Commercial organizations as subjects of business law briefly. Commercial legal entities as business entities

All legal entities can be classified as commercial and non-commercial. commercial organizations.

A commercial organization is an organization whose activities are aimed at making profit and dividing it among participants.

Business companies and business partnerships.

A business company and a business partnership are commercial organizations created on a voluntary basis on a membership basis and are endowed with general legal capacity by law. They become the owners of the property formed at the expense of the contributions of the founders (participants), as well as produced and acquired in the course of their activities.

Differences between a business company and a business partnership:

1. 1. H.T. - association of persons. H.O. - the pooling of capital.

Those. in H.T. in addition to property contributions, direct, personal participation in the affairs of the partnership is assumed. These cases should be conducted by the participants themselves, without involving hired persons in them. The participants of H.T. (general partners) can only be individual entrepreneurs and commercial organizations.

2. Participants in partnerships (with the exception of contributors), in contrast to participants in companies, bear unlimited liability with personal property for the obligations of such partnerships if the latter lack their own property.

Economic companies.

Society with limited liability - a business company, the authorized capital of which is divided into shares. The participants are not liable for the debts of the company and bear the risk of losses within the limits of their contributions, and the company is not liable for the debts of the participants. The number of participants is not more than 50. Otherwise, the LLC must be transformed into an OJSC or a production cooperative. LLC can be established sole member. An LLC is not entitled to have as a founder another company founded by a single person.

The LLC has a two-tier management structure:

1. The supreme body is the meeting of participants (or the sole founder).
2. Executive body: always sole (director) and, if necessary, a collegial body is created.

When leaving the LLC, a participant has the right to pay him a part of the property corresponding to his share.

Additional Liability Company- corresponds to the characteristics of an LLC, with the exception of the additional liability of the participants. The participants jointly and severally bear subsidiary (additional) liability for the debts of the ALC, i.e. responsible for the insufficiency of the property of the company itself.

With the entry into force federal law dated 05.05.2014 No. 99-FZ "On Amendments to Chapter 4 of Part One of the Civil Code Russian Federation and on the invalidation of certain provisions of the legislative acts of the Russian Federation "this organizational form entrepreneurial activity will be excluded.

Joint stock company (CJSC or OJSC)- a business company, the authorized capital of which is divided into a certain number of shares, and its participants (owners of shares - shareholders) are not liable for the debts of the company and bear only the risk of losses within the value of their shares. Withdrawal from the company can be carried out only by alienating the share (shares) to another person. Thus, a joint-stock company is guaranteed against a decrease in its property due to the withdrawal of participants from it.

The value of a joint-stock company lies in the possibility of attracting and centralizing large capital, initially dispersed among many small owners.

Joint-stock companies are divided into closed (CJSC) and open (OJSC). JSC has the right to sell its shares among an indefinite circle of persons. Shareholders of an OJSC have the right to freely alienate their shares both to other shareholders and to third parties. CJSC can distribute their shares only among the founders or other predetermined circle of persons. The number of participants in a CJSC should not exceed 50.

JSC management structure:

The supreme body is the general meeting of shareholders, which has the exclusive competence to change the charter, make decisions on reorganization or liquidation, form executive bodies, etc.

Board of Directors (Supervisory Board) (if more than 50 members - mandatory).

The executive body (sole and (or) collegiate) deals with the resolution of all issues that do not constitute the exclusive competence of the general meeting and the Board of Directors.

Business partnerships.

General partnership- a partnership, the participants of which, in accordance with the founding agreement concluded between them, carry out entrepreneurial activities on behalf of the partnership and are liable for its obligations with their property.

A person may be a participant in only one full partnership.

The management of the activities of a general partnership is carried out by common agreement of all participants. The founding agreement of a partnership may provide for cases where the decision is taken by a majority vote of the participants.

Profits and losses of a general partnership shall be distributed among its participants in proportion to their shares in the share capital, unless otherwise provided by the memorandum of association or other agreement of the participants.

Limited partnership (limited partnership) - a partnership in which, along with the participants who carry out entrepreneurial activities on behalf of the partnership and are liable for the obligations of the partnership with their property (general partners), there are one or more participants - investors (limited partners) who bear the risk of losses associated with the activities of the partnership, within the limits of the amounts contributions made by them and do not take part in the implementation of entrepreneurial activities by the partnership.

The management of the activities of a limited partnership is carried out only by general partners.

Production cooperative(artel) - a commercial organization, which is a voluntary association of citizens who are not entrepreneurs for a joint production or other economic activity based on their personal labor (or other) participation and the association of certain property (share) contributions, with their personal limited subsidiary liability for the obligations of this commercial organization.

The supreme governing body of a cooperative is the general meeting of its members.

State and municipal unitary enterprises.

A unitary enterprise is a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares).

Only state and municipal enterprises can be created in the form of unitary enterprises.

The property of a state or municipal unitary enterprise is respectively in the state or municipal property and belongs to such an enterprise on the right of economic management (Article 294 of the Civil Code) or operational management (Article 295 of the Civil Code).

Economic partnership.

In accordance with the Federal Law of 03.12.2011 N 380-FZ "On economic partnerships", an economic partnership (hereinafter referred to as a partnership) is recognized as a partnership established by two or more persons commercial organization, in the management of which, in accordance with this Federal Law, participants in the partnership (partners), as well as other persons, take part in the limits and to the extent that are provided for in the charter and agreement on the management of the partnership. The list of activities that cannot be carried out by partnerships is approved by the Government of the Russian Federation.

The participants of the partnership (partners) are not liable for the obligations of the partnership and bear the risk of losses associated with the activities of the partnership, within the limits of the amounts of their contributions. The partnership is liable for its obligations with all its property and is not liable for the obligations of its members.

From September 1, 2014, Federal Law No. 99-FZ of May 5, 2014 introduces a new classification organizational forms legal entities. All legal entities, in accordance with the amendments to the Civil Code, will be divided into corporations and unitary legal entities (Article 65.1 of the Civil Code of the Russian Federation as amended by Law No. 99-FZ). The possibility of creating companies with additional liability and closed joint-stock companies has been excluded. A new organizational and legal form has been created non-profit organization- association of property owners.

Corporations- organizations in respect of which their members have corporate rights. These organizations include all commercial legal entities (with the exception of unitary enterprises), as well as a number of non-profit ones:

consumer cooperatives;

Public organizations;

Associations (unions);

Associations of property owners;

Cossack societies included in the relevant state register;

Communities of indigenous peoples.

Unitary organizations- legal entities whose founders do not become their participants and do not acquire membership rights in them.

These include state and municipal unitary enterprises (which are commercial organizations), as well as the following non-profit organizations:

Public, charitable and other foundations;

State institutions (including state academies of sciences), municipal and private (including public) institutions;

Autonomous non-profit organizations;

Religious organizations;

Public law companies.

Business companies since September 1, 2014 are divided into public(joint stock companies whose shares and securities convertible into such shares are publicly placed (by public offering) or publicly traded) and non-public(limited liability companies and joint-stock companies that do not meet the criteria of a public company).

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general restrictions (at the level Art. 50

non-profit organizations, general rule, differ from commercial ones in that they have the right to carry out entrepreneurial activities only insofar as it is necessary to achieve their statutory goals. At the same time, they are not entitled to distribute the profits received among their participants (clause 1, article 50 of the Civil Code of the Russian Federation).

The current version of the Civil Code of the Russian Federation contains an open list of non-profit organizations. However, in accordance with the changes that come into force on September 1, 2014. paragraph 2 of article 50 of the Civil Code will be set out in new edition, and will contain a closed list of organizational and legal forms of non-profit organizations (consumer cooperatives, public organizations, associations (unions), partnerships of property owners, Cossack societies, communities of indigenous peoples of the Russian Federation, foundations, institutions, autonomous non-profit organizations, religious organizations, public companies).

Non-profit organizations may carry out income-generating activities, if it is provided for by their charters, only in so far as it serves the achievement of the goals for which they were created, and if it corresponds to such goals. A non-profit organization, the charter of which provides for the implementation of income-generating activities, with the exception of state and private institutions, must have sufficient property for the implementation of these activities. market value at least minimum size authorized capital provided for limited liability companies

Restrictions on the right to engage in entrepreneurial activities for non-profit organizations (in force since the adoption of the Civil Code of the Russian Federation) can be divided into two types:

general restrictions (at the level Art. 50 Civil Code of the Russian Federation) - connection with the main activity and a ban on the distribution of profits;

private (specific) restrictions (at the level of the norms of individual federal laws) - the establishment of additional limits, including by listing the permitted types of entrepreneurial activity.

In any case, non-profit organizations are created for socially useful purposes, therefore, entrepreneurial activity should perform an exclusively auxiliary function, i.e. be subject to statutory purposes. According to M.V. Bloshenko, “we can talk about “serving” entrepreneurial activity to the main goal of the activity of a non-profit organization, if the profit received from entrepreneurial activity is directed directly to achieving these goals”

Legal entities- business entities. In accordance with Art. 48 of the Civil Code of the Russian Federation, a legal entity is an organization that owns, manages or manages separate property and is liable for its obligations with this property, can acquire and exercise property and personal non-property rights on its own behalf, incur obligations, be a plaintiff and defendant in court . Legal entities must have an independent balance sheet or estimate. A legal entity is considered established from the moment of its state registration according to established order. A legal entity has its own name, containing an indication of its organizational and legal form. Depending on the organizational and legal form, legal entities act on the basis of the charter, or memorandum of association and the charter, or only the memorandum of association.

In accordance with Art. 50 of the Civil Code of the Russian Federation legal entities are divided into two types: commercial and non-commercial organizations.

A commercial organization is an organization that sets profit as the main goal of its activities. In accordance with the procedure established by law and constituent documents, a commercial organization distributes net profit between the founders (participants). Consequently, in accordance with civil law, all commercial organizations (except for state-owned enterprises) can be considered entrepreneurial. Commercial organizations can be created in the form of economic partnerships and companies, production cooperatives, state and municipal unitary enterprises.

A commercial organization is a legal entity that has the main goal of making a profit (as opposed to non-profit). They can be created as economic partnerships and companies, production cooperatives, state and municipal unitary enterprises.

Legal entities that are commercial organizations can be created in the form of economic partnerships and companies, production cooperatives, state and municipal unitary enterprises. Legal entities that are non-profit organizations can be created in the form consumer cooperatives, public and religious organizations, associations (associations, unions) of legal entities, institutions and in other forms provided for by law.

Legal entities that are commercial organizations must have a company name; under this name, a commercial organization is registered, entered in the state register of legal entities and enters into economic circulation.

A trade name is a way of individualization of a commercial organization, a commercial organization has the exclusive right to use it.

The current legislation also provides for other ways of individualizing commercial organizations: a trademark, a service mark, which are used to individualize homogeneous goods and services, as well as to advertise them. Trademarks and service marks are subject to registration. Registration as trademarks and service marks of designations containing information that may mislead consumers is prohibited.

The rights to the trade name, trademark and service marks are non-property rights and belong exclusively to this commercial organization. A commercial organization has the right to demand through arbitration court compulsory termination of the use by any other person of identical and similar forms of individualization, as well as compensation for losses caused by such a violation.

The law provides different kinds commercial organizations, in particular, they are divided into organizations that are the owners of the property they use and are not. The former include business partnerships and companies, production cooperatives, the latter - state and municipal unitary enterprises.

Commercial organizations that own property, in turn, are divided into "associations of persons" and "associations of capital".

"Association of persons" are production cooperatives (artels); in these commercial organizations, personal participation in the activities of the cooperative is fundamental; this is manifested both in the management of the cooperative and in the distribution of profits. Each member of the cooperative, regardless of the size of its capital, has one vote per general meeting, the distribution of profits is also carried out on the basis of personal labor contribution.

Some personal participation in the activities of a commercial organization also involves a general partnership and a limited partnership (for general partners).

When considering the status of a legal entity, the question of its legal capacity is important. It can be general (universal) and special (target). Commercial organizations, with the exception of state and municipal unitary enterprises, have general legal capacity. Currently, they can engage in any type of entrepreneurial activity not prohibited by law. Non-commercial organizations, as well as state and municipal unitary enterprises, have special legal capacity. They have the right to engage only in those activities that are provided for by their constituent documents. These innovations are provided for by the Civil Code of the Russian Federation of 1994; in accordance with the previous legislation, commercial organizations had special legal capacity, could only engage in those types of activities that were provided for by their constituent documents. However, the founders of commercial organizations may, on their own initiative, limit the legal capacity of a legal entity by introducing appropriate provisions in founding documents. In this case, the activity of a legal entity must be carried out taking into account the established and restrictions.

Commercial organization - legal a person who pursues profit as the main goal of his activities, as opposed to from a non-profit organization that does not aim to make a profit and does not distribute the profits among the participants

The main features of a commercial organization

The purpose of the activity is to make a profit;

The organizational and legal form clearly defined in the law;

Distribution of profit between the participants of the legal entity.

Also, commercial organizations have all the features inherent in a legal entity:

Possess separate property on the rights of ownership, economic management or operational management, other property rights; the property may be leased;

Responsible for their obligations with their property;

Acquire and exercise property and non-property rights on their own behalf; bear obligations;

Can be a plaintiff and defendant in court.

Article 50 of the Civil Code of the Russian Federation provides an exhaustive list of organizational and legal forms of commercial legal entities. This means that without changing the Civil Code, other types of commercial legal entities cannot be introduced into civil circulation by any other laws.

Classification of commercial organizations by legal form in the Russian Federation

A business partnership is a commercial organization with an authorized capital divided into shares (contributions) of the founders (participants). Civil Code Russian Federation).

General partnership

Limited partnership (limited partnership)

Peasant (farm) economy

Economical society

Joint-Stock Company

public corporation

Closed Joint Stock Company

Limited Liability Company

Additional Liability Company

Production cooperative

unitary enterprise

Unitary enterprise on the right of economic management

Unitary enterprise on the right of operational management

Economic partnership

Classification commercial enterprises by ownership of capital

national enterprise

Foreign company

joint venture

multinational enterprise

Rights of participants in commercial organizations

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Questions answers. By subject Business Law entrepreneurial activity of the Russian Federation

The modern civil legislation of Russia (Article 132 of the Civil Code of the Russian Federation) defines the concept of "enterprise" as a property complex used for entrepreneurial activities. At the same time, the named article considers the enterprise as an object of civil rights. This legislative position has significantly changed legal status enterprise, which generally found approval (even admiration) among representatives of civil science. Sometimes the question of an enterprise as a property complex is not even commented on the principle: why discuss anything, if everything is clear anyway. The enterprise is an object of civil rights, and this says a lot.

Indeed, the term company"had a different meaning for a long time. In the Soviet period, the legislator under the word" company"saw the figure of a subject of law, including civil law. In the early 90s, the definition of an enterprise was formulated in the Law of the RSFSR "On Enterprises and Entrepreneurial Activities." According to paragraph 1 of article 4, an enterprise is an independent business entity created in the manner prescribed this Law, for the production of products, performance of work and provision of services in order to meet public needs and make a profit.At the same time, the concept of "enterprise" and related problems continue to cause scientific disputes among legal scholars (and not only). Western civilists have paid increased attention to the legal institution in the past and continue to do so now.According to some researchers, the era of the enterprise has come, which affects all areas of the current legal system. The appearance of the enterprise in legal regulation is compared with the arrival at the end of the 18th century. to the political power of the third estate.

Moreover, modern legislation is industrially developed countries most often uses the term " company", and not the concept of "legal entity". Both supporters of economic (business) law and their scientific opponents point to this circumstance. Thus, in France there is Law N 85-98 on the restoration of enterprises and the liquidation of their property in judicial order, Law N 8599 on bankruptcy trustees, liquidators and experts in determining the state of enterprises. The Law on Enterprise Mortgage was adopted in Sweden. Law on joint-stock companies Germany in 1965 devoted a special book to the regulation of relations between related enterprises. The term " company began to appear in the texts of international agreements and conventions.

Therefore, it is hardly possible to indiscriminately assert that the concept of " company" is used in the legislation of foreign states erroneously, which would be more correct to use the term "legal entity". After all, it is impossible to consider the legal model of an enterprise formulated in the Civil Code of the Russian Federation as a criterion of truth (with all due respect for this product of civilistic thought).

In theoretical terms, the phenomenon of the enterprise raises a number of fundamental questions. Let's take a look at them in detail.

First of all, we note that the term "enterprise" has an economic origin. Even K. Marx, criticizing P. Proudhon on the issue of understanding factories and machines, wrote:

"A machine is only a productive force. A modern factory, based on the use of machines, is a social relation of production, an economic category."

However, this is where the unity of opinion among academic economists ends and a palette of different points of view is revealed. So, for some researchers, the enterprise is the primary cell economic system, for others - a team of workers and employees, for others - an economic unity in which human and material factors of economic activity are combined and coordinated. With different interpretations of opinions, the most common (at least in Western economic literature) point of view on the enterprise as a junction of various factors: natural resources, labor and capital. Domestic scientists-economists react poorly to the economic origin of the enterprise.

The economic nature of the enterprise is manifested, in particular, in the fact that the enterprise is a property complex (a set of assets). This affiliation allowed a number of legal scholars to attribute the enterprise to the category of things.

This conclusion is in line with Art. 128 of the Civil Code of the Russian Federation, according to which objects of civil rights include things, including money and securities, other property, including property rights. We must agree with the opinion that an enterprise is an object that " falls out"from the classification of immovable and movable things, since it is not even a complex thing. Therefore, an enterprise is a special object of civil rights, and therefore it would be advisable to supplement Article 128 of the Civil Code of the Russian Federation with a norm on an enterprise.

Within the meaning of Art. 132 of the Code, an enterprise is not just a property complex. This is a complex used for business activities. In this capacity (when the participation of the owner-subject in the civil circulation makes it possible to extract a stable and definitely predictable income), the property complex becomes an enterprise. From this, two fundamentally important conclusions can be drawn. First, the concepts of "property complex" and "enterprise" are related as a genus and species. The foregoing means that the scope of the concept of a property complex should not be limited to commercial organizations, the main purpose of which is to make a profit. This concept is also applied to non-profit organizations with the only difference that the property complex is not used as a general rule for entrepreneurial activities. On the other hand, non-profit organizations can engage in entrepreneurial activities only insofar as this serves to achieve the goals for which they were created (clause 3, article 50 of the Civil Code of the Russian Federation). In this case, the property complex of a non-profit organization (say, an institution) should be called an enterprise. It is this approach that is found in the Law on Education (Article 47). In their business activities educational institution is equated to an enterprise and is subject to the legislation in the field of entrepreneurial activity, including tax.

Secondly, those scientists who consider the property complex as an independent object of civil rights are right. There are no grounds for not recognizing the existence of property complexes of other (except enterprises) legal entities and thereby artificially restraining their participation in the turnover.

At the same time, the belonging of the enterprise to the object of civil rights, i.e. property complex without the human factor and other constituent components, characterizes the category under consideration one-sidedly. A typical situation that arises during the implementation of insolvency (bankruptcy) procedures is indicative, when in the first place is a property complex intended for entrepreneurial activities. As for labor collective as an integral part of the enterprise, it is practically not taken into account. There is not a single article in the 2002 Bankruptcy Law that would reflect the rights and obligations of the debtor's labor collective at the stage of insolvency (bankruptcy).

A one-sided approach also took place during the total privatization of the state and municipal property. The main emphasis was placed on the issue of changing the form of ownership in the shortest possible time. The interests of the labor collective were consigned to oblivion.

The enterprise as a whole as a property complex is recognized as real estate, and therefore it is subject to general provisions Civil Code of the Russian Federation, as well as other federal laws on the legal regime of real estate. True, the Code does not automatically subordinate it (an enterprise) to all the rules on real estate, but establishes a special, more formalized and strict regime for transactions with enterprises.

The composition of the enterprise as a property complex includes all types of property intended for its activities, including land, buildings, structures, equipment, inventory, raw materials, products, claims, debts, as well as the rights to designations that individualize the enterprise, its products, works and services (company name, trademarks, service marks), and other exclusive rights, if otherwise provided by law or contract. In other words, the composition of the enterprise includes not only property (main and working capital), but also intangible benefits. A paradoxical situation arises: means of individualization, such as a company name, trademarks, etc., by virtue of Art. 138 of the Civil Code of the Russian Federation refer either to a legal entity or to products, work performed or services rendered. In Art. 54 of the Civil Code of the Russian Federation refers to the obligation of a legal entity - a commercial organization to have a company name. Thus, the right to a company name simultaneously belongs to both an enterprise - an object of civil rights, and a legal entity - a commercial organization.

Among the significant contradictions between individual articles of the Civil Code of the Russian Federation can be attributed the rule of Art. 132 of the Civil Code of the Russian Federation that an enterprise as a property complex includes rights of claim and debts. It is not clear if an enterprise is an object of civil law, then why it can have property and personal rights associated with it. It is known that from the point of view of the Civil Code of the Russian Federation only legal entities have such rights. Otherwise, it should be assumed that the enterprise has bodies that implement these requirements.

The same can be said about the norm of Art. 132 of the Code that the property complex is intended for entrepreneurial activities. Here the remark of A.E. Pilecki and other authors, according to which the object of law (in our case, an enterprise) cannot carry out any activity, since this requires the presence of legal personality.

In connection with the above point of view, V.V. Vitryansky expressed the following considerations. When the legislator mentions the rights of claim and debts as part of the property of an enterprise as a single property complex, he means, of course, the rights of claim and debts for the obligations of the owner of the enterprise related to the activities of this property complex. In itself, an enterprise, not being a legal entity, in principle, cannot have rights and obligations.

What the legislator has in mind is known only to him, and not to the respected professor Vitryansky. However, the content of Art. 132 of the Civil Code of the Russian Federation makes it possible to detect contradictions, moreover, of a very fundamental nature.

In modern courses of contract law, the words of the medieval judge Brian are often quoted from a judgment issued by him in 1478:

"... the intention of a person cannot be the subject of a trial, since the devil himself does not know the intention of a person."

In practice and in theory, the question arose about the inclusion in the composition of the enterprise as a property complex intended for entrepreneurial activity, property that has a different purpose (social, cultural, etc.). For example, an object of social and cultural purpose is included in the charter of a joint-stock company as a contribution. The question is: is this object subject to accounting as part of the property complex of the enterprise or is it necessary to keep some other separate accounting? There is no clear, unambiguous answer to this question in the current legislation.

By virtue of paragraph 32 of Art. 264 of the Tax Code of the Russian Federation, other expenses related to production and sale include expenses of industries and households serving the taxpayer, including expenses for the maintenance of housing and communal and socio-cultural facilities. And finally, in clause 5 of the Accounting Regulation "Accounting for Fixed Assets" PBU 6/01 (approved by Order of the Ministry of Finance of the Russian Federation of March 30, 2001 N 26n), an approximate list of fixed assets of organizations is given, in which there was no place for non-production objects .

Difficulties of a practical order can be detected if, for example, the parties to the contract of sale of an enterprise wish to include in the property complex such intangible benefits as the reputation of the enterprise, its business relations or market position, which in countries with developed market economy are called goodwill. As has been correctly noted in the literature, this desire is blocked by the rule of Art. 561 of the Civil Code of the Russian Federation, according to which:

"the composition and value of the enterprise being sold are determined on the basis of a complete inventory of the enterprise, carried out in accordance with established rules such an inventory.

The current inventory rules do not contain provisions for assessing the value of this kind of intangible items.

The 1998 Insolvency Law provided for the sale of the debtor's enterprise (business). Article 86 of the Law did not disclose the concept of " business", its relationship with the category "enterprise". In our opinion, it is hardly possible to put an equal sign between them. Business is both the organization of entrepreneurial activity at the enterprise, and the actual relations of the enterprise with its counterparties. The inclusion of these (specific ) elements is not a simple and indisputable matter.Therefore, we agree with the opinion of O.E. Romanov that only property elements can be included in an enterprise; phenomena called clientele, chances and reputation of an enterprise are of an actual, not legal, nature therefore, they remain outside the property complex - the enterprise.

So, the enterprise is considered primarily as an object of law, which is a property complex used to carry out entrepreneurial activities. In view of this (legal) definition, the concept of "enterprise" is not directly related to one or another organizational and legal form of a commercial or non-commercial organization. From this we can draw, in our opinion, an interesting conclusion: any entity (with or without the status of a legal entity) that carries out entrepreneurial activity is an enterprise. Let's say, for example, a branch, a representative office, an individual entrepreneur, a peasant (farm) economy - a property complex called an enterprise.

Under the regime of the enterprise fall and property complexes financial and industrial groups (FIGs) and holdings. Since FIGs and holdings are a collection of legal entities, they own property. It is no coincidence that Decree of the Government of the Russian Federation of January 9, 1997 N 24 approved the Procedure for maintaining consolidated (consolidated) accounting, reporting and balance sheet of a financial and industrial group. So, in paragraph 4 of the named Procedure we read:

"Consolidated (consolidated) accounting and statistical reporting reflect property and financial position financial and industrial group, as well as the results of its investment activities".

Being an object of civil rights, the enterprise serves as a subject (object), in connection with which various kinds of problems arise. public relations. These relations are regulated not only by the norms of civil law, but also by other branches of law. It is necessary to harmonize the regulatory array, eliminate internal (within the framework of one law) and borderline (intersectoral) discrepancies in the field of legal regulation relations related to the legal regime of the enterprise.

The problems of the enterprise as an object of law and a subject of entrepreneurial activity are sharply discussed in the legal literature. At the same time, various scientific concepts and views are put forward, including on the issue of legal recognition of an enterprise as a subject of law. Foreign researchers note that these concepts reflect the "social order" from production societies and companies, on the one hand, and banks, on the other. It is believed that manufacturing firms(companies) seek to limit their liability for liabilities to only the assets of the enterprise, and therefore it is in their interests to recognize the enterprise as a legal entity. In turn, it is in the interests of commercial banks to interpret an enterprise as a property (industrial and economic) complex that includes all elements, i.e. object of law.

And the last remark of the theoretical plan. The correlation of the concepts "enterprise", "legal entity", "organization" is a complex issue that needs to be special study. We confine ourselves to stating the following provisions. If an enterprise is primarily an object of civil rights, then an organization has a set of features that are necessary and sufficient to recognize its quality as a subject of law. In the literature, such features of organization are called as:

• internal organizational unity;
• independent participation of the organization in legal relations;
• the presence of a certain set of property and (or) the performance by the organization of certain property transactions (property isolation);
• independent responsibility of the organization for violation of the law.

And although these signs characterize the organization as a subject of tax law, they (the signs) can be used in relation to other organizations. Thus, the concept of "organization" covers, in our opinion, such collective formations as financial and industrial groups, holdings, concerns, consortiums, branches and representative offices of legal entities. In other words, the concept of an organization is much broader than the concept of a legal entity, which is rightly pointed out by representatives of various branch sciences.

In the field of tax law research, a significant contribution to the development of the idea and concept of the organization as a subject of tax law was made by prof. D.V. Vinnitsa. Rightly arguing that the category "legal entity" is not able to cover all the collective subjects of tax law, he offers the whole a complex of collective subjects of tax law that do not have power in the field of taxation, differentiate into three types of organization:

1. complex;
2. simple;
3. with limited tax rights.

With this classification, the number simple organizations all legal entities (Russian and foreign) and other corporate entities with civil legal capacity that do not have tax immunity in the Russian Federation and do not have territorially separate subdivisions will be included. Complex organizations include the above legal entities and other corporate entities with civil legal capacity (including if they include territorially separate divisions). And organizations with limited tax rights are understood as territorially separate subdivisions.

In view of the foregoing, it can be argued that a legal entity is a certain property of an organization. Therefore, it is correct to talk about the types of organizations that have the status of a legal entity and do not have such a status. This is the main classification of the organization.

Commercial organizations can be classified on the grounds, similar to how legal entities are classified. So, depending on the rights of the founders (participants) in relation to commercial organizations or their property, one can distinguish:

• a) commercial organizations in respect of which their participants have mandatory rights: business partnerships, business companies, production cooperatives,
• b) commercial organizations, on the property of which their founders (participants) have the right of ownership or other real right: state and municipal unitary enterprises.

Depending on the type of real right to property, commercial organizations differ:

• a) commercial organizations that have the right to own property: business partnerships, business companies, production cooperatives:
• b) commercial organizations that have the right of economic management of property: state and municipal unitary enterprises (except state-owned):
• c) commercial organizations that have the right to operational management of property: state-owned enterprises.

In this regard, it should be emphasized that, under the current legislation, the possibility of creating and operating commercial organizations, as well as other legal entities, is excluded only on the basis of property received under an agreement (lease, loan, etc.), in the absence of contributions from the founders in the authorized (share) capital of a commercial organization.

An entrepreneur is a natural or legal person registered in the manner prescribed by law, respectively, as individual entrepreneur or a commercial organization and engaged in entrepreneurial activities. The fact that a person carries out entrepreneurial activity is the basis for recognizing him as a special subject of civil law - an entrepreneur and determines the need for the legislator to present special requirements to him and his activities.

So, in the Civil Code there are special rules on the entrepreneurial activity of citizens (Article 23), on the insolvency (bankruptcy) of an individual entrepreneur (Article 25), on commercial organizations (Article 50). All this testifies to the need to clarify who is the entrepreneur according to Russian legislation and what are those special rules that apply to him and his activities.

Recognition of the status of an entrepreneur is an important legal fact and entails certain legal consequences.

Firstly, the transactions concluded by the entrepreneur are summarized as related to his entrepreneurial activity and are qualified as trading, i.e. are subject to a special regime of legal regulation (relations between entrepreneurs or with their participation are specially distinguished in the structure of the subject of civil law, clause 1, article 2 of the Civil Code).

Recognition for a person of the status of an entrepreneur provides him with additional rights and imposes a number of duties on him. By granting additional rights to entrepreneurs, the legislator assigns certain prerogatives to entrepreneurs. For example, commercial organizations have the exclusive right to use a company name (clause 4 of article 54 of the Civil Code) or another object of intellectual property (article 138 of the Civil Code).

In particular, the company name individualizes the entrepreneur and his activities in commercial circulation, which is important in competition. The exclusivity of the right to a company name lies in the fact that other entrepreneurs are not entitled to use it in business turnover without the consent of the copyright holder.

laying on additional responsibilities, subordinating the activities of entrepreneurs to a stricter regime, aims to ensure the interests of others who interact with the entrepreneur. Such duties include: publication of information about the entrepreneur in a single state register legal entities, open for general acquaintance and giving an idea to other persons about the legal status of the entrepreneur (Article 51 of the Civil Code)

Keeping records of business activities, which serves to control its conduct, and in the event of disputes with other persons, facilitates the proof of the facts of business transactions (Article 88 of the Law on Joint Stock Companies), the provision by the entrepreneur in the prescribed manner of information about his activities, the provision financial reporting for the taxation of their activities, etc.

It should be noted that not every natural and legal person can be an entrepreneur. Prohibitions to engage in entrepreneurial activities primarily apply to civil servants, i.e. citizens of the Russian Federation who, in accordance with the procedure established by federal law, perform the duties of public office public service behind cash reward, paid from the federal budget or the budget of the corresponding subject of the Russian Federation (clause 1, article 3 of the Federal Law "On the Fundamentals of the Civil Service of the Russian Federation") and in accordance with Art. 11 of the Federal Law, a civil servant is not entitled to engage in entrepreneurial activities personally or through proxies.

A commercial organization is considered established and acquires the status of a legal entity from the date of its state registration (clause 2, article 51 of the Civil Code). From this moment, the legal capacity of a commercial organization arises, that is, to have civil rights and bear responsibilities.