Corporate Legal Relations Research Articles

Some Problems of Application by Arbitration Court of Simplified Procedures in a Bankruptcy Case

Introduction: the paper investigates the existing problems of the simplified procedure of bankruptcy of absentee debtors and those in liquidation. The parties of the simplified bankruptcy procedure are analyzed, as well as the consequences of the exclusion of persons participating in corporate relations from the USRLE are revealed. The purpose of the study is to systematically analyze the problems of the current legislation on bankruptcy in the framework of a simplified bankruptcy procedure. Methods: the methodology of this article is based on the general scientific approach of positivist materialism. The general scientific methods of cognition are applied: analysis, synthesis, the hypothetical-deductive method, induction; as well as specific scientific methods: legal-dogmatic, systemic, structural-functional. Results: it is proved that at present the legislation is not sufficiently regulated: legal acts do not take into account all the specifics and features of the simplified bankruptcy procedure. The existing methods of solving the problems provided by the law are not always effective; a particular difficulty arises when the debtor is a participant of corporate legal relations. Based on the experience of the arbitration law enforcement, it is proved that the persons controlling the debtor have the possibility of abuse of their right. Conclusions: the legal institution under consideration needs to be permanently improved taking into account the emerging uniformity of the judicial application of the bankruptcy rules. In the absence of institutional innovations in the field of bankruptcy in Russia it is impossible to create a competitive market environment, and moreover, it is impossible to improve the investment climate.

Sources Of Corporate Law Of Ukraine : Features Of Systematization

In the article research is carried out and such fundamental legal category as «source of right» is analysed. A concept «source of right» is today multidimensional, can be examined as in wide so in a narrow value. On the specific of sources of right can influence him branch belonging. In the presented article the «source of right» is examined in a formal aspect and answers formal definiteness.
 On the basis of the general theoretic going near a concept «source of right» a concept «source of corporate law» is certain in the article. Drawn conclusion, that source corporate it is an external form of expression of norms of corporate law. It is marked that legal nature of sources of corporate law is related to the concept of corporate law and concept of corporate legal relationships.
 The concept of the system of sources of corporate law is offered in the article. Signs over of the system of sources of corporate law are brought. Criteria are marked for classification of sources of corporate law, that are in basis of the system. Drawn conclusion, that basic structural parts of the system of sources of corporate law are normatively-legal acts, corporate acts, normative agreement, corporate customs, judicial practice.
 In the article the author supported the position that corporate law is an integral part of civil law. Therefore, the sources of corporate law are an integral part of civil law sources. The author divides the sources of corporate law for their legal force, under the subjects of rulorcreativity, by means of acceptance, for the purpose of adoption. The article emphasizes the importance of corporate acts in the regulation of corporate legal relations. Corporate acts in the article are considered as actions aimed at emergence or realization of corporate legal personality of participants of corporate education. It is concluded that corporate acts have a contractual, and not a lawful nature. It is stated that when creating corporate acts both public and private interests of interested participants are taken into account.

Corporate disputes in the Republic of Kazakhstan: Their Features and Methods of Resolution

Currently, the problem of corporate disputes between Kazakh companies, as well as disputes with the participation of foreign investors is topical. The article is devoted to consideration of the legal nature of corporate disputes, delineation of such concepts as ʼcorporate conflictʼ, ʼconflict of interestsʼ, ʼeconomic disputeʼ. The author analyzes the history of the origin of corporate conflicts, considers ways of resolving corporate conflicts, both in judicial and extrajudicial order, including with the help of a modern institution of mediation. Thus, the main objective of the study is the legal regulation of corporate legal relations in joint-stock companies in the Republic of Kazakhstan, including in the field of the emergence and resolution of corporate conflicts involving various subjects.

Individuals in corporate legal relationships under the civil code of ukraine: look at issue

The article is devoted to analysis of status of an individual as a participant in legal relations under Civil Code of Ukraine. Corporate legal relations are inherently complex and their understanding causes considerable difficulties in interpreting even simplest concepts. In particular, there are many approaches to definition of “corporate rights”. According to Art. 167 of Civil Code of Ukraine, are of a person whose is determined in statutory fund (property) of an economic organ- ization, which includes eligibility to participate in management of an economic organization, obtaining a certain of profit (dividends) of organization and assets in event of liquida- tion of latter in accordance with law, as well as other powers are provided by and statutory documents [1]. The Civil Code of Ukraine does not apply concept of corporate law at all, but applies following concepts: the right to participate in a partnership, share in authorized capi- tal. Today, concept of rights, in addition to Commercial Code of Ukraine, is contained, among other things, in laws of Ukraine On regime of foreign investment of 19.03.1996 and On Joint Stock Companies of 17.09.2008. Therefore, concept of corporate rights involves problems of a theoretical and applied nature, and until now there are ongoing discussions about understanding meaning of this term. However, definitely can say that arise where there is a corporation. At same time, scientists - lawyers do not pay enough attention to fact that any corporation is represented by an individual. A legal entity is a special subject of relations, because it always obeys purpose determined by founders (participants) and exactly in purpose and content of legal entity realization of subjective right of founder (participant) is. Therefore, in practice, it is difficult to determine when a participant acts on behalf of a legal entity, and when it comes to its own, when its become subjective and requisite volume of civilian capacity should be a natural person in order to become a participant (founder) of corporation. The need to address these issues determines relevance of chosen topic. An individual is a special subject of legal relationships and his legal status requires a more detailed analysis by lawmakers and scholars. Analyzing ways in which a person can become a participant in legal relations, we conclude that legal status of an individual as a participant (founder) of a corporation depends, above all, on its legal personality. Thus, a person with incomplete civil capacity has right to create and to be a member of corporation, if this is not prohibited by or constituent documents, and in most cases, without consent of parents (adoptive parents), guardians or guardianship. As for a person with partial civil capacity, he may become owner of capital, but question remains whether young person can dispose of his in authorized capital and take active actions (transactions) concerning it, which requires further scientific research.

The subject and the participant of corporate legal relations: features of their legal understanding and interpretation

The necessity in clarifying the conceptual and terminological bases of corporate legislation arose with the emergence and development of corporate law. One of the directions of this is the study of terms «subject of corporate relations» and «participant in corporate relations», the identification of their common features and differences, which should contribute to the improvement of existing legislation in this area.

General characteristics and types of subjective duties in corporate legal relations

The processes of reforming social relations in the conditions of integration ofUkraine's economic system into the European community call for the improvement of domestic legislation in this area and the scientific substantiation of the legal problems that arise there. One of these problems is the essence of subjective responsibility in corporate legal relations. Legislative regulation of corporate legal relations takes place through the establishment of certain rights and responsibilities for participants in corporate relations. It should be noted that the legislator in the overwhelming majority pays attention to subjective rights, from this it is made a preliminary conclusion that in the corporate legal relationship, the content center of gravity is focused on rights. However, one should agree with those scholars who at one time expressed the idea that there can be no rights without responsibilities, there can be no responsibilities without rights. On the one hand, these are paired categories, and on the other, they are two separate categories. Consequently, the purpose of this article is to reveal the general characteristics of subjective responsibility in corporate legal relations. In general, in theory under subjective right should be understood as the measure of permitted behavior of the authorized person in legal relationships. Subjective responsibility is a type and measure of the necessary and proper conduct of the obligated person in legal relationships. From the analysis of legislation, subjective responsibility in corporate legal relationships can be divided into: a) general; b) special; c) local; d) mixed. General – these are the responsibilities inherent in the participants of all types of business associations. Special – responsibilities, stipulated for participants of a certain type of economic partnership. Local – responsibilities defined by constituent and other local documents. Mixed – a set of general and local or special and local responsibilities, as well as a set of general, special and local responsibilities. Some scholars are trying to divide responsibilities depending on the division of legal relationships into a regulative subjective responsibility and a protective subjective responsibility. In the article the author concludes that, depending on the division of corporate legal relations on the regulative and protective subjective obligation, it is possible to classify only on the basis of regulation, on the protection of the grounds classified subjective right. Consequently, subjective right is characterized by the sign of regulative and protective, and the subjective responsibility is classified solely on the basis of regulatory. Under the regulative subjective responsibility should be understood as a proper rule of conduct of participants in corporate legal relationships in a voluntary manner.

A Preferential Right to Make a Contract in Civil Law

In the process of legislation development, the rules of law governing relations associated with the implementation and protection of preferential rights are becoming increasingly significant. Implementation and protection of preferential rights highlight the trend towards expanding the range of preferential rights in civil law. Thus, for the first time, preferential rights for the participants of corporate legal relations have been envisaged at the legislative level. In contract relations, we can mention a preferential right to conclude a new contract for a new term. This rule is enshrined in chapters of the Civil Code devoted to employment and lease agreements. Hereditary legal relationships are based on a fairly large number of preferential rights. However, despite the fact that these rights are enshrined in the law, the problem resides in the lack of legal regulation. In the article, the author attempts to disclose the content of preferential rights and their positive and negative effects for the subjects of civil relations. The article analyses a number of cases considered by the court. The author's reasoning is underpinned by conclusions and proposals for the improvement of legislation.

Абсолютные отношения в составе гражданского права

The article studies one of the central categories of civil law,
 which is civil legal relations. The category of legal relations that builds
 the subject of civil law, that receives the cleared fixation in legal acts, including
 the unified acts (Civil Code of the Russian Federation), causes
 until present time different discussions in the civil legal science. This is
 indicated of scientific researches of Soviet and Russian scientists since
 middle of 20th century.
 The fundamental division of legal relations into absolute and relative
 relations tries to earn our interest because of its practical significance.
 Depending of rating of legal relations to specified kind the optimal
 mechanism of legal influence on participants of legal relations using of
 private and / or public legal instruments is defined. Inspite of all these,
 the subject of this article are first of all absolute legal relations. The author
 tried to generalize existing concepts in the science of civil law about absolute
 legal relations, to define the possibility to differentiate absolute and
 relative legal relations. The question about the possibility of existence of
 legal relations with elements of absoluteness and relativity, parallel existence
 of absolute and relative legal relations in connection to the same
 subject is raised. The specific character of absolute legal relations is analyzed
 in connection with proprietary legal regulation, regulation in the
 field of intellectual property rights, protection of immaterial goods and
 immaterial rights, as well as in connection with relative new field of legal
 regulation of corporate legal relations.
 In the article the conclusion about the necessity of resumption of scientific
 discussion concerning the essence of absolute legal relations and
 necessity of their cleared definition ad litem is made.