Problem

I want to create ANO with one founder. How to draw up documents, in particular, a protocol on the basis of which an organization is created? What should be the governing bodies? In general, I do not know how to draw up documents for the Ministry of Justice.

Solution

An autonomous non-profit organization is a non-profit organization that does not have membership. founded by citizens and (or) legal entities on the basis of voluntary property contributions for the purpose of providing services in the field of education, healthcare, culture, science, law, physical culture and sports and other services.

Property transferred to an autonomous non-profit organization by its founders (founder) shall be the property of the autonomous non-profit organization.

The founding document for ANO is the charter approved by the founders (participants, property owner).

The supreme governing body of ANO is the collegiate supreme governing body.

The executive body of a non-profit organization may be collegiate and (or) sole. He carries out the day-to-day management of the activities of the non-profit organization and is accountable to the highest governing body of the non-profit organization.

As you can see, one founder is not enough. You need to look for at least two.

And the list of documents to the Ministry of Justice is as follows:

a) an application for state registration signed by the applicant in the form approved by the federal executive body authorized by the Government of the Russian Federation.

b) a decision to establish a legal entity in the form of a protocol, agreement or other document in accordance with the legislation of the Russian Federation;

c) constituent documents of a legal entity (originals or notarized copies);

d) an extract from the register of foreign legal entities of the respective country of origin or other proof of the legal status of the foreign legal entity - founder, of equal legal force;

e) a document confirming the payment of the state fee.

Solution

Hello,

When creating an ANO, the following should be considered:

1. There can be one founder, then the Supreme management body (usually the general meeting of participants or the Council) can be formed in this way - the founder + specific persons (often called members of the ANO (not members!)) listed in the Charter. Complexity: when changing participants, you will have to make changes to the charter.

2. There can be more than 1 founders, then the Supreme Management Body is formed from the founders.

3. Determine the quantitative composition of the Supreme body. The rule should be taken into account - persons who are employees of the ANO cannot be more than 1/3 of the total number of members of the supreme governing body of the ANO. That is, if you have 15 people in the ANO and everyone is a member of the Supreme Body, then no more than 5 will be able to work under an employment contract. In principle, it’s not scary. The rest can work under civil law contracts, if only the employees themselves agree to this (talk with employees about the impact of work, on maintaining qualifications, find out their status (maybe the participant is an individual entrepreneur, and this simplifies everything)). There is no penalty for non-compliance with this rule, but you will definitely receive a warning from Justice during the check.

It happens:

There is a supreme governing body. There is the most important person - the President (or the chairman of the organization). There is a collegial executive body - the Board. There is a sole executive body - the Executive Director (may not be at all). There is an Auditor (or Supervisory Board)

And it happens like this:

There is a supreme governing body. There is a collegial executive body - the Board. There is a Chairman of the Board (actually the head of the organization). There is a sole executive body - the Executive Director (may not be at all). There is an Auditor (or supervisory committee).

Based on which option is closer to you (or maybe you will come up with your own) - form the governing bodies (right in the protocol on creation). Do not forget the wording - "Initially, the ANO President (or chairman ... or whatever you call it) is elected / appointed by the founders / participants, and later elected by the General Meeting of Participants (or the Council ... or whatever you call it)"

In the Charter, among other things, it is necessary to determine the procedure for the formation of all bodies - who elects whom in what order. All procedures must be detailed. Do not forget about the terms - for how long each of the governing bodies of the non-profit organization is elected, appointed, the procedure for prolonging and early termination of the powers of the governing bodies of the non-profit organization.

A prerequisite is also the regulation of the procedure for making decisions by the governing bodies of a non-profit organization. Moreover, the following criteria are important for a collegial body: quorum, the number of votes required to make a particular decision, in what cases an absolute majority of votes of the members of the governing body is required, who and in what cases uses the right of "veto", can there be a cumulative, remote, absentee voting, what is the procedure for notifying about meetings of the governing body of a non-profit organization).

It is necessary to regulate in detail the procedure for speaking on behalf of a non-profit organization (that is, which governing body represents the organization in business and acts on its behalf without a power of attorney or on the basis of what documents). Usually without a power of attorney act (they also have the right of the first signature in the bank) - the President, the Chairman of the Board, the Executive Director (based on his authority, usually - current financial and economic operations).

Decide on the address of the location of the organization (for communication) - at the address that you indicate as the address of the location, you will need to provide a letter of guarantee from the owner of the premises (that he is the owner of the premises and agrees to provide it as the address of the organization)!

I hope that I didn’t completely confuse you ... Write if something is unclear. Good luck to you!

Non-profit organizations often choose the ANO form. This legal status is designed for certain areas of activity.

Dear readers! The article talks about typical ways to solve legal issues, but each case is individual. If you want to know how solve exactly your problem- contact a consultant:

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What are the nuances of the Civil Code of the Russian Federation for an autonomous non-profit organization in 2019? Over the past few years, the number of non-profit organizations with the ANO form has increased.

This legal form provides tax benefits. But what are the features of an autonomous NPO in 2019?

General points

A non-profit organization is a legal entity whose purpose is not to make a profit. The main task of NPOs is to provide public and social services.

NCOs are recognized as trade unions, public and youth associations, social and cultural foundations, religious societies, human rights public organizations and similar associations.

NPOs are regulated by the civil legislation of the Russian Federation. In particular, one can note the division into various partnerships and autonomous organizations of a non-profit type.

And if there are participants or founders in partnerships, then there are none in ANOs.

Property assets initially belong to an autonomous organization. Such societies are financed by voluntary donations and charitable contributions.

Registration of an ANO is associated with some difficulties due to the peculiarities of the legal form.

For official registration, you will need to follow a certain number of actions and meet the established requirements.

What it is

ANO is a unitary association, which:

• does not have a membership;
• formed to provide services in certain areas of activity of a non-commercial nature;
• formed on the basis of property contributions of participants.

The legal nature of ANOs is similar to other types of non-profit organizations. But there are also certain differences.

Among the fundamental features it is worth highlighting the following:

Permitted activity

ANOs are formed to provide services in such areas as:

• education;
• healthcare;
• sport;
• Physical Culture;
• other spheres of public life.

As an example, possible directions:

• autonomous non-profit organization of additional vocational education;
• autonomous non-profit organization of higher education;
• ANO "League of school and yard sports".

The unifying factor of all types of activities allowed for ANOs is the non-commercial nature of the services provided. Any interested person is entitled to use these services.

As of 2019, many educational institutions of additional education, private schools, kindergartens, cultural and sports organizations, medical institutions, etc. are registered in Russia in the form of ANOs.

The legislative framework

The status of ANO FZ No. 7 of 01/12/1996 and is determined, where the definition of an autonomous non-profit organization is given. Article 10 of the Federal Law No. 7 regulates the legal norms for the implementation of the activities of ANOs.

Moreover, in order to carry out commercial activities, an ANO must have property with at least the minimum allowable authorized capital established for an LLC (10,000 rubles).

When an ANO conducts commercial activities, the profits received are not divided between the founders, but are used to ensure the target areas of the organization.

Previously, the preference of ANO over LLC was dictated by the possibility of acquiring an educational license only by organizations of a non-profit type.

Now commercial organizations have the right to carry out activities of an educational nature on the basis.

The choice of ANO is explained by the presence of tax advantages and the likelihood of receiving targeted donations.

Step by step instructions for registration

The decision to establish an ANO is made by several founders or a single founder. The executive authority at the federal level allows or prohibits the registration of ANOs.

After the decision is made, within three months, you must contact the Ministry of Justice or its territorial office in the region where the ANO is located.

When applying, a package of documents necessary for registration is submitted. The entire registration process takes about four weeks.

Given such a long period, it is necessary to immediately prepare the documents correctly.

The basis for the appeal is the decision of the founder on the formation of ANO or the corresponding protocol drawn up by several founders.

The request for registration is set out in an application of the established form, which is submitted in two copies with mandatory notarization.

In addition, the following documents are required:

• Charter of ANO in triplicate;
• information about the founders in two copies (copies of passports of all founders-individuals and extracts from the founders-legal entities);
• a copy of the passport of the future leader;
• list of selected OKVED;
• information about the actual location of the organization. The confirmation of the location becomes , letter of guarantee, .

In the case of using the name of a citizen, the name of a legal entity, prohibited symbols in the name of the ANO, it will be necessary to confirm the legality of the use.

A foreign person is obliged to provide an extract from the register of foreign legal entities. The prepared documents are accompanied by a payment receipt, which is 4,000 rubles.

After submitting documents for registration within two weeks, a specialist of the registration authority contacts the applicant to clarify certain data.

You need to be prepared that the specialist may require adjustments. For example, it may be necessary to change the name, clarify the goals of the activity, amend the Charter, correct errors in the application.

If there is no call from a specialist of the registration authority, you must independently contact the appropriate department of the Ministry of Justice.

The telephone number for contact can be found on the official website of the registrar. The need for adjustment often leads to suspension of registration.

In this case, the receipt of payment of the state duty and notarized documents are not returned. You will have to apply again and again pay for notary services and state duty.

The absence of claims from the specialist allows you to receive ready-made registration documents after 2-3 weeks.

How the Charter works

The activities of ANO are fully regulated by the Charter. The requirements for the main content of the Charter of the ANO are given in Article 123.24 of the Civil Code of the Russian Federation.

In particular, the Charter must include such data as:

• the name of the ANO (the name must contain the phrase “autonomous non-profit organization”);
• location address;
• the subject and goals of the activity;
• the composition of the ANO bodies, the procedure for their formation and the present competence;
• other information provided by law.

The name should reflect the purpose of creation, but at the same time not duplicate the names of other NGOs and be unique.

For example, an autonomous non-profit organization of vocational education, ANO "Educational Academy of Business Career", ANO "Institute of Progressive Technologies".

In the Charter of ANO, it is necessary to carefully work out the goals of education, as well as the subject and types of activities.

Careful study requires the structure of the governing bodies and their permissible powers. A separate section of the Charter is devoted to the property of the ANO.

The procedure and conditions for making decisions regarding changes to the Charter, or ANO, are certainly specified in detail.

Important! There are many templates available on the web for preparing the founding documents for an autonomous non-profit organization.

But it should be borne in mind that such samples may not be relevant. The selected sample must be compared with the current legal regulations, namely with the provisions in the latest edition.

The main provisions of the Charter boil down to the fact that any activity of ANO, including commercial, is aimed solely at achieving the goals for which the organization was created.

What is the taxation

The activities of non-profit organizations are in a special legal field. Features of taxation are determined by the status of the organization's activities.

Video: ANO registration

If the association receives targeted funding in the form of various grants, then a special procedure applies for taxation of income tax.

ANO has the right to apply a common or. The peculiarity of the application of the simplified tax system is expressed in the fact that when determining the maximum amount of income that limits the use of the simplified regime (up to 60 million rubles), income from targeted financing is not taken into account.

The transition to the simplified tax system of an autonomous NPO is carried out on a voluntary basis in accordance with the provisions.

This chapter provides that, under certain types of activities and under certain conditions, organizations are not entitled to apply.

For example, a simplified regime is unacceptable if the share of participation of other organizations is more than 25%. But this rule does not apply to autonomous non-profit organizations.

The tax legislation does not contain provisions prohibiting ANOs from applying the simplified taxation system.

The transition to the simplified tax system is carried out on the basis of an application submitted between October 1 and November 30 of the year preceding the year in which the simplified regime began to apply.

A newly created organization may declare its desire to apply the simplified tax system within 5 days from the date of registration and tax registration.

When carrying out entrepreneurship, an organization is obliged to form a tax base according to the general procedure. The object for taxation is the proceeds from the sale of goods (services, works).

“Input” VAT paid on the acquisition of property values ​​for entrepreneurial activities may be deductible if:

• goods are registered on the basis of primary documentation;
• the purchase of goods is connected with the implementation of transactions subject to VAT;
• present well-formed .

Basic principles of work

If we talk about the basic principles of the work of autonomous non-profit organizations, then we need to highlight the following points:

Liquidation procedure

The need to liquidate an autonomous non-profit organization may be the result of a voluntary decision of the founders or a requirement of the Ministry of Justice.

In the latter case, the reason is the lack of activities declared by the Charter. Voluntary liquidation requires notification of the Ministry of Justice, the Federal Tax Service, the FIU, the FSS.

The order of liquidation will be as follows:

1. Adoption of a decision on liquidation by the founders or other authorized body.
2. Appointment of the liquidation commission.
3. Establishing the order and terms of liquidation.
4. Placement of announcements about NGOs in the media.
5. Compilation.
6. Payment of taxes.
7. Repayment of other debts.
8. Settlements with creditors.
9. Preparation of the final balance sheet.

Forced liquidation of an ANO is carried out on the basis of a court decision. Moreover, the participation of the founders of the organization is not required.

The liquidation procedure is carried out by authorized state bodies in accordance with the general procedure established for organizations.

Important! The property of the ANO remaining after the repayment of all debts is not divided between the founders, but is directed to the purposes for which the organization was created.

Including the property, previously transferred by the founders in favor of the ANO, is not divided.

In general, the peculiarities of ANO action make this form convenient for providing services in the social sphere, if the purpose of creation is not related to the desire to make commercial profit.

But no matter how good the intentions to create an ANO are, it is important to take into account the current law and all the existing nuances. Otherwise, the “pluses” may well turn into “minuses”.

Attention!

• Due to frequent changes in legislation, information sometimes becomes outdated faster than we can update it on the site.
• All cases are very individual and depend on many factors. Basic information does not guarantee the solution of your specific problems.

ANO and NPO are abbreviations for "autonomous non-profit organization" and "non-profit organization". Institutions are created on based on voluntary donations of participants and without the desire to profit from working activities.

However, according to the legislation of the Russian Federation, NCOs have the right to engage in entrepreneurship in order to achieve the goals set by the organization.

Basic goals

For ANOs and NGOs, the factor of independence is important, providing the organization with the possibility of openness and impartiality. This is especially true for independent media and charities.

Non-profit associations can pursue following goals:

• charitable;
• cultural;
• political;
• scientific;
• environmental;
• educational;
• the purpose of protecting the rights and interests of citizens;
• and others.

Exist special practices and precautions designed to protect the organization from pressure from stakeholders and sponsors. The charter of an NPO may prescribe provisions that guarantee the observance of order within the enterprise and the transparency of the flow of financial resources.

Opportunities and features of activity

Associations may engage in one or more types of activities that are not prohibited by the laws of the country. The type of occupation should correspond to the goals of creating an NPO, prescribed in the constituent documents.

The final list of all types of initiatives from the association is determined by the founding documents.

In Russia, any activity of non-profit organizations is constrained by the Law on Foreign Agents No. 121-FZ, which entered into force in 2012, and the Law on the Register of Undesirable Organizations, signed in 2015. Any international or foreign non-profit non-governmental organization that adopted by the state apparatus as a threat to the constitutional order of the Russian Federation.

The term for which administrative punishment is possible in cases of "foreign agents" is 4 years. The legislation of the Russian Federation may place restrictions on the occupation of a non-profit association. Some of the activities require a special license.

Types of NGOs

One type of non-profit organization autonomous non-profit organization. All benefits transferred to ANO become its property. The creators and founders do not retain the right to the property of a non-profit organization and are not liable for its obligations.

There are many other types of NPOs. You can highlight some of them:

• institutions;
• public gatherings;
• religious associations;
• consumer cooperatives;
• funds;
• associations and unions of companies and organizations.

Institutions- the type of NPO that is necessary for the implementation of social, cultural or managerial functions. The owner of an NPO of this type has the opportunity to finance the organization in whole or in part, while simultaneously managing its property.

An individual or legal entity, a subject or entity of the Russian Federation, or the federation itself may act as an owner.

public association called an organization consisting of voluntarily united on the basis of common interests of citizens who want to satisfy the needs of their group. An association can carry out activities solely within the framework of achieving the goal of its creation, and look like a social movement, organization, public fund or institution. They are created on the initiative of at least three individuals or legal entities.

Religious associations arranged in the same way as public ones. They are created for the joint conduct of religious rites, religious education or the preaching of their teachings. Constitutionally, any religious associations are separated from government bodies and are equal before the law.

A local religious organization has the right to be recognized as an association consisting of at least a dozen adult participants living in the same locality. Religious associations enjoy tax benefits.

consumer cooperative is an association consisting of individuals and legal entities joining the organization to meet their needs for the necessary services and goods. Satisfaction of needs is achieved by summing up the total voluntary share contributions.

Fund- a type of NPO based on voluntary contributions of participants who have cultural, charitable, educational, social and other goals that are beneficial to society.

The property transferred into the possession of the foundation is assigned to it. Members of NGOs can be both citizens and companies.

Information about whether it is necessary to create an NGO is on this video.

Names of non-profit organizations

Every organization needs its own . Incorrect name of a non-profit organization may result in denial of registration.

The name of the NPO must consist of two parts: naming and specifying the type of union. For example, the name of a cooperative should contain an indication of its main occupation and words like “consumer union”, “cooperative”, “consumer society”.

An example of such names are "Credit Consumer Cooperative" or "Housing Savings Cooperative".

Changing the name of an NPO is provided for by law and requires registration with a government agency. All innovations must be reflected in the constituent documents and papers contained in the Federal Tax Service.

The changes involve the destruction of the old NPO round seal and the creation of a new one. When changing the name, the organization must notify Rosstat, the Funds, the bank with the NPO, partners and the client base.

List of documents for registration with samples in 2018

For a foundation, a public organization, a partnership, an autonomous non-profit organization and a private institution, a charter approved by the founders and members of the organization should be prepared.

To create a union, in addition to the charter, a memorandum of association between the members of the organization is required. The institution needs a charter and a decision to open the institution from the owner of the organization.

The constituent documents must contain the following information:

• the name of the NPO with an indication of the type of employment;
• purpose of opening and further activities;
• management procedure;
• data on representative offices and branches of NCOs;
• obligations and rights of the participants of the organization;
• data on the conditions for admission and exit from the NPO;
• sources of property and data on the required use;
• all information about changes in constituent documents;
• additional legal provisions.

A sample charter for a specific type of non-profit organization can be found on the official NPO portal www.portal-nko.ru.

The list of required papers for registration with the Authorized Body:

• application form No. РН0001;
• articles of association and, if any, memorandum of association;
• protocol on the establishment of NCOs;
• receipt of payment of state duty;
• confirmation of the legal address;
• in the case of a foreign founder - a document confirming its legal status;
• if intellectual property is used in the name or symbols of the NPO - a document on the right to use it.

The exact information about the required documents should be clarified with the registration authority.

Creation process and timing

First of all, the creators must approve and register the NCO by submitting a package of papers to the Authorized Body. Required documents are submitted within three months from the date of the decision to approve the organization.

After 14 or 30 working days, the Authorized body decides on the state registration of the organization or refusal. Upon confirmation of registration, the institution sends papers to the registrar to enter information from the Federal Tax Service.

After a working week, the regional body enters data on NCOs into and reports this to the Authorized Body. He receives the information and within three days issues a document on the state registration of the NPO to the founders of the organization.

Registration can be done independently or with the help of a law firm. Some companies offer turnkey registration services for a fee, usually including government fees.

Changes in constituent documentation

It is necessary to register any changes in the constituent documents in the same manner as during the state registration of the opening of an NPO. For the registration of changes in the constituent documents, a fee is provided in the amount of about 800 rubles.

The package of papers must contain the signature of the founder of the organization or a notary. To fix changes in the documentation, you should provide in a stitched and numbered form:

• data on state registration;
• the decision to make changes to the documentation and the changes themselves;
• data on the payment of state duty.

FAQ

How is liquidation carried out? After the decision to liquidate an NPO, the founders must notify the state body about this and submit a package of documents to the Federal Registration Service.

A few months later, the institution will consider the application and issue a confirmation of the liquidation. Next, it is necessary to place in the media data on the liquidation of NCOs and notify creditors.

Liquidation can be carried out for several reasons:

1. By decision of the founders or management of the organization.
2. After the expiration of the period for which the NPO was created.
3. After achieving the goals of the organization.
4. By the tribunal's decision.

The fund can be liquidated only after the relevant court order.

Can the name of an NPO be used by a commercial organization? When naming an organization, you must use the following scheme: individual designation + indication of the type of organization. Therefore, the same names of non-profit and commercial organizations are excluded.

In addition, complete duplication of those located within the boundaries of the city of Moscow is unacceptable.

Can a non-profit organization be the founder of an LLC? Maybe it's legal. However, an NPO can only carry out activities that are aimed at achieving the goals of its creation. In this case, two enterprises keep records and pay tax contributions autonomously from each other.

A webinar on how to open an NPO is presented below.

A non-profit organization may be created as a result of its establishment, as well as as a result of the reorganization of an existing non-profit organization.

The creation of a non-profit organization as a result of its establishment is carried out by the decision of the founders (founder).

The founders of a non-profit organization, depending on its organizational and legal forms, may be fully capable citizens and (or) legal entities.

Foreign citizens and stateless persons legally residing in the Russian Federation may be founders (participants, members) of non-profit organizations, with the exception of cases established by international treaties of the Russian Federation or federal laws.

Cannot be a founder (participant, member) of a non-profit organization:

a foreign citizen or a stateless person in respect of whom, in accordance with the procedure established by the legislation of the Russian Federation, a decision has been made on the undesirability of their stay (residence) in the Russian Federation

a person included in the list in accordance with paragraph 2 of Article 6 of the Federal Law of August 7, 2001 N 115-FZ "On counteracting the legalization (laundering) of proceeds from crime and the financing of terrorism"

a public association or a religious organization whose activities have been suspended in accordance with Article 10 of Federal Law No. 114-FZ of July 25, 2002 "On counteracting extremist activity"

a person in respect of whom, by a court decision that has entered into legal force, it has been established that his actions contain signs of extremist activity

a person who does not comply with the requirements of federal laws for the founders (participants, members) of a non-profit organization that determine the legal status, procedure for the creation, operation, reorganization and liquidation of certain types of non-profit organizations.

The number of founders of a non-profit organization is not limited, unless otherwise provided by federal law.

A non-profit organization may be founded by one person, with the exception of cases of establishing non-profit partnerships, associations (unions) and other cases provided for by federal law.

Creation of a non-profit organization: the procedure for state registration

Today, there are many organizations that bring together groups of people to carry out socio-political, scientific, charitable and other activities of a non-commercial nature. Such associations, if they have no desire to profit from their activities, are called non-commercial. According to the current Russian legislation, any organization, regardless of whether it conducts business activities, is obliged to consolidate its legal status by officially registering with special bodies, following the procedures established by law. Because of the wide variety of forms that these communities can take, there are some difficulties in registering non-profit organizations.

With the exception of special types of public organizations, other NPOs are registered as legal entities. However, they have other goals for their existence than commercial firms. An NPO does not engage in entrepreneurship unless it directly contributes to the achievement of the objectives that led to the creation of the community.

The federal law “On non-commercial organizations” and the Civil Code of the Russian Federation regulate the activities and legal status of NGOs. The functioning of some types of non-profit organizations is regulated by special laws: "On public associations", "On consumer cooperation in the Russian Federation", "On the general principles of organizing local self-government in the Russian Federation". "On charitable activities and charitable organizations", the Housing Code and other acts.

Types of non-profit organizations

Legislative acts for the creation and existence of NCOs provide for several forms.

A public or religious association is a voluntary meeting of a group of citizens based on the common interests of its members, located in the sphere of spiritual life or social activity. The society is organized by the participants to achieve the needs associated with these interests. Such a community may conduct activities of a commercial nature in order to implement its statutory tasks. There are many organizational forms for these associations. They may exist as a movement, foundation, political party, religious group, and other legal forms.

Foundation - a community established by individuals or official organizations that serves the purposes of implementing socially useful tasks (in the field of charity, education, sports, in the social sphere). The Fund operates on contributions donated voluntarily by individuals, firms and has the right to carry out the necessary economic activities.

State corporation or company - a company that has the state as its founders, does not imply membership and operates with the operation of state property transferred to the ownership or trust management of the company as a contribution. Such a society is organized for the implementation of socially useful functions or the provision of public services.

Non-commercial partnership - an association of a group of persons, companies, existing on the basis of membership. The partnership is created for the solution by its participants of any tasks in the socio-cultural sphere, in the field of protecting rights, providing assistance and other significant goals.

Private institution - an organization created by an individual owner for the implementation of its non-commercial purposes.

State, municipal or budgetary institution - a company created by the government of the Russian Federation, a constituent entity of the federation or a municipality for the implementation of non-commercial purposes or the production of work, the provision of services that ensure the fulfillment of the obligations of the authorities to the population in socio-cultural matters.

An autonomous non-profit organization is an association of citizens on the basis of contributions made by them, organized to provide services to the population in socially significant areas.

An association or union is a non-profit association of a group of individuals or legal entities to represent their interests, to carry out socially useful tasks by the community. This form provides for membership of participants and is indicated in the name of the society.

In addition, special laws provide for additional types of NCOs:

consumer associations - cooperatives

housing associations - HOA

territorial associations in the form of bodies of public self-government

charities and foundations

trade unions and associations.

What documents are required to register an NPO?

Documents for registration of non-profit organizations must be submitted to the relevant authorities in a timely manner, no later than three months after the founders establish their intention to create a community. The applicant is considered to be the founder of an NPO, which may be an individual citizen, a group of persons or an organization. The number of participants in an NPO is not limited by law; they can be both Russian legal entities and civilians, as well as non-residents.

To register a community, you need to collect a package of documents:

Application in the form approved by the state registration authorities.

Receipt confirming payment of the registration fee.

Constituent documents of the NPO (minutes of the meeting, agreement or decision of the founders on the establishment of the company, information about the participants with personal, passport and contact details, as well as copies of the constituent documents and details of the legal entity, charter).

Title documents (or a letter of guarantee) confirming the provision of a legal address to the company being created.

The constituent documents of the association must include the following information:

name of the company, indicating its form and type of activity

company registration address

established goals for the establishment of the organization

the procedure for conducting the activities of the company

list of rights and obligations of community members

list of representative offices of the organization

conditions for joining and withdrawing from the membership of an NPO

the procedure for amending the company's documents

conditions for the formation and use of the property of the organization.

The writing of the Charter of an NPO should be approached with all responsibility. If, when reviewing documents by employees of the registration authorities, the charter reveals inconsistencies between the stated goals of creating an NPO, the direction of its activities and the chosen organizational and legal form, state registration may be denied.

Depending on the type of association and the nature of its activities, different sets of documents are drawn up.

For foundations, non-profit partnerships, autonomous NGOs and private institutions - a charter endorsed by the founders of the society and its participants.

For associations and unions, the constituent agreement between the participants is attached to the charter.

For the registration of local religious organizations, an additional confirmation is provided, issued by the territorial authorities, on the functioning of the religious group in the territory under their jurisdiction for a long period (at least fifteen years). Or a certificate, signed by the leadership of a centralized organization, about the entry of a new group into its composition.

To create a united religious organization, charters are provided for at least three local religious communities that enter into a common structure. It is also necessary to submit information, including information about the foundations and practices of the professed dogma, the history of the emergence of religious doctrine and groups of its followers. When considering the application of a religious organization, the forms and methods of its existence, the peculiarities of the worldview of the participants are taken into account: their attitude to social institutions, family and marriage, health and education, the presence of restrictions on the rights and obligations of ministers and followers of this movement.

Instructions for registering a non-profit organization

A non-profit organization is formalized by employees of the territorial body of the Ministry of Justice. Some forms of organizations, for example, municipal institutions, consumer cooperatives, have a special registration procedure established by separate laws.

Registration of an NPO includes the following steps:

preparation of necessary documents

payment of the state fee in the amount that is determined by legislative norms at the time of submission of documents

submission of a package of documents to the registration authority

obtaining a certificate after the completion of the registration procedure

registration of an organization for tax purposes

getting statistic codes

creation of a seal of a legal entity

opening a current account and receiving bank details

notification of non-budgetary funds about the creation of NCOs.

Rosregistration authorities have 14 days to consider the submitted documents. If the decision is positive, the employees of the Ministry of Justice independently notify the tax inspectorate and send it the necessary documents to enter information into the state register about the newly created organization. Making an entry in the Unified State Register of Legal Entities takes 5 days, after which a certificate of state registration of the NPO is issued to the applicant within three days.

The choice of one or another form of registration of the organization, as well as the nature of its activities, may impose some features on the general procedure for the registration procedure. For example, applications from religious organizations may be considered within a period of one to six months due to the need for a special religious expertise.

After receiving the documents, the NPO is considered officially operating and can start working in accordance with the stated goals of the society. In this regard, the organization will acquire rights and obligations, own or manage property, and be liable for its obligations. The activity of a non-profit organization is set as perpetual by default, if its term is not limited by the founders in the company's documents.

Note:

Each contract concluded by the organization for the performance of work or the provision of services requires the drawing up of an act of work performed, according to which payment for these same works will be made. How to draw up such an act? And what information should be in it?

The decision of the owner to create a non-profit organization

Decision of the owner on the establishment of a non-profit organization - a document used in the event of a decision of an individual acting as the owner regarding the creation of an organization engaged in non-commercial activities.

Only fully capable citizens or legal entities can act as founders of a non-profit organization. Foreign citizens, as well as stateless persons who are legally located on the territory of the Russian Federation, can also act as founders. Persons who cannot be founders of the organization:

a person in respect of whom a decision was made on the undesirability of his stay in the Russian Federation

a person whose actions were found to contain signs of extremist activity

a person included in the list of individuals under suspicion of laundering monetary funds obtained by criminal means

a person who by any criteria does not meet the requirements for the founders of a particular non-profit organization.

The number of founders of a non-profit organization is not limited, unless otherwise specified in the Decision of the owner or other constituent documents of the organization. Thus, the organization can be established by a single person. Exceptions are cases of establishing partnerships, unions, associations provided for by federal law.

The decision of the sole founder to create an autonomous non-profit organization

Section: Sample Documents

Document Type: Solution

Document file size: 3.4 kb

DECIDED:

1. Create an Autonomous non-profit organization "_______" in accordance with applicable law.

2. Approve the Charter of the Autonomous non-profit organization "_________".

3. Determine the location of the Autonomous non-profit organization "_______" the following address: ____________________.

4. To appoint the director of the Autonomous non-profit organization "______" _________________.

5. To elect the Board of the Autonomous non-profit organization "__________" in the amount of ____ (_______) people:

- ______________________________________________________________,

- ______________________________________________________________.

6. Approve the sketch of the seal of the Autonomous non-profit organization "__________". Appoint as responsible for the production of the seal of the Autonomous non-profit organization "________" _____________ (passport data).

The sole founder of the Autonomous non-profit organization "______" is _____________.

Registration of non-profit organizations (NPOs)

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All legal entities created on the territory of Russia are divided into 2 (two) large groups:

1) Commercial companies

2) Non-profit companies

The main differences between these types of organizations:

purpose of the activity. For commercial organizations (COs), the main goal is to make a profit, in contrast to non-profit organizations (NCOs).

profit distribution. Non-profit organizations are not entitled to distribute profits (if any in the course of their activities) among their participants (members), unlike commercial companies.

Currently, a huge number of various non-profit organizations have been created in the Russian Federation. At the same time, registration of an NPO can be carried out in various forms, the main of which are still the following:

non-profit partnerships

public organizations (associations)

religious organizations

institutions

funds

consumer cooperatives

Cossack societies

associations and unions

others.

Registration of non-profit companies is a very complex process in terms of its content, associated with the execution, completion and submission of relevant documents to the registration authority.

The creation of a non-profit organization is governed by the provisions of the current legislation, in particular the Federal Law of January 12, 1996 N 7-FZ. This law establishes the general procedure for registration of NCOs. However, for certain types of non-profit companies, certain features are defined by law (for example, for homeowners associations, trade unions, religious organizations, parties, etc.).

At the same time, it is possible to designate the general procedure for registering non-profit organizations used when creating an NPO of any form.

The process of creating a non-profit organization

Registration of an NPO, as well as the opening of other types of legal entities (for example, JSC, LLC) includes the following key steps.

Making a decision to create a non-profit organization

The decision to register an NCO is made by all of its founders unanimously, if the relevant NCO is created by several persons. If a non-profit organization is created by only one person (the founder), then the specified decision is made independently by this founder.

In addition, the constituent document (as a rule, the charter) of the NPO is approved by the appropriate decision, as well as the election / appointment of certain bodies of the non-profit organization.

Registration of a non-profit organization

Registration of an NPO, unlike commercial organizations, has certain features in terms of the bodies that carry out this procedure.

Commercial organizations - registration is carried out exclusively by the tax office.

Non-profit organizations - registration is carried out by the Ministry of Justice (Ministry of Justice of the Russian Federation). At the same time, after making a positive decision on the establishment of a non-profit organization, the said body submits the relevant information to the Federal Tax Service Inspectorate for entering information about the NPO in the register of legal entities. persons.

Documents submitted to the Ministry of Justice of the Russian Federation for registration of NPOs:

1) Application for the establishment of a non-profit organization (form РН001).

This application, as in cases with the registration of a CO, is signed by the head / director of the NCO, and his signature is certified by a notary. The founder of the NPO shall submit the following set of documents to the notary for certification of his signature:

decision to register a non-profit organization (either a protocol or a sole decision of the 1st founder)

passport (copy) of the person who signs the said application

other documents, the list of which is more appropriate to clarify directly with the notary to whom the relevant applicant applies.

The legislation of the Russian Federation establishes a very important rule - for the accuracy of the information indicated in the application, as well as for compliance with the procedure for creating a non-profit organization and the requirements for founding. documents, the responsibility lies directly with the applicant himself, and not with the body that registers the NPO.

2) Constituent documents.

Establish. documents must be submitted for registration in 3 copies, while the 1st copy is sent to the tax office, the 2nd one remains in the Ministry of Justice of the Russian Federation, and the 3rd copy is handed over to the applicant.

It is imperative to indicate that the type of constituent documents directly depends on the form in which the NPO is registered. Based on this, establish. NPO documents can be:

1. Charter of the NPO

2. Charter or regulation of the NPO

3. Constituent agreement and charter of NCOs (for associations and unions).

3) The decision to create a non-profit organization.

This decision, as mentioned above, is the protocol of the meeting of the founders of the NPO or the decision of its sole founder. In this case, the said decision shall be submitted to the registering authority in two copies.

4) Information about the founders (members) of the NPO.

Information about members (founders) of NCOs is presented in a free (arbitrary) form with the obligatory submission to the Ministry of Justice of two copies of this information.

5) Document on payment of the state. fees for registration of a non-profit organization.

IMPORTANT! The details required to pay the registration fee for an NPO differ from the details that are used when paying the fee for registering a commercial entity. organizations. In view of this, applicants must clearly check the data they indicate when filling out a receipt for payment of state. duties.

The size of states. the fee for the creation of a non-profit organization equals four thousand rubles.

6) Information about the location of the main management body of the non-profit enterprise.

Relevant information is submitted to the Ministry of Justice when registering a non-profit organization solely for the purpose of establishing a possible connection (interaction) with the states. and municipal. bodies. Without fail, the above-mentioned body of a non-profit enterprise must be permanent.

7) Documents (evidence) that enable a non-profit company to use the name of a citizen, the name of another company, symbols in cases where the name of the NPO uses the relevant data.

8) Extract from the register of foreign. legal entities in the event that a foreign person (citizen) acts as the founder of a non-profit organization (NPO).

In accordance with the provisions of the law, the submission of any other documents to the Ministry of Justice of the Russian Federation is not provided. Thus, the requirements of employees of the Ministry of Justice of the Russian Federation to submit other documents are illegal (illegal).

The decision on state registration of a non-profit organization is subject to adoption by the Ministry of Justice of the Russian Federation no later than fourteen days from the date of receipt by this body from the applicant of the entire set of necessary documents. On the basis of such a decision and information received from the Ministry of Justice, the tax authority enters into the register of legal entities. information about the newly created NPO.

Upon entering information into the Unified State Register of Legal Entities (register of legal entities), the applicant is issued a certificate of state registration of a non-profit organization. It is believed that from that moment NPO is a full-fledged legally created subject of civil turnover. Moreover, in the process of registration of an NPO, this organization must be registered with the tax authorities and an appropriate certificate (TIN) must be issued to it.

Obtaining codes from the statistics service (Rosstat)

The assignment of statistics codes (OKATO, OKOPF, OKSF, OKOGU, OKPO) is carried out by Rosstat on the basis of the following documents:

NPO registration certificate

fresh extract from the Unified State Register of Legal Entities (register of legal entities)

a power of attorney for a person (if a citizen who is not authorized by law or who has established documents applies to the statistics service with an application).

Accounting in the state off-budget funds

The creation of a non-profit organization (NPO) is the basis for its registration in the following funds - PF, FSS, MHIF of the Russian Federation, because. The activities of NGOs in the overwhelming majority are directly related to the hiring of labor not only under civil law, but also labor contracts.

Data on a non-profit organization are transferred directly to the states to the specified extra-budgetary funds. bodies within the framework of cooperation between them (Ministry of Justice, tax inspection).

Order and production of the NPO seal

This rule is dictated by the requirements of paragraph 3 of article 4 of the Federal Law of 12.01.1996 N 7-FZ, in accordance with which an NPO must have its own seal.

Opening an NBCO account with a credit institution

What are the sources of ANO property formation? What documents are required to create such a structure?

Having decided on the name, type of ANO services, it is necessary to resolve the issues of sources for the formation of ANO property.

The application must be signed by an authorized person, indicating his last name, first name, patronymic, place of residence and contact numbers. The application is submitted in two copies, one of which must be notarized. The application form is completed using software or manually.

Stage 2. Payment of the state duty.

For state registration of changes made to the constituent documents of a legal entity, it is necessary to pay a state duty in the amount of 4,000 rubles. (clause 1 of article 333.33 of the Tax Code of the Russian Federation).

Stage 3. Formation of a package of documents for registration:

Constituent documents of ANO (charter) in triplicate.

Decision on the creation of an autonomous non-profit organization and on the approval of its constituent documents, indicating the composition of the elected (appointed) bodies in two copies.

Information about the founders in two copies.

Information about the address (location) of the permanent body of the ANO.

In addition to the above set of documents, in certain cases, additional documents must be submitted for registration of an ANO:

if the name of the ANO uses the name of a citizen, symbols protected by the law on the protection of intellectual property.

if the ANO founder is a foreign person (an extract from the register of foreign legal entities of the corresponding country of origin or other document is provided).

For ANOs performing the functions of a foreign agent, an additional application is submitted for the inclusion of the non-profit organization in the register of non-profit organizations performing such functions.

Stage 4. The final stage is the receipt of documents on state registration.

In case of a positive decision, the Ministry of Justice issues:

certificate of state registration of a legal entity;

one copy of the charter with a mark of the registering authority;

record sheet of the Unified State Register of Legal Entities.

If the outcome of the case is negative, the entire package of submitted documents will be returned along with a reasoned refusal.

Clause 1 of Article 23 of Law No. 129-FZ contains an exhaustive list of situations that serve to refuse state registration. So, for example, refusal of state registration is allowed in case of failure to submit documents necessary for state registration, submission of documents to an improper registering authority, non-compliance with the notarial form of submitted documents (if necessary), signing an application for state registration by an unauthorized person.

Statement on ANO

Registration with the IFTS ANO at the location will be carried out on the basis of the information contained in the Unified State Register of Legal Entities (clause 3 of article 83 of the Tax Code of the Russian Federation). This means that the tax registration of the ANO will take place without its participation (clause 3, clause 2, article 23 of the Tax Code of the Russian Federation).

At the time of registration, ANO is automatically registered with all non-budgetary funds: the Pension Fund and the Social Insurance Fund.

Notice of registration in non-budgetary funds is sent to the address specified during registration of the ANO.