An autonomous non-profit organization, or ANO, is an autonomous and non-profit institution of a unitary type. As a rule, such organizations usually include religious, stock and some other enterprises. Despite the fact that the concept and its decoding are familiar to many, the features and differences of such an organization remain a mystery to many.
What are the key differences of ANO from other enterprises?
Such an enterprise arises solely on the basis of property shares of individuals and legal entities. There is completely no membership form of participation. The organization itself is engaged in scientific, sports, legal or health activities.
Despite the fact that the enterprise is not commercial, it has the right to engage in entrepreneurial activity. There are several restrictions on business activities. It is allowed only in cases where it meets the goals of the organization and contributes to their achievement. Due to this, non-profit organizations of this type are widespread in the Russian Federation.
For example: Autonomous non-profit organization "Assistance Center", various boarding houses, private clinics, sports clubs, health centers, etc.
Important! The founders have nothing to do with the debt obligations of the organization, nor does it have any relation to their financial difficulties.
Management of the company is carried out in accordance with the procedure that is regulated by the Charter of the organization. The general meeting of the founders is considered the highest management body of the ANO with a collegial type of board. The CEO or chairman is appointed by voting at a general meeting. The candidacy is selected from those persons who are the founders.
Autonomous Nonprofit Organization: Education and Registration
A significant difference in the registration of ANOs is that at first the organization is formed, and only then it is registered. As already noted above, the founders of the enterprise can be both individuals and legal entities.
The decision to establish an ANO is taken collectively during a meeting of its founders or independently by the sole founder. A package of documents for registration with the competent authority must be submitted no later than 3 months from the first day of the company’s existence. The state duty for registration of ANO is paid until the moment of submission of documents.
After collecting and approving all the necessary papers, paying the state fee and providing copies of additional papers that may be required, the founders receive a decision. In the case of a positive answer, all data, in accordance with the established procedure, must be entered into the Unified State Register of Legal Entities.
What documents are required for registration?
In the Charter, as in the basic document, the following data must be present:
- company name - full name, for example Autonomous Non-Profit Organization of Continuing Education “Lux”;
- his location;
- information on occupation;
- management procedure;
- subject and objectives of the organization;
- ways of forming property;
- the procedure for dealing with property in case of liquidation of the enterprise;
- ways of forming property;
- the procedure for editing the constituent documentation;
- other information that does not contradict the current legislation of the Russian Federation.
In addition to the mandatory Charter, a non-profit organization is entitled to conclude a memorandum of association, which, unlike the Charter, is not subject to mandatory registration.
What is a memorandum of association?
Such an agreement may include:
- The procedure for the withdrawal of founders from an autonomous non-profit organization.
- Conditions for the transfer of material assets.
- Organization Order.
- Other important points.
What papers need to be prepared?
Full list of documents for registration of an enterprise:
- application form;
- articles of association;
- receipt of payment of state duty;
- data on the legal address of the enterprise;
- other documents that may be required: a visa for foreign founders, approval of the use of the specified name, extracts from the registers for foreign persons, etc.
How is the withdrawal from the founders of the ANO?
According to the current legislation, the procedure for secession from the founders of the Autonomous Non-Commercial Organization can be carried out at will. However, the inclusion of new persons in the ANO is carried out only after a general collective decision has been made by other participants.
In 2014, the legislation of the Russian Federation underwent some changes, after which it became mandatory to fix the entry and exit of the enterprise participants in the Unified State Register of Legal Entities. If the data were not indicated in the Charter, the wording is fixed in it.
How are material values and other property formed in the ANO?
Formally, the organization is still considered non-profit, and therefore its property is initially formed by transferring any values owned by its founders. After the transfer of property rights, the owner loses his rights to value. As mentioned above, the company is not responsible for the debts of its founders and the CEO, as well as they are not related to the debt obligations of the institution.
In other words: an autonomous non-profit organization of vocational education, which was founded only by one founder, but then other members joined it, in case of serious financial problems, does not have the right to demand his property back.
Reorganization and liquidation of the enterprise
All actions that are carried out in relation to the enterprise are necessarily agreed upon during the general meeting of the founders, that is, collectively.
And how is the reorganization of the enterprise? If desired, an autonomous non-profit organization can be transformed into a fund, but the final decision on this matter is made by the supreme body. Reorganization is also quite possible in the format of accession, transformation, separation and merger.
Liquidation can be carried out not only by agreement of the founders of the organization, but also by decision of the authorized body. Creditors are entitled to make their claims for a period of at least two months from the date of publication of data on the liquidation of the enterprise. The appointed liquidation commission shall warn creditors of the liquidation of the non-profit organizations and take measures to identify them and to receive receivables from them.
Liquidation process
Stages of voluntary liquidation of the enterprise:
- Making a decision on liquidation and creating a responsible liquidation commission, setting deadlines and procedures for liquidating an enterprise.
- Notifications to the Ministry of Justice, territorial offices of the PF and the social insurance fund, tax.
- Placing a typical announcement on the liquidation of the enterprise in the media.
- Preparation of an interim balance sheet, which displays all the debt obligations of the company, a list of its debtors, information about paying taxes, etc.
- Debt collection and work with creditors.
- Preparation of all necessary documentation for the liquidation of the company.
Advantages and disadvantages of ANO
Due to a number of preferential advantages in taxation, enterprises such as ANOs are a pretty tidbit for entrepreneurs.If you are not scrupulous in planning the charter of a future company, these advantages can become serious disadvantages.
Be mindful of activities. An autonomous non-profit organization of continuing professional education, the purpose of which is obvious, cannot be engaged in other activities. Even if they are allowed for other ANOs.
A significant difference between other enterprises is that entrepreneurial activity can only be aimed at achieving the goals of the company. And the purpose of its existence is not to profit from entrepreneurial activity.
Unlike any commercial enterprise, the profit here is divided in equal shares between all participants. Legislation categorically prohibits the sharing of profits among founders. The latter still have the right to use the various benefits and services produced by the enterprise. With regard to the implementation of any tasks, then salary should be provided for it.