Business relations between business entities. Control questions. Absolute property relations
Noting as one of the main features entrepreneurial activity its inherent special subject composition, the author primarily analyzes the legal status of individuals and legal entities under the legislation of the Republic of Kazakhstan. Having become participants in entrepreneurial activity, they acquire a special legal status of an entrepreneur. The study of this issue is carried out in the framework of comparative analysis the legal status of entrepreneurs under the laws of such economically developed countries as Japan, France, Germany, Italy, USA, Switzerland and Spain. At the same time, special attention is paid to the analysis of the legal status of legal entities engaged in entrepreneurial activity in the Romano-Germanic and Anglo-American legal systems.
At the same time, in our opinion, not only entrepreneurs should be recognized as participants in entrepreneurial activity. Based on the fact that objective aspect the main goal of this activity is to satisfy public interests in goods, works and services, it can be concluded that consumers should also be recognized as specific participants in entrepreneurial activity, because without the consumer as the final subject, entrepreneurial activity would be pointless.
Professor Yu.G. Basin noted that at first glance, between the named subjects civil relations there is a polar opposite of interests, and therefore the protection of some does not coincide with the protection of others. On the contrary, some (consumers) need to be protected from others (entrepreneurs). But with indisputable discrepancies, the protection of the genuine interests of both entrepreneurs and consumers leads to one ultimate goal - the development of entrepreneurship, which cannot be carried out otherwise than through more and more complete satisfaction of the interests and needs of consumers. And this complete satisfaction of the interests of consumers is precisely the main task of the interests of a civilized economy. But, of course, "the specific means of directly protecting the interests of entrepreneurs, on the one hand, and consumers, on the other hand, are largely different."
Exploring the civil law problems of improving consumer protection legislation in the Republic of Kazakhstan, T.G. Kvyatkovskaya notes that the direct application of Art. 10 of the Civil Code of the Republic of Kazakhstan in the field of consumer protection should be considered very problematic, because she has in mind all the concepts used in their broadest sense. Speaking of the consumer, the legislator in in this case means its broader concept. The Civil Code of the Republic of Kazakhstan means any purchaser of goods and services, including those who buy goods and services for commercial use, to obtain commercial benefits. That is why the terms “consumer” and “buyer” are used in the codec with practically the same meaning. T.G. Kvyatkovskaya believes that the consumer in the context of Art. 10 of the Civil Code of the Republic of Kazakhstan should be considered only "an individual who purchases goods and services for personal needs."
One cannot agree with this opinion, because not only individuals, but also legal entities often order and purchase goods, works and services not for commercial, but for purely consumer purposes. Physical same linden can purchase goods for profit. The boundary between consumers and non-consumers should be drawn not by the separation of individuals from legal entities, but by the goals of their participation in business transactions.
A distinctive feature of entrepreneurial activity with the participation of consumers is the internal separation of the two entities.
First, the motives are different (we can say the goals are different), and hence the difference in interest.
Second, there is an unequal degree of risk. An entrepreneur always risks more than a consumer, since he must guess the desires, tastes, interests, and possibilities of the consumer in order to attract his attention and further choice. In this connection, the entrepreneur takes a number of actions in this direction, which may not be in demand. And consumer risk is a choice based on own experience, vigilance and inner desire. He may not make this choice.
Third, the consumer's actions are aimed at saving costs, i.e. at a possible reduction in value, and the entrepreneur, on the contrary, is aimed at increasing the value, receiving money in excess of the cost of goods, work, services.
Fourthly, the main difference between these two entities is manifested in their responsibility. The entrepreneur is responsible without fault, and the consumer, only if it is available (Article 359 of the Civil Code of the Republic of Kazakhstan). The entrepreneur takes the risk of proving his innocence. But, having proved his innocence, he is not exempt from liability if there are no grounds to invoke force majeure (clause 2 of article 359 of the Civil Code of the Republic of Kazakhstan).
Thus, a consumer is a subject of entrepreneurial activity with a different motivation to enter into such and different legal status... A consumer as a participant in entrepreneurial activity is a natural or legal person who enters into a transaction with an entrepreneur in order to satisfy his personal, family or other non-commercial needs, whose obligations under the transaction are reduced to payment of the product (goods, work, service) received from the entrepreneur, and his rights enjoy special state protection... The consumer participates in entrepreneurial activity not as its active subject, but as an incentive and recipient of this activity, without which entrepreneurial activity is impossible.
They represent public relations arising in the field of entrepreneurial activity, as well as non-commercial relations closely related to them, including relations on state regulation market economy.
These relationships fall into two groups:- Entrepreneurial relations ( horizontal relationship, that is, the entrepreneur-entrepreneur relationship)
- Non-profit relationship (vertical relationship, that is, the relationship between the entrepreneur and the governing body)
Together, these groups form economic and legal relations, a single economic and legal turnover.
- The horizontal (property) relations of entrepreneurs are based on the legal equality of the parties. Rights and obligations generally arise from a contract.
- The second group includes relations of a non-commercial nature, for example, the formation of an enterprise, licensing, etc. This group includes relations on state regulation of the market economy. These are relations to support competition and limit monopolistic activities, legal regulation pricing, etc.
Business activities϶ᴛᴏ independent activity carried out at the ϲʙᴏth fear and risk, aimed at systematic profit.
Features of entrepreneurial legal relations
The peculiarity of entrepreneurial relations in comparison with civil relations- their subject composition. According to the subject composition, relations regulated by the Civil Code of the Russian Federation include citizens, legal entities, the Russian Federation, constituent entities of the Russian Federation and municipalities.
Business entity- ϶ᴛᴏ a person engaged in entrepreneurial activity.
The concept of "business entity" is broader than the concept of "entrepreneur", since a non-profit organization (educational institution), not being an entrepreneur, can participate in economic turnover.
Objects of entrepreneurial legal relations
Objects of entrepreneurial legal relations- ϶ᴛᴏ what the entrepreneurial rights and obligations of the subjects of legal relations are aimed at.
The objects of entrepreneurial rights include:- things including money and securities, other property
- acts of obligated subjects
- own activities of the subject of business law
- intangible benefits used in business (company name)
Grounds for the emergence of entrepreneurial legal relations
The basis for the emergence of entrepreneurial legal relations are legal acts, that is, actions or events provided for by the norms of business law that cause a change or termination of economic rights and obligations for individual legal entities or individuals.
If, first of all, entrepreneurial activity is regulated by the norms of entrepreneurial law, then the legal facts in entrepreneurial legal relations will be mainly the actions of participants in economic legal relations. Events most often act as law-changing and terminating circumstances.
The actions of participants in entrepreneurial legal relations are also subdivided into lawful and illegal. For example, the instructions of the state authority, given in excess of competence, should be classified as illegal actions.
Types of business relations
Entrepreneurial legal relations by their design, objects and content can be classified as follows:
- Absolute real legal relationship
- Absolutely- Relative real legal relationship
- Absolute legal relationship for maintaining one's own economic activity
- Relative business relationship
It is characteristic of a real legal relationship that the subject in it exercises the right to property... The object of a legal relationship is a thing.
In business law, regulated property relations are associated with production, exchange, distribution and production consumption. In view of him, the object of real legal relations is that which participates in these reproductive processes. Items that serve to satisfy personal needs outside of production will not be objects of economic and legal property relations.
The absolute real right will be ownership.
Absolutely relative property relationsThese include the right of economic management and operational management.
Legal relationships of this kind are formed when the state and municipal property enterprises. The scope of such rights to own, use and dispose of the assigned property is determined by the legal title.
Absolute legal relationship to conduct your own businessFor such legal relations, it is characteristic that they are formed about the conduct of their own activities, which acts as an object of legal relations. The design of the legal connection is such that a subject conducting business according to the rules established by law does not have specific obligated persons... All other entities are obliged to reckon with the opportunity to conduct entrepreneurial activity by this entity and not to interfere with its implementation, and in all cases - to promote it. Measure possible behavior for the implementation of such activities is outlined by law. If its normal course is interrupted under the influence of third parties or as a result of violation of the established procedure for conducting such activities by the subject of law himself, absolute relations turn into relative ones.
Non-property absolute economic legal relationsAre formed about non-property benefits used by business entities in their activities, such as a company name, trademark, service mark, name of the location of the goods, trade secret etc. No one, except for the subject - the bearer of these rights, can exercise this right without his permission. In the course of the normal implementation of non-property rights, the emerging legal relationship will be absolute. In case of violation of such rights, a specific obligation arises to protect them from the violator and from a non-property legal relationship is transformed into a property one. Victim defending ϲʙᴏand moral rights, may claim damages from the violator.
Relative business relationshipThey are based on relative rights, that is, rights belonging to one person in relation to another person. Relative legal relations will be legal relations of obligation, that is, legal relations arising from contracts, from other legal laws, by virtue of which legal obligations arise between specific persons. The fulfillment of the obligation in the legal relationship of obligations lies with the debtor, that is, on the person who is obliged to perform a certain action or refrain from performing it in favor of authorized person- the creditor.
Business relationship - at relations regulated by the norms of entrepreneurial law, arising in the process of carrying out entrepreneurial activity, closely related non-commercial activities, intra-economic relations, as well as relations on state regulation of entrepreneurial activity.
An entrepreneurial legal relationship as one of the types of legal relations is inherent common signs, characteristic of all legal relations: the emergence, change or termination only on the basis of legal regulations; the interconnection of the subjects of legal relations by mutual rights and obligations; strong-willed character; protection by the state; individualization of subjects, strict certainty of their mutual behavior, personification of rights and obligations.
The basis for the emergence, change and termination of entrepreneurial legal relations are legal facts, in the role of which are actions and events. The main role belongs to the actions of business entities. Events act as law-changing or terminating circumstances.
Subjects of business relations are persons directly engaged in entrepreneurial activity, as well as the Russian Federation, constituent entities of the Russian Federation, municipalities, which, in the person of the authorities, regulate and control this activity.
Objects entrepreneurial legal relations can be: things, money, other property; actions of obliged subjects; own activities of subjects of business law; non-property benefits (company name, trademark).
Types of business relationships:
1. Absolute things legal relations arise on the basis of property rights. The right of ownership gives its subject the opportunity to own, use and dispose of property at his own discretion in accordance with the law. The object of the legal relationship, about which it arises, is a thing.
2. Absolutely relative things legal relations are formed and implemented in the exercise of the right of economic management, operational management. They are absolutely relative because a subject having the right of economic management or operational management realizes its capabilities in the field of entrepreneurial activity outside of interaction with other subjects. He owns, uses and disposes of the property "absolutely" independently, not comparing his capabilities with anyone except the owner, with whom he has a relative legal relationship. Legal relations of this type arise and are implemented by business entities that use the state or municipal property provided to them as the basis for their activities. The scope of the rights of such entities is determined by the respective owner and enshrined in the relevant law or charter.
3. Absolute legal relationship to conduct your own business. They are formed about the conduct of their own activities, which acts as an object of legal relationship. Such legal relationship arises in relation to accounting and tax accounting, the formation of statistical reporting. The business entity independently determines its actions in accordance with the current legislation. If the subject violates the legal norms established by the state, then the competent government bodies has the right to demand the suppression of the violations committed. In this case, legal relations are transformed from absolute to relative.
Non-property business legal relationship are formed about the non-property benefits used by the business entity (company name, trademark). No one, except for the subject - the bearer of these rights, without his permission can use the company name, trademark and service mark, change the name of the place of origin of goods, etc.
A special group is made up of legal obligations. They are characterized by the fact that one business entity has the right to demand from another entity to perform appropriate actions. The obliged subject is obliged to fulfill them, that is, to transfer property, perform work, provide services.
Obligatory legal relationship are subdivided into 4 types: 1) economic and managerial; 2) on-farm; 3) territorial and economic; 4) operational and economic.
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Individuals and legal entities,
other subjects civil law carrying out entrepreneurial activity or having the right to carry it out
(Art. 1 of the Law of the Republic of Belarus "On Counteracting Monopolistic Activities and Development of Competition" as amended by
Source: Law of Belarus: Concepts, terms, definitions
Business entities
Russian and foreign commercial organizations and their associations (unions or associations), non-profit organizations, with the exception of those not engaged in entrepreneurial activity, including agricultural consumer cooperatives, as well as individual entrepreneurs.
Law of the RSFSR dated 03.22.91 N 948-I, article 4; Federal Law of 25.05.95 N 83-FZ, Article 1
Source: Dictionary of Legal Concepts
BUSINESS ENTITY
a citizen, organization or group of individuals (organizations) conducting economic activities. In the transition to a market economy, such activities, as a rule, are entrepreneurial, profit-oriented, and carried out by individual or collective entrepreneurs. The latter include enterprises, production cooperatives, and other commercial organizations. Socio-cultural, scientific and other non-economic organizations can carry out economic activities necessary for the fulfillment of their tasks, incl. aimed at making a profit. In this case, they act as H.s. Most H.s. are subjects of law and enjoy the rights legal entity... Their legal personality arises after state registration, without which the implementation of entrepreneurial activity is prohibited (see.
4. The concept, structure and types of business relationships.
State registration legal entities). Commercial organizations have general legal capacity, i.e. can carry out any economic activity. The exception is state and municipal enterprises with special legal capacity. They have the right to conduct only such activities that correspond to the subject and objectives of the activity established in the charter of the enterprise. Individual entrepreneurs can carry out only those types of activities that are indicated in the registration certificate. Certain types of activities, the list of which is determined by law, can only be carried out on the basis of a license (Article 49 of the Civil Code). The most important type of H.w. are businesses. Their legal status is determined by the Civil Code and special laws. According to Art. 132 of the Civil Code, an enterprise is an object of law, but in Ch. 4 of the Civil Code, it is considered a legal entity. Usually in the legislation the enterprise is interpreted as H.s. and the subject of law, as a participant in horizontal and vertical relations. The first are private law and are covered by the Civil Code. The latter relate to the area public law and are regulated by numerous uncodified regulations... Scattered legal regulation of economic relations horizontally and vertically creates inconveniences in practice and contradicts the nature of the enterprise as a single subject of law. Enterprises are created in the organizational and legal forms provided for by law. From this point of view, they are divided into two large groups: unitary enterprises and corporate enterprises. The enterprises are unitary, the property of which is not divided into participation shares. These include state and municipal enterprises. Corporate enterprises operate in the form of business partnerships (general partnerships, limited partnerships) and business companies (limited liability companies, additional liability companies, joint stock companies). For enterprises of certain organizational and legal forms, special laws have been issued or are being developed (for example, federal laws "On joint stock companies" 1995, "On limited liability companies" 1998, a law on state and municipal enterprises is being developed). Along with the division of enterprises into unitary and corporate, their separate types are distinguished, having characteristics: small enterprises, monopoly enterprises (X.s. dominating the market), enterprises with foreign investment, enterprises railway transport, subsidiaries, affiliates (see Dependent business company). In relation to such enterprises, special rules are established in the legislation. With a special kind of H.s. are production cooperatives, a distinctive feature of which is the obligatory labor participation of their members in the activities of the cooperative. H. c. are, as a rule, subjects of law and enjoy the rights of a legal entity. However, among them there are those who are not subjects of law or are recognized as such, but do not enjoy the rights of a legal entity. These include "groups of persons", the legal status of which is defined in Art. 4 of the Law "On Competition and Restriction of Monopolistic Activities in commodity markets"(As amended by the Federal Law of May 6, 1998). Such a group is a collection of legal entities and individuals linked by certain property and organizational relations. A group of persons does not have the rights of a legal entity, but is recognized by H.s. and the subject of law in the sense antitrust law... There are also H. s, which are not subjects of law, but are economic entities, in whose interests in legal relationship the main or central company acts.
The latter is an enterprise that acts as the center of the economic system, compiles a consolidated balance sheet for the system as a whole, maintains consolidated financial statements. Such an enterprise is holding company... Financial and industrial groups are also non-legal entities. Such a group is a production and economic complex, which includes both industrial enterprises and credit organizations. Peasant (farm) economy is a kind of economic entity. It operates on the basis of property belonging to its members on the basis of the right joint ownership... However, the Civil Code does not recognize an entrepreneur and a subject of law as a whole, but only its head (Articles 23, 257). Lit .: V.V. Laptev Business law. Concept and subjects. M., 1997. Ch. 6-14; Martemyanov V.S. Economic law... M., 1994. T. 1. Topic IV. V.V. Laptev
Source: Legal encyclopedia
Lesson 1.
1. Concepts and signs of subjects of business law.
2. Types and classification of subjects of business law. Concepts and methods of creating subjects of business law.
3. Stages of registration of subjects of economic law.
4. Liquidation of subjects of economic law.
Test assignments for Topic 2 (Lesson 1)
Control questions:
Which concept is broader?
a) economic activity;
b) commercial activities;
c) entrepreneurial activity.
2. Can a commercial activity not be aimed at making a profit?
b) can, only in exceptional cases;
c) cannot .
3. Is it allowed not provided by law government interference in commercial activities?
a) is allowed in any case;
b) allowed in the event of an economic crisis;
c) not allowed.
4. Can the state engage in commercial activities?
a) cannot;
b) can be without restrictions.
5. What kind of responsibility do the members of a general partnership have?
a) equity;
b) solidary;
c) subsidiary.
6. Are the command officers (contributors) of the limited partnership engaged in business management?
b) yes, at will;
What is an association of citizens and legal entities in order to meet the material and other needs of the participants?
d) cooperative.
8. Do they have the right individuals to engage in commercial activities without forming a legal entity?
b) have, but only citizens;
c) do not have.
9. Is it required to obtain a license for some types of activities in the case of state registration of an individual entrepreneur?
a) not required;
b) required.
10. To what extent is an individual entrepreneur liable?
a) up to 10 minimum wages;
b) up to 100 minimum wages;
c) up to 1000 minimum wages;
d) all their property.
11. Can an individual entrepreneur be subject to bankruptcy proceedings?
b) can, but only with his consent;
c) cannot.
12. From whom is the property of a legal entity separated?
a) from other legal entities;
b) from the state;
c) from the founders.
13. What is a legal entity?
a) a subject of law;
b) the object of law.
14. What is an enterprise?
a) a subject of law;
b) the object of law.
15. What is a dacha cooperative?
a) production cooperative;
b) consumer cooperative;
c) non-profit partnership;
d) religious organization.
16. Who can unite in religious organizations?
a) only citizens;
b) only legal entities;
c) both citizens and legal entities.
17. Is a branch of a legal entity a separate legal entity?
a) is;
b) is not.
18. Is the representation of a legal entity a separate legal entity?
a) is;
b) is not.
19. Can a branch of a legal entity bear independent property liability?
b) cannot.
20. What is the name of the costs of collecting and processing information about counterparties, negotiations and execution of contracts?
a) unforeseen expenses;
b) transaction costs;
c) lost profits;
d) entertainment expenses.
Lesson 2.
1.Legal status an individual entrepreneur.
2. State registration of an individual entrepreneur.
3. Business partnerships.
4. Business companies
5. Cooperatives as subjects of business law
4. Enterprise as the main subject of business law. Organizational and legal forms of enterprises.
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Collection of tasks by discipline
"Business Law" (code - CPM)
Exercise 1.
Question 1. How many distinctive features of entrepreneurial activity are there?
2. 2;
3. 3;
4. 4;
Question 2. Business law includes norms ... (give the most complete answer):
1. civil, commercial, financial law;
2. civil, commercial, financial, administrative law;
3. civil, commercial, financial, criminal law;
4. civil, commercial, financial, administrative, criminal law;
5. civil, commercial, financial, administrative, international law.
Question 3. What legal acts take precedence over domestic Russian legislation?
1. acts of the constituent entities of the Russian Federation;
2. international acts;
3. acts of the USSR;
4. acts of the constituent entities of the Russian Federation and acts of the USSR;
5. international acts and acts of the USSR.
Question 4. What structural elements does any legal system include?
1. branches of law, institutions of law;
2. institutions of law, norms of law;
3. branches of law, norms of law;
4. branches of law, institutions of law, norms of law;
5. branches of law, institutions of law, norms of law, sources of law.
Question 5. Within what system of law is the regulation of the consumption of the produced product?
1. within the framework of the labor law system;
2. within the framework of the civil law system;
3. within the framework of the administrative law system;
4. within the framework of the financial law system;
5. within the framework of the criminal law system.
Task 2.
Question I. Who is the subject of business law in the Russian Federation (give the most complete answer)?
1. citizens, legal entities carrying out economic activities;
2. Russian Federation, foreign states;
3. constituent entities of the Russian Federation, municipalities;
4. citizens, legal entities carrying out economic activities; Russian Federation, foreign
states; subjects of the Russian Federation, municipalities;
5. citizens, legal entities carrying out economic activities; Russian Federation; subjects of the Russian Federation, municipalities.
Question 2. Who protects violated or challenged civil rights (give the most complete answer)?
1. the arbitration court;
3. the body of executive power and management in the administrative order;
4. arbitration court and arbitration court;
5. arbitration court, arbitration court, executive power and administrative body.
Question 3. What subject of business law can, in order to make a profit, establish a legal entity to profit from its activities or engage in individual entrepreneurial activities without forming a legal entity?
1. Russian Federation;
3. municipalities;
4. citizens;
5. legal entities.
Question 4. Who are the main participants in business relations?
1. Russian Federation;
2. constituent entities of the Russian Federation;
3. municipalities;
Topic 2. Concept, structure and types of business relations
citizens;
5. legal entities.
Question 5. List the main features legal entity (give the most complete answer):
1. organizational unity; property isolation;
2. independent property liability; entering into economic relations on their own behalf;
3. organizational unity; independent property liability;
4. entering into economic relations on its own behalf; organizational unity;
5. organizational unity; property isolation; independent property liability; entering into economic relations on their own behalf.
Task 3.
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Classification of types of PD
Classification - the distribution of something into groups according to any characteristics, grounds.
Depending on the area of business
PD carried out in industry
b. PD in capital construction
c. PD in culture, science, education, healthcare
d. PD in agriculture
2.In terms of the production cycle
a. Design
b. Manufacturing or manufacturing of products
c. Storage
d. Transportation of products
e. Sales of products, etc.
f. Disposal
h. Exploitation
This classification is of practical importance, since taxation depends on it.
3. Depending on the forms of implementation
a. Individual (IP)
Question number 5. Entrepreneurial legal relationship: concept, classification
Collective (legal entity)
4. Depending on the form of ownership
a. Municipal
b. Private
c. State
5. Legal relations arising in the course of entrepreneurial activity, their types
Entrepreneurial legal relations by their design, objects and content can be classified as follows:
§ Absolute real legal relationship
§ Absolutely Relative real legal relationship
§ Absolute legal relationship to conduct your own business
§ Relative business relationship
Absolute property relations
It is characteristic of a real legal relationship that the subject in it exercises the right to property... The object of a legal relationship is a thing.
In business law, regulated property relations are associated with production, exchange, distribution and production consumption. In view of this, the object of real legal relations is that which participates in these reproductive processes. Items that serve to satisfy personal needs outside of production are not objects of economic and legal property relations.
The absolute real right is ownership.
Absolutely relative property relations
These include the right of economic management and operational management.
Legal relationships of this kind are formed when the state and municipal property is provided to enterprises. The scope of such rights to own, use and dispose of the assigned property is determined by the legal title.
Absolute legal relationship to conduct your own business
For such legal relations, it is characteristic that they are formed about the conduct of their own activities, which acts as an object of legal relations. The design of the legal connection is such that an entity conducting business according to the rules established by law does not have specific obligated persons. All other entities are obliged to reckon with the opportunity to conduct business by this entity and not interfere with its implementation, and in appropriate cases - to promote it. The measure of possible behavior for the implementation of such activities is outlined by law. If its normal course is interrupted under the influence of third parties or as a result of violation of the established procedure for conducting such activities by the subject of law itself, absolute relations turn into relative ones.
Non-property absolute economic legal relations
They are formed about non-property benefits used by business entities in their activities, such as a company name, a trademark, a service mark, the name of the location of the goods, trade secrets, etc. No one, except the subject - the holder of these rights, can use this right. In the course of the normal implementation of non-property rights, the emerging legal relationship is absolute. In case of violation of such rights, a specific obligation arises to protect them from the violator and from a non-property legal relationship is transformed into a property one. The victim, defending his moral rights, may demand damages from the violator.
As already noted, business entities are special subjects civil law: individual entrepreneurs and commercial organizations registered in the manner prescribed by law. Let's consider the legal status of each of them.
In Art. 23 "Entrepreneurial activity of a citizen" of the Civil Code of the Russian Federation, in fact, the only one in the Civil Code of the Russian Federation, provides characteristics of signs of the legal status of a citizen - an individual entrepreneur without forming a legal entity(hereinafter - IP).
First, a citizen has the right to engage in this activity from the moment of state registration as an individual entrepreneur. However, carrying out entrepreneurial activities in violation of the requirements of the Civil Code of the Russian Federation on state registration, a citizen does not have the right to refer to the fact that he is not an entrepreneur in relation to transactions concluded by him. The court may apply to such transactions the rules of the Civil Code of the Russian Federation on obligations related to the implementation of entrepreneurial activities. That is, in the absence of state registration, a citizen has obligations and responsibility for the implementation of activities related to the extraction of benefits on a systematic basis, like a registered entity. But apply to him the requirements for the performance of duties and carrying legal responsibility possible only after a court decision.
To register as an individual entrepreneur, a citizen must submit an application to the registration authority at his place of residence, attaching a document confirming the payment of the registration fee. The application can also be submitted by mail. The state registration authorities are not given the right to demand the provision of any other documents, except, of course, the document proving the identity of the citizen. On the basis of these documents, a citizen is issued a certificate of state registration, from the moment of receipt of which he is entitled to carry out entrepreneurial activities without forming a legal entity. This entrepreneur has the right to engage in certain types of activities after obtaining a license in accordance with the procedure established by the federal law on licensing. certain types activities.
Secondly, only capable citizens have the right to engage in this activity, i.e. with the ability by their actions to acquire and exercise civil rights, create for themselves civic obligations and execute them ( civil capacity). This ability arises in in full with the onset of majority, i.e. upon reaching the age of 18. In the case when the law allows marriage before reaching 18 years of age, a citizen who has not reached the age of 18 acquires full legal capacity from the time of marriage. At the same time, the legal capacity acquired as a result of marriage is retained in full even in the event of divorce before reaching 18 years of age.
It is possible for a citizen to have legal capacity even before he reaches the specified age by declaring a minor fully capable - emancipation (see Art. 27 of the Civil Code of the Russian Federation). A minor who has reached the age of 16 may be declared fully capable if he works under labor contract, including under a contract, or with the consent of parents, adoptive parents or guardian, is engaged in entrepreneurial activity. Emancipation is carried out by decision of the guardianship and trusteeship body - with the consent of both parents, adoptive parents or guardian, or in the absence of such consent - by a court decision. It turns out that if the legal representatives of the minor do not give him such consent, then he can file an application with the court for recognizing him as fully capable.
Parents, adoptive parents and guardians are not liable for the obligations of an emancipated minor, in particular for obligations arising from harm caused to them.
Thirdly, the Tax Code of the Russian Federation for an individual entrepreneur establishes the specifics of his tax relations with the state, in contrast to activities commercial organizations... Although a number of taxes for both entities are the same (customs duties, VAT, separate fees, etc.), tax obligations for individual entrepreneurs arise in accordance with the norms of Ch. 23 of the Tax Code of the Russian Federation, while for a commercial organization - Ch. 25 of the Tax Code of the Russian Federation. The individual entrepreneur has significantly simplified its accounting economic activity... He was given more opportunities to apply simplified accounting and taxation systems (for example, to pay a single tax on imputed income for certain types of activities).
Fourth, analyzing the norms of the Civil Code of the Russian Federation, at first glance, one can decide that, in addition to Art. 23 and 25 nowhere else does it say about the regulation of the activities of individual entrepreneurs, but it only refers to a commercial organization. But this does not mean that the Civil Code of the Russian Federation further does not directly regulate the activities of individual entrepreneurs. For them, in paragraph 3 of Art. 23 of the Civil Code of the Russian Federation, the rule is written: "Towards an entrepreneurial activities of citizens, carried out without forming a legal entity, the rules of the Code apply accordingly, which regulate the activities of legal entities that are commercial organizations, unless otherwise follows from the law, other legal acts or the essence of the legal relationship. " That is, everything that concerns the activities of commercial organizations in the Civil Code of the Russian Federation practically refers to the activities of individual entrepreneurs. In addition to a number of norms that become an exception for them. For example, only commercial organizations, but not individual entrepreneurs, are entitled to carry out banking and insurance activities.
And, fifthly, in paragraph 2 of Art. 23 of the Civil Code of the Russian Federation defines the legal status of the head of a peasant (farm) farm operating without forming a legal entity, recognizing him as an individual entrepreneur from the moment of state registration of the peasant (farm) farm. And this is true, since if a farming enterprise is considered a commercial organization, then its head will have no time to be directly involved in agricultural work. You will have to devote your time to difficult dribbling accounting, work with government agencies, the implementation of additional costs for hiring an accountant and work with accounting and reporting.
It should be borne in mind that an individual entrepreneur, like a citizen, is not an entrepreneur, in accordance with Art. 24 "Property liability of a citizen" of the Civil Code of the Russian Federation "is responsible for its obligations all property belonging to him, with the exception of property, which, in accordance with the law, cannot be foreclosed. " Thus, a citizen is responsible only for his property, which belongs to him by right of ownership, and not the property of his family members or other persons. The list of property of citizens, which cannot be foreclosed, is established by civil procedural legislation (see Art. 446 of the Code of Civil Procedure of the Russian Federation). This means that if, on the basis of a court decision, the collection of property for the debts of a citizen, payment of fines or the confiscation of his property by a sentence of a criminal court is carried out, the things defined by this article will not be confiscated from him.
Other subjects of entrepreneurial activity in Russia are commercial organizations - legal entities pursuing profit-making as the main goal of their activities.
The institution of a legal entity as an independent subject of law arose as a result of the development of market relations in the world, the complication of the organization of business. This is due to the concentration of the capitals of individual individuals in a single capital, their collective participation in entrepreneurial activity in order to obtain a general high profit and its subsequent distribution among the participants in these integral economic processes. Therefore, the main, first of all, the economic functions of the activity of a legal entity, then clothed by the state in the appropriate legal forms, are the following:
- - formalizing the collective interests of the participants in a joint permanent activity, aimed at realizing specific economic goals. Participation in the form of a legal entity becomes more orderly, internally and externally, more organized, which makes it possible to most effectively implement the common will of the participants when it acts in civil circulation on its own behalf, but in the interests of the participants;
- - pooling of capital of participants as part of a legal entity. Participants, combining their property for conducting entrepreneurial and other useful activities, get the opportunity to carry out their activities for a long time and make a larger amount of profit from this activity. Moreover, when the capitals are combined, JSCs and LLCs bear only limited responsibility for the results of their activities: their commercial risk is limited only by the amount of the value of the property contributed by the participants of such a legal entity;
- - the presence of the institution of a legal entity allows you to participate in entrepreneurial activities and public entities: the state and municipalities. In most countries of the world, these entities participate in the activities of legal entities as shareholders or participants on an equal footing with subjects of private law. In Russia, subjects of public law in the implementation of entrepreneurship are entitled to participate only as shareholders of a PJSC. But in comparison with the legal systems of other states, in Russia there is a special specific organizational and legal form of commercial organizations: GUP and MUL (ie, indivisible);
- - as part of a legal entity capital management is carried out most effectively. Its participants can actively and scrupulously monitor the work of the executive body for the most effective use of the property of a legal entity, the choice of areas of its activities, the degree of its effectiveness, and prevent the undesirable consequences of ineffective and incompetent work of this body.
In Art. 48 "The concept of a legal entity" of the Civil Code of the Russian Federation gives general legal characteristics of this subject of civil law: "A legal entity is recognized organization, which owns, economic or operational management of separate property and is responsible for its obligations with this property, can, on its own behalf, acquire and exercise property and personal non-property rights, bear obligations, be a plaintiff and defendant in court. Legal entities must have their own balance or estimate ". Let us analyze in detail its identified fundamental features.
1. Entity - it is an organization registered in accordance with the procedure established by the law on state registration of legal entities. It, like a citizen - individual entrepreneur, has the right to actually exercise its rights and obligations from the moment of state registration (this moment, according to the law, is legal fact creation of this person) in the appropriate organizational and legal form. Therefore, the civil legal capacity of a legal entity arises at the time of its creation and terminates at the time of completion of its liquidation. Moreover, the civil capacity of a legal entity coincides with its civil legal capacity, which is the moment of registration for him common. The composition of the legal capacity of a legal entity must comply with the objectives of the activity provided for in its constituent documents (charter and (or) constituent agreement).
This means that it has the right to carry out those types of activities that are recorded in its constituent documents, and accordingly, it bears obligations related to this activity.
From the standpoint of the implementation of the goal of activity, legal entities are divided into two types (Article 50 of the Civil Code of the Russian Federation): commercial and non-commercial organizations.
Legal entities pursuing profit-making as the main goal of their activities - commercial organizations. They can be created in organizational and legal forms: business partnerships (full and limited) and companies (LLC and JSC), peasant (farmer) households, economic partnerships, PC, GUP and MUP. Organization data, excluding unitary enterprises and other types of organizations provided by law may have civil rights and bear civil obligations necessary for the implementation of any activities not prohibited by law.
Legal entities that do not have profit making as the main goal of their activities and do not distribute the received profit among the participants, are non-profit organizations. They can be created in the established clause 2 of Art. 50 of the Civil Code of the Russian Federation and 13 organizational and legal forms.
Non-profit organizations (public and religious organizations, foundations, non-profit partnerships, educational institutions, medicine, culture, etc., autonomous non-profit partnerships, state corporations) that do not exercise the power functions of subjects of public law are given the right to conduct entrepreneurial activity only insofar as it serves to achieve the goals for which they are created, and consistent with these goals. Therefore, in addition to the funds allocated for the activities of such an organization by the founders or members as contributions, which they spend exclusively according to the estimates approved by the named persons, these organizations have the right to receive profit from entrepreneurial activities spent for the purposes for which the organizations were created. They keep separate accounting records: 1) accounting for funds spent according to the estimate (such accounting is usually kept budgetary organizations); 2) balance accounting (conducted by commercial organizations).
Certain types of activities, the list of which is determined by the law on licensing, a legal entity can be engaged only on the basis of a special permit (license). That's why special legal capacity- the right of this person to carry out activities for which it is necessary to obtain a license - arises from the moment of its receipt or within the period specified in it and terminates upon the expiration of its validity period, unless otherwise provided by law or otherwise legal acts... However, some commercial organizations (banking, insurance, investment funds
pz, etc.) special legal capacity arises from the moment of their creation, but is carried out in reality from the moment of obtaining a license to carry out this type of activity, which is exclusive for this kind of organization. No other organizations, besides them, have the right to carry out these types of activities on an equal basis with others, and these organizations is not entitled to carry out, along with their specific activities, any others, although not prohibited by law.
The documents, on the basis of which a legal entity acts are called constituent. For commercial organizations, this is a charter (JSC, GUP and MUP, PC), or a memorandum of association and charter (LLC), or only a memorandum of association (non-statutory organizations are full and limited partnerships). The constituent agreement of a legal entity is concluded by its founders (participants), and the charter is approved by them. But if a legal entity is created by one founder (LLC and JSC, as well as a unitary enterprise), it acts on the basis of the charter approved solely by this founder.
General mandatory requirements for the registration of constituent documents for founders (participants) of legal entities and their registering bodies are set out in Art. 52 of the Civil Code of the Russian Federation, and for legal entities of specific organizational and legal forms - in the corresponding articles of the Civil Code of the Russian Federation, as well as in articles of laws on certain legal entities. But mandatory conditions, without the reflection of which in the constituent documents the registration of a legal entity will be denied, are the name and location of the legal entity.
Each legal the person must have its own name, containing an indication of its organizational and legal form. For example, not a legal entity "Triumph", but a limited liability company "Triumph". The names of non-profit organizations, as well as unitary enterprises and, in cases stipulated by law, other commercial organizations must contain an indication of the nature of the legal entity's activities. For example, the Charitable Foundation "All the best for children!" Or - Municipal Unitary Enterprise "Shop No. 3 - Products".
A legal entity that is a commercial organization must have a corporate name. In the above example, for a Limited Liability Company, the corporate name is the word "Triumph". When the state registration of a legal entity is carried out, the registration of the company name at the place of this registration is also carried out. And no one else in this place has the right to register a new legal entity under the same company name, since a legal entity whose company name is registered in accordance with the established procedure has exclusive right its use. A person who unlawfully uses someone else's registered company name, at the request of the owner of the right to the company name, is obliged to stop using it and compensate for the losses caused. Therefore, in this place it is possible to register new legal entities with different names under a new name, for example, Triumfik LLC, Triumfische CJSC, Tri-UM-F OJSC, etc.
Location of a legal entity is determined by the place of its state registration (clause 2 of article 54 of the Civil Code of the Russian Federation and clause 2 of article 11 of the Tax Code of the Russian Federation), unless otherwise specified in the constituent documents of the legal entity in accordance with the law. According to sub. "B" clause 1 of Art. 5 of the Federal Law "On state registration of legal entities and individual entrepreneurs»The state register must contain the address (location) of the permanent executive body of the legal entity, at which communication with the legal entity is carried out.
Failure to submit this information to the registering authority - the inspection of tax authorities at the location of legal entities - gives this body the right to refuse registration to a legal entity, as well as in accordance with paragraph 3 of Art. 14.25 of the Administrative Code of the Russian Federation to impose a fine on executive organization of a person in the amount of 5 thousand rubles.
Management of the activities of a legal entity. Insofar as this person- a virtual being, physically non-existent, the question arises: how does it enter into relations with other subjects of law? Who implements this relationship - the founders (participants) or someone else? And how is the internal management of its activities carried out?
In accordance with the laws and regulations adopted in the countries of market orientation (in the Civil Code of the Russian Federation this is reflected in Article 53 "Bodies of a legal entity"), a legal entity acquires civil rights and assumes civil obligations through its bodies acting in accordance with the law, other legal acts and constituent documents... The procedure for the appointment or election of these bodies is determined by the laws on the relevant legal entities and constituent documents.
Usually such an organ is denoted by the term "The executive body of a legal entity". They call him the director, general manager"," President ", if this body is sole. This is an individual appointed or elected to the specified position according to the norms labor legislation the founders (participants) of a legal entity or its bodies, which, in accordance with the constituent documents, are given the right to such appointment. The constituent document may establish that the authority to act on behalf of a legal entity is granted to several persons acting jointly or independently of each other. Information about this must be included in a single State Register legal entities. However, in Russia it is traditional to appoint (elect) the sole executive body of a legal entity, although the Civil Code of the Russian Federation provides for the possibility of acquiring civil rights for a legal entity and taking on civil obligations through its members.
This body, without a power of attorney, acts on behalf of a legal entity, represents its interests in relations with other persons and authorities, concludes contracts and other transactions, disposes of the property of a legal entity, hires and fired employees, and exercises other powers. All these powers, their limits and the procedure for using them are determined by the constituent documents and the contract concluded with the person performing the functions of the executive body.
This person must act in the interests of the legal entity he represents conscientiously and reasonably and is obliged, at the request of the founders (participants) of the legal entity, unless otherwise provided by law or agreement, to compensate the losses caused by them to the legal entity. The same responsibility is borne by members of the collegial bodies of a legal entity (supervisory or other council, board, etc.).
Federal Law No. 99-FZ of 05.05.2014 introduced Art. 53.1 "The responsibility of the person authorized to act on behalf of the legal entity, members of the collegial bodies of the legal entity and persons determining the actions of the legal entity", establishing the real responsibility of its management bodies.
First, this person is obliged to reimburse, at the request of the legal entity, its founders (participants) acting in the interests of the legal entity, losses caused through its fault to the legal entity.
Secondly, it is liable if it is proved that when exercising its rights and fulfilling its duties, it acted in bad faith or unreasonably, including if its actions (inaction) did not correspond to the usual conditions civil turnover or ordinary business risk.
Thirdly, the same responsibility is borne by the members of the collegial bodies of a legal entity, with the exception of those who voted against the decision that caused damage to the legal entity, or, acting in good faith, did not participate in the voting.
Fourth, a person who has the actual ability to determine the actions of a legal entity, including the ability to give instructions to the above persons, is obliged to act in the interests of the legal entity reasonably and in good faith, and is responsible for losses caused through its fault to the legal entity.
Fifth, in the event of joint infliction of losses on a legal entity, all named persons are obliged to compensate the losses jointly and severally.
Sixth, an agreement to eliminate or limit the liability of all these persons for committing unfair acts is void.
Consider separately legal status branches and representative offices legal entity. In accordance with the provisions of Art. 55 of the Civil Code of the Russian Federation, representative offices and branches have common features.
Firstly, both are a separate subdivision of a legal entity (its structural subdivision, the property in which is separated from the main property of the organization).
Secondly, they are located outside the location of the legal entity, i.e. outside the territory of its state registration.
Thirdly, both are not legal entities, which means they are not entitled to carry out any legal relationship on their own behalf. Therefore, both operate on the basis of not the charters, but the provisions on these units. But the Civil Code of the Russian Federation established that representative offices and branches must be indicated in the constituent documents of the legal entity that created them.
Fourthly, the legal entities that created these divisions endow them with property, according to which the legal entity maintains special internal accounting, since property taxes, in accordance with tax legislation, are paid to the budgets of those territories where this property is located, i.e. outside the location of the legal entity.
Fifth, the heads of representative offices and branches are appointed by a legal entity and act on the basis of its power of attorney. That is, they conclude an agreement not on behalf of the unit, but on behalf of a legal entity, acting personally under its power of attorney.
Differences between representative offices and branches in one: the first represents the interests of a legal entity and protects them; the second - performs all or part of the functions of a legal entity, including the functions of representation.
Thus, we examined the general characteristics of a legal entity as an organization. Let us continue the analysis of its other legal features set forth in the definition in Art. 48 of the Civil Code of the Russian Federation.
- 2. The next fundamental feature is the presence of separate property in the ownership, economic management or operational management of a legal entity, to which it is responsible for its obligations. This means that in the Russian legal system, along with the division of legal entities into commercial and non-commercial organizations, there is their division and on the basis of participation of founders (participants) a legal entity in the formation of its property. By this basis legal entities may have:
- - rights of obligation in relation to this legal entity- the right of ownership to its property belongs to the legal entity itself, and not to its participants or founders;
- - property rights to his property- the ownership right to the property of such a legal entity belongs to its founder (we emphasize - in the singular).
To legal entities - commercial organizations in respect of which their members have corporate rights, includes corporate organizations (corporations) - legal entities, the founders (members) of which have the right to participate (membership) in them and form their supreme body. These include business partnerships and societies, peasant (farm) farms, economic partnerships and PCs.
To legal entities whose property and ^ founders have ownership or otherwise real right, include GUP and MUP, as well as institutions whose founders do not become their participants and do not acquire membership rights in them.
Consider the signs of each of these groups of commercial organizations.
2.1. Corporate (obligatory) rights of participants in legal entities.
Business partnerships and companies. These include: partnerships: full and limited (on faith); companies - LLC and JSC.
General legal signs data of legal entities.
First, they are commercial organizations whose purpose is to make a profit.
Secondly, when these organizations are established, their participants are obliged to make their property contributions to the joint stock (for partnerships) or charter (for companies) capital. In proportion to the shares in these capitals, the number of votes of the participants is established when voting at their meetings, and in proportion to the shares, the net profit received by the organization is distributed among the participants.
Thirdly, the property formed at the expense of the contributions of the founders (participants), as well as produced and acquired by the partnership or society in the course of its activities, belongs to such an organization on the basis of ownership. The participants do not have the right to it and, therefore, they cannot withdraw the property transferred by them to the organization at the establishment in due time: the property from the possession of the participants left at their will, and therefore it is not subject to vindication.
Fourthly, partnerships and companies can be founders (participants) of other business partnerships and companies, with the exception of cases stipulated by laws.
Fifth, the contribution to the property of these legal entities can be money, securities, other things or property rights or other rights that have a monetary value.
Sixth, the participants of a partnership or society, having transferred property to the ownership of a legal entity in the form of a contribution to the joint stock or charter capital, in return acquire the rights of claim against it, i.e. liability rights.
In accordance with Art. 67 of the Civil Code of the Russian Federation, a participant has the right:
- - to take part in the distribution of the profits of the partnership or company, of which he is a member;
- - to receive, in the event of liquidation of a partnership or company, a part of the property remaining after settlements with creditors, or its value;
- - demand the exclusion of another participant from the partnership or company (except for PJSC) in judicial procedure with the payment to him of the actual value of his participation share, if such a participant by his actions (inaction) has caused significant harm to the organization or otherwise significantly complicates its activities and the achievement of the goals for which it was created, including grossly violating his obligations provided for by law or constituent documents ... Waiver of this right or its limitation are void;
- - have other rights stipulated by the Civil Code of the Russian Federation, laws on business entities, constituent documents of the organization.
A participant in a business partnership or company, along with the obligations stipulated for participants in corporations by other norms of the Civil Code of the Russian Federation, is obliged to make contributions to the authorized (joint-stock) capital of the partnership or company, the participant of which is, in the manner, in the amount, by the methods provided for by the constituent document, and contributions to other property of a business partnership or company.
Participants in business partnerships and companies may also bear other obligations stipulated by law and their constituent documents.
Consider differences between partnerships and companies.
First, in business partnerships going on unification of participants for the implementation of their activities, associated with making a profit. V societies participants do not unite for entrepreneurial activity themselves, but pool their capital (property). Therefore, only individual entrepreneurs and (or) commercial organizations can be participants in general partnerships and general partners in limited partnerships, i.e. direct subjects of entrepreneurship. Citizens and legal entities can be participants in business companies and investors in limited partnerships, regardless of whether they are business entities or not, since they combine both common actors civil law their property, without personally participating in entrepreneurial activities.
Subjects of public law (state bodies and bodies local government) does not have the right to act as participants in business companies and investors in limited partnerships, unless otherwise provided by law. Institutions financed by the owners may be participants in business companies and investors in partnerships with the permission of the owner, unless otherwise provided by law.
Participation may be prohibited or restricted by law selected categories citizens in business partnerships and companies, with the exception of PJSCs.
Secondly, monetary value of a deposit of the participant of the partnership is established by the constituent agreement of the participants, and the monetary assessment of the contribution of the participant of the economic company is made by agreement between the founders (participants) of the company and, in the cases provided for by law, is subject to independent peer review... So, in accordance with paragraph 2 of Art. 15 of the Federal Law of 08.02.1998 No. 14-FZ "On Limited Liability Companies", if the nominal value of a participant's non-monetary contribution is more than a certain amount, such a contribution must be assessed by an independent appraiser. When such a contribution is made to the authorized capital of a company, the participant and an independent appraiser, within three years from the date of state registration of the company or amendments to its charter, jointly and severally (jointly) bear subsidiary (additional) liability in the amount of the overstatement of the amount of the contribution in case of insufficiency of the company's property.
Thirdly, the partnership usually consists of at least two participants. A society can be created by one person who becomes its only participant.
Fourth, as noted, partnerships operate on the basis of only articles of association, society - based on statutes. Moreover, neither business partnerships nor LLCs have the right to issue stock; this right is given by law exclusively to the joint-stock company.
We will separately consider the legal status of partnerships and companies, since the main difference between the former and the latter is in the degree of each person's legal responsibility for the results of their activities.
Business partnerships in Russia, full partnerships and limited partnerships (limited partnerships) are established in organizational and legal forms. Their legal status is governed exclusively by the norms of the Civil Code of the Russian Federation: Art. 66-68 - common for partnerships and companies; Art. 69-81 - for general partnerships; separate norms of Articles 69-81 and Art. 82-86 - for limited partnerships.
Full partnership- its members are called complete comrades(I mean not their physical condition, but the degree of responsibility for his affairs), in accordance with the constituent agreement concluded between them, they are engaged in entrepreneurial activity on behalf of the partnership and are responsible for his obligations with the property belonging to them. A person can be a member of only one full partnership. Brand name a partnership must contain either the names (titles) of all its participants and the words "full partnership", or the name (name) of one or more participants with the addition of the words "and company" and the words "full partnership". Example: "Ivanov, Petrov, Sidorov, Triumph LLC and the company - full partnership."
The activities of the partnership are managed by the participants by common agreement. Each participant, regardless of whether he is authorized to conduct the affairs of the partnership, has the right to familiarize himself with all the documentation on the conduct of business. Waiver of this right or its restriction, including by agreement of the participants in the partnership, are void. Each participant can act on behalf of the partnership, if the memorandum of association does not establish that all its participants conduct business jointly, or the conduct of business is entrusted to separate participants. In the joint conduct of the affairs of a partnership by its participants, the consent of all participants in the partnership is required to complete each transaction. If the conduct of the affairs of the partnership is entrusted by its participants to one or some of them, the other participants in order to conclude transactions on behalf of the partnership must have a power of attorney from the participant (members) who is entrusted with the conduct of the affairs of the partnership.
The profits and losses of the partnership are distributed among its participants in proportion to their shares in the joint capital, unless otherwise provided by the memorandum of association or other agreement of the participants. An agreement on the elimination of any of the participants in the partnership from participation in profits or losses is not allowed.
But the most important legal feature the differences between partnerships and companies, thanks to which in modern Russia there are practically no commercial organizations in this organizational and legal form - this is the responsibility of the participants in a full partnership for its obligations. They are in solidarity subsidiary liability their property for the obligations of the partnership. Moreover, a participant who retired from the partnership is liable for the partnership's obligations that arose before the time of its retirement, on an equal basis with the remaining participants within two years from the date of approval of the report on the activities of the partnership for the year in which he left the partnership. In this case, the agreement of the participants on the limitation or elimination of the liability provided for in this article is null and void.
The participant has the right to withdraw from the partnership, but only six months before the actual withdrawal. He is paid the cost of a part of the partnership's property corresponding to the share of this participant in the contributed capital, unless otherwise provided by the memorandum of association. By agreement of the retiring participant with the remaining participants, the payment of the cost of a part of the property may be replaced by the issuance of the property in kind.
When a partnership is reorganized into a company, each general partner who has become a participant (shareholder) of the company, within two years, bears subsidiary liability with all of its property for the obligations transferred to the company from the partnership. Alienation by a former partner of his shares (stocks) does not relieve him of such responsibility. These rules apply accordingly when converting a partnership into a PC.
Fellowship on Faith(limited partnership) - a transitional form from partnership to society. In such a partnership, along with the general partners, there are one or more participants - contributors (limited partners), who bear the risk of losses associated with the activities of the partnership, within the limits of the amounts of their contributions. They do not take part in the implementation of entrepreneurial activities by the partnership. The legal status of general partners in a limited partnership and their responsibility for its obligations are determined by the rules of the Civil Code of the Russian Federation on participants in a full partnership.
The firm name of a limited partnership must contain either the names (names) of all general partners and the words "limited partnership" or "limited partnership", or the name (name) of at least one full partner with the addition of the words "and company" and the words "partnership on faith "or" limited partnership ". But if the name of the investor is included in the firm name of the partnership, such an investor becomes a full partner. In general, the rules of the Civil Code of the Russian Federation on a full partnership are applied to this partnership.
The management of a limited partnership is carried out only by general partners. Investors are not entitled to participate in the management and conduct of the affairs of a limited partnership, to act on its behalf otherwise than by power of attorney. They do not have the right to challenge the actions of the general partners in the management and conduct of the affairs of the partnership. The investor is obliged to make a contribution to the contributed capital and from the moment of its deposit acquires the following rights:
- 1) receive a part of the partnership's profit due to its share in the contributed capital in the manner prescribed by the constituent agreement;
- 2) get acquainted with the annual reports and balance sheets of the partnership;
- 3) at the end of the financial year, leave the partnership and receive your contribution in the manner prescribed by the memorandum of association;
- 4) transfer his share in the contributed capital or part of it to another depositor or third party. Investors enjoy the preferential right over third parties to purchase a share (or part of it). The transfer of the entire share to another person by the depositor terminates his participation in the partnership.
The founding agreement of a limited partnership may also provide for other rights of an investor.
Federal Law No. 302-FZ of 30.12.2012 introduced Art. 86.1 "Peasant (farm) economy ", which is understood as a group of citizens conducting joint activities in the field Agriculture without forming a legal entity on the basis of an agreement on the establishment of this farm. As a legal entity, it is recognized as a voluntary association of citizens on the basis of membership for joint production or other economic activities in the field of agriculture, based on their personal participation and the consolidation of property contributions by members of the peasant (farm) economy. The property of this farm belongs to him by right of ownership.
A citizen can be a member of only one peasant (farm) economy, created as a legal entity. When the creditors of a given farm are levied on a land plot owned by the farm, the land plot is subject to sale from public auction in favor of a person who, in accordance with the law, has the right to continue to use land plot on intended purpose in accordance with Art. 7 Land Code RF.
Members of this farm, created as a legal entity, bear subsidiary (additional) responsibility for the farm’s obligations. Features of the legal status of a peasant (farm) economy, created as a legal entity, are determined by the Federal Law of 11.06.2003 No. 74-FZ "On the peasant (farm) economy".
Business companies in Russia are divided into 1) LLC,
2) JSC(public and non-public).
Limited liability company(LLC) - a company founded by one or more persons, the authorized capital of which is divided into shares of the sizes determined by the constituent documents; LLC participants are not liable for its obligations and bear the risk of losses associated with the activities of the company, within the value of their contributions. The firm name of the LLC must contain the name of the company and the words "limited liability". The legal status of an LLC and the rights and obligations of its participants are determined by Art. 87-94 of the Civil Code of the Russian Federation and the Federal Law "On Limited Liability Companies".
The number of LLC participants should not exceed 50. otherwise it is subject to transformation into a joint-stock company within a year, and upon the expiration of this period - liquidation in court, if the number of its participants does not decrease to the established limit.
Authorized capital of LLC consists of the value of the contributions of its participants. He determines the minimum size of the company's property that guarantees the interests of its creditors. The size of the authorized capital of the company cannot be less than the amount determined by the law on LLC.
The authorized capital of the company must be paid by the participants at least in half at the time of its registration. The unpaid part is payable by the participants during the first year of the company. Within three working days after the company makes a decision to reduce its authorized capital, the company is obliged to report such a decision to the body that carries out the state registration of legal entities, and twice, once a month, to publish in the press, which publishes data on the state registration of legal entities. persons, notification of a decrease in its authorized capital.
A reduction in the authorized capital of an LLC is allowed after notification of all its creditors. The latter have the right in this case to demand early termination or fulfillment of the corresponding obligations of the company and compensation for losses. An increase in the authorized capital of a company is allowed after all its participants have made contributions in full.
Management in LLC is carried out according to the following rules. Supreme body LLC is the general meeting of its members. An executive body (collegial and (or) sole) is created in the LLC, which carries out the current management of its activities and is accountable to the general meeting of its participants. The sole governing body of the company may be elected not from among its members. The competence of the company's management bodies, as well as the procedure for making decisions and speaking on behalf of the company, are determined in accordance with the law on LLC and its charter.
Matters attributed to exclusive competence general meeting members of the company cannot be transferred to them for decision by the executive body of the company. To check and confirm the correctness of the annual financial statements of an LLC, it has the right to annually engage a professional auditor who is not associated with property interests with the company or its members (external audit). An audit of the company's annual financial statements can also be carried out at the request of any of its participants.
A company participant has the right to sell or otherwise cede his share in the charter capital of the company or part of it to one or several participants of this company, as well as to third parties, if this is allowed by the charter of the LLC. The members of the company enjoy the preemptive right to purchase the share of the participant (or part of it) in proportion to the size of their shares, unless the charter of the company or an agreement of its members provides for a different procedure for exercising this right. But if the participants do not use their preemptive right within a month from the date of notification or at another time stipulated by the charter of the company or the agreement of its participants, the participant's share may be sold to a third party. If, in accordance with the charter of the LLC, the alienation of the share of the participant (its part) to third parties is impossible, and other participants of the company refuse to purchase it, the company is obliged to pay the participant its actual value or give him in kind property corresponding to such value.
Shares in the authorized capital of an LLC are transferred to the heirs of citizens and to the legal successors of legal entities that were participants in the company, if the constituent documents of the company do not provide that such a transfer is allowed only with the consent of the other participants in the company. Refusal to consent to the transfer of a share entails the obligation of the company to pay the heirs (successors) of the participant its actual value or to give them property in kind at such a value in the manner and on the conditions stipulated by the law on LLC and its constituent documents.
A participant has the right to withdraw from the company at any time, regardless of the consent of its other participants. At the same time, he must be paid the value of a part of the property corresponding to his share in the authorized capital of the company from the sum of the company's net assets based on the results of the financial year in which the participant submitted a written application for withdrawal from the company.
Joint-stock company(JSC) - a company, the authorized capital of which is divided into a certain number of shares; JSC participants (shareholders) are not liable for its obligations and bear the risk of losses associated with the company's activities, within the value of their shares. Shareholders who have not fully paid for the shares are jointly and severally liable for the obligations of the joint-stock company within the unpaid part of the value of the shares they own. The firm name of a JSC must contain its name and an indication that the company is a joint stock company. The legal status of JSC, the rights and obligations of shareholders are determined in accordance with Art. 95-104 of the Civil Code of the Russian Federation and Federal Law of December 26, 1995 No. 208-FZ "On Joint Stock Companies".
Joint-stock companies are of two types: public and non-public.
Joint-stock company, the participants whom may alienate their shares without the consent of other shareholders, is recognized as public(PAO - previously called open). It is obliged to submit, for entry into the unified state register of legal entities, information about the company name of the company, which contains an indication that it is public.
Public joint-stock company acquires the right to publicly place (by open subscription) shares and securities convertible into its shares, which can be publicly traded under the conditions established by the laws on securities, from the date of entry into the unified state register of legal entities of information about the company's corporate name containing an indication of what such a society is public.
In a given society, its collegial governing body of the society is formed, the number of members of which cannot be less than five. The formation procedure and the competence of the said collegial management body are determined by the law on JSC and the charter of the PJSC. The responsibilities for maintaining the register of its shareholders and performing the functions of the counting commission are carried out by an organization that has a license provided for by law.
In a PJSC, the number of shares owned by one shareholder, their total par value, as well as the maximum number of votes given to one shareholder cannot be limited. The charter of a company cannot provide for the need to obtain someone's consent for the alienation of its shares. No one can be given the right preferential acquisition shares of PJSC. Its charter cannot be attributed to the exclusive competence of the general meeting of shareholders to resolve issues not related to it in accordance with the Civil Code of the Russian Federation and the law on joint-stock companies.
The company is obliged to publicly disclose information provided by law. Additional requirements to the creation and operation, as well as to the termination of a PJSC are established by the law on JSC and the law on securities.
Joint-stock company, whose shares are distributed only among its founders or otherwise in advance a certain circle persons, is recognized as non-public (previously called closed, COMPANY). It does not have the right to conduct an open subscription to the shares issued by it or otherwise offer them for purchase to an unlimited number of persons. The shareholders of a CJSC have a preemptive right to purchase shares sold by other shareholders of this company. And only in the cases stipulated by the law on JSC, the CJSC is obliged to publish for general information the documents that are published by the PJSC.
When establishing any joint-stock company, the founders conclude an agreement among themselves that determines the procedure for their implementation joint activities on the establishment of the company, the size of the authorized capital of the company, the categories of issued shares and the procedure for their placement, as well as other conditions stipulated by the law on joint-stock companies. This agreement is not a constituent agreement: the only constituent document of a joint-stock company is its charter.
A joint-stock company can be created by one person or consist of one person upon acquisition by one shareholder of all the shares of the company. Information about this must be contained in the charter of the company and be registered and published for general information. A JSC, like an LLC, cannot have as its sole participant another business entity consisting of one person (for example, JSC Rifey was established by LLC Western Ural, the only participant of which is citizen I. I. Uralov).
The authorized capital of a JSC is made up of the par value of the company's shares acquired by shareholders. As in an LLC, the authorized capital of a JSC determines the minimum size of the company's property that guarantees the interests of its creditors. Established by the Federal Law "On Joint Stock Companies".
When establishing a joint-stock company, all of its shares must be distributed among the founders. If at the end of the second and each subsequent financial year the value of the company's net assets turns out to be less than the authorized capital, the company is obliged to declare and register, in accordance with the established procedure, a decrease in its authorized capital. If the value of the said assets of the company falls below the statutory minimum amount of the authorized capital, it is subject to liquidation.
The joint-stock company has the right, by decision of the general meeting of shareholders, to increase the authorized capital by increasing the par value of shares or issue additional shares... An increase in the authorized capital is allowed after its full payment. But it is not allowed to increase the authorized capital of the company to cover the losses incurred by it.
The joint-stock company has the right, by decision of the general meeting of shareholders, to reduce the authorized capital by reducing the par value of shares or by purchasing part of the shares in order to reduce them. the total... This reduction is allowed after notification of all its creditors of the company, who have the right to demand early termination or fulfillment of the company's corresponding obligations and compensation for losses.
In addition to shares, a joint-stock company has the right to issue bonds (securities - debt obligations) for an amount not exceeding the amount of the authorized capital or the amount of security provided to the company for this purpose by third parties, after full payment of the authorized capital.
The joint stock company is not entitled to declare and pay dividends:
- - until full payment of the entire authorized capital;
- - if the value of the net assets of a JSC is less than its authorized capital and reserve fund or becomes less than their size as a result of the payment of dividends; and etc.
Management in JSC is carried out according to the rules similar to management in LLC. The supreme governing body in a JSC is also the general meeting of its shareholders. Issues attributed by law to the exclusive competence of the general meeting of shareholders cannot be transferred for decision executive bodies society.
In a company with more than 50 shareholders, a board of directors (supervisory board) is created - an intermediate body that performs some functions of general meetings of JSC in the periods between their holding. If a board of directors (supervisory board) is created, the charter of the company in accordance with the law on joint-stock companies should define its exclusive competence. Issues attributed by the charter to the exclusive competence of the board of directors (supervisory board) cannot be delegated to them for decision by the executive bodies of the company.
The executive body of a JSC can be a collegial body (management board, directorate) and (or) a sole body (director, general director) that carries out the day-to-day management of the JSC's activities and is accountable to the board of directors (supervisory board) and the general meeting of shareholders. The competence of the executive body includes the solution of all issues that do not constitute the exclusive competence of other governing bodies of the company, determined by law or the charter of a joint-stock company.
A joint-stock company, obliged to publish the above-mentioned documents for the public, must annually engage a professional auditor who is not related to property interests with the joint-stock company or its shareholders to check and confirm the correctness of the annual financial statements. The procedure for auditing the activities of a JSC is determined by law and the company's charter.
Unlike participants in LLC, shareholders of both types of JSC are not entitled, upon leaving the JSC, to demand the issuance of property to them in proportion to the share of their shares in the authorized capital. A share, as an object of civil law "securities", is this security and gives its holder the property right to demand from the JSC the fulfillment of its obligations only under those described in clause 1 of Art. 67 of the Civil Code of the Russian Federation to the powers of: 1) participation in the management of the affairs of society; 2) obtaining information on the activities of the company and familiarization with its accounting books and other documentation in accordance with the procedure established by the constituent documents; 3) participation in the distribution of profits; 4) receiving, upon liquidation of the company, part of the property remaining after settlements with creditors, or its value. Unlike a participant in an LLC, neither the Civil Code of the Russian Federation nor the law on joint-stock companies provides him with other rights, especially the receipt of a part of the property when a shareholder leaves the company. Therefore, a shareholder has the right to terminate participation in a joint-stock company only by transferring this right, formalized by the share, to another person at the price of the agreement.
Production cooperative(artel) (PC) - voluntary association of citizens on the basis of membership for a joint industrial or other economic activities(production, processing, sale of industrial, agricultural and other products, performance of works, trade, consumer services, provision of other services), based on their personal labor and other participation and the consolidation of property shares by its members. Federal Law of 08.05.1996 No. 41-FZ "On production cooperatives" and the charter of the PC may provide for the participation in its activities of legal entities that do not personally participate in labor activity, and financially support the activities of the cooperative with their share contributions.
The number of its members must be at least five. They bear subsidiary liability for the obligations of the PC in the amount and in the manner prescribed by the law on the PC and its charter. The trade name of the PC must contain its name and the words "production cooperative" or "artel". The legal status of PCs and the rights and obligations of their members are determined in accordance with Art. 106.1-106.6 of the Civil Code of the Russian Federation and the PC law.
The property owned by the PC is divided into shares of its members in accordance with its charter, where it can be established that a certain part of the property belonging to the cooperative is indivisible funds used for the purposes determined by the charter. The decision on the formation of these funds is taken by the PC members unanimously, unless otherwise provided by its charter. By the time of registration of the cooperative, its member must pay at least 10% of the share contribution, and the rest - within a year from the date of registration. The profit of the PC is distributed among its members in accordance with their labor participation, unless a different procedure is provided for by law and the charter of the PC. The property remaining after its liquidation and satisfaction of creditors' claims is distributed in the same manner.
The supreme governing body of the PC is the general meeting of its members. Its executive bodies are the board and (or) its chairman, who carry out the day-to-day management of the PC's activities and are accountable to the supervisory board and the general meeting of PC members. Members of the board, as well as the chairman of the cooperative can only be its members.
Issues referred to the exclusive competence of the general meeting cannot be transferred by them to the decision of its executive bodies. A member of a cooperative has one vote in making decisions by the general meeting, regardless of the size of his share contribution and the effectiveness of labor participation in the affairs of the cooperative.
Unlike members of LLC and JSC, termination of membership in a PC and transfer of a share to other persons is specific.
First, a member of the cooperative has the right to withdraw from it at his own discretion. In this case, he must be paid the value of the share or issued property corresponding to his share, as well as other payments provided for by the charter of the cooperative. The payment of the value of the share or the issuance of other property to the outgoing member of the cooperative is made at the end of the financial year and the approval of the balance sheet of the cooperative, unless otherwise provided by its charter.
Secondly, a member of the cooperative can be expelled from it by decision of the general meeting in case of non-performance or improper performance duties assigned to him by the charter, as well as in other cases stipulated by law and the charter. The excluded member of the cooperative has the right to receive a share and other payments provided for by the PC charter.
Third, a member of the PK has the right to transfer his share (part of it) to another member of the PK, unless otherwise provided by law and the charter. Such transfer to a citizen, not a member of the PC, is allowed only with the consent of the PC. In this case, its other members enjoy the pre-emptive right to purchase a share (or part of it).
Fourthly, in the event of the death of a member of the PC, his heirs may be admitted to members of the cooperative, unless otherwise provided by its charter. Otherwise, the cooperative pays the heirs the value of the share of the deceased member of the cooperative.
2.2. If ownership or other proprietary right to the property of a legal entity belongs to the state represented by the Russian Federation, its subject, as well as municipalities, then legal entities are called state and municipal unitary enterprises and exist in independent forms: 1) federal state unitary enterprises; 2) SUE of the constituent entities of the Russian Federation; 3) CBM specific municipalities... All of them are created by general rules, set out in Art. 113-115, 294-300 of the Civil Code of the Russian Federation, as well as in Federal law dated November 14, 2002 No. 161-FZ "On State and Municipal Unitary Enterprises".
A unitary enterprise is a commercial organization that is not endowed with the ownership right to the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed by contributions (shares, shares), including among the employees of the enterprise. Only state and municipal enterprises are created in the form of unitary enterprises. The property of such a unitary enterprise is, respectively, in the state or municipal property and belongs to the enterprise on the basis of the right of economic management or operational management. The firm name of a unitary enterprise must contain an indication of the owner of the property.
The executive body of a unitary enterprise is the head, who is appointed by the owner or a body authorized by the owner. He is accountable to them.
A unitary enterprise is responsible for its obligations with all property belonging to it and is not responsible for the obligations of the owner of its property. Likewise, the owner of the enterprise is not responsible for his obligations, except for the obligations of state-owned enterprises, for which he bears subsidiary liability.
The vast majority of Russian unitary enterprises are based on the right of economic management. This organizational and legal form of commercial organizations is an "invention" of the Soviet legal science, which arose after the victory of the October Revolution of 1917. All legal entities, except cooperatives, as a result of nationalization, ceased to be the owners of the property that was on their balance sheets. The state became its only owner. But as an owner, it could not directly manage it for the purpose of efficient management in conditions of a very deep division of labor. Therefore, it created "enterprises" as specific legal entities unknown to any legal system in the world, retaining the right of ownership of property, transferring to legal entities a special property right to it, which was first called "the right of operational management of property", and then "the right of full economic management ". Therefore, in transition period to market relations in the 1990s. the Russian legislator retained in the Civil Code of the Russian Federation these both legal institutions along with a variety of other organizational and legal forms of legal entities.
- It seems that such statements to the courts from Russian minors, citizens of their parents, trustees and guardians in the next few years are unlikely to come. Unlike American parents, the mentality of Russian parents towards their children is fundamentally different: “What kind of parents are we, since grandchildren? we will make it to the pension! "
- In accordance with Art. 446 of the Code of Civil Procedure of the Russian Federation in the execution of decisions in relation to civil penalties cannot be levied on foodstuffs, clothing, household furnishings and utensils, the required number of livestock and poultry, as well as on other property necessary for the debtor and his dependent persons, according to the list set out in the specified article.
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Introduction
1. Subjects of business relations. Criteria for determining the types of entrepreneurship
2. Types of entrepreneurial activity, general characteristics, legal differences
Conclusion
List of used literature
INTRODUCTION
In recent years, entrepreneurship has received a dynamic development in Kazakhstan, which is proactive, independent, carried out on its own behalf, at its own risk, under its property responsibility, the activities of individuals and legal entities aimed at making a profit.
The revival of entrepreneurship in Kazakhstan has taken place. Indeed, before 1917, entrepreneurship took place in the country, but due to the weak level of development of the productive forces, then it did not receive the proper distribution.
Over the years Soviet power the concept of "entrepreneurship" was practically excluded from the economic vocabulary, and the term "entrepreneur" was perceived negatively. Now we do not avoid, as in the past, the words "entrepreneurship", "entrepreneurship".
Today, many have begun to understand that it is entrepreneurship that drives the development of production, the market, and therefore society as a whole. Foreign countries thrive thanks to entrepreneurs, and entrepreneurs - thanks to the support of their states. The entrepreneur is the energy that comes from within, escaping from business people to achieve commercial results. Its essence is to bear the entirety of the risk for the business started. In any endeavor without risk-taking enterprise, new ideas are not viable.
Entrepreneurs are people in the business world who can see business opportunities, who can raise the capital they need, who know how to proceed, and who are willing to take risks, taking responsibility for both success and failure.
Entrepreneurship in the Republic of Kazakhstan is developing in various forms. By the type of activity - industrial, commercial, financial. By the size of economic entities - small, medium and large. By the nature of ownership - private, joint. Organizationally, it is individual and collective (partnerships, societies). A kind of organizational legal form business enterprises are production cooperatives.
In a word, entrepreneurship is gaining strength, covering more and more areas of the economy and social strata. Its successful development can occur under the presence of such necessary conditions as private property, freedom of economic activity.
Kazakhstan is at the stage of formation of market relations, the existence of which is currently unthinkable without entrepreneurial activity - this is an axiom and is the relevance of the chosen topic.
The objectives of this work are to analyze the evolution of the term "entrepreneurship", the essential disclosure of the types and forms of entrepreneurial activity, the study of the formation of entrepreneurship in Kazakhstan during the transition to market relations.
The socio-economic importance of entrepreneurship is increasing due to the fact that it gives the economy flexibility, helps to attract financial and production resources of the population; carries antitrust potential; creates the preconditions for a breakthrough in a number of areas of scientific and technological progress; largely solves employment problems and other social problems market economy.
The development of a market economy presupposes the formation of entrepreneurship and the education of an entrepreneur. Solving this task, coupled with overcoming rather serious difficulties and psychological barriers, is not easy. The economic reform carried out in Kazakhstan has opened up new prospects for the development of entrepreneurship.
1 ... Subjects of business relations. Determination criteriadifferent types of entrepreneurship
entrepreneurship kazakhstan market relation
The subjects of private entrepreneurial activity include: subjects of individual entrepreneurship; microbusiness entities; small businesses; medium-sized businesses; subjects of large business.
Individual entrepreneurs are individuals engaged in entrepreneurial activities without forming a legal entity and in the absence of signs of a legal entity.
Microbusiness entities are individuals without a legal entity and legal entities engaged in entrepreneurial activities with an average annual number of employees up to 10 people.
Microbusiness entities are part of small businesses.
Small businesses are individuals without a legal entity and legal entities engaged in entrepreneurial activities with an average annual number of employees of no more than 50 people and a total value of assets for the year of no more than sixty thousand times the monthly calculation index.
Medium-sized businesses are individuals without a legal entity and legal entities engaged in entrepreneurial activities with an average annual number of employees up to 250 people and a total value of assets for the year not exceeding three hundred and twenty-five thousand times the monthly calculation index.
Large business entities are legal entities engaged in entrepreneurial activities with an average annual number of employees of more than 250 people or a total value of assets for the year over three hundred and twenty-five thousand times the monthly calculation index.
Citizens have the right to engage in entrepreneurial activity without forming a legal entity, with the exception of cases provided for by this Code and other legislative acts... State registration of individual entrepreneurs is explicit in nature and consists in registration as an individual entrepreneur. Individual entrepreneurs who meet one of the following conditions are subject to mandatory state registration: 1) use the labor of hired workers on a permanent basis; 2) have from entrepreneurial activity the total annual income, calculated in accordance with tax legislation, in an amount exceeding the tax-free amount of the total annual income established for individuals by the legislative acts of the Republic of Kazakhstan.
The activities of the listed individual entrepreneurs without state registration are prohibited, with the exception of cases provided for Tax Code RK. If an individual entrepreneur carries out activities subject to licensing, he must have a license for the right to carry out such activities. The license is issued in accordance with the procedure established by the legislation on licensing. The Government of the Republic of Kazakhstan has the right to establish a simplified procedure for issuing licenses to individual entrepreneurs.
2 ... Types of entrepreneurial activity, total hacharacteristic, legal differences
There are two types of entrepreneurship: private and public. According to Art. 1 of the Law of the Republic of Kazakhstan "On protection and support of private entrepreneurship" dated July 4, 1992. private entrepreneurship is an initiative activity of citizens and non-state legal entities aimed at generating income, based on the property of citizens themselves (individual entrepreneurship) or non-state legal entities (private entrepreneurship of legal entities) and carried out on behalf of citizens or non-state legal entities at their risk and under their property liability.
According to Art. 1 of the Law of the Republic of Kazakhstan "On Individual Entrepreneurship" dated June 19, 1997, individual entrepreneurship as a type of private entrepreneurship is an initiative activity of citizens aimed at generating income, based on the property of citizens themselves and carried out on behalf of citizens for their risk and under their property responsibility.
Individual entrepreneurs are individuals engaged in entrepreneurial activities without forming a legal entity and in the absence of signs of a legal entity (Article 3 of the Law).
There are two types of individual entrepreneurship: personal entrepreneurship and joint entrepreneurship.
Personal entrepreneurship is carried out by one citizen independently on the basis of property belonging to him by right of ownership, as well as by virtue of another right allowing the use and (or) disposal of property.
Joint entrepreneurship is carried out by a group of citizens (individual entrepreneurs) on the basis of property belonging to them by right common property, as well as by virtue of another right allowing joint use and (or) disposal of property.
Joint venture is subdivided into three forms:
1) entrepreneurship of spouses, carried out on the basis of common joint property of the spouses;
2) family entrepreneurship, carried out on the basis of common joint ownership of a peasant (farm) economy or common joint ownership of a privatized dwelling place;
3) a simple partnership in which entrepreneurial activity is carried out on the basis of common shared ownership.
Conclusion
Entrepreneurship exists wherever people of their own free will (and not according to a centrally developed plan) produce goods and provide services. But people tend to be wrong. Business luck doesn't fall from the sky. How to achieve it, how to protect yourself, your business from mistakes? Most often, the origins of failures are laid at the stage of organizing entrepreneurship. Such errors are the most difficult to correct. For this reason, knowledge theoretical foundations entrepreneurship is a prerequisite for a long and successful business life.
Knowledge of the types and organizational and legal forms of entrepreneurship makes it possible for entrepreneurs to successfully open and expand their own business, to take competent economic and legal solutions... Without this knowledge in Kazakhstan, it is impossible to build a civilized system of entrepreneurial relations, which, in turn, are the basis economic development and the prosperity of the country. Therefore, constant transformations and adjustments are now being made in this area in order to create an orderly system of functioning and the relationship of various firms and enterprises.
The period of the birth of civilized business in the country can be safely called 1997, when the Presidential Decree on measures to strengthen state support and intensify the development of small business was adopted. Since then, its priority development has been an integral part public policy and most of the cardinal changes in society are also associated with it.
The emergence of a market economy in Kazakhstan leads to an increase in the number of citizens engaged in entrepreneurship. They prepare for entrepreneurial activity in universities, academies, institutes, colleges.
The growth of entrepreneurship representatives outlined in the economic structure meets the most urgent task of accelerating the creation of a whole army of new commodity producers. The formation of highly profitable, dynamic enterprises can be associated with the hope of establishing genuine market relations in our economy.
LIST OF USED LITERATURE
1. Legal regulation of entrepreneurial activity. Tutorial... Almaty, 2004.
2. Lapusta M.G. Entrepreneurship. Textbook. Moscow, 2008.
3. Doinikov I.V. "Business Law". M., 1998.
4. Kruglova N.Yu. Economic law. 1999.
6. Business law. Course of lectures / Ed. N.I. Klein. M., 1993.
7. Doinikov I.V. "Business Law". M., 1998.
8. Kruglova N.Yu. Economic law. 1999.
10. Business law. Course of lectures / Ed. N.I. Klein. M. 1993.
11. Laptev V.V. "Business Law: Concept and Subjects". M., 1997.
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