HOA - a company that is created by the owners of real estate to manage it, provide the building as a whole with public services and maintain it in good condition. The term stands for "homeowners' partnership." The activities of HOAs are regulated by the Civil and Housing Code. These legislative acts do not provide for specific periods during which a partnership may operate, that is, in fact it is created on an unlimited basis, unless otherwise provided by the charter.
However, a situation may arise when it is necessary to eliminate HOAs.
Closing options
Normative acts provide for two options for liquidation:
- On a voluntary basis.
- Forced closure or, more precisely, by court order.
Regardless of the option of eliminating HOAs, a clear procedure is provided for each situation.
One of the options for voluntary closure of HOAs may be a reorganization. In this case, the partnership does not stop working, only takes a different form and performs other functions.
Voluntary closure
By decision of the owner, you can close the partnership in the following situations:
- If the organization does not fulfill its tasks, which are provided for by the statutory documents.
- A large debt on public services has accumulated, which is a consequence of the inefficiency of the organization's management.
- The end of the period for which the partnership was created.
Court closure
By court decision, the liquidation of the HOA may be carried out in the following circumstances:
- The activities of the enterprise are carried out with gross violations of applicable law.
- The inefficiency of the created enterprise is clearly visible.
- Activities are carried out with systematic violations.
- The emergence of debt obligations to utility providers and contractors against a backdrop of management inefficiency.
- The company does not fulfill the tasks assigned to it, or does not work at all.
- If the members of the organization do not pay utility bills.
- In cases where the proportion of those who did not join the partnership far exceeds the number of members of the company.
Step One - General Meeting of Owners
Liquidation of HOA: step-by-step instruction. The first and perhaps most important stage is the decision to close the partnership. To do this, it is necessary to gather all members of the society, put on the agenda the issue of liquidation, vote and draw up a decision by the protocol. By the way, a voting protocol will be required when applying to the tax authorities for closure.
In the decision to terminate the activities, a liquidation commission should be appointed so as not to re-convene the meeting for this issue.
The main problem that residents face is that many apartment owners do not want to participate in the meeting or even take a passive position.
Partnership Director Responsibility
The head of the HOA should also understand that, being the main legal entity, he is responsible for his actions, so he can be checked for intentional bringing the company to bankruptcy.
In cases where during the audit it will be found that the head of the partnership really abused his position, he will face administrative or criminal liability. If it is established that the director purchased property for personal use at the expense of the HOA money, then it will be sold, and the proceeds will be used to pay off debts.
Decision requirements
The decision to liquidate the HOA must be made at a general meeting, at which 2/3 of the members (of the total number of members of the partnership, and not the number of those who came) must vote “for” unless other requirements for the adoption of such decisions are specified in the charter enterprises. However, the quorum for such meetings is not stipulated at the level of normative acts.
It is at such a meeting that the composition of the liquidation commission is most often appointed, to which all the rights and obligations regarding the management of HOAs go from now on. The total life of the latter is 60 days. It is after making a decision on the liquidation of the HOA and the appointment of a commission, for 3 months, creditors have the right to make their claims.
Protocol requirements
The Protocol on the Elimination of HOAs is a standard document on the counting of votes, which must necessarily contain the following information:
- type of meeting;
- date, time and place;
- the number of those present, indicating the area owned by them;
- quorum;
- agenda;
- a brief description of the progress of the meeting, who spoke, whether there was a debate;
- decisions taken, with the number of votes;
- signature and name of the chairman and secretary of the meeting.
The protocol is a document that confirms the fact that the liquidation was carried out in accordance with the requirements of current legislation.
Step two - appeal to the fiscal authorities
After making a decision and filling out all the documents confirming the legitimacy of the decision made, these documents should be submitted to the tax authority where the partnership was registered. In addition to the protocol on voting, an application is submitted in the form of P15001.
Tax Authority Notification Form
When filling out form P15001, dashes in empty cells are not placed. The title page indicates the information about the partnership, TIN and PSRN, full name.
The second section indicates the reason for filling out the notice. It can be just liquidation or even the creation of a liquidation commission.
Columns are mandatory to be filled out on sheet “A” if it is indicated that a liquidation commission has been formed, that is, data are entered not about the leader, but about the head of the liquidation commission.
Information on the applicant is given on sheet “B”. Most often, this is the head of the commission.
Data from section 6 is entered at the notary public. Section 7 is filled out by the legal worker himself.
The third step - work with creditors and debtors
Step-by-step instruction on the elimination of HOAs: we inform lenders of the decision.
First of all, the appointed liquidation commission should publish in the “State Registration Bulletin” information that a particular HOA is terminating its activities and information on the procedure for accepting claims. In addition, the liquidation commission sends personal notifications to creditors in writing. Members of the commission must determine the circle of debtors and collect from them the due funds.
If there is not enough cash and property to pay off all debts, the company may declare bankruptcy. However, this requires one condition: debt to third parties must be at least 100 thousand rubles. As a rule, even a bankruptcy procedure is not a guarantee for lenders that they will receive their money, as HOA very rarely has property and debts, usually transferred to the next, newly created company or management company.
By the way, lenders have another chance to close the HOA if it does not repay the debt for 3 consecutive months. In this situation, it is they who can initiate bankruptcy proceedings.
Payment of debts occurs only after the approval of the interim balance.
Creditors Notice
Creditors are entitled to apply to the HOA for debt collection within 2 months from the date of publication of information in the "Bulletin of State Registration".
At the level of legislation, the form and text of the notification in the media has not been established. There is no clear indication that all creditors must be notified in person. Therefore, the tax authorities do not check the text of the announcement in the bulletin, they only make sure it is available.
Regarding personal notifications, the court is on the side of creditors. Therefore, it is still recommended that all be notified of the liquidation and that claims are being accepted. Letters are recommended to be sent only with a notification and with an inventory, and all supporting documents of dispatch should be kept in order to avoid contestation in court.
The order of liquidation of the HOA assumes: if there are open enforcement proceedings in relation to the partnership, then the liquidation service is obliged to notify the executive bodies of the upcoming closure.
The fourth step is an interim liquidation balance sheet.
The next step in the instruction on the liquidation of HOAs is the preparation by the liquidation commission of an interim act and its approval.
The following information is displayed in the act:
- Full information about the property of the enterprise.
- Accounts receivable.
- Accounts payable.
If the partnership does not have enough of its own funds for settlements with creditors, then the existing property is put up for auction. In situations where this measure also does not help, the partnership undergoes bankruptcy proceedings.
Fifth step - approval of the final balance
After debt repayment, a new and final liquidation balance sheet is drawn up. The next step in the liquidation of HOA is the meeting of all members of the partnership and the approval of the balance sheet.
The final stage - registration of liquidation
After approval of the liquidation balance sheet, the authorized person submits an application to the tax authorities on the registration of the liquidation of the HOA. In addition to the application, the following documents are submitted to government bodies:
- Receipt of payment of state duty, the amount is about 1 thousand rubles.
- Liquidation balance sheet.
Features of closing a partnership by court decision
If the HOA board does not want to liquidate the company on its own, then its members will have to take the initiative. For this, the interested members of the partnership can draw up a statement of claim and apply to the court with it. At the same time, it is necessary to fully cover the problem in the application and why it is necessary to close the partnership, what violations the enterprise administration allows. However, all violations must be supported by written evidence, which must be attached to the claim.
If in the course of the trial it turns out that the partnership does not want to voluntarily liquidate, then the judge may appoint the appropriate commission. Mandatory verification of the financial activities of the partnership. Otherwise, the procedure and documents on the liquidation of HOAs are the same if a sufficient number of votes were collected at the meeting when deciding to close.
Revision Commission
Despite the fact that the partnership closes, the revision committee continues its work. Now her main task is to control the actions of all members of the liquidation commission.
The Revision Commission has the right to check all receipts, cash and advance reports, draw conclusions about the property status of the partnership. How wages, size of debt obligations and other information are calculated.
Closing ramifications for residents
For the residents of the apartment building themselves, the lack of partnership is not very good. After all, after the liquidation of the HOA, according to the Housing Code of the Russian Federation, tenants again remain with their problems in the improvement and maintenance of the building. If it did not work out with the HOA, then you can contact the management company.
Residents should also remember that the debts created by the HOA do not affect their personal possessions in any way, they cannot even be recovered at the expense of communal property. Therefore, do not worry: even if the matter reaches the court, then he is not entitled to foreclose on the property of the members of the partnership.
Instead of a conclusion
At the level of legislation, there is no separate law that would approve the liquidation of a partnership. All norms and terms are prescribed in the Civil and Housing Code.
After the registry contains data on the closure of the HOA, an extract should be requested from the tax authority to protect all former members from encroachments by creditors.
It is also recommended that co-owners of an apartment building keep all documentation on HOA activities for 4 years from the closing date. If there was a sale of property, then such documentation is best kept for 10 years.
The co-owners of the apartment building have every right immediately after opening the HOA to open a new one. However, there are exceptions to this rule. If the partnership was closed by court order, and the reason was the presence of debts of apartment owners, the judge has the right to impose a ban on opening a new HOA for a certain period.