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Organisation of Commerce and Management · Ch 5 — Forms of Business Organisation – II

Comparing the Institutional Forms

7

Comparing the Institutional Forms

7. Comparing the Institutional Forms

Co-operative Society vs. Joint Stock Company:

Note

Co-operative Society vs. Joint Stock Company

BasisCo-operative SocietyJoint Stock Company
Primary motiveService to members (mutual welfare)Profit for shareholders
Governing lawState Co-operative Societies ActCompanies Act, 2013 (central)
Voting rightOne member, one vote (regardless of capital)Voting proportional to shareholding
Minimum membersCommonly 10 (varies by state Act)2 (private) / 7 (public)
Surplus distributionBroadly by patronage (business done with the society)Dividend proportional to shares held
Registering authorityRegistrar of Co-operative SocietiesRegistrar of Companies
Capital-raising capacityLimitedCan be very large, especially for a public company

How the corporate/institutional forms (this chapter) differ from the non-corporate forms (Part I — Sole Proprietorship, Partnership, Joint Hindu Family Business):

  1. Separate legal entity — a Co-operative Society and a Joint Stock Company are each distinct legal persons from their members; a Sole Proprietorship has no legal identity apart from its owner, and even a registered Partnership firm is not, in Indian law, a person separate from its partners in the same full sense.
  2. Liability — members/shareholders of a Co-operative Society or Company enjoy limited liability (capped at capital contributed/unpaid share value); a sole proprietor and (ordinary) partners bear unlimited personal liability for business debts.
  3. Continuity — a Co-operative Society and a Company both enjoy stable/perpetual existence unaffected by a change in individual membership; a Sole Proprietorship ends with the proprietor, and an (ordinary) Partnership is, in principle, dissolved by the death or exit of any partner unless the partnership agreement/remaining partners provide otherwise.
  4. Formation formality — both corporate forms require formal registration under their respective governing Acts before they can lawfully commence and enjoy these advantages; Sole Proprietorship needs no such registration to exist, and Partnership registration (while …
Definition 1Unlimited Liability (contrast)

The condition — applicable to a Sole Proprietorship and an ordinary Partnership, but NOT to a Co-operative Society or a Company — where an owner/partner's personal assets can be used to pay off busines …