as a rule, is a legal entity.

Entity- an organization that owns, manages or manages separate property and is liable for its obligations with this property, can acquire and exercise property and personal non-property rights on its own behalf, bear obligations, be a plaintiff and defendant in court.

Legal entities that are commercial organizations can be created in the form of business partnerships and companies, production cooperatives, state and municipal unitary enterprises, i.e. in the form of those persons in respect of which their founders have property and obligation rights.

The presence of organizational and legal forms of management is the most important prerequisite for the effective functioning market economy in any state.

The main organizational and legal forms of commercial organizations.

The organizational and legal form of the enterprise is the form legal registration an organization that gives this enterprise a certain legal status.

1. Legal entities may be organizations pursuing profit making as the main goal of their activities (commercial organizations) or not having profit making as such a goal and not distributing the profit received among participants (non-profit organizations). Legal entities that are commercial organizations can be created in the organizational and legal forms of economic partnerships and companies, peasant (farm) enterprises, economic partnerships, production cooperatives, state and municipal unitary enterprises.

2. Legal entities that are non-profit organizations may be created in the organizational and legal forms:

1) consumer cooperatives which include, among other things, housing, housing-construction and garage cooperatives, horticultural, horticultural and dacha consumer cooperatives, mutual insurance societies, credit cooperatives, rental funds, agricultural consumer cooperatives;

2) public organizations, which include, among other things, political parties and trade unions (trade union organizations) established as legal entities, social movements, bodies of public initiative, territorial public self-government;

3) associations (unions), which include, among other things, non-profit partnerships, self-regulatory organizations, associations of employers, associations of trade unions, cooperatives and public organizations, commercial and industrial, notary and bar associations;

4) associations of real estate owners, which include, among other things, associations of homeowners;

5) Cossack societies included in State Register Cossack societies in the Russian Federation;

6) communities of indigenous peoples of the Russian Federation;

7) funds, which include, among other things, public and charitable foundations;

8) institutions, which include state institutions (including state academies of sciences), municipal institutions and private (including public) institutions;

9) autonomous non-profit organizations;

10) religious organizations;

11) public law companies.

All legal entities are divided into two types:

1. Corporate legal entities (corporations). Legal entities, the founders (participants) of which have the right to participate (membership) in them and form their supreme body in accordance with paragraph 1 of Article 65.3 of this Code, are corporate legal entities (corporations). These include business partnerships and societies, peasant (farm) enterprises, economic partnerships, production and consumer cooperatives, public organizations, associations (unions), partnerships of property owners, Cossack societies entered in the state register of Cossack societies in the Russian Federation, as well as communities indigenous peoples of the Russian Federation. Corporations are organizations that have members and executive bodies, for example, limited liability companies (LLC).

2. Unitary legal entities. Legal entities, the founders of which do not become their participants and do not acquire membership rights in them, are unitary legal entities. These include state and municipal unitary enterprises, foundations, institutions, autonomous non-profit organizations, religious organizations, public companies.

Business partnerships and companies corporate commercial organizations are recognized with the authorized (share) capital divided into shares (contributions) of the founders (participants). The property created at the expense of the contributions of founders (participants), as well as produced and acquired by a business partnership or company in the course of its activity, belongs to the business partnership or company by the right of ownership. The scope of powers of participants in a business partnership is determined in proportion to their shares in the company's charter capital. A different scope of powers of participants in a non-public economic company may be provided for by the charter of the company, as well as by a corporate agreement, provided that information about the existence of such an agreement and the scope of powers of the company’s participants provided for by it is entered in the unified state register of legal entities.

1 Business partnerships may be created in the organizational and legal form of a general partnership or limited partnership (limited partnership).

2. Business companies may be created in the legal form of a joint-stock company or a limited liability company.

A general partnership: A partnership is recognized as a full partnership, the participants of which (general partners), in accordance with the agreement concluded between them, are engaged in entrepreneurial activities on behalf of the partnership and are liable for its obligations with their property. A person can be a participant in only one full partnership. The trade name of a general partnership must contain either the names (names) of all its participants and the words "general partnership", or the name (name) of one or more participants with the addition of the words "and the company" and the words "general partnership".

Faith partnership. A limited partnership (limited partnership) is a partnership in which, along with the participants who carry out entrepreneurial activities on behalf of the partnership and are liable for the obligations of the partnership with their property (general partners), there are one or more participants - 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 implementation of entrepreneurial activities by the partnership.

Peasant (farm) economy. Citizens leading joint activities in the field of agriculture without forming a legal entity on the basis of an agreement on the establishment of a peasant (farm) economy (Article 23), has the right to create a legal entity - a peasant (farm) economy. A peasant (farm) enterprise created in accordance with this article as a legal entity is recognized as a voluntary association of citizens on the basis of membership for joint production or other economic activities in the field of agriculture, based on their personal participation and association by members of the peasant (farm) enterprise of property deposits.

Limited Liability Company. A limited liability company is a business company, the authorized capital of which is divided into shares; 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, to the extent of the value of their shares.

joint stock company a business company is recognized, the authorized capital of which 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, to the extent of the value of their shares.

All joint-stock companies were divided into public and non-public. At the same time, such concepts as an open and closed joint-stock company were removed from the Civil Code of the Russian Federation (it will no longer be possible to create a closed joint-stock company and an open joint-stock company, and the existing ones will be equated to a joint-stock company).

The difference is as follows:

public JSC - a company whose shares are publicly placed on the market valuable papers(Clause 1, Article 66.3 of the Civil Code of the Russian Federation)

non-public JSC - a company whose shares are not placed on the securities market. At the same time, an LLC is considered a non-public organization (clause 2 of article 66.3 of the Civil Code of the Russian Federation)

Production cooperative (artel) a voluntary association of citizens is recognized 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 association of its members (participants) of property share contributions. The law and the charter of a production cooperative may provide for the participation of legal entities in its activities. A production cooperative is a corporate commercial organization. Members of a production cooperative shall 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.

unitary enterprise recognized commercial organization not endowed with the right of ownership to the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise. State and municipal enterprises operate in the organizational and legal form of unitary enterprises. In the cases and in the manner provided for by the law on state and municipal unitary enterprises, a unitary state enterprise (state enterprise) may be established on the basis of state or municipal property. The property of a state or municipal unitary enterprise is in state or municipal ownership and belongs to such an enterprise on the basis of the right of economic management or operational management.

Non-profit corporate organizations are recognized legal entities that do not pursue profit-making as the main goal of their activities and do not distribute the profits received among the participants (paragraph 1 of Article 50 and Article 65.1), the founders (participants) of which acquire the right to participate (membership) in them and form their supreme body in in accordance with paragraph 1 of Article 65.3 of this Code. Non-profit corporate organizations are created in the organizational and legal forms of consumer cooperatives, public organizations, associations (unions), partnerships of property owners, Cossack societies entered in the state register of Cossack societies in the Russian Federation, as well as communities of indigenous peoples of the Russian Federation (paragraph 3 of Article 50 ).

consumer cooperative a membership-based voluntary association of citizens or citizens and legal entities is recognized in order to meet their material and other needs, carried out by combining property share contributions by its members.
Public organizations voluntary associations of citizens united in statutory order on the basis of the commonality of their interests to meet spiritual or other non-material needs, to represent and protect common interests and achieve other goals that do not contradict the law. Public organization is the owner of his property. Its participants (members) do not retain property rights to the property transferred by them to the ownership of the organization, including membership fees. Participants (members) of a public organization are not liable for the obligations of the organization in which they participate as members, and the organization is not liable for the obligations of its members. Public organizations can form associations (unions) in the order. A public organization, by decision of its participants (members), may be transformed into an association (union), an autonomous non-profit organization or a foundation.

Association (union) an association of legal entities and (or) citizens is recognized, based on voluntary or, in cases established by law, on mandatory membership and created to represent and protect common, including professional, interests, to achieve socially useful goals, as well as other not contradicting the law and having non-commercial nature of the goals. In the organizational and legal form of an association (union), in particular, associations of persons are created with the goals of coordinating their business activities, representing and protecting common property interests, professional associations citizens who do not intend to protect labor rights and interests of its members, professional associations of citizens not related to their participation in labor relations(associations of lawyers, notaries, appraisers, persons creative professions and others), self-regulatory organizations and their associations.
Association of property owners recognized as a voluntary association of owners of real estate (premises in a building, including apartment building, or in several buildings, residential houses, country houses, horticultural, gardening or country plots of land, etc.), created by them for joint possession, use and, within the limits established by law, the disposal of property (things), by virtue of the law located in their common property or in common use, as well as to achieve other goals provided for by laws.

Cossack societies associations of citizens entered in the state register of Cossack societies in the Russian Federation, created in order to preserve the traditional way of life, business and culture of the Russian Cossacks, as well as for other purposes provided for federal law dated December 5, 2005 N 154-FZ "On public service Russian Cossacks" who voluntarily assumed, in accordance with the procedure established by law, obligations to perform state or other service.

Communities of Indigenous Peoples of the Russian Federation voluntary associations of citizens belonging to the indigenous peoples of the Russian Federation and united on the basis of consanguinity and (or) territorial-neighborhood are recognized in order to protect the original habitat, preserve and develop traditional ways of life, management, crafts and culture.

Non-commercial unitary organizations

1Fund for the purposes of this Code, a unitary non-profit organization, without membership, established by citizens and (or) legal entities on the basis of voluntary property contributions and pursuing charitable, cultural, educational or other social, socially useful goals.

institution a unitary non-profit organization created by the owner to carry out managerial, socio-cultural or other functions of a non-profit nature is recognized. The founder is the owner of the property of the institution created by him. On the property assigned by the owner to the institution and acquired by the institution on other grounds, it acquires the right of operational management. An institution may be created by a citizen or a legal entity (private institution) or, respectively, by the Russian Federation, a constituent entity of the Russian Federation, municipality(state institution, municipal institution).

Autonomous non-profit organization a unitary non-profit organization is recognized that does not have membership and was created on the basis of property contributions from citizens and (or) legal entities for the purpose of providing services in the areas of education, healthcare, culture, science and other areas of non-commercial activity.
religious organization a voluntary association of citizens of the Russian Federation permanently and legally residing on the territory of the Russian Federation or other persons, formed by them for the purpose of joint confession and dissemination of faith and registered in the manner prescribed by law as a legal entity (local religious organization), an association of these organizations (centralized religious organization), as well as an organization and (or) a governing or coordinating body created by the specified association in accordance with the law on freedom of conscience and on religious associations for the purpose of joint confession and dissemination of faith.