1 Social Enterprise What is a social enterprise? ‘Social enterprise’ has no settled definition but the term refers to a business for a social purpose: using a business strategy to achieve a social, cultural or environmental goal or another kind of community benefit, rather than for the economic benefit of shareholders or owners. As a business they operate in commercial markets seeking to generate a profit from trade. Social enterprises may be ‘nonprofit’, returning all profits to the enterprise itself, or they may be ‘for profit’, returning profits to their cooperative owners, the community, or someone else. However, they differ from a for-profit ‘business’ which has adopted a ‘triple bottom line’. The social goal is paramount for a social enterprise, with profit/nonprofit status being a secondary choice; profit status is paramount for a traditional business, with a corporate responsibility stance being a secondary choice. In 2009 Social Traders partnered with the Australian Centre for Philanthropy and Nonprofit Studies (ACPNS) at Queensland University of Technology to define social enterprise and, for the first time in Australia, to identify and map the social enterprise sector: its scope, its variety of forms, its reasons for trading, its financial dimensions, and the individuals and communities social enterprises aim to benefit. In June 2010 the final report of Finding Social Enterprises in Australia (FASES) was released. In determining what is meant by the term ‘social enterprise’ the FASES Report defined social enterprises as organisations that: Are led by an economic, social, cultural, or environmental mission consistent with a public or community benefit; Trade to fulfil their mission; Derive a substantial portion of their income from trade; and Reinvest the majority of their profit/surplus in the fulfilment of their mission. To read the full report go to: http://www.socialtraders.com.au/sites/www.socialtraders.com.au/files/FASES_9.7.10.pdf
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Social Enterprise
What is a social enterprise? ‘Social enterprise’ has no settled definition but the term refers to a business for a social purpose:
using a business strategy to achieve a social, cultural or environmental goal or another kind of
community benefit, rather than for the economic benefit of shareholders or owners. As a business
they operate in commercial markets seeking to generate a profit from trade.
Social enterprises may be ‘nonprofit’, returning all profits to the enterprise itself, or they may be ‘for
profit’, returning profits to their cooperative owners, the community, or someone else. However,
they differ from a for-profit ‘business’ which has adopted a ‘triple bottom line’. The social goal is
paramount for a social enterprise, with profit/nonprofit status being a secondary choice; profit
status is paramount for a traditional business, with a corporate responsibility stance being a
secondary choice.
In 2009 Social Traders partnered with the Australian Centre for Philanthropy and Nonprofit Studies
(ACPNS) at Queensland University of Technology to define social enterprise and, for the first time in
Australia, to identify and map the social enterprise sector: its scope, its variety of forms, its reasons
for trading, its financial dimensions, and the individuals and communities social enterprises aim to
benefit. In June 2010 the final report of Finding Social Enterprises in Australia (FASES) was released.
In determining what is meant by the term ‘social enterprise’ the FASES Report defined social
enterprises as organisations that:
Are led by an economic, social, cultural, or environmental mission consistent with a public or
community benefit;
Trade to fulfil their mission;
Derive a substantial portion of their income from trade; and
Reinvest the majority of their profit/surplus in the fulfilment of their mission.
What do Australian social enterprises look like? Until the 2010 FASES Report a joint initiative of Social Traders and the Australian Centre for
Philanthropy and Nonprofit Studies there was little research about social enterprise in Australia.
This key Report found that there are around 20,000 social enterprises operating in Australia. Most
are small enterprises, and most have a local/regional focus, though there are some which are large
or internationally focused.
Survey results from the FASES Report suggested that the Australian social enterprise sector is
mature, sustainable and internally diverse with regard to mission and organisational structure.
Amongst the 365 survey respondents, 73% had been operational for at least five years, and 62%
were at least 10 years old.
The Report also found Australian social enterprises seek to fulfil a diversity of missions and serve a
wide variety of beneficiaries. As a whole, the dominant foci of our survey respondents were on
creating opportunities for people to participate in their communities, and on finding new solutions
to social, environmental, cultural and economic problems.
Australian social enterprises operate in every industry of our economy. FASES Report survey data
suggest that they trade predominantly in local and regional markets and focus on fulfilling their
missions at local and regional levels. However, some social enterprises operate in international
markets and seek to respond to missions of international scope. Social enterprises are involved in all
forms of economic production, including retail, wholesale, and manufacturing. Although present in
all aspects of the economy, they appear to operate primarily within the service economy. The two
most common industries for social enterprises are education and training, and arts/recreation. They
are typically owned by a nonprofit or charitable organisation, or are member-owned.
The Social Traders group classes social enterprises into 7 categories:
Intermediate Labour Market Companies: running a commercial business as a method of
training and providing work for the unemployed
Social Firms: running a commercial business to provide employment for people with a
disability
Cooperatives, Associations and Mutuals: member-run, member-benefiting businesses which
are designed to meet a specific need of members, e.g. childcare
Community Enterprises: businesses designed purely to benefit the local community e.g. a
credit union or petrol station
Community Development Finance Institutions: businesses created to provide access to
financial products for people who find it difficult to access mainstream financial services
Fair Trade Organisations: created to improve conditions and pay for producers of goods,
usually in developing countries, through selling accredited goods to developed world
consumers
Charitable Business Ventures: an income-generation arm of a charity
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Why set up a social enterprise?1
Reasons for setting up a social enterprise include:
Meet a community need: finance, housing, fuel, education, economic opportunity for
marginalised groups
Reduce reliance on grants and donations
Business model may be both the ends and means for your social goal e.g. an employment
program
‘Be the change’ by demonstrating better way of doing business - democratic,
environmentally sustainable, socially responsible
Generate income for another charitable/community purpose
What legal structures are possible for social enterprises? Due to the broad range of activities which can fit under the concept of ‘social enterprise’, they can
take almost any legal form. Rather than give in depth information about each type of legal structure
some real life examples of operating social enterprises are presented. You should seek legal advice
on what legal structure you should adopt for your proposed enterprise.
Below are some of the examples of social enterprises represented in interviews by Associate
Professor Jo Barraket and Heather Anderson of the Australian Centre for Philanthropy and
Nonprofit Studies (ACPNS) for their research paper ‘Developing strong social enterprises: a
documentary approach’ published in November 2010. A full copy of this paper can be found at:
http://eprints.qut.edu.au/39028/1/39028.pdf and a short video about the enterprises is available at
http://www.youtube.com/watch?v=cY5HCv1uK88
Case study 1: Biddy Bags, Brisbane: Company limited by guarantee
www.biddybags.com.au
Biddy Bags was started by Samantha Jockel, a former youth worker, to bring together the skills of
socially isolated older women with a younger generation’s interest in quality handcrafted goods. It is
based in Brisbane, and manufactures products like iPod holders, bags and tea cosies. Biddy Bags
currently employs six women.2
Biddy Bags is a non-profit company limited by guarantee. A company limited by guarantee (CLG)
works differently from most companies, which are owned by shareholders. The members of CLGs
agree to ‘guarantee’ (pay the company’s debts) up to a certain dollar amount. A CLG cannot raise
money by issuing shares, or give dividends to its members. CLGs are considered to be ‘public’
companies under Australian law, which usually have the strictest rules, but the CLG rules are
specially designed to make running one easier for organisations with fewer resources. For example,
a ‘small’ CLG (revenue less than $250,000 and not a deductible gift recipient) does not have to
1 ‘Developing strong social enterprises: a documentary approach’ Associate Prof Jo Barraket and Heather
Anderson, CPNS working paper no 52, Nov 2010; available at http://eprints.qut.edu.au/39028/1/39028.pdf
prepare or submit financial or directors’ reports at all, as long as neither ASIC nor a member
requests one.
Case study 2: Reverse Garbage, Brisbane:3 cooperative
www.reversegarbage.com.au
Reverse Garbage collects industrial discards from around 300 businesses, and sells them to the
public from its Woolloongabba warehouse. In this way, it prevents about 3 tonnes of usable
material from going to landfill each week. Reverse Garbage also runs awareness workshops with
school students, and hosts a gift shop stocking goods by local artists and craftsmen made with at
least 75% re-used materials.
Reverse Garbage is a cooperative. Cooperatives are organisations based on voluntary, democratic participation. Members contribute and control the property of the group, with income used to develop the cooperative, for activities members want to support, or proportionally returned to members. They may be run by and for their members, but must also operate out of community concern. Once registered, they become a special kind of company. A trading cooperative has a share capital and gives returns to members. A non-trading cooperative does not give returns to members, and may or may not have share capital. Case Study 3: Yackandandah Community Development Company, Victoria:4 public company
www.yackandandah.com/ycdco
The fuel station in the small town of Yackandandah was about to close down so a few members of
the community used their own money to buy it, and run it for the benefit of the community. The
company now sells hardware, produce and farm products as well as fuel. Shares are mostly held by
members of the local community; the company gives 50% of profits to its shareholders, and the rest
to community projects.
Yackandandah Community Development Company is an unlisted public company (not listed on the
stock exchange). Companies limited by shares are registered under the Corporations Act 2001
(Commonwealth) and report to ASIC. They can operate on ‘for profit’ or ‘not-for-profit’ basis and
may be either a private or public company. If private the company must have no more than 50 non-
employee shareholders and must raise funds privately. If it is a public company then it will be
subject to investor provisions e.g. financial and audit reports must be lodged with ASIC as well as an
Annual Report and an AGM must be held. Member liability is limited to the unpaid amount on shares
reporting requirements only whereas medium corporations (gross operating income over $100000
but less than $5 million) have to lodge a financial report and audit report annually as well as a
general report. Large corporations or any corporation with a consolidated gross operating income of
over $5 million have to lodge a general report, financial report, audit report and a director’s report
each year. To register, corporations must have at least 5 members and have passed a resolution
with 75% member support.
Other types of legal structures
Unincorporated associations are groups of people who have come together for a particular purpose.
These ‘associations’ may be formal or informal, small or large but unlike incorporated associations,
they do not have a legal identity of their own. This can present problems if the group wants to for
example buy land since one or more group members will have to buy it in their own name on behalf
of the group. All the group’s members will be held collectively responsible for the group’s actions.
Proprietary companies are smaller companies (no more than 50 non-employee shareholders); with liability of their owners generally limited to the amount of capital they have contributed to the company, or the amount they still owe for their share, if any. They have more complicated financial reporting rules than companies limited by guarantee.
Links: For more information about establishing a Social Enterprise go to:
Setting up your organisation (fact sheets on ‘which should we choose’)
http://www.communitydoor.org.au/getting-started
Business names, Registration and ABN’s, and Tax
Your social enterprise may need specific registrations, licences or permits. Which ones you need will depend on your business structure, its location, whether your business employs staff and the type of business you´re operating.
Licences and permits protect the health and safety of consumers and the environment, so penalties can be substantial for operating a business without them.
Because all 3 levels of government handle different registrations, licences and permits, finding out your requirements may seem confusing. The easiest way to obtain all Queensland, local and Australian government licensing information is to contact SmartLicence (http://www.sd.qld.gov.au/dsdweb/htdocs/slol/).
Business names
A business name is a trading name that helps customers recognise your business. If you are thinking of registering a business name then check to see if your chosen name is available.
There is a national names index which can be checked at http://www.search.asic.gov.au/gns001.html.
There are legal requirements that come with having a business name. In Queensland, you must register your business name with the Office of Fair Trading. You must then adhere to several legal obligations to avoid fines and the possibility of losing the name you trade under.
A business name is simply a name under which you can trade and is sometimes referred to as your trading name. The name itself does not give you any legal proprietary rights. Protecting your business name or product name is done through registration of a trademark.
You can search the trade marks database
(http://www.ipaustralia.gov.au/trademarks/search_index.shtml) for a list of trademarks registered
with IP Australia. However protecting your idea, name or product is a very complex legal area. You
should consult a lawyer or a suitable professional for assistance. IP Australia has an index of
After registering your business name, you can apply for an Australian business number (ABN) in the name of the entity carrying on the business, and also record the registered business name as the trading name. At present (September 2011) registration of a business name is done at a State or Territory level and is a separate process from registering for an Australian Business Number (ABN). You will use your ABN to manage your tax and deal with other businesses or government departments.
***Please note that the Australian Government is in the process of assuming responsibility for the registration of business names. This will occur upon finalisation of the States and Territories handing over responsibility for registration. Details in this section will be updated when this occurs.
Advice from Fair Trading Queensland states that choosing a name for your business gives you a chance to think about what impression you want to make. While you can be creative with your choice of business name, there are restrictions on what names are acceptable. Consider these restrictions before you apply for your business name to avoid being rejected.
For more details on registering a business name in Queensland go to: http://www.business.qld.gov.au
Companies
If you want to operate your business as a company, you will first need to register with the
Australian Securities and Investments Commission (ASIC) (http://www.asic.gov.au/asic/ASIC.NSF/byHeadline/Starting%20a%20company%20or%20business#step2)
to receive your Australian company number (ACN) and registered company name. If you want your company to trade under even a slightly different name from your registered company name you will need to register this name with ASIC.
If you plan to operate as a sole trader, partnership or trust - and not as a company - you will need to
register your business name in the state or territory where you operate your business.8Queensland-
based businesses need to register their business name (http://www.business.qld.gov.au/starting-a-
business/business-name/register-business-name.html) with the Office of Fair Trading. You need to
register a business name only if you trade under a name that isn´t your own.
Taxation registration
You need to consider your tax requirements and register your business with the Australian Taxation Office (ATO). Which taxes you pay will depend on the type of business you run and the number of employees you have.
Australian business number (ABN)
An ABN is a unique 11-digit number that identifies your business to the ATO and other areas of government. It lets you:
lodge business activity statements confirm your business identity to others when ordering and invoicing claim GST credits claim energy grants credits register an Australian domain name.
ABN registration is not mandatory. Your business can trade without an ABN, but any businesses you deal with may withhold 46.5% of their payments to you (i.e. the current top marginal tax rate) and pay this amount to the ATO.
Register at: registering for an ABN (http://www.ato.gov.au/businesses/content.asp?doc=/content/50568.htm&pc=001/003/021/001/008&mnu=615&mfp=001/003&st=&cy=1) on the ATO website.
Fringe benefits tax (FBT)
If you provide certain benefits to your employees or to people associated with your employees, you may be liable to pay FBT. If so, you must register for FBT with the ATO and lodge a return each year.
Learn more about fringe benefits tax (http://www.ato.gov.au/businesses/content.asp?doc=/content/950.htm&pc=001/003/027/001/007&mnu=696&mfp=001/003&st=&cy=1) on the ATO website
Goods and services tax (GST)
GST is a tax of 10% on most goods and services sold or consumed in Australia. You must register for GST if:
8 Please note that registration of business names will be taken over by the Australian Government as of 28
your gross annual business turnover is $75,000 or more ($150,000 or more for a non-profit organisation)
you provide taxi or limousine services (regardless of your gross annual turnover).
To register for GST, you need an ABN.
Learn more about GST essentials (http://ato.gov.au/businesses/pathway.asp?pc=001/003/103&mfp=001/003&mnu=45028#001_003_103) on the ATO website.
Pay as you go (PAYG)
PAYG is a system that allows you to pay your expected tax liability in instalments. The ATO will notify you of your PAYG obligations.
Learn more about PAYG (http://ato.gov.au/businesses/content.asp?doc=/content/31962.htm), including your responsibilities as an employer, on the ATO website.
Queensland Government business guides
Business licences and permits( http://www.business.qld.gov.au/starting-a-business/licences-and-
registrations/licenses-permits.html )
Registering your business for tax( http://www.business.qld.gov.au/starting-a-business/licences-and-
registrations/register-tax.html )
Registering your trademark( http://www.business.qld.gov.au/starting-a-business/licences-and-
registrations/register-trademark.html )
Registering your domain name( http://www.business.qld.gov.au/starting-a-business/licences-and-
registrations/register-domain.html )
Australian Government business guides
A number of ‘how to guides’ for business are located on the Australian Government business
The Australian Centre for Philanthropy and Nonprofit Studies produces the Developing Your
Organisation manual which provides information about running an organisation. This manual is
available on the communitydoor website http:// www.communitydoor.org.au
Social Enterprises, a Sydney based organisation, has produced a Business Planning Guide for social enterprises entitled Putting the Pieces Together. This guide has been produced through the Parramatta Social Enterprise Hub program and was developed by Social Ventures Australia in conjunction with Parramatta City Council.
stakeholders and management is not this simple. Your social enterprise may want the board to
‘represent’ stakeholder interests – which are much broader than simply making money.
Social enterprises usually have a wide range of stakeholders, so making business decisions on a
representative basis can prove problematic when interests conflict. Alternatively, requiring a
‘representative’ board may prevent recruitment of people with the skills your organisation needs.
Remember: your customers (the people who buy your goods or services) may not be the same as
your beneficiaries (the people whom you are aiming to benefit through running your service). For
example, you might sell coffee and bakery goods to the local community, but use the profits to run
an animal shelter. Your business needs to target your customers or it will not work!
A warning
Sometimes, you may need to make a value judgement that sacrifices profitability in the interests of
mission objectives. This is the nature of the business, but if this is needed or done too frequently,
the social enterprise will not work. If too much conflict arises between the social and business goals
of the enterprise, you may need to switch to a different organisational model.
People who can help
FUNDING AND FINANCE SOURCES
1. Social Enterprise Development and Investment Fund (SEDIF).
The Australian Government is providing seed funding to Social Enterprise Finance Australia (SEFA) and to Foresters Community Finance to offer tailored financial products and loans to meet the needs of social enterprises. The two investment funds will have a total capitalisation of $32 million. For more details go to:
The Australian Government has provided $6 million in seed funding to Foresters Community Finance to establish two funds to support social enterprises.
The Government’s funding has been fully matched by Foresters’ investment partner Christian Super Fund taking the total fund value to $12 million.
Foresters Community Finance will operate two funds
The Community Finance Fund (CFF) will provide a range of tailored financial products and support to established social enterprises.
The Social Enterprise Finance Fund (SEFF) will provide a range of tailored financial products and support to innovative and emerging social enterprises.
Social enterprises wishing to register their interest in applying to either the CFF or SEFF should contact Foresters Community Finance directly on
Email [email protected] with the subject line ‘Register interest in CFF or SEFF’ Telephone (07) 3851 8000 Website Foresters Community Finance.
3. Social Enterprises Finance Australia
The Australian Government has provided $10 million in seed funding to Social Enterprise Finance Australia (SEFA) with a further $10 million being invested by a range of corporate and individual investors, to seed the $20 million SEFA Loan Fund.
SEFA brings together a unique range of enterprise partners with expertise in social finance, business development, community development, and research and training.
The SEFA Loan Fund will provide finance to social enterprises on commercial terms, drawing on the expertise of one of the world’s leading social impact finance organisations, Triodos. Integral to this business objective is a commitment to helping its customers build their capacity to manage debt and become financially sustainable over time.
The SEFA Loan Fund will focus on the following three broad areas of social impact
Community Development - loans to a range of social enterprises such as community housing enterprises and employment generation projects.
Aboriginal Community Enterprises - loans to social enterprises led by Aboriginal people or providing services in Aboriginal communities.
Community Environment Enterprises - loans to social enterprises dedicated to land conservation and environment protection as well as community benefit.
SEFA will also include an incubator fund that will cover all three categories by providing finance and capacity building opportunities for less established social enterprises that are able to demonstrate the potential for significant social impact.
SEFA will offer loan products to social enterprises in tandem with targeted business advice and support to help build their capacity to manage debt and become financially sustainable over time. SEFA will provide access to a recognised training qualification that focuses on business management and responsible debt financing.
Together with the Macquarie Group Foundation and other members of corporate Australia, SEFA will connect social enterprises with experienced business people and entrepreneurs by introducing a mentoring program to provide them with support, guidance and advice.
Social enterprises wishing to register their interest in applying to the SEFA Loan fund should contact SEFA directly by
Email [email protected] Website Social Enterprise Finance Australia (SEFA)