OPPORTUNITIES of Consumer Cooperation
for business

35 opportunities of the International Consumer Society (ICS) for your business

International Consumer Society (ICS), operating under Federal Law 3085-1 of June 19, 1992 "On consumer societies and their unions in the Russian Federation"

  • 1. 100% asset protection;

  • 2. Legal tax payment at a 0% rate;

  • 3. Internal redistribution without hidden markups, instead of external sales;

  • 4. No confirmation of origin of property and funds required;

  • 5. Operates on the principle of a closed club;

  • 6. Lockdowns and bans due to the pandemic do not apply to closed clubs;

  • 7. State authorities and local self-government bodies are not entitled to interfere in the economic, financial, or other activities of consumer societies (Art.3 of Law 3085-1);

  • 8. Можливість створення афілійованих компаній на різних податкових режимах зі 100% участю МПО (п.5 ст. 123.1 ЦК РФ). Внески цих ТОВ у МПО є витратами; (якщо дуже треба, але краще не світитися)

  • 9. Можливість розподілу товарів і благ, а не продажу (ст. 5 Закону 3085-1);

  • 10. Можливість «зникнути» як фізособа та діяти через МПО (ст. 1 Закону 3085-1 «задовольняти потреби пайовиків»);

  • 11. Немає доходу фізособи, а отже 13% ПДФО = 0. Внесення та повернення пайових внесків не вважається доходом;

  • 12. Розміри пайових внесків не обмежені.

  • 13. Possibility to use the Cyclos hardware-software system for internal accounting of share contributions. Redistribution of goods/works/services occurs without change of ownership, therefore it is not considered a sale;

  • 14. No licenses, certificates, veterinary requirements, etc. are required for redistribution among members;

  • 15. Possibility to create cooperative units without independent legal status;

  • 16. The MPO can purchase anything to meet the needs of members. No restrictions on payments from the account, including for any personal purposes. No cash register restrictions;

  • 17. The MPO drafts its own Charter and Regulations under which it conducts non-profit activities;

  • 18. The property owner is the MPO as a legal entity. There are no founders. 1 Member = 1 vote;

  • 19. There are no employees under labor contracts, so there are no salaries, payroll taxes, vacation pay, or social benefits. Reporting is always zero;

  • 20. No limitation on the share fund. Not listed in the Unified State Register of Legal Entities;

  • 21. The Consumer Protection Law does not apply;

  • 22. In case of bankruptcy, the share contribution is not included in the bankruptcy estate;

  • 23. The MPO is not liable for the debts of members;

  • 24. Possibility to legalize income: contribute as a share contribution;

  • 25. The share contribution is refundable;

  • 26. Existence of an INALIENABLE fund. No one can withdraw property from it;

  • 27. The MPO is not an NGO. Federal Law-7 “On Non-Profit Enterprises” does not apply to consumer cooperatives. The MPO does not report to the Ministry of Justice;

  • 28. The MPO belongs to non-commercial corporate organizations (Civil Code of the Russian Federation, paragraph 6, Article 123.1);

  • 29. The highest governing body of the corporation is the general meeting of its members;

  • 30. If the corporation is declared bankrupt because its obligations exceed the value of its assets, shareholders (members) are not required to pay the remaining obligations (Clause “e” paragraph 4.40 SNS-2008 page 73);

  • 31. When joining as a member of an MPO, the organization is not absorbed, it remains an independent legal entity, but gains the opportunity to expand its market in a tax-free environment;

  • 32. The possibility to attract borrowed funds from members and other persons;

  • 33. To carry out foreign economic activity; members can be citizens of any country and contribute share contributions in money, property, etc.;

  • 34. Cooperative trade is transactions without alienation. No transfer of ownership rights;

  • 36. The icing on the cake – CONSIGNMENT.


More details about the opportunities of ICS:

  • 1. 100% Asset Protection

    Article 25, clause 2. A consumer cooperative is not liable for the obligations of its members.
    Article 22. Entrance and share contributions cannot be subject to claims for personal debts and obligations of members.

  • 2. Legally pay taxes at a 0% rate

    2.1. CPC under simplified taxation 6%. No income, no profit, tax 6% = 0. Share contributions and their return are not considered income.

  • 3. Redistribution of earned funds, not earning

    Money, property, property rights, etc., contributed as Share Contributions (SC) do not become the property of the CPC. The right to dispose of claims to their SC remains with the member. In the process of redistribution within the CPC and fulfilling members’ orders for acquisition from third parties, members may increase or decrease their SC, but the total share fund remains unchanged until the member exits or partially withdraws their SC.

  • 4. No proof of origin of property and money is required when making a membership contribution

    A membership contribution is a property contribution by a member to the consumers’ society’s membership fund in cash, securities, land plot or land share, other property or property or other rights with monetary value.
    (Where does the citizen’s money come from? — earned it. All taxes have already been withheld by the state. That is, this money is cleaned of taxes.)

  • 5. Operates on the principle of a closed club

    Article 3. The state and the consumer cooperation system:

    1. State authorities and local self-government bodies are not entitled to interfere in the economic, financial and other activities of consumer societies. Relations between consumer societies, their unions and the relevant executive bodies are determined by agreements.

  • 8. Creation of affiliated companies under different tax regimes with 100 percent participation of MPO

    Civil Code of the Russian Federation Article 65.3. Management in a corporation. Decisions on the creation by the corporation of other legal entities, on the corporations participation in other legal entities, on the creation of branches and on the opening of corporate representative offices, …

    Civil Code of the Russian Federation Article 123.1, paragraph 5. The charter of a non profit corporate organization may provide that decisions on the creation by the corporation of other legal entities, as well as decisions on the corporations participation in other legal entities, on the creation of branches and on the opening of corporate representative offices shall be made by a collegial body of the corporation.

    Article 21.
    1. The property of a consumer society is owned by the consumer society as a legal entity.
    2. The property of a consumer society is not distributed in shares (contributions) among its members.
    4. Consumer societies to achieve their statutory purposes may establish business companies, medical, educational and other organizations, branches and representative offices that meet the statutory purposes of consumer societies, and may also be participants in business companies, cooperatives, and contributors to partnerships.
    5. Property for institutions established by a consumer society is secured under the right of operational management.

    Additionally

    All property of these companies should be held by MPO – fleets, machines, premises, technologies, inventions and other assets.

    Advantages of MPO as a non profit service provider (Federal Law 44)

    Public procurement. From the total, 15 percent is allocated to non profit organizations, and there are few of them. Chances of winning are higher. LLC – managing MPO property, will use it to generate income.

    Opportunities of a non profit consumer cooperative (MPO)

  • 10. The possibility to disappear as an individual and act through MPO

    Article 1 of Law 3085-1 "to satisfy the needs of shareholders";

    Redistribution within one legal entity of property belonging to it is not considered a sale. Shareholders contributions and their changes are recorded on the personal accounts of shareholders. MPO can purchase anything (including by order/instruction of a shareholder in account of his contribution), but cannot sell, however can transfer, issue, return.
    If a shareholder has a problem with banks/bailiffs/other bodies, it is possible to issue him a corporate non named card with an allocated limit, from which he can make any purchases directly

    Likewise, it is possible to issue a card to a shareholder supplier and to transfer to him an increase in his contribution by means of the contribution. Let him purchase necessary consumables/goods from the account within the limit.

    By order of shareholders, it is possible to pay everything for them – utilities, kindergarten, milk, car, state duties… Thus, a citizen can completely disappear as a taxpayer for the relevant authorities.

  • 21. The law on consumer rights protection does not apply

    Relations regarding the transfer of monetary savings to cooperatives are based solely on citizens membership in the cooperative, their participation in its activities and do not fall under the scope of consumer rights protection legislation, as members of a consumer cooperative are not consumers within the meaning defined by the Law of the Russian Federation "On Consumer Rights Protection".

    Consumer rights protection legislation applies only to remunerated civil law contractual relations that are not related to citizens membership.

    24. Making a contribution and issuing an indefinite interest free loan secured by the contribution

    Article 5. The powers of a consumer society to provide lending and advance payment to shareholders in the manner established by the charter.

    Consumer Cooperation

    Consumer cooperation is a tool for tax free operations between commercial companies.
    Consumer cooperation is a public business, the number of co founders (shareholders) is unlimited.
    Consumer cooperation is a matrix enterprise for a holding structure.
    Consumer cooperation is an opportunity within the law, in a safe non profit environment, to develop its goals and satisfy needs.
    If there is no money in the corporation, then no one owes anything to anyone! This is confirmed by the Civil Code of the Russian Federation Article 123.3. Obligation of members of a consumer cooperative to make additional contributions.

  • 19. No employees under an employment contract means no salary, no payroll tax, no vacation pay, no social payments. Reporting is always zero

    The labor contribution of cooperative members is not the labor function of an employee, according to Article 15 of the Labor Code – it is their economic function by virtue of their status, simultaneously as co owners and clients, suppliers and consumers of the cooperative enterprise they create. Accordingly, the labor contribution, more precisely the result of personal participation in the economic activity of the cooperative, is accounted for as a share contribution, based on the protocol of the MPO Council decision, which also records the monetary valuation of such a result. Such a contribution is then credited to the personal account and may subsequently be returned or exchanged by agreement of the parties.

    There are no services, there is joint activity. (A waiter may mop the floors, and a cleaner in the kitchen wash dishes, the cook serve themselves, etc.).

    Civil Code of the Russian Federation § 6. Non commercial corporate organizations.

    Civil Code of the Russian Federation Article 123.1. Non commercial corporate organizations are created in the organizational and legal forms of consumer cooperatives that do not pursue profit as the main purpose of their activities and do not distribute the profit received among participants (paragraph 1 of Article 50 and Article 65.1).

    A share contribution is not an investment because it is made not to gain profit, but to satisfy personal needs. The shareholder retains the right to manage their share contribution within the MPO. If profit appears as a result of MPO activities, it remains the property of the legal entity itself, not the shareholder who made the contribution.

    A SHARE as an investment is made in a credit MPO. Specifically to gain profit.

    I believe this is necessary to remove confusion in terms and to distinguish between the concepts of SHARE and share con

  • 15. The possibility to create cooperative units without independent legal status

    Article 17, clause 1. In cases where the members of a consumer society are residents of several settlements and the number of members is large (up to 100 people), cooperative units may be created within the consumer society, whose highest authority is the meeting of the members of the cooperative unit. From each CU, an Authorized Representative is elected who alone represents the entire CU at the general meeting.

  • 34. Cooperative trade is transactions without alienation. No transfer of ownership rights

    Art. 235 of the Civil Code of the Russian Federation 1. Ownership ends when the owner alienates their property to another person, renounces ownership, the property perishes or is destroyed, or ownership of the property is lost in other cases provided by law.

    Clause 1 of this article specifies a special ground that cannot lead to the emergence of ownership for another person — the death or destruction of property. The destruction of property can occur at the will of the owner (including as a result of using the property for its intended purpose — consumption of food products, processing, and other consumed items).

    Distribution of income among members

    he income received may not be distributed among participants, even if the law on such organizations states otherwise, since according to clause 4 of Article 3 of the Federal Law of May 5, 2014 No. 99-FZ "On Amendments to Chapter 4 of Part One of the Civil Code of the Russian Federation and on the Recognition of Certain Provisions of the Legislative Acts of the Russian Federation as Invalid" until bringing legislative acts into compliance with the provisions of the Civil Code of the Russian Federation in the wording of the said Law, the relevant legislative acts apply insofar as they do not contradict the provisions of the current version of the Civil Code of the Russian Federation (para. 2 clause 2 of Article 3 of the Civil Code of the Russian Federation).

    Article 123.1 of the Civil Code of the Russian Federation. Non-commercial corporate organizations are created in the organizational and legal forms of consumer cooperatives, which DO NOT PURSUE THE EXTRACTION OF PROFIT as the MAIN PURPOSE of their activities and DO NOT DISTRIBUTE the profit obtained AMONG PARTICIPANTS (paragraph 1 of Article 50 and Article 65.1).

    Non-commercial corporate organizations (NCorO)

    Non-commercial corporate organizations (NCorO) are legal entities that do not pursue profit-making as the main purpose of their activities and do not distribute the profit obtained among participants (clause 1 of Article 50 and Article 50.1), whose founders (participants) acquire the right to participate (membership) in them and form their supreme body in accordance with clause 1 of Article 65.3 of the Civil Code of the Russian Federation.
    Non-commercial corporate organizations are created in the organizational and legal forms of consumer cooperatives, public organizations, associations (unions), homeowners associations, Cossack societies, as well as communities of indigenous small-numbered peoples of the Russian Federation (clause 3 of Article 50 of the Civil Code of the Russian Federation). NCorO are created by decision of the founders.

    These bodies approve the Charter of the respective non-commercial corporate organization and form its bodies. Practically all non-commercial organizations are allowed by law to engage in entrepreneurial activities, but only insofar as this serves the achievement of the purposes for which they were created.
    Such activities include income-generating (except for state and private institutions) production of goods and services that meet the purposes of creating a non-commercial organization, as well as acquisition and sale of securities, property and non-property rights, participation in business companies and participation in partnerships in trust as a contributor. Non-commercial organizations direct the profit obtained to achieving the set goals. A non-commercial corporate organization is the owner of its property.