1. Despite some confusion in the legislation on consumer cooperatives, this organizational and legal form does not commercial organizations has been widely used in practice. Garage, dacha and housing cooperatives can be cited as an example. There are also consumer, service, supply, horticultural, gardening, credit, insurance and other cooperatives. Some organizations of the consumer cooperation system have inherited significant assets from the Soviet era.
Consumer cooperatives have many features of entrepreneurial economic associations and are, in essence, an intermediate form between commercial and non-commercial organizations. Some researchers classify consumer cooperatives as a mixed type of legal entity - a non-profit organization with certain elements of the status of commercial legal entities (such as the distribution of income between members and certain elements of legal capacity) (see: Parfiriev D.M. Civil law status and organizational and legal form of consumer cooperative: abstract of dissertation... candidate of legal sciences, Kazan, 2006, p. 7).
The law allows (in the presence of relevant provisions in the constituent documents) entrepreneurial activity of consumer cooperatives. Moreover, unlike other non-profit organizations, consumer cooperatives can distribute the income received from such activities among members. Of course, these opportunities can only be realized if there are appropriate provisions in the charter, since consumer cooperatives have a special legal capacity.
In addition, consumer cooperatives along with commercial organizations in certain conditions can be attributed to small and medium-sized businesses (Article 4 of the Federal Law of July 24, 2007 N 209-FZ "On the development of small and medium-sized businesses in Russian Federation"(SZ RF. 2007. N 31. Art. 4006)). This allows you to enjoy the privileges established for this category of persons.
2. As directed by comment. Art. the purpose of creating and operating consumer cooperatives is to meet the material and other needs of the participants. However, the same goals are also pursued by production cooperatives. Other similar features can be noted - the system of governing bodies, the principles of participation, admission and exclusion of members, the ability to engage in entrepreneurial activities and distribute the profits among the participants. In essence, the main difference between production cooperatives and consumer cooperatives is the absence in the law of the requirement for the personal labor participation of the majority of members of the cooperative in its activities.
Thus, the consumer cooperative, due to its flexibility legal regulation can become an even more convenient form of business than a production one.
3. By general rule a consumer cooperative can unite both citizens and legal entities. Citizens who have reached the age of 16 and (or) legal entities may be founders of a consumer society. The number of founders must not be less than five citizens and (or) three legal entities (Article 7 of the Law on Consumer Cooperation). An agricultural consumer cooperative is formed if it includes at least two legal entities or at least five citizens (Article 4 of the Law on Agricultural Cooperation).
A credit consumer cooperative of citizens is created on the initiative of no less than 15 and no more than 2000 people (Article 10 of the Federal Law of August 7, 2001 N 117-FZ "On Credit Consumer Cooperatives of Citizens" (SZ RF. 2001. N 33 (p. I) Article 3420)).
Thus, and in this respect regulation is more liberal than for production cooperatives.
At the same time, the law limits the participation of legal entities only in certain areas of consumer cooperation. Thus, legal entities cannot be members of credit cooperatives. Legal entities cannot act as founders of horticultural cooperatives (Article 1, Clause 1, Article 16 of the Law on Horticultural Associations of Citizens), which, however, does not prevent them from becoming members of a cooperative after its state registration.
4. The legislation does not require specifying the composition of the members of the cooperative in the constituent documents (ie, in the charter). However, the legislation provides for the approval of the list of shareholders (clause 3, article 7 of the Law on Consumer Cooperation).
Additional requirements for the charters of consumer cooperatives of certain types are provided for in Art. 11 of the Law on Agricultural Cooperation, art. 9 of the Law on consumer cooperation. Thus, the charter of an agricultural cooperative determines the powers, structure of the governing bodies of the cooperative, the procedure for electing and recalling members of the board and (or) the chairman of the cooperative and members supervisory board cooperative, as well as the procedure for convening and holding general meeting members of a cooperative or a meeting of authorized persons, etc.
5. Consumer cooperatives have an exclusive right to their name, which is similar to the right to a business name of commercial organizations. Mandatory requirements for the name of consumer cooperatives are given in paragraph 3 of the comment. Art. In particular, the name must contain the words "cooperative", "consumer union" or "consumer society" and an indication of the main (specialized) purpose of its activity (housing construction, housing savings, dacha), which is due to the special nature of their legal capacity. For agricultural consumer cooperatives, the name must also include the words "agricultural cooperative". A characteristic feature of agricultural cooperatives is the obligatory personal participation in economic activity cooperative (as in production cooperatives) and the direction of activity - agricultural production (processing, procurement, etc.). Consumer cooperation enterprises may also have a commercial designation (Article 1538 of the Civil Code).
6. On behalf of and in the interests of the cooperative, collegial and sole management bodies of the cooperative act in accordance with their competence.
Consumer cooperatives are characterized by a three-tier structure of governing bodies. So, higher authorities management is the general meeting of members or the meeting of authorized representatives. According to the law, it is impossible to hold a "mixed" general meeting, in which both individual members and authorized representatives participate. Voting at the general meeting does not depend on the size of property contributions: each member of the cooperative (or authorized) has one vote (clause 5, article 18 of the Law on Consumer Cooperation). The relations of authorized representatives with the members who appointed them are governed by the rules on representation.
The competence of the general meeting of members of the cooperative is not limited. The meeting has the right to accept for consideration and resolve any issues related to the activities of the consumer society, including canceling the decisions of the council and the board.
7. In the period between general meetings of a consumer cooperative, management is carried out by the council, which is a representative body. A member of the council cannot be a member of the board or a member audit commission consumer cooperative.
8. The executive body of the cooperative is the chairman of the cooperative (chairman of the board). It is possible (and in agricultural cooperatives with more than 25 members - mandatory) the formation of a collegial executive body- boards of at least 3 people. Only members of this cooperative can be members of the board. The competence of the board is determined by law and the charter of the cooperative. The distribution of duties between members of the board is determined by the board itself (clause 10, article 37 of the Law on Consumer Cooperatives). The chairman of the board acts on behalf of the cooperative without a power of attorney (subject to restrictions established by law, the charter and other internal documents of the cooperative). The powers of the members of the board of the cooperative (with the exception of the chairman) to conclude transactions must be documented (power of attorney or other authority).
9. Members of a consumer cooperative are obliged to finance the maintenance of common property and bear part of the common expenses in accordance with the decisions of the general meeting (through contributions).
The common property of the members of the cooperative (contrary to a common misconception) is not their common property, but the property of the cooperative. Members of the cooperative are not entitled to exercise the powers of the owner in relation to such property, but have rights of obligation in relation to it (see the decision of the Presidium of the Supreme Arbitration Court of October 5, 1999 N 5208/98 (Bulletin of the Supreme Arbitration Court. 1999. N 12)). In this sense, the provision of paragraph 3 of Art. 22 of the Law on Consumer Cooperatives, according to which admission and share contributions cannot be levied on personal debts and obligations of shareholders.
V certain types cooperatives, the legislation provides for the creation of property funds, namely: mutual, reserve, indivisible (agricultural consumer cooperative, consumer society), funds for mutual financial assistance, insurance funds and other trust funds. All the above cooperative funds can be classified depending on the type of consumer cooperative in which they are created; the designation or regime of the relevant fund; mandatory fundraising.
10. Members of a cooperative are liable for its obligations only within the limits of the unpaid part of the share contribution. At the same time, members of the cooperative are obliged to maintain its solvency, annually cover losses, restoring its financial position. In the performance of this duty, they, in essence, bear subsidiary liability for unfulfilled obligations of the cooperative for past years. This obligation is shared - each member of the cooperative is responsible in proportion to his share.
11. A member of a cooperative has the right to withdraw from it in the manner prescribed by its charter. By decision of the general meeting, a member of the cooperative may also be excluded from its composition, but only on the following grounds: failure to fulfill, without good reason, their obligations established by law or the charter, causing damage to the cooperative (Article 13 of the Law on Consumer Cooperation).
The withdrawing or expelled shareholder is paid the cost of his share contribution and cooperative payments in the amount, on time and on the terms that are provided for by the charter in the edition that was in force at the time of its entry. A deduction may be made from the payment in the order of offsetting counterclaims against the shareholder.
12. Legislation on consumer cooperation does not regulate the issues of transfer (assignment) of membership rights in a cooperative. It seems that, as in production cooperatives, in the cases and in the manner provided for by the constituent documents of the cooperative, its member can transfer his share (and, accordingly, the rights and obligations of the shareholder) to another member of the cooperative or to a third party (for more details, see comments to Art. 111).
13. In the comments. Art. does not contain provisions on the conditions for accepting an heir to the cooperative. These issues are regulated by Art. 1177 of the Civil Code, according to which the inheritance of a member of a consumer cooperative includes his share. The heir of a member of a housing, dacha or other consumer cooperative has the right to be accepted as a member of the respective cooperative. Refusal to accept an heir as a member of the cooperative is not allowed (Article 1177 of the Civil Code). It seems that this rule, by analogy with the law, should also apply in other cases of universal succession.
The object of inheritance is precisely the share certifying membership in the cooperative, and not the share contribution. If a share contribution were to be inherited, the successor could be denied admission to the cooperative, which is contrary to the imperative norm of the law. However, the heir does not become a shareholder automatically upon acceptance of the inheritance, but only if he expresses his will to participate in the activities of the cooperative.
The value of the share (and not the share itself) can enter into the estate only if the shareholder submitted an application for withdrawal before his death, but it was not satisfied by the time the inheritance was opened, or if the heir does not want to join the cooperative and demands to allocate the share.
14. Upon liquidation of the cooperative, the property remaining after the satisfaction of creditors' claims is distributed among the members. If the property of the cooperative is insufficient, the consumer cooperative may be liquidated in court at the request of creditors. A consumer cooperative, unlike most other non-profit organizations, can also be liquidated as a result of declaring it insolvent (bankrupt) in the manner prescribed by the Bankruptcy Law (see, for example, Resolution of the Presidium of the Supreme Arbitration Court of June 4, 2002 N 2487/02 (Bulletin VAS, 2002, No. 10). The law allows the voluntary bankruptcy of a cooperative and its liquidation on the basis of a decision of the general meeting of the cooperative.
15. Legal status consumer cooperatives, as well as the rights and obligations of their members, are currently determined by the Law on Consumer Cooperatives, which is in force to the extent that it does not contradict the Civil Code. This Law does not apply to agricultural consumer cooperatives, as well as to other specialized consumer cooperatives (garage, housing construction, credit, housing savings, etc.), whose activities are regulated by other legal acts, in particular the Law on Agricultural Cooperation, Federal Law No. December 30, 2004 N 215-FZ "On housing savings cooperatives" (SZ RF. 2005. N 1 (part I). Art. 41), FZ of August 7, 2001 N 117-FZ "On credit consumer cooperatives citizens" (SZ RF. 2001. N 33 (part I). Art. 3420). A housing savings cooperative, for example, is defined as a consumer cooperative created as a voluntary association of citizens on the basis of membership in order to meet the needs of members of the cooperative in residential premises by combining share contributions by members of the cooperative (Article 2 of the Federal Law "On Housing Savings Cooperatives").
The activities of non-profit organizations established by citizens for horticulture, horticulture and dacha farming (including previously established horticultural, horticultural and dacha partnerships; horticultural, horticultural and dacha cooperatives) are regulated by the Law on Horticultural Associations. Such associations can be created in the form of a non-profit partnership, non-profit partnership, a consumer cooperative (Article 5 of the Law on Horticultural Associations). In the latter case, the legislation on cooperation applies to the activities of the horticultural association.
The activities of homeowners' associations, dacha, housing cooperatives, housing construction cooperatives, in which all members have fully paid share contributions, are regulated by the legislation on homeowners' associations.
the federal law"On credit consumer cooperatives of citizens" regulates the activities of credit cooperatives - organizations created by citizens to meet the needs of financial mutual assistance. The activities of these cooperatives are limited to providing loans only for consumer purposes and only to citizens - members of the cooperative. A credit consumer cooperative of citizens is not entitled to issue loans to legal entities; act as a guarantor for the obligations of its members and third parties; contribute their property as a contribution to the authorized (share) capital of business partnerships and companies, production cooperatives and otherwise participate with their property in the formation of property of legal entities; issue own securities; buy shares and other securities of other issuers, carry out other operations on financial and stock markets, with the exception of keeping funds on current and deposit accounts in banks and acquiring state and municipal valuable papers. The main principles of the creation and functioning of credit consumer cooperatives of citizens are: voluntary entry and freedom of exit; equality of rights and obligations of members of the cooperative when making decisions, regardless of the size of share contributions; personal participation of members in the management of a credit consumer cooperative.
A consumer cooperative is a voluntary association of citizens and legal entities on a membership basis in order to meet the material and other needs of the participants, carried out by combining property shares by its members (clause 1, article 116 of the Civil Code of the Russian Federation).
In accordance with civil law, it is possible to create two types of cooperatives - consumer and production.
At the same time, a production cooperative is a commercial organization and its activities are aimed at making a profit, and a consumer cooperative is non-profit organization, the purpose of its activities - the satisfaction of certain needs of its members.
A consumer cooperative has a special status precisely in connection with the fact that it is founded and operates to meet the material and other needs of its members, such as housing and building cooperative(ZhSK), garage-building cooperative (GSK), dacha cooperative, etc.
Based on the foregoing, a consumer cooperative is allowed to carry out entrepreneurial activities, it is also granted the right to distribute the income received from such activities among the members of the cooperative (clause 5, article 116 of the Civil Code of the Russian Federation).
In practice, ZhSK and GSK, dacha, livestock, agricultural, credit and other cooperatives have become widespread.
The rules governing the activities of consumer cooperatives are contained in the following documents:
Civil Code of the Russian Federation;
Law of the Russian Federation of June 19, 1992 N 3085-1 "On consumer cooperation ( consumer societies, their unions) in the Russian Federation";
Federal Law of August 7, 2001 N 117-FZ "On Credit Consumer Cooperatives of Citizens",
Other laws and legal acts(Article 1 of the Law on non-profit organizations).
Members of a consumer cooperative may be citizens who have reached the age of 16 (Clause 2, Article 26 of the Civil Code of the Russian Federation), commercial and non-commercial legal entities, including unitary enterprises and institutions (taking into account the provisions of Articles 295, 297, 298 of the Civil Code of the Russian Federation).
Consequently, a consumer cooperative can be created by both citizens and legal entities, in contrast to production cooperatives, in which, as a general rule, the participation of legal entities is not allowed.
The legislation of the Russian Federation does not establish a minimum or maximum number of members of a cooperative, nor does it prohibit the simultaneous participation of members of a cooperative in other consumer cooperatives (including similar ones).
The founding document of a consumer cooperative is its charter.
In accordance with the Civil Code of the Russian Federation, the charter of a consumer cooperative, in addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation (name legal entity, its location, the procedure for managing the activities of a legal entity, the subject and goals of the activities of a legal entity), must contain the following information:
On the amount of share contributions of members of the cooperative;
On the composition and procedure for making share contributions by members of the cooperative and on their liability for violation of the obligation to make share contributions;
On the composition and competence of the management bodies of the cooperative and the procedure for making decisions by them, including on issues, decisions on which are taken unanimously or by a qualified majority of votes;
On the procedure for covering the losses incurred by the members of the cooperative (clause 2, article 116 of the Civil Code of the Russian Federation).
The property of the cooperative is formed at the expense of share contributions of members of the cooperative, the amount and procedure for making which is determined directly in the charter of the cooperative. The property of a consumer cooperative, acquired legally, belongs to the cooperative on the basis of ownership (clause 3, article 213 of the Civil Code of the Russian Federation).
Participants in a consumer cooperative have only liability rights (clause 2, article 48 of the Civil Code of the Russian Federation), with the exception of members of housing, housing construction, dacha, garage and some other types of cooperatives.
In accordance with paragraph 4 of Art. 218 of the Civil Code of the Russian Federation, members of a housing, housing-construction, dacha, garage or other consumer cooperative, other persons entitled to share savings, who have fully paid their share contribution for an apartment, cottage, garage, other premises provided to these persons by the cooperative, acquire the right of ownership to said property.
The presence of a mutual fund, which is formed at the expense of contributions from members of the cooperative, is the basis for the property isolation of the consumer cooperative. Making contributions to the share fund is the main obligation of the members of the cooperative, and liability is established by the charter of the cooperative for failure to fulfill this obligation.
Due to the fact that the legislation does not establish any restrictions on the minimum or maximum size of the share fund, the amount of contributions, as well as the size of the share fund itself, is determined by the charter of the consumer cooperative. At the same time, each member of the cooperative is obliged to contribute additional contributions in case of loss of the cooperative.
In case of failure to fulfill this obligation, the cooperative may be liquidated in court at the request of creditors.
Members of a consumer cooperative jointly and severally bear subsidiary liability for its obligations within the limits of the unpaid part of the additional contribution of each of the members of the cooperative.
The company's creditors may require each member of the cooperative to make the specified additional contributions, while foreclosing the personal property of the members of the cooperative.
In case of failure to fulfill obligations to make additional contributions, the cooperative may be liquidated in court at the request of its creditors (clause 4, article 116 and article 399 of the Civil Code of the Russian Federation).
The obligation to make property contributions practically exhausts the obligations of a member of a cooperative in relation to a consumer cooperative. Unlike production cooperatives, legislation does not require the personal participation of a member of a consumer cooperative in the activities of a cooperative, even if it entrepreneurial activity.
The management of a cooperative is determined by its charter and internal documents.
Typically, the governance structure of a consumer cooperative is similar to that used by a production cooperative and includes:
General meeting of the cooperative,
cooperative board,
Chairman of the board.
The legislation does not define what the competence of the governing bodies is and whether it should be spelled out in the charter of the cooperative.
A consumer cooperative has the opportunity to engage in entrepreneurial (commercial) activities. But in this case, the income received by the consumer cooperative from entrepreneurial activities carried out by it in accordance with the law and the charter is distributed among all its members (clause 5, article 116 of the Civil Code of the Russian Federation).
Note that the distribution of profits is a right, but not an obligation, of a consumer cooperative. At the same time, the grounds and procedure for the distribution of profits should be determined only by the charter of the cooperative or its internal documents.
From the foregoing, we can conclude that the consumer cooperative occupies a middle position between commercial and non-profit organizations, since it has features of both.
In conclusion, it is worth noting that, unlike other non-profit organizations, a consumer cooperative may be declared bankrupt in court if the requirements of its creditors are not satisfied, and the cooperative itself will meet the signs of insolvency (paragraph 1 of article 65 of the Civil Code RF).
"Cooperation is a world system that
brings together millions of shareholders around the world"
(K.P. Dyachenko)
Consumer cooperation makes it possible to carry out entrepreneurship within the free economy zone and receive The relevance of cooperative organizational and legal forms is becoming more and more obvious. Why? What are the types of cooperation? You will find answers to these and other equally interesting questions in this article.
Modern cooperative - what is it?
A consumer cooperative is an independent cooperation of citizens (legal entities) on a voluntary basis, collective ownership of an autonomous democratically controlled organization.
The purpose of each cooperative should be to satisfy some need (for example, material) of its constituent entities. Participation in a cooperative (membership) is carried out by pooling shares or contributions.
A consumer cooperative of citizens has the right not to be limited to one area of activity and to "saturate" not only the needs of the material plane, but also of a social, cultural and socio-economic nature.
The democracy of cooperation is that, regardless of the amount, shareholders have equal rights. The highest management body is the general meeting of shareholders.
A modern consumer cooperative provides many opportunities, including:
- quick opening of a business and obtaining tax benefits;
- effective business management and guarantees for the protection of property;
- conducting many types of business without licensing;
- absence of duties at the borders when transporting goods within the framework of projects in cooperation with the international cooperative alliance;
- management of housing and communal services of a multi-storey building;
- getting a loan quickly and at a low percentage.
Where did it all begin?
The first consumer cooperative was founded by weavers in 1769 in Scotland (Great Britain). He was engaged in selling flour to his participants at reduced prices, without intermediaries.
Consumer, credit and massively opened throughout Europe from the middle of the 19th century. They were an opportunity for survival in the difficult living conditions of that time and the only protection against dealers.
Gradually, a legislative and social basis for cooperation was formed. 1852 was marked by the adoption of the first law on cooperation in Great Britain.
An epochal event in history was the formation of the English "Society of Just Rochdale Pioneers", which flourishes to this day. This founder of modern cooperation was founded in 1844 in Rochdale. 28 weavers organized the first cooperative food shop.
Rochdale principles (mutual aid, equality, average prices, one participant - one vote) formed the basis of the cooperative movement.
Nowadays, hundreds of cooperative organizations of various types are successfully operating in the world, with a total number of participants of at least one billion.
Cooperative of citizens and the basics of its work
The legislative foundation for organizations of cooperative forms is laid down in the Constitution, 116), in special laws: “On consumer cooperation ...”, “On agricultural cooperation” and “On production cooperatives”.
The charter of a consumer cooperative, as the main constituent document, regulates the work of a legal entity. In relation to a particular organization, it reveals the range of rights, duties and responsibilities of participants, the composition of management bodies, the basics financial activities, economic and legal aspect.
In addition to information that is mandatory for a legal entity, the charter contains a decision on the size of share contributions and the features of their payment, the procedure for making decisions and covering possible losses. Profit from commercial and other activities is distributed in proportion to the share contribution made by the participants.
The debts of the organization partially become the responsibility of the shareholders. The amount of obligations per participant cannot exceed the additional contribution not yet made.
Members of a consumer cooperative are not only citizens, but also organizations (in this case, the participation of two or more individuals is mandatory).
Credit and consumer cooperation
The legal basis for credit cooperatives in our country was the Law of the Russian Federation "On Credit Cooperation". A credit consumer cooperative is an association of citizens (organizations) to provide mutual support in terms of finance and lending.
His main goal is the mutual assistance of participants: those who do not have funds receive them, and those who want to have an income give funds at interest. The secondary goal is to make a profit.
The property base of a credit cooperative consists of contributions, income from activities, borrowed funds and other legal sources.
Loans are usually issued at a higher interest rate than in a bank, but the guarantee of obtaining a loan is higher. This enables the members of the cooperative to have good dividends.
In general, credit cooperation contributes to strengthening financial security and obtaining stable income, if it is really a credit and consumer cooperative. The feedback from depositors today is mixed. So, many trust only banks, because scammers often hide under the guise of a cooperative organization.
How to choose an honest cooperative, not a financial pyramid?
- The constituent documentation must necessarily indicate the organizational and legal form: non-profit organization, credit cooperative.
- A citizen joining a cooperative has a legal opportunity to study the loan agreement. It is imperative to read the charter and the contract, if this is prevented, then most likely you are in a financial pyramid.
- It is worth choosing an organization that has been operating for at least 2-3 years and is a member of the union of cooperatives.
- Very high loan rates for shareholder members are also alarming. In addition, in a real cooperative they will not offer benefits for the "recruitment" of new members.
- Loud advertising is not for a cooperative, since it is registered mainly to provide financial mutual assistance to a specific group of people.
Agricultural cooperation
The legal basis is the provisions of the Law "On Agricultural Cooperation".
An agricultural consumer cooperative is established by both citizen participants and organizations. An important condition for them, it is involvement in agricultural production and other areas of the organization's work.
The consumer cooperative is a non-profit organization. The name "agricultural" allows you to invite agricultural producers to membership, and "consumer" to meet the needs.
There are quite a lot of varieties of agricultural cooperatives: enterprises that carry out processing, supply or marketing functions, services in the field of Agriculture, lending and others.
Housing and construction cooperatives
The legislative base for housing and construction cooperation is the Civil Code of the Russian Federation (Article 116) and the corresponding section in the Housing Code of the Russian Federation.
A housing consumer cooperative is a cooperation of participants (citizens or organizations) on a voluntary basis in order to solve housing problems, issues of improving an apartment building, and space needs.
Housing (LC) and / or construction (HBC) is a consumer cooperative and non-profit organization.
Housing cooperatives sell apartments in accordance with the Law "On Participation in Apartment Buildings".
Any persons, citizens (not less than 5 and not more than the total number of apartments) who organize it and sit at the first meeting can become members of this organization. A consumer residential complex obliges participants to pool funds for the maintenance of a house, and a construction one for construction.
A consumer building cooperative operates on the basis of a charter. It contains information about the goals and objectives, the order of work, the entry of new participants, contributions, mutual responsibility, and the composition of the governing bodies. When joining the LCD, it is necessary to study the charter and consult with a lawyer, as well as pay attention to the amount of the contribution, the procedure for paying a share, the rights and obligations of the participants.
For failure to fulfill obligations, that is, a complete non-payment of the contribution, the shareholder is excluded from the organization and loses the apartment.
It is impossible to get around the fact that there are fraudulent associations among housing mortgage cooperatives, so you should choose an organization very meticulously, given the opinion of a lawyer.
Garage consumer cooperative
The law that defines legal framework of the Russian Garage Cooperation (GPK) has not yet been adopted. The laws on cooperation and non-profit organizations do not apply to this association.
It remains to rely on the Civil Code of the Russian Federation and the Law "On Cooperation in the USSR", which is still being applied in practice.
The Garage Consumer Cooperative is a non-profit organization, a member association of citizens to meet the need for garages for vehicles.
The Charter of the CPC regulates the main issues of its work. It defines the sources of capital and the amount of contributions, property rights, conditions for entry and exit. A group of enterprising citizens (except for the preparation of constituent documentation) draws up a lease for a site for garages, submits documentation to the department for registration of land plots.
A garage consumer cooperative is registered as a legal entity, registered with tax office, receives settlement and personal bank accounts of participants.
When the constituent documents, cadastral passport and lease agreement are ready, you can proceed to registration in government agency. GPC enters into an agreement with a construction company.
3 stages of creating a cooperative
Registration requirements are regulated by the fourth chapter of the Law "On State Registration of Legal Entities".
At least 5 citizens (at least 16 years old) and legal entities have the right to create an organization in consumer cooperation.
Creation stage | Procedure |
1. Formation of a group of initiative citizens | Idea, social activity plan, business plan. Preparation of constituent documents and meetings. |
2. Holding a constituent assembly | Deciding on the formation of a cooperative organization and entry into the union of consumer societies. Approval of the list of shareholders, charter and cost estimates of entrance fees. Selection of governing and supervisory bodies. Formulation of the protocol. |
3. Registration | An application, a certificate of payment of the fee, minutes and documents approved at the meeting are submitted to the registration authority. The cooperative is considered valid from the moment of state registration. |
Pros and cons of a consumer cooperative
consumer cooperatives. Reviews
A study was conducted of the opinions of consumers and employees of the consumer cooperation system of Russia posted on the Internet (in several large cities and countryside). As a result, a large number of negative reviews were revealed.
For example, the population criticizes the regional and consumer cooperation stores: mainly the culture of communication with customers, assortment, working conditions for sellers. They also talk about high prices (above the market average). Several complaints concern violations of the shop's operating hours.
Many reviews note that the leadership of local consumer cooperation "pulls the blanket" on itself: a low level wages, lack of motivation of workers, exploitation.
They also pay attention to personnel issue: there are no young qualified specialists. There is an "aging" of the service personnel and management team. Many consumer cooperatives are in dire need of an infusion of new personnel.
Legislation on consumer cooperatives, Federal Law "On consumer cooperation in the Russian Federation"
The regulatory framework in Russia related to consumer cooperation is presented first of all Civil Code RF, which gives a general definition of a consumer cooperative, and also reveals the main provisions in relation to such a legal association and indicates some of the obligations of its members.
In addition, consumer cooperation in Russia is regulated in more detail by the Law of the Russian Federation “On consumer cooperation (consumer societies, their unions) in the Russian Federation” dated June 19, 1992 No. 3085-1. Compared to the code, this piece of legislation is more specific and covers, among other things:
- issues of creating a consumer cooperative;
- features of membership in such an organization;
- the structure of the consumer cooperative, including management bodies;
- composition of the company's property;
- the nuances of the work of consumer cooperatives, including issues of reorganization, liquidation and association into unions.
However, Law No. 3085-1 specifically highlights and excludes the activities of specialized cooperatives, such as:
- agricultural;
- credit;
- garage;
- others.
In this regard, the activities of some types of consumer cooperatives are regulated by special regulations:
- Law "On Agricultural Cooperation" dated 08.12.1995 No. 193-FZ.
- Law "On credit cooperation" dated July 18, 2009 No. 190-FZ.
- Housing Code of the Russian Federation (in relation to housing cooperatives).
The consumer cooperative is a non-profit organization
A consumer cooperative, in accordance with the law, is an association of people and organizations based on the desire to satisfy any similar material and other goals. At the same time, the founders of a consumer cooperative (society) may be citizens aged 16 years and over and (or) a legal entity. The constituent composition of the consumer community should not be less than 5 citizens and (or) 3 organizations.
Members of a consumer cooperative make entrance and share contributions with their property. Membership in a consumer union entitles its members to:
- By own will to participate in and out of society.
- Conduct activities for the work of the company with the opportunity to be elected to the management and control bodies.
- Receive co-op payments.
- To have preferences over other consumers in obtaining goods or services of a consumer cooperative.
- To sell personally produced goods or products through the consumer community.
- Enjoy other benefits.
- Have an advantage over other applicants when applying for a job in a consumer cooperative.
- Apply to the court with complaints against the actions of the governing bodies of the company.
The owner of the property provided as shares is the company itself. At the same time, in the Civil Code of the Russian Federation, a consumer cooperative appears as a non-profit organization endowed with the ability to conduct entrepreneurial activities in order to achieve its statutory goals. In the interests of this, a consumer cooperative may establish commercial, medical, educational and other organizations or be a founder (participant) of an entrepreneurial company. However, a non-profit consumer cooperative is vested with the right to distribute part of the profits among its members and therefore occupies an average position between commercial and non-profit organizations.
Separate types of consumer cooperatives, such as agricultural and credit, are also defined in regulations as a non-profit organization. Let's consider them in more detail.
Credit consumer cooperative
In accordance with the law "On credit cooperation" dated July 18, 2009 No. 190-FZ, a credit consumer cooperative is an organization created on a voluntary basis, uniting citizens and enterprises on the basis of membership, territorial, professional or other grounds in order to compensate for the financial needs of its participants . In a number of credit consumer cooperatives, 2 formations are distinguished into separate groups:
- credit consumer cooperative of citizens (members of the organization are only individuals);
- tier 2 credit cooperative, an entity consisting only of credit cooperatives.
A credit consumer cooperative can be created by citizens or legal entities in the amount of 15 or 5, respectively. If a cooperative is mixed in its constituent composition (represented by both citizens and organizations), then there must be at least 7 founders. The procedure for creating a credit consumer cooperative is similar to the procedure for organizing and registering any other legal entity, with the exception of the requirement to include the phrase “credit cooperative."
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Credit consumer education is defined in the law as a non-profit organization that coordinates the provision of material assistance to its shareholders. To achieve this goal, the cooperative operates in two ways:
- Combines share contributions and attracts funds from participants and other cash in accordance with the law and the charter of the cooperative.
- Provides loans to its members from the funds raised.
In addition to these actions, as any non-profit organization, a credit consumer cooperative has the right to carry out other types of activities aimed at achieving the goals for which it was created, and subject to the restrictions established in Art. 6 of Law No. 190-FZ.
Regulation in the field of credit cooperation is carried out by the Bank of Russia.
Agricultural consumer cooperative
An agricultural consumer cooperative is defined in the law as an association formed by agricultural producers and (or) citizens engaged in agricultural production on personal plots. Necessary condition In order to be accepted as a member of an agricultural cooperative of citizens leading a personal subsidiary plot, their participation in the economic activities of a consumer cooperative is mandatory.
The Agricultural Consumer Union is a non-profit organization and, in accordance with the type of activity, is divided into:
- processing;
- trade;
- serving;
- supply;
- crop production;
- livestock;
- a consumer cooperative of a different kind.
At the same time, half of the total volume of work performed by the cooperative should be carried out for the members of this association.
An agricultural consumer association is formed if it includes at least 2 organizations or at least 5 citizens. The name of the cooperative must contain the words "agricultural consumer cooperative" and an indication of the main type of activity.
The creation of an agricultural cooperative at the initial stage involves the development of a technical and economic plan that argues for the production and economic activities of the union, the acceptance of applications for membership in the cooperative, the holding of a general meeting of members of the association, and the preparation of a draft charter. In the future, the organization is registered in the usual manner provided for any legal entity.
Exemplary charter (sample 2019 - 2020) of a consumer cooperative
| Download charter form |
Each of the considered legislative acts (laws No. 3085-1, 190-FZ, 193-FZ) contains a rule that defines the basic information that should be included in the charter of a consumer cooperative.
General data for charters of all types of consumer associations are:
- the name of the society;
- the address;
- the main direction and goals of the activity;
- rules for admission to membership in the cooperative and the procedure for leaving it;
- information about the share contribution, including data on the amount, payment procedure, liability for delay;
- information on the structure and procedure for the formation of the governing unit of the union;
- the composition of the rights and obligations of members of the society;
- rules for the distribution of income and losses generated in the course of the work of the cooperative;
- the procedure for the reorganization and liquidation of a consumer cooperative.
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