Liquidation of an autonomous non-profit organization and non-profit partnership. Liquidation of an autonomous non-profit organization

Liquidation of NPOs - step-by-step instruction in 2018-2019, given in this article, allows you to officially terminate the activities of the association and release its members from their positions, as well as related rights and obligations. The reader will find further information on how the liquidation of an NPO is carried out through the Ministry of Justice, what documents are required for this, and will also become familiar with a sample of drawing up minutes of the meeting of founders, at which the decision to abolish the association is made.

How to liquidate a non-profit organization: general provisions

Liquidation of an enterprise (including a non-profit association) is a set of actions aimed at completely stopping its functioning without transferring its existing rights and obligations to a third-party association (Clause 1, Article 61 of the Civil Code of the Russian Federation).

In accordance with paragraph 1 of Art. 50 of the Civil Code of the Russian Federation, an NPO is a legal entity. It means that prerequisite To liquidate it, a corresponding entry is made in the Unified State Register of Legal Entities. The dissolution of NPOs is subject to the general rules for terminating the activities of legal entities established by civil law.

Step-by-step instructions for liquidation are not commercial organization in 2018 may be different depending on the grounds for which the organization is being abolished. The procedure can be carried out:

on a voluntary basis;
compulsorily through the court (at the initiative of authorized government agencies);
bankruptcy procedure (in the event that the funds of the non-profit organization are not enough to pay off all the debts generated in the course of its activities).

The grounds for the abolition of NPOs on a voluntary basis may be:

decision of the founders of the association;
achieving the goals of its creation;
the expiration of the period specified in the statutory documents during which the NPO was supposed to operate.

Liquidation of NPOs through the Ministry of Justice: procedure, first steps

The procedure for abolishing an association is carried out in the following order:

A general meeting of the founders of the NPO is held, following which a decision is made to terminate its activities. It must be documented; for this purpose, minutes of the meeting are drawn up. In addition, at the meeting it will be necessary to determine the list of members of the liquidation commission and also include it in the minutes (clause 3 of article 18 of the law “On Non-Profit Organizations” dated January 12, 1996 No. 7). From this moment on, all rights and responsibilities for managing the organization pass to this commission.
Within 3 working days from the moment the decision on liquidation is made, an application drawn up in the form P15001 is submitted to the territorial branch of the Ministry of Justice of the Russian Federation (Clause 1, Article 20 of the Law “On State Registration...” dated 08.08.2001 No. 129-FZ). This is the key difference between commercial and liquidation procedures. non-profit organization: in the first case, the application is submitted to the department of the Federal Tax Service, and not the Ministry of Justice.
Information about the upcoming liquidation is published in an open source - the journal “Bulletin of State Registration”. The message also contains information on the timing and procedure for dissolving the association. This period, according to paragraph 1 of Art. 19 of Law No. 7, must be at least 2 months from the date of publication of the message.
A register of the company's creditors is compiled, which includes information about all legal entities or individuals to whom the NPO has accumulated debt.

How to close a non-profit organization - step-by-step instructions for further actions

After the association’s creditors have been notified of its impending dissolution, the liquidation commission takes the following actions:

An interim liquidation balance sheet is drawn up and approved, containing information about the NPO’s receivables and payables, as well as its assets (Clause 3, Article 19 of Law No. 7).
Settlements are made with the NPO's creditors. If available Money not enough to fully repay the debts, the property belonging to the association is sold. Payment of debts is carried out in the sequence determined by the provisions of paragraph 1 of Art. 64 Civil Code of the Russian Federation:

first of all, settlements are made with persons to whom the NPO has obligations arising as a result of harm to their life or health;
secondly, wage arrears are repaid;
thirdly, settlements are made with the budget and extra-budgetary funds;
fourthly, the claims of other creditors are satisfied.

A final liquidation balance sheet is compiled and submitted to the department of the Ministry of Justice. The assets remaining after settlements with creditors go to charity or other purposes provided for by the charter of the NPO. If it is impossible to use funds for targeted needs, they are sent to the state account (Clause 1, Article 20 of Law No. 7).
An application is drawn up in form P16001. The document is accompanied by the final liquidation balance sheet and a receipt for payment of the state duty (its amount is 800 rubles). Based on the documents received, the Ministry of Justice makes an entry in the Unified State Register of Legal Entities about the termination of the activities of the NPO. From this moment on, the non-profit association is considered abolished.

Material obligations of NPO participants

In the event that the association’s own funds are not enough to pay off existing debts, a procedure is implemented in relation to it.

In accordance with paragraph 2 of Art. 62 of the Civil Code of the Russian Federation, if the money available to an NPO is not even enough to carry out the liquidation procedure, the founders of the association must finance it themselves; material obligations are distributed jointly.

For certain types of NPOs, there are established exceptions that determine the additional responsibility of their founders:

for consumer cooperatives - in the amount of the unpaid part of the contribution (clause 2 of Article 123.3 of the Civil Code of the Russian Federation);
associations (unions) - in the amount established by the charter (clause 4 of article 11 of law No. 7).

Features of the liquidation of certain types of NPOs

Provisions of Art. 18 of Law No. 7 establishes special rules for the liquidation of the following types of NPOs:

Funds. According to paragraph 2 of Art. 18 of Law No. 7, they can only be abolished by a court decision. The grounds for the foundation to terminate its activities are:

lack of funds and/or property for the normal functioning of the fund and the lack of sources from which such funds could be obtained;
impossibility of realizing the goals for which the NPO was created, provided that they cannot be changed by introducing constituent documents appropriate adjustments;
carrying out activities by the fund that contradict its statutory goals, etc.

Branches of a foreign NPO that has non-governmental status. According to clause 2.1 of Art. 18 of Law No. 7, the grounds for their liquidation may be:

liquidation of the parent non-governmental foreign NPO;
failure to provide information required by law;
inconsistency of the activities of the association with the goals of its creation, as well as with the information presented in accordance with the law.

Sample protocol on liquidation of a non-profit organization

The minutes of the general meeting of participants of an NPO, containing a decision on its liquidation, may look like this:

PROTOCOL

general meeting of participants

NPO "Center for Personal Development"

01/10/2019 Yaroslavl

Agenda:

On the election of the chairman and secretary of the meeting.
On the liquidation of the company.
On the creation of a liquidation commission.
On the appointment of the chairman of the liquidation commission.
On setting a deadline for liquidation.

On the first issue - about the election of A. I. Gutov as chairman of the meeting, and A. P. Ermolina as secretary.
On the second question - about the inexpediency of further activities of the NPO and making a decision on liquidation.
On the third issue - about the creation of a liquidation commission consisting of three people:
On the fourth issue - about the appointment of Anton Ivanovich Gutov as chairman of the liquidation commission.
On the fifth question - about setting the liquidation deadline until July 10, 2019.

Elect A.N. Gutov as chairman of the meeting, A.P. Ermolin as secretary.
Liquidate NPOs.
Voting results: for - 3; against - 0; abstained - 0.
Create a liquidation commission consisting of three people:
- Gutov Anton Ivanovich - director.
- Ermolin Alexey Petrovich - chief engineer.
- Odushkina Valentina Borisovna - chief accountant.
Appoint Anton Ivanovich Gutov as chairman of the liquidation commission.
Voting results: for - 3; against - 0; abstained - 0.
Set the liquidation deadline to December 10, 2018.
Voting results: for - 3; against - 0; abstained - 0.

All issues on the agenda have been considered.

Chairman of meeting /Gutov/ A. I. Gutov

Secretary of the meeting /Ermolin/ A. P. Ermolin

Liquidation of a non-profit organization by court decision

In accordance with paragraph 3 of Art. 61 of the Civil Code of the Russian Federation, state bodies with the appropriate powers can apply to the court with a claim for the forced liquidation of an NPO.

These bodies include:

prosecutor's office (clause 1.1 of article 18 of law no. 7);
departments of the Ministry of Justice of the Russian Federation (clause 1.1 of article 18 of law No. 7);
tax authorities (Clause 11, Article 7 of the Law “On Taxes...” dated March 21, 1991 No. 943-I).

Only the Prosecutor General of the Russian Federation can apply for the liquidation of an all-Russian social movement or NGO of international level (Part 3 of Article 44 of the Law “On Social...” dated May 19, 1995 No. 82). The prosecutor of a constituent entity of the Federation may file a corresponding application in relation to regional and local NPOs (Clause 1.1, Article 18 of Law No. 7). Prosecutors of cities and districts do not have the right to take such an initiative. Branches of the Russian Ministry of Justice have similar rights.

The legal grounds for the forced liquidation of NPOs are established in paragraph 3 of Art. 61 Civil Code of the Russian Federation. An association may be abolished by court if:

achieving the goals for which the organization was created becomes impossible;
during the creation of the NPO, gross violations of the law were committed that were irreparable;
The NPO carried out activities subject to mandatory licensing without obtaining permits;
The NPO carried out activities that violated existing legislative norms (including constitutional ones);
the activities of the NPO do not correspond to its statutory goals;
There are other grounds provided for by current federal laws.

So, answering the question of how to close a non-profit organization, it is worth familiarizing yourself with the norms of civil legislation, as well as the provisions of Law No. 7, which determines the procedure for the functioning and abolition of non-profit associations. Grounds for liquidation of an NPO may be independent decision its founders or a court decision made on the basis of consideration of an application from an authorized government agency (prosecutor’s office, tax authority or the territorial branch of the Ministry of Justice). The procedure for liquidating a non-profit organization, step-by-step instructions for implementation of which are given above, is required to be followed by associations of all organizational and legal forms.

You will also be interested in reading the materials that we wrote specifically for our Zen channel.

We will help you competently liquidate an autonomous non-profit organization , non-commercial partnership , association or union in accordance with current legislation.

Liquidation of a non-profit partnership , associations or union is carried out by analogy with the procedure for liquidating an autonomous non-profit organization.

Official liquidation of an autonomous non-profit organization in Moscow And Moscow region is carried out in three stages, the intermediate stage is the publication of an announcement about the liquidation of a non-profit organization in the journal “Bulletin of State Registration”, additional stage- transfer of documents of non-profit organizations for storage in state archives.

Main stages of liquidation of an autonomous non-profit organization (liquidation of a non-profit partnership) and timing:

1. Notification of the commencement of liquidation autonomous non-profit organization and appointment of a liquidator (liquidation commission). Additional expenses: 1400-1700 rub. notary. (We are waiting for the result in 30-40 days).

2. Publication of the announcement of the liquidation of the ANO in the Journal “Bulletin of State Registration”. Additional expenses: approximately 1600 rubles. payment of the invoice for publication of the advertisement. (After the publication of the magazine issue with the announcement, we wait 2 months, then we prepare an interim liquidation balance sheet).

3. Notification of the preparation of an interim liquidation balance sheet autonomous non-profit organization . Additional expenses: 1400 - 1700 rub. notary. (We wait 30-40 days for the result, then we draw up a liquidation balance sheet).

4. Application for liquidation of a non-profit organization. Additional expenses: 1400-1700 rub. notary + state fee 800 rub. (We are waiting for the result in 30-40 days).

5. Not everyone does this, but it is better to transfer ANO documents for storage in accordance with the law state archive. Additional costs: according to archive tariffs.

List of documents for preparation for liquidation of an autonomous non-profit organization (non-profit partnership) in Moscowor Moscow region :

1. Passport data of the manager (data from the double page of the passport “issued by whom and when”, full name, date/place of birth and registration), assigned TIN to the individual.

2. Current composition supreme body ANO management.

3. The composition of the supreme governing body of the autonomous non-profit organization, which was indicated in the last report submitted to the Ministry of Justice in this year. If the report has not been submitted, then you can send a scan (copy) of the protocol that was submitted to the registration authority for registration of the latest changes.

4. Scan of an extract from the Unified State Register of Legal Entities with current data.

5. Scan of the current ano.

8. Contact phone number and e-mail to indicate in the application for liquidation of the company.

9. If the activity is ano Last year the work was not zero, then you must indicate the number and full name of the accountant who maintains the organization’s accounting.

Documents can be brought to the office in copies or sent in scans to e- mail: info@ jussfera. ru

Price legal services on the liquidation of an autonomous non-profit organization (liquidation of a non-profit partnership) is 28,500 rubles, excluding additional costs for notary services, state duty and publication of an advertisement.

Payment procedure for services- payment for services is divided into four stages: 7500 rubles, 6000 rubles, 7500 rubles. and 7,500 rubles, 100% prepayment for each begun stage of liquidation of an autonomous non-profit organization.

Notary services and state fees for the liquidation of a non-profit organization are paid additionally before the start of each stage of liquidation of the non-profit organization.

Our contacts:

Tel. 8-499-340-75-19 .

E-mail: info@jussfera. ru

Office adress: Moscow, st. Earthworks, no. 7, entrance 3, floor 2, office 215.

An autonomous non-profit organization (ANO) is understood as an economic entity without membership. The existence of such an enterprise is supported by contributions that come on a voluntary basis. The main purpose of organizations autonomous type is not making a profit, but providing specific areas of infrastructure. ANO today is a healthcare, sports and cultural institution. Non-profit organizations have a special tax status, the assignment of which gives the right to receive government benefits.

Basics of activities of autonomous non-profit organizations:

Persons from the founders who contributed property as a contribution to authorized capital, lose the right to it. Objects become the property of the organizations they supervise;
The founders and the organization itself are not interdependent, and therefore are not responsible for the results of activities (obligations);
Legal owners of autonomous non-profit organizations, in accordance with the law, exercise supervision over the enterprises they created. This rule also applies if the founders are legal entities (subjects of the Federation or municipalities). The main requirement for the governing body is to have at least two people on the board. An executive body (director) must also be created.

Decision to liquidate an autonomous organization

If there is a need to terminate the activities of an autonomous non-profit organization with a non-commercial bias, the procedure established by the legislator will have to be followed. The algorithm for liquidation from the register of legal entities involves checking the financial economic activity, notification of counterparties and preparation of a package of documents. Particular attention to the activities of ANO is explained by the use of preferential taxation regime. True, the founders retain the right not to disclose the real reasons for the closure of the enterprise.

Nevertheless, common reasons The closure of autonomous non-profit enterprises is a deviation from the main goal, the inability to perform basic tasks, increasing financial instability and even bankruptcy.

A complete list of conditions under which the liquidation of an autonomous non-profit enterprise becomes possible:

Prepared documents;
A recorded meeting of participants at which a decision was made to terminate the activities of the ANO;
Notification submitted in accordance with the established procedure to the media about the upcoming liquidation;
Once the ad is activated, the closing process begins. The period established by the legislator is two months;
Formation of a commission that will monitor the process of termination of activities. A liquidator of the ANO (responsible person, manager) is also appointed;
Preparation financial statements, drawing up a liquidation balance sheet;
Drawing up an interim balance sheet.

The law provides for several algorithms that founders can use to exclude an independent non-profit organization from the unified state register:

A business can be closed through voluntary liquidation. The decision is made by the founders;
You can terminate the activities of a non-profit organization using alternative option. For example, you can close by acquisition by a larger enterprise;
The restructuring option is suitable for ANO;
For autonomous non-profit organizations, closure is permitted by changing the composition of the founders.

An autonomous non-profit enterprise may be liquidated by decision of the judicial authorities. Close interaction with other organizations against the backdrop of weakening funding often leads management to a dead end. Creditors who fear for their funds may initiate an appeal to the court with a demand to forcefully close an organization that is on the verge of bankruptcy. In this case, the founders are relieved of the need to carry out all stages of voluntary liquidation, because the reason for closure becomes obvious.

After the managing body of the autonomous non-profit organization receives the corresponding decision, it should send the document to the tax authority, after which the enterprise will be deregistered.

In the course of conducting business activities, enterprises closely cooperate with other legal entities. Often the only way out of the situation is to close it in order to pay off accumulated debts. in this case, it can be initiated both by the management of the enterprise and by creditors. To begin processing documents for closing and filing an advertisement, a court decision is required.

Unlike limited liability companies, in an autonomous non-profit organization the founders are not responsible, including for the presence of debts.

Step-by-step instructions for liquidating ANO

The closure of autonomous non-profit enterprises has much in common with actions taken during the liquidation of other types of legal entities. However, the requirement for clear documentation remains the same. The presence of errors or minor shortcomings can provoke a delay in the process and increased attention from government agencies that supervise the shift legal status enterprises. You can familiarize yourself with the list of activities carried out by autonomous non-profit enterprises during liquidation in the current version of the Civil Code:

The founders formalize their decision to liquidate the non-profit organization. It is with the protocol that the process of preparing documents for making changes to the register of legal entities begins. At the meeting autonomous organization a responsible decision is made, which is certified by all participants. Subsequently, the protocol must be transferred to the Ministry of Justice. Not only the final stage of voting is documented, but also the voting process itself;
On next stage a special commission is being created, which will be in charge of checking financial and economic activities and supervising the preparation of reporting accounting documents. For the same period, a liquidator is appointed - an independent expert who is responsible for supporting the entire process;
The head of the liquidation project initiates an appeal to the media about the intention to close the autonomous non-profit enterprise. Two months pass from the moment of official publication, during which a list of debtors and creditors is formed. A plan for collecting receivables and a priority list for repayment of debts owed to the ANO are outlined;
Chief accountant legal entity financial indicators are checked, summary data is used to form an interim balance sheet;
The existing assets of the enterprise are used to pay off accounts payable in the established order of priority;
After two months from the date of official notification of entrepreneurs in the media, an application is submitted to the tax office. The package of documents that is attached to the application is carefully studied by inspectors, and a decision is made.

After all the measures have been taken, the liquidator of the ANO receives a corresponding notification about the exclusion of the enterprise from the unified state register.

Documents for liquidation of ANO

Closing an organization is always accompanied by the collection of a whole package of documents. This stage of the process should be given Special attention, if the head of the autonomous non-profit organization does not want to get into an unpleasant situation associated with delaying the liquidation. A standard list of documents that must be processed flawlessly. The following must be submitted to the tax office:

Original certificate confirming the fact of state registration (OGRN);
A statement in which the company expresses its intention to cease to exist;
The final balance sheet of an autonomous non-profit organization. The report should already have a mark from the tax authority confirming the audit of financial and economic activities;
A receipt or other document confirming payment of the state fee;
A certificate of seizure of a seal belonging to a legal entity or an order to transfer the seal;
Confirmation of full settlements with non-state funds;
Extract from the publication on the liquidation of the enterprise;
Details of all founders of the ANO and the chief accountant, passport data, TIN as individuals. Particular attention should be paid to changes in participants during the reporting tax period;
Copies of the organization's charter and state register.

Closing cost

If there are qualified employees on staff, such as a lawyer and an accountant, the process of completing documents during the liquidation of an autonomous non-profit organization will go without any difficulties. However, in the absence of such workers, it would be useful to contact specialized organizations. They will not only provide you with an experienced lawyer, but will also provide a guarantee that you will go through all stages of voluntary liquidation. The cost of such services usually varies, ranging from 30,000 rubles. The maximum cost of an outsourcing agreement may vary depending on the scope of work and the level of the company. ANO with debts will need to prepare a large amount.

The state fee for official registration of legal entities remains within reasonable limits. So, among the documents for deregistration is a receipt for payment of 400 rubles. This is exactly how much you will need to pay.

Consequences of liquidation of an autonomous non-profit organization in comparison with other types of non-profit enterprises

As a general rule, the management of autonomous non-profit enterprises cannot be held liable. At the same time, a specific list of penalties can be studied in the governing documents that regulate the order of existence of a particular type of enterprise:

For public and religious associations, foundations, non-profit partnerships and consumer cooperatives. Members and participants are not liable for the obligations of the enterprise (claims of creditors);
For private institutions, liability is provided for obligations that arise as a result of the enterprise’s financial and economic activities. If there are not enough funds in the assets of a legal entity to repay accounts payable, the funds of the founders or their property may be used to repay the debts;
ANO are independent from financial condition its participants;
Associations or unions are not liable for the financial obligations of their founders, but participants bear subsidiary liability for the debts of their enterprises. The level of penalties is determined by the constituent agreement;
Property owners' partnerships also do not provide for liability for the organization's obligations.

Liquidation of an autonomous non-profit organization is the procedure established by the legislator for removing an organization from the list of legal entities. The main reason for making such a decision is a strategic miscalculation of management. At the same time, you should not perceive the closure as a lifeline in the event of a creditor attack. Liquidation is always accompanied by a total tax audit. For this reason, managers of commercial (non-commercial) projects should always think about their reputation when liquidating an enterprise and try to hand over the organization to the tax authorities without consequences.

What is ANO? This abbreviation translates as an autonomous non-profit organization. As a rule, it does not have a membership. Such an organization is usually created by legal entities or individuals with the help of charitable property contributions. Why do we still need such companies? The thing is that they provide certain services in various fields life: in education, culture, healthcare, science and so on.

If you decide to establish an Autonomous Non-Profit Organization, you should know that the procedure for its creation is regulated by the Civil Code and some important laws, in particular, “On Non-Profit Organizations”. Those who want to become a founder should know a few important rules.

The first concerns the address of the organization; quite often the creators indicate a rented office, or the premises in which this moment Nobody lives. Sometimes ANO is registered by legal address, but it should be understood that this happens quite rarely. This information will need to be provided if the liquidation of the autonomous non-profit organization occurs.

The second rule concerns the founders. Their number, based on the laws Russian Federation concerning NPOs should not be limited. Therefore, an NPO can be headed by as many people as they like. It is allowed that the founders of an organization use the services of their autonomous non-profit organization in the same way as other residents of the country.

The most important document is the Charter. However, if desired, the founders can also enter into a constituent agreement among themselves. Since the organization is created on the basis of charitable property contributions, all property from the moment it was transferred to autonomous NPO, is considered her property.

Structure of an autonomous non-profit organization

It is worth talking about its structure. Every organization must have a supreme governing body. The procedure for its formation must be determined in accordance with the Charter. This supreme body needs to decide everything important questions that arise in the life of the organization, in addition, at one of the meetings he must appoint an executive body. He, in turn, is obliged to manage the activities of the organization and resolve many issues that should concern the supreme body.

Russians who decide to create an autonomous non-profit organization need to know that they can register the organization with the Directorate of the Ministry of Justice. During registration, the founders will need to pay a state fee, as a rule, it is about 4,000 rubles.

How does liquidation take place?

However, an autonomous non-profit organization is not always able to work as it should and bring benefits to Russians. In this case, the autonomous non-profit organization is liquidated. How to do this correctly, what should founders do first?

First of all, the creators of the ANO must contact the Ministry of Justice in the region in which this organization was created.

There, the creators will have to present the originals of some important documents. These include notification that a critical decision has been made to terminate the organization. The creators must also provide a notice indicating the creation of a liquidation commission and the appointment of a liquidator.

It is necessary to provide all (what possible) information. To the Ministry of Justice, the founders of an autonomous non-profit organization that is to close must bring a decision or a protocol from the highest body of this organization that the liquidation process has begun, a statement that the members of the liquidation commission have drawn up an interim balance sheet, and present it.

2 months after this, the founders must again come to the Office of the Ministry of Justice and bring with them several more important documents. Among them there should be an application for state registration, an extract from the protocol of the highest body of the organization, which should contain. It is worth bringing the liquidation balance sheet, which must bear the mark of the tax authority.

The creators of the autonomous non-profit organization, which should soon disappear, must have a receipt for payment of the state duty, a document confirming the fact of submitting the seal, as well as an announcement in the press that this Autonomous non-profit organization is being liquidated.

The procedure for liquidating ANO

Of course, there is a certain procedure for liquidating ANO. The founders of this Autonomous Non-Profit Organization should know it very well, since when it is created it is not known how long it will exist. The first stage is making a decision to liquidate this Autonomous Non-Profit Organization. This decision must be made at a meeting of the highest body in accordance with the charter of that organization.

After the decision to liquidate has been made, the founders must notify the Office of the Ministry of Justice of the Russian Federation for the desired region in writing. The period within which the notice must be submitted is 3 days after the decision on liquidation was made at a meeting with the participation of the highest body. By the way, during this meeting, members of the Council must create a liquidation commission and appoint its chairman - a liquidator.

He must establish order and organization. After this, the founders need to send a notification to the Department of the Ministry of Justice for the region they need and notify them of who has been appointed as the liquidator.

It is worth publishing in the press, for example in the journal “Bulletin of State Registration”, information about the liquidation of the ANO. After this, all necessary measures must be taken to identify creditors. It is also important to get accounts receivable and notify creditors that this Autonomous Non-Profit Organization has been liquidated.

After this, a special commission must draw up an interim liquidation balance sheet. This must happen no later than 2 months after the meeting at which it was decided that the work of the company should be stopped. The balance sheet must be approved by the Council of the organization, and notification of its preparation must be submitted to the Ministry of Justice. Next, the liquidation commission must pay off creditors and draw up the next balance sheet after all matters with creditors have been completed. The last stage liquidation is considered to be the state registration of an autonomous non-profit organization in connection with liquidation.

Examples of ANO work

Examples of NGOs include the World Association of Women Entrepreneurs FCEM, the Association of Managers, and the Russian Library Association. This is only a small part of such communities that are officially registered in the country. Separately, a little should be said about the last mentioned Association. Its members support and coordinate the activities of many Russian libraries and schools.

All this is done in order to preserve and develop librarianship in Russia as best as possible, although in Lately, after the advent of computers and the Internet, it became not very popular. For this organization, it is important to increase the prestige of libraries and protect the interests of these educational institutions and their employees. This is how this non-profit organization works.

Activities of a non-profit organization

NPOs are characterized by entrepreneurial activities, namely:

service sector, production of goods;
purchase and sale of company assets;
implementation of rights related to property;
contributions to business companies and partnerships;

With regard to profits, a non-profit enterprise is not distributed among the members of the organization, since it goes towards fulfilling the goals set when creating the NPO. Participants have the right to send their earnings to charitable foundations.

For public associations there is a restriction on conducting entrepreneurial activity- territorial. This means that the organization must conduct its activities exclusively in one subject of the Russian Federation.

The variety of activities of NPOs can be divided into:

activities carried out by the organization itself;
activities carried out by creating and participating in commercial organizations.

Considering the second case, questions may arise about whether it would be legal for an NPO to participate in a business organization or buy its shares. Yes, it is legal if all profits are used for the purposes for which the non-profit organization was created.

For some types of NPOs, legislation establishes restrictions on entrepreneurship. By law, organizations are prohibited from drawing up and signing an agreement collaboration(agreement of simple partnerships) for the sake of entrepreneurial activity.

In a situation where profits from business activities are only sufficient to maintain the existence of the organization, and documents confirm that this is contrary to the charter, the NPO may be subject to inspection by the Ministry of Justice of the Russian Federation. The Ministry or other bodies have the right to demand in court that this organization be liquidated, since the goals set out in the charter are not being achieved.

From this we can conclude that even if the profit of an NPO is small, it is necessary to continue the activities for which the organization was created. Programs, promotions, events in this case will be held at the expense of participants or sponsors.

Decision to liquidate an NPO

In order to make a decision to liquidate the fund, it is necessary to submit an application to the court by the participants of the organization themselves. For other NPOs, they can also be liquidated through the courts. Having violated the law or the organization's charter, the NPO will receive a warning issued by the Ministry of Justice or a resolution calling for the elimination of problems from the prosecutor.

More than two warnings or submissions - the possibility of liquidating a non-profit organization through the court.

Step-by-step instruction

Liquidation of NPOs takes place in the following sequence:

Creation of a general meeting to make a decision regarding liquidation;
Search for a liquidator and his appointment. A person or group of persons () is appointed as a liquidator. After this, the meeting must be recorded and signed by the participants.
Within three days, you must contact the registration authority and submit an application with form PH0005, minutes of the meeting, notice of the appointment of a liquidator or commission (form PH0006) and photocopies of the following documents: tax registration certificate, TIN, extract from the Unified State Register, documents, identification of participants, order for the appointment of an accountant, charter of the non-profit organization. This set of documents must be sent to the Ministry of Justice, the Social Insurance Fund and the pension fund. Next, the verified documents are sent to the tax office and the liquidation of the NPO begins.
Creating a message for the “Bulletin of State Registration” about the termination of an NPO for all those interested in its activities. It is necessary to indicate contact information, addresses, debts and, most importantly, the name of the non-profit organization. This is necessary in order to be able to contact the organization and clarify complaints and problems. The liquidator or commission must keep documents about the publication of this information in the media, namely the publication number and the message itself.
The next step is drawing up the ILB (interim liquidation balance sheet). It is necessary in order to consolidate all data on assets and liabilities. The balance is approved by the body that made the decision on liquidation. Drawing up a PLB will facilitate tax audits and systematize all data. The notification of the balance sheet is drawn up using form PH0007 and sent to the Federal Tax Service.
Afterwards, you need to pay off creditors if you have any debts. Money is paid first to employees, then to funds and banks, individuals and legal entities. If there is insufficient capital, the liquidator has the right to sell the property of the NPO to pay off debts. The remaining property is divided by the organization's employees, or it goes to the state.
Drawing up a liquidation balance sheet. If there are no debts, then it will be identical to the intermediate one.
Next, the state fee is paid - 800 rubles for legal entities. The absence of this fee indicates bankruptcy.
The penultimate step is that the NPO is excluded from the Unified State Register of Legal Entities. This is the most significant moment in liquidation. The registration authority must submit form PH0008 in the original, a protocol on the preparation of the liquidation balance sheet, a document confirming payment of the state duty, a court opinion, a registration certificate, and a document confirming the destruction of all seals of the organization. The entire package of documents is submitted by the liquidator.
The liquidation of an NPO itself is carried out by court.

Liquidation of NPOs through the courts

As mentioned earlier, the decision on whether or not to liquidate a non-profit organization can be made by the participants, the registration authority, and the court. The last two cases involve forced liquidation. If the court makes a decision to terminate any actions, then this is mandatory.

The stages and procedure for liquidation are regulated by civil law, and decisions on further activities are made exclusively by the founders.

In cases where violations of the law have been established, or a legal entity is unable to repay the debt, the fate of the NPO is decided by the state, namely the court.

It is necessary to file a lawsuit to notify the court when its decision is necessary. This is not a commercial dispute, so the claim must come from a specially authorized person. If a right is violated, this person becomes the government authorities and the municipality. If the rights of creditors are violated, it should be done. In both cases, the legal entity is the defendant and must provide facts and evidence to refute the position of the plaintiff. After considering all the materials in the case, the court makes a decision.

When identifying violations by an NPO in relation to a creditor, the court can make one of two decisions:

forcibly liquidate the organization;
apply the first bankruptcy procedure;

The liquidation of a non-profit organization by a court is regulated by the norms of substantive and procedural legislation. In order to find out the grounds for forced liquidation, you need to refer to the Civil Code.

The Arbitration Procedural Code contains issues related to the content and filing of a claim, determining jurisdiction and consideration of a liquidation case. It also describes the rules on the basis of which decisions made are challenged. also disputes between legal entities.

Liquidation by the Ministry of Justice

Upon liquidation, an NPO is required to submit a package of documents to the Ministry of Justice. This will be followed, unlike the tax service, by an in-depth examination of the legality of the reasons for terminating the activity.

Price

As mentioned earlier, when liquidating a non-profit organization, you must pay a state duty in the amount of 800 rubles. This will be the only payment if the liquidation is carried out by the NPO itself. When highly qualified lawyers are involved, the price increases to one hundred thousand rubles in large cities and up to eighty in the regions.

Responsibility

The founder of a legal entity is not responsible for the obligations of the legal entity itself and vice versa - general rule. But there are certain exceptions. For example, additional responsibility of NPO owners.

Employees of the organization bear a number of responsibilities: administrative, tax, civil and criminal. The principal officer is obligated to act honestly and reasonably only in the best interests of the legal entity he provides. (Clause 3 of Article 53 of the Civil Code of the Russian Federation) As a result, the manager bears full responsibility for costs, losses, damage caused to the organization (Resolution of the Tenth Arbitration Court of Appeal dated March 23, 2015 No. 10AP-18605/2014).

Challenging the unlawful liquidation of an NPO

Only legislation establishes the procedure for appealing a decision to liquidate an NPO. Persons interested in the activities of the organization have the right to appeal the decision in court. If the illegality of the decision is revealed, the state undertakes to pay the organization all costs and losses incurred. When making a decision, one should be guided not only by the law, but also by moral and ethical factors.

Consequences of liquidation of a non-profit organization

The main consequence is the cessation of any activities of the non-profit organization. If the procedure took place voluntarily, then this directly corresponds to the wishes of the participants to close the organization.

Another consequence is loss of property. As stated earlier, this will only happen if the capital of the NPO is insufficient to pay off debts and loans. In the event that liquidation occurs on the basis of a prosecutor's decision, the NPO will lose funds and the goals of its creation will not be achieved.

The result for all forms of liquidation will be the exclusion of the organization from the state register of legal entities.