Textbook / Korsakov M.N., Rebrin Yu.I., Fedosova T.V., Makarenya T.A., Shevchenko I.K. and etc.; Ed. M.A. Borovskoy. - Taganrog: TTI SFU, 2008. - 440s.

1. A manufacturing enterprise is the leading link in the country's economic development

Organizational-legal form (OPF) is a system of organizational and legal conditions for the functioning of organizations, established by law and other regulatory documents in order to streamline their activities.

Organizational and legal forms of organizations in accordance with Civil Code RF are shown in fig. 1.11. Commercial organizations include:

1. General partnership (PT);

2. Partnership on faith (limited partnership) (TV);

3. Limited Liability Company (LLC);

4. Society with additional liability (ALC);

5. Closed Joint Stock Company (CJSC);

6. Open Joint Stock Company (OJSC);

7. Subsidiary business company (DHO);

8. Dependent economic company (ZHO);

9. Production cooperative (PC) (artel);

10. State (municipal) unitary enterprise based on the right of economic management (MUP);

11. State unitary enterprise based on the right of operational management (SUE) or Federal State Enterprise.

Rice. 1.11. Organizational and legal forms of organizations

Characteristic commercial organizations according to the BPF and the main features are given in table. 1.1.

Along with the OPF of organizations, there are so-called organizational and economic forms of interaction. The organizational and economic forms of interaction between enterprises include:

a) A concern (holding) is a diversified joint-stock company that controls enterprises through a participation system, i.e. the concern acquires a controlling stake and, on the basis of this, imposes its policy on enterprises.

b) Association is a soft form of association of economically independent organizations on the basis of voluntary interaction, i.e. enterprises may, in addition to associations, be members of other associations.

c) A consortium is an association of entrepreneurs for the purpose of conducting large financial transactions.

d) A syndicate is an association of sales of products by enterprises of the same industry in order to eliminate excessive competition.

e) A cartel is an association of enterprises for joint interaction in the field of product marketing.

f) The financial-industrial group is an association of industrial, banking, commercial, scientific, technical and insurance capital for solving large-scale problems.

Table 1.1
Characteristics of commercial organizations by main features
	Organization: a) founding documents b) participants	Authorized capital		Profit distribution	Control (including the supreme body)	Note
	General partnership (PT): a) memorandum of association; b) participants - individual entrepreneurs and (or) commercial organizations		Solidary. Subsidiary liability with all your property	In proportion to the share of the contribution of each participant	Control by common agreement of all participants (joint conduct of business or assignment to one or more participants)	The participant is obliged to participate in the activities of the PT. PT does not have the right to issue shares
	Limited Partnership (TV)
	2.1. Full comrades
	2.2. Contributors (limited partners):		Only with your contribution	proportionally	Can't accept	Not involved in TV activities
	a) memorandum of association;			contribution share	participation in management
	b) the same as PT + contributors
	(commandists)
	may be citizens and legal entities

Continuation of table 1.1
	Organization: a) founding documents b) participants	Authorized capital	Risk of loss, liability	Profit distribution	Control (including the supreme body)	Note
	Limited Liability Company (LLC): a) memorandum of association. Charter;	Warehouse, divided into shares (deposits)	Members of an LLC are not liable for its obligations. Risk of loss within deposits	In proportion to the share of the contribution	Supreme body - general meeting founders. Executive body - collegiate or sole	A member of an LLC has the right to sell or assign his share to other members of the LLC or to third parties. A member of an LLC may or may not work for an LLC.
	Additional Liability Company (ALC): a) memorandum of association, articles of association; b) participants - citizens and legal entities		ALC participants jointly and severally bear subsidiary liability with their property, a multiple of the contribution

Continuation of table 1.1

Organization: a) founding documents b) participants

Authorized capital

Risk of loss, liability

Profit distribution

Control (including the supreme body)

Note

Joint Stock Company (JSC): closed JSC (CJSC) open JSC (OJSC): a) the charter of the joint-stock company; b) citizen participants and legal entities

Warehouse, divided into shares

Shareholders are not liable for its obligations. Risk of loss within the share price

In proportion to the value of common and preferred shares

The supreme body is the general meeting of shareholders. Board of Directors (Supervisory Board). Executive body ─ directorate or director

OJSC shareholders may freely alienate their shares to third parties. CJSC - shares are distributed only among its founders or other predetermined circle of persons.

Subsidiary business company (DHO)

1. A business company is recognized as a subsidiary if another (main) business company or partnership, by virtue of its predominant participation in its authorized capital, or in accordance with an agreement concluded between them, or otherwise, has the ability to determine decisions made by such a company 2. DHO is not liable for the debts of the main company (partnership). The parent company (partnership), which has the right to give instructions to the subsidiary, including under an agreement with it, instructions that are mandatory for it, is jointly and severally liable with the subsidiaries for transactions concluded by the latter in pursuance of such instructions. In case of insolvency (bankruptcy) of a subsidiary due to the fault of the main company (partnership), the latter bears subsidiary liability for its debts

Dependent business company (ZHO)

A business company is recognized as dependent if another (predominant, participating) company has more than twenty percent of voting shares joint-stock company or twenty percent of the charter capital of a limited liability company.

End of table 1.1

Organization: a) founding documents b) participants

Authorized capital

Risk of loss, liability

Profit distribution

Control (including the supreme body)

Note

Production cooperative (PC) (artel): a) the charter approved by the general meeting of its members; b) voluntary association of citizens on the basis of membership for a joint economic activity

The property of a PC consists of property shares (contributions) of participants with the formation of an indivisible fund

Subsidiary liability in the amount and in the manner prescribed by the PC law and the charter

In accordance with labor participation

The supreme body is the general meeting of members. With more than 50 members, a supervisory board may be established. Executive body ─ the board and (or) its chairman

The number of members is at least 5. PC ─ joint activities based on personal labor or other participation.

State (municipal) unitary enterprise based on the right of economic management: a) the charter approved by the founder (owner); b) owner

Property is state or municipal property assigned to an enterprise on the basis of economic management rights. The authorized capital is fully paid by the owner

The owner of the property is not liable for the obligations of the enterprise, just as the enterprise is not liable for the obligations of the owner. The company is liable for its obligations with all its property

The owner of the property is entitled to a portion of the profits

Managed by a manager appointed by the owner

The company does not have the right to dispose of real estate without the consent of the owner

Continuation of table 1.1
	Organization: a) founding documents b) participants	Authorized capital	Risk of loss, liability	Profit distribution	Control (including the supreme body)	Note
	State unitary enterprise based on the right of operational management (Federal State Enterprise). a) the Charter, approved by the Government of the Russian Federation; b) owner	Property is federal property assigned to the enterprise on the basis of operational management rights	the Russian Federation bears subsidiary liability for the obligations of a state-owned enterprise in case of insufficiency of its property	The distribution of profit is determined by the owner of the property		The company does not have the right to dispose of property without the consent of the owner

Organizational legal forms enterprises, enshrined in its constituent documents, must fully comply with the requirements of legislative acts. Consider the features of the organization of finance at enterprises of various organizational and legal forms of enterprises.

Business partnerships. These include general partnerships and limited partnerships or limited partnerships.
Business companies include joint-stock companies and companies with limited or additional liability, the formation of the authorized capital of these commercial organizations is carried out at the expense of contributions from participants or founders, each of which has a certain share.
General partnership operates on the basis of an agreement between individual entrepreneurs and / or commercial organizations. A feature of the agreement is the recognition of joint and several subsidiary liability for obligations by all property belonging to the participants of the partnership, regardless of the contribution to the authorized capital.
Faith partnership or limited partnership It is also created on the basis of an agreement between individual entrepreneurs and / or commercial organizations. It may include one or more participants engaged in entrepreneurial activities on behalf of the partnership and liable for obligations with all their property, being general partners, as well as participants who are liable within the limits of the amounts they have contributed, being limited partners or investors.
Limited liability companies are associations of legal and individuals for joint entrepreneurial activity. The property of an LLC consists of contributions from members, income received and other legitimate sources. If the members of the company are legal entities, they retain the rights legal entity and complete independence.
Additional Liability Company- its participants, in case of insufficiency of the property of the company, are liable for obligations to its creditors with their property in the same multiple for all participants of the amount of contributions to the authorized capital, that is, they bear subsidiary liability for its obligations with their property.
Joint stock companies of open and closed types. The most complex organizational and legal form of commercial organizations. As a rule, JSC unites a wide range of legal entities and individuals. The JSC's property is formed through the sale of shares in the form of an open or closed subscription, income received and other sources.
Closed Joint Stock Company relatively less in terms of the composition of participants, the size of the authorized capital, has restrictions on the organization of the issuing process. Subscription for shares is only closed, which means a certain, limited circle of shareholders.
Production cooperatives. This is a voluntary association of citizens on the basis of membership for joint business activities by combining property share contributions, as well as in case of personal labor participation cooperative members. The property of a production cooperative is formed at the expense of share contributions of its members, income received and other sources.
unitary enterprise A distinctive feature of the UE is the lack of ownership of the property assigned to it.
TO non-profit organizations relate consumer cooperatives, public and religious organizations and associations, various foundations, institutions, as well as associations of legal entities. Non-profit organizations have significant differences, but they are united according to the principle of the main purpose of the activity, which is not related to making a profit.

Legal entities have become an important development tool modern society, the basis of its organization. They provide industry, construction, transport and other sectors of the national economy.

What are the characteristics of legal entities

• are formed and act in accordance with the normative acts of the state;
• create their own governing bodies;
• are registered with state bodies, they are controlled by them;
• acquire material values ​​taken into account in the balance sheet;
• have a name and details;
• focused on profitability or none.

The legislation determines their legal status, the procedure for formation, work with material assets, and their intended purpose. This regulates the organizational and legal form of work of a legal entity.

Examples of organizational and legal forms

Commercial organizations:

• business companies (joint stock or those with limited liability);
• unitary enterprises endowed with material resources;
• production cooperatives;
• economic partnerships and partnerships (practically not used).

There are much more types of OPF for legal entities that are not aimed at making a profit. This:

• associations;
• parties;
• unions;
• public and religious organizations;
• charitable and other foundations;
• consumer cooperatives;
• gardening;
• homeowners associations, etc.

They are aimed at promoting many areas in the life of the state and society. Their main advantage is the preferential taxation regime provided by the state.

Pros and cons of organizational and legal forms

More than 92 percent of the total number of legal entities in Russia are business structures in the form of limited liability companies. And only about 5% of the company, created on a joint-stock principle. They are divided into public and non-public.

A limited liability company has the following advantages:

• high level trust of partners, flexibility of functioning;
• quick and easy procedure state registration;
• assessment of non-financial contribution by its participants;
• the possibility of a rapid increase in statutory funds;
• for the participant, an unhindered exit from the organization and the return of the share;
• lack of requirements regarding the disclosure of information about the business;
• initiating a court decision to expel a participant who violates obligations;
• in the event of the formation of debts of the company, the right of the participant to answer for its obligations in the amount of its part.

• the obligation to pay the majority of the statutory funds prior to state registration;
• regulation of the number of persons participating in it;
• independence of the participant in making a decision on withdrawal;
• the risk of losing the financial basis if several participants leave the organization;
• requirements established by law for the meeting of participants to take unanimous decisions on certain issues;
• the complexity of liquidation;
• the need in the event of reorganization to make changes to the constituent documents;
• close attention of regulatory and fiscal structures, increased duties and penalties.

Advantages and problems of companies with share capital

Companies that have the status of joint-stock companies differ, first of all, in the degree of their openness. The widest opportunities for participation in them are those that are called public. Non-public ones have more limited opportunities.

Public Joint Stock Companies (PJSC) have the following advantages:

• the possibility of attracting a significant number of investors;
• protection of a shareholder who risks the costs of acquiring shares;
• free exit from the ranks of shareholders as a result of a simple procedure for the sale of shares;
• the shareholder is not obliged to personally participate in the day-to-day work of the company;
• any number of shareholders can participate in them.

The disadvantages of PAO are:

• return of its share exclusively through the sale of shares;
• impossibility of effective control by small and medium shareholders;
• the risk of using the organization's potential in the interests of its TOP management;
• mandatory state registration of share issues and reports on them;
• significant share capital.

The advantages of a non-public joint-stock company (the generally accepted abbreviation - CJSC) include:

• optional capital formation prior to registration;
• admissibility of non-monetary formation of property;
• sale of securities without certification by a notary;
• the presence of a simple majority for decision-making;
• inadmissibility of exclusion of shareholders from the company.

The disadvantages of ZAO are:

• obligation in case of any issue of shares to carry out their state registration;
• quarterly informing state bodies on issues related to the issue of shares;
• systematic disclosure of information about its functioning;
• independent appraisal of the property that pays for the shares;
• the likelihood of decisions by a narrow group of shareholders to the detriment of the rest.

On unitary enterprises and production cooperatives

To solve the problems of ensuring the normal life of people, state and municipal bodies create legal entities called unitary enterprises. This is done mainly in those areas where it is difficult to apply other organizational and legal forms.

The advantages of unitary enterprises are:

• their focus on the everyday needs of people;
• work stability and minimal risk bankruptcy;
• systematic state and municipal control;
• personnel stability and predictability of prospects.

On the other hand, such an organization usually shows low efficiency. When remuneration, the initiative of employees is often not taken into account. Its development is hampered by bureaucracy and egalitarianism. Sometimes conditions for theft are created here.

At production cooperatives the advantage is the joint work of their members, who create the financial basis for the work through share contributions. Here the profit is distributed taking into account the results of the work of each person. Each member of the cooperative has one vote and has equal rights with others. With the development of production, an unlimited number of people can become members of the cooperative.

At the same time, such an organization can be created by at least five people. Each member of the cooperative has limited liability for its obligations.

The main types of enterprises in Russia today are sole proprietorships, partnerships and corporations. It should be immediately noted that their ratio in countries with market and transitional economies varies greatly. So, in the United States in the late 80s of the twentieth century. of nearly 19 million firms, 73% were sole proprietorships, 9% were partnerships, and 18% were corporations. In the transition economies of the former socialist countries, where there was a high level of concentration of production, specific gravity small private firms is low. In Russia, small private business still makes up the bulk of the shadow business, preferring an illegal or semi-legal form of existence due to the imperfection of legislation, the tax system, corrupt officials and the criminalization of the economy.

Each of the mentioned types of entrepreneurship has its own advantages and disadvantages, which determine their role in the development of the economy.

Sole proprietorship is an independent business, without the formation of a legal entity. The owner combines the functions of the owner, manager and employee. This makes the business simple, flexible and easily controlled. For a small business, this is a very valuable quality. At the same time, the financial resources of individual entrepreneurs are most often limited by the state of the owner, and this hinders business development. This also explains the fact of frequent bankruptcies of small sole proprietorships.

According to Article 23 of the Civil Code of the Russian Federation, a citizen has the right to engage in entrepreneurial activities without forming a legal entity from the moment of state registration as an individual entrepreneur. Entrepreneurial activities of such citizens are subject to the rules of the Civil Code of the Russian Federation (CC RF), which regulate the activities of legal entities that are commercial organizations. Thus, a citizen is liable for his obligations with all his property, with the exception of property, which, in accordance with the law, cannot be levied. An individual entrepreneur who is unable to satisfy the claims of creditors related to his entrepreneurial activities may be declared bankrupt by a court decision. In this case, the claims of creditors are satisfied at the expense of the property belonging to him.

A partnership is a joint venture: the resources and entrepreneurial skills of two or more people are brought together. From the fact of pooling certain amounts of resources follows the right to an appropriate share of the profits and the obligation to assume responsibility for the losses of the firm. The joint and several liability of partners is unlimited. Management functions can be entrusted to someone else. Unlike sole proprietorships, partnerships can be fairly large firms. Joint entrepreneurship is carried out in the following organizational and legal forms:

A) business partnerships. They own the authorized capital divided into shares (contributions) on the basis of ownership rights. In accordance with the Civil Code of the Russian Federation, there are two types of partnerships: a general partnership and a limited partnership.

Participants in a full partnership are fully liable with their property for all obligations of the company. A general partnership is created on the basis of an agreement. It is not a legal entity, that is, all its members retain full independence. The agreement on the establishment of a general partnership contains information about the name of the partnership; its whereabouts; on the procedure for managing activities; the size and composition of the share capital; the size and procedure for changing the shares of each of the participants in the share capital; terms of making contributions; responsibility of participants for violation of obligations to make contributions.

The affairs of a full partnership can be carried out either jointly or entrusted to one or more participants (Article 72 of the Civil Code of the Russian Federation). In the joint conduct of the affairs of the partnership by its participants, the consent of all participants in the partnership is required for the completion of each transaction. In the second case, other participants in order to make transactions on behalf of the partnership must have a power of attorney from the participant who is entrusted with the management of the affairs of the partnership.

A participant in a general partnership is obliged to participate in its affairs in accordance with the terms of the founding agreement. He is obliged to make at least half of his contribution to the share capital of the partnership by the time of its registration. The rest must be paid within the terms established by the memorandum of association.

The profit or loss of a general partnership shall be distributed among its participants in proportion to their shares in the share capital. An agreement on the elimination of any of the participants in the partnership from participation in profits or losses is not allowed.

The meaning of creating a general partnership is the pooling of funds and efforts for the implementation of a project. For this purpose, rather large partnerships called consortiums are most often created. A consortium is a temporary agreement between two or more legal entities in order to implement a large-scale project. Membership is voluntary. The consortium ceases to exist after the completion of the project.

A limited partnership is also an association of several individuals and legal entities for joint economic activities on the basis of an agreement. The authorized capital is formed from the shares and contributions of participants. Participants who contributed shares of the authorized capital are full partners and bear full property liability. Members of the partnership who have made contributions do not take part in entrepreneurial activities and are not liable for losses within the amount of their contribution.

The management of the activities of a limited partnership is carried out by general partners. Contributors are not entitled to participate in the management and conduct of business of a limited partnership, to act on its behalf except by proxy. They do not have the right to challenge the activities of general partners in the management and conduct of business of the partnership. The investor has the right to receive a part of the profit of the partnership due to his share in the share capital; at the end of the financial year, withdraw from the partnership and receive your contribution.

The meaning of creating these partnerships is the same as that of general partnerships (consortiums). In foreign practice, limited partnerships are an analogue of limited partnerships. The vulnerable side of entrepreneurship in the form of partnerships is the full responsibility of all or part of their members. This organizational and legal form is used mainly in small businesses.

B) Partnership is also carried out in the form of business companies. These are commercial organizations founded by one or more individuals or legal entities with the contribution of shares (or the full amount) of the authorized capital. Russian legislation 4 forms of business companies are provided:

1) Limited Liability Company (LLC), founded by one or more individuals or legal entities, responsible on obligations and the risk of loss only within the limits of the contributions made. The company has the right of a legal entity. The memorandum of association determines the name, location, subject matter, tasks and goals of the activity, the amount of the authorized capital and the shares of all members of the company in it, the number of participants in the LLC (the limit is established by law).

2) Company with additional liability. The peculiarity of this company in comparison with LLC is the extension of liability for the obligations of the company not only to deposits, but also to the rest of the property of members. The liability of the bankrupt company will be distributed among the other participants in proportion to the contributions.

3) Joint Stock Company (JSC). The authorized capital of a JSC is divided into a certain number of shares. Members of the company (shareholders) are not liable for its obligations and are responsible for the activities of the company within the value of their shares. The totality of shares owned by one shareholder is called a block of shares. The larger the stake is concentrated in the hands of a shareholder, the greater control over the company he has. It is possible to form a controlling stake constituting 51% of all shares.

There are two types of joint-stock companies: open (JSC) and closed (CJSC).

The OJSC has the right to conduct an open subscription for issued shares and to sell them on the terms stipulated by the legislation. Shareholders have the right to sell them without the consent of other shareholders. JSC is obliged to annually publish a balance sheet, profit and loss account.

In a closed JSC, shares are distributed only among the founders, and the company does not have the right to conduct an open subscription for its shares.

Funds from the issue and placement of shares form equity joint-stock company, and this capital can be increased through additional issues of shares. A JSC may, in order to attract additional resources, issue bonds, the proceeds from the placement of which amount to borrowed capital AO. The funds mobilized in this way must be returned to the owners of the shares.

The joint-stock form of business organization has a number of significant advantages. Chief among them is the possibility of mobilizing large financial resources, as well as the rapid flow of capital from one area to another through operations in the stock market. However, the separation of the functions of owner and manager in JSCs can create conditions for abuse and conflicts of interest.

5) Holding companies. They are a kind of AO, have a more complex organizational structure. The holding company "holds" large, often controlling, stakes in other JSCs. Such an organization pursues the goal of exercising control, management, financial and other functions in relation to those joint-stock companies whose shares it owns. As part of the holding, JSCs retain their legal and operational independence. When creating holdings, the possibility of interaction of capitals is used without their direct merger into a single company.

Thus, modern business knows many types of entrepreneurial activities.

C) The Civil Code of the Russian Federation also provides for state entrepreneurship in the form of unitary enterprises that are not endowed with the right of ownership:

Treasury (federal) - based on the right of operational management of property;

Municipal, functioning on the right of economic ownership of property.

In accordance with Art. 113 of the Civil Code of the Russian Federation, a unitary enterprise is a commercial organization that is not endowed with the right of ownership of the property assigned to it. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise. Only state and municipal enterprises can be created in the form of unitary enterprises.

A unitary enterprise based on the right of economic management is created by decision of an authorized state body or a local self-government body.

The founding document of a state-owned enterprise is its charter, approved by the government of the Russian Federation. A state-owned enterprise shall, within the limits established by law, exercise the right to own, use and dispose of property. A state-owned enterprise has the right to dispose of the property assigned to it only with the consent of the owner of this property. The procedure for distributing the income of a state-owned enterprise is determined by the owner of its property.

Transition to market economy means a radical change not only of the enterprises themselves, but also of the nature of the relationship between them. Enterprises enter into relationships with each other on their own, guided by market criteria and incentives

The organizational and legal form is understood as a way of fixing and using property by an economic entity and its legal status and business goals.

A correctly chosen organizational and legal form of an enterprise can give the founders additional tools to implement their plans for the development and protection of the business.

The organizational and legal forms of entrepreneurial activity include the following types:

• 1. Business partnerships and companies;
• 2. Limited Liability Company;
• 3. Company with additional liability;
• 4. Joint stock company;
• 5. People's enterprise;
• 6. Production cooperative;
• 7. State and municipal unitary enterprises;
• 8. Associations of business organizations;
• 9. Simple partnership;
• 10. Associations of business organizations;
• 11. Intra-company entrepreneurship.

Business partnerships are commercial organizations with share capital divided into shares. A contribution to the property of a business partnership may be money, securities, other things or property rights or other rights having a monetary value. Business partnerships can be created in the form of a general partnership and a limited partnership (limited partnership). Individual entrepreneurs and commercial organizations can be participants in general partnerships and general partnerships on faith.

A general partnership is a partnership whose participants, in accordance with the concluded agreement, are engaged in entrepreneurial activities on behalf of the partnership and are liable for its obligations with all their property. A person can only be a participant in only one full partnership.

A general partnership is created and operates on the basis of a constituent agreement, which is signed by all its participants. The memorandum of association must contain the following information:

• 1. Name of the full partnership;
• 2. Location;
• 3. The procedure for managing it;
• 4. Conditions on the amount and procedure for changing the shares of each of the participants in the share capital;
• 5. The amount, composition, timing and procedure for making their contributions;
• 6. On the responsibility of participants for violation of obligations to make contributions.

The management of the activities of a general partnership is carried out by common agreement of all participants, but the memorandum of association may provide for cases where a decision is made by a majority vote of the participants. Each participant in a general partnership has the right to act on behalf of the partnership, but in the joint conduct of the affairs of the partnership by its participants, the consent of all participants in the partnership is required for each transaction.

Profits and losses of a general partnership are distributed among its participants in proportion to their shares in the share capital.

A limited partnership is 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, there is one or more contributors who bear the risk of losses associated with the activities of the partnership, within the limits of the amounts of their contributions. and do not take part in the implementation of entrepreneurial activities.

A limited partnership is created and operates on the basis of a constituent agreement, which is signed by all participants in the partnership.

The minimum and maximum size of the share capital is not limited. This is due to the fact that general partners are liable for the obligations of the partnership with all their property.

A limited partnership is created for the purpose of making a profit and can engage in any activity not prohibited by law. However, certain types of activities require a special permit.

A limited liability company (LLC) is a legal entity established by one or more persons, the authorized capital of which is divided into certain shares. Members of an LLC bear the risk of loss only to the extent of the value of their contributions.

Members of the society may be citizens and legal entities. The maximum number of members of the company should not be more than fifty.

The constituent documents are the founding document and the charter. If the company is founded by one person, the charter approved by this person is the founding person.

If the number of participants in the company is two or more, a memorandum of association is concluded between them, in which the founders undertake:

• 1. Create a company and also determine the composition of the founders of the company;
• 2. The size of the authorized capital and the size of the share of each of the founders of the company;
• 3. The amount and composition of contributions, the procedure and terms for their introduction into the authorized capital of the company upon its establishment;
• 4. Responsibility of the founders of the company for violation of the obligation to make contributions;
• 5. Conditions and procedure for the distribution of profits between the founders of the company;
• 6. The composition of the company's bodies and the procedure for the withdrawal of participants from the company. A contribution to the authorized capital may be money, securities, property rights, having a monetary value. Each founder of the company must fully contribute to the authorized capital of the company during the term. At the time of state registration of the company, the authorized capital must be paid by the founders at least half.

An additional liability company is 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. Participants in a company with additional liability jointly and severally bear subsidiary liability for its obligations with their property and the same multiple for all of the value of their contributions, established by the constituent documents of the company.

In the event of bankruptcy of one of the participants in the company, his liability for the obligations of the company is distributed among the participants in proportion to their contributions, unless a different procedure for the distribution of responsibility is provided for by the constituent documents of the company.

A joint stock company is a commercial organization, the authorized capital of which is divided into a certain number of shares, certifying the obligations of the company's participants in relation to the joint stock company. Shareholders are not liable for the obligations of the company and bear the risk of losses associated with its activities, within the value of their shares.

A closed joint stock company is a company whose shares are distributed only among the founders or other pre-established circle of persons. A closed joint stock company does not have the right to conduct an open subscription for the shares it issues or otherwise offer them for purchase to an unlimited number of persons. The number of shareholders must not exceed fifty.

The founders of a joint-stock company are citizens and legal entities that have made a decision to establish it. The number of founders of an open society is not limited, and the number of founders of a closed society cannot exceed fifty people.

A production cooperative (artel) is a voluntary association of citizens on the basis of membership for joint production or other economic activities (agricultural or other products, processing, trade), based on their personal labor and other participation and association and its members (participants) of property share contributions.

A member of a cooperative is obliged to make a share contribution to the property of the cooperative. The share contribution of a cooperative member may be money, securities, other property, including property rights, as well as other objects of civil rights. Land and other natural resources may be a share contribution to the extent that their turnover is allowed by the laws on land and natural resources. The size of the share contribution is established by the charter of the cooperative. By the time of state registration of the cooperative, a member of the cooperative is obliged to pay at least 10% of the share contribution.

The rest is paid within a year after state registration. Share contributions form the share fund of the cooperative, which determines the minimum amount of property of the cooperative, guaranteeing the interests of its creditors.

The governing bodies of the cooperative are the general meeting of its members, the supervisory board and executive bodies - the board and the chairman of the cooperative. The supreme governing body of the cooperative is the general meeting of its members, which has the right to consider and make decisions on any issue of the formation and activities of the cooperative.

A unitary enterprise is recognized as a commercial organization that is not endowed with the right of ownership to the property assigned to it by the owner, which is indivisible and cannot be distributed among contributions, including among employees of the enterprise.

A unitary enterprise that is in federal ownership, based on the right of operational management, is a federal state-owned enterprise.

In relation to the property assigned to it, a state-owned enterprise exercises, within the limits established by law, in accordance with the goals of its activity, the tasks of the owner and the purpose of the property, the right to own, use and dispose of it.

The constituent document of a unitary enterprise is the charter, which must contain the following information:

• 1. The name of the unitary enterprise with an indication of the owner of its property;
• 2. Its location;
• 3. The procedure for managing the activities of a unitary enterprise;
• 4. The subject and goals of the enterprise;
• 5. The size of the statutory fund, the procedure and sources for its formation;
• 6. Other information related to the activities of the enterprise.

A financial and industrial group is understood as a set of legal entities acting as a parent company and subsidiaries or who have fully or partially combined their tangible and intangible assets on the basis of an agreement on the creation of a financial and industrial group for the purpose of technological or economic integration for the implementation of investment and other projects and programs, aimed at increasing competitiveness and expanding markets for goods and services, increasing production efficiency, and creating new jobs.

Participants of a financial industrial group may be legal entities that have signed an agreement on its creation, and the central company of the financial industrial group established by them, or the parent and subsidiary companies forming the financial industrial group. A financial and industrial group may include commercial and non-profit organizations, including foreign ones, with the exception of public and religious organizations.

The supreme management body of the financial and industrial group is the board of directors of the financial and industrial group, which includes representatives of all its participants. The competence of the board of directors of the financial-industrial group is established by the agreement on the establishment of the financial-industrial group.

The Association of Entrepreneurial Organizations is an association under an agreement between commercial organizations for the purpose of coordinating their entrepreneurial activities, as well as representing and protecting common property interests. Associations of commercial organizations are non-profit organizations, but if, by decision of the participants, the association is entrusted with conducting business activities, such an association is transformed into a business company or partnership in the manner prescribed by the Civil Code of the Russian Federation, or it can create a business company to carry out business activities or participate in such a company.

Voluntary associations may unite public and other non-profit organizations and institutions. Members of the association retain their independence and the rights of a legal entity, can use its services free of charge, and, at their own discretion, leave the association at the end of the financial year.

The supreme governing body of the association is the general meeting of its members. executive body management can be a collegial and sole management body.

In a developed market economy Lately there is the formation of intra-company entrepreneurship, the essence of which is the organization in the largest companies of small innovative enterprises for testing inventions, utility models.

As experience shows, intra-company entrepreneurship can develop if the creative workers of the company (individual divisions) are “provided” by the management of the company with the following conditions that allow them to fully demonstrate their innovative nature of activity:

• 1. Freedom in the disposal of financial and material and technical resources necessary for the implementation of an entrepreneurial project;
• 2. Independent entry to the market with finished products of labor;
• 3. Possibility of carrying out own personnel policy and special motivation of employees necessary for the implementation of their own entrepreneurial project;
• 4. Disposition of a part of the profit received from the implementation of a personal project;
• 5. Acceptance of part of the risk in the implementation of the project.

Fundamental is the principle that the entrepreneur acts within the firm as the owner of his own firm, and not as an employee. Therefore, an internal entrepreneur should be focused on the implementation of his personal idea, on achieving a specific end result. This approach liberates employees, heads of departments, allows them to show entrepreneurial talent.

Thus, an entrepreneur can independently choose one or another organizational and legal form. A correctly chosen organizational and legal form can give an entrepreneur the tools to develop his business.