CONSTITUENT DOCUMENTS OF RUSSIAN BUSINESS ENTITIES

  • Yuliya Alekseevna Polyakova
Keywords: Charter, business entity, model Charter, internal documents, Uniform State Register of Legal Entities, Memorandum of Association

Abstract

The paper deals with the study of constituent documents of commercial organizations, their elements, and peculiarities which are not disclosed or insufficiently disclosed in the current Russian legislation, as well as their legal nature. The relevance of the study is caused both by the economic significance of such phenomenon as constituent documents of commercial organizations and by the feasibility of adoption and implementation into the life of these documents using different methods. 

The author defines the concept of a Charter, tries to distinguish the concepts of constituent documents and a Charter, as well as tries to determine correct terminology, analyzes the approaches to the understanding of elements and content of a Charter. 

The paper considers the legal nature of a Charter, analyzes the task of optimizing the provisions of Charters of business entities and eliminating the excessive requirements to them, regulatory requirements to the content of a Charter. The author studies the correlation of a Charter, internal documents, corporate contract, and the data contained in a Charter and the Uniform State Register of Legal Entities, the legal nature and the prospects of the model Charters development.

The paper presents the variants of preparing a Charter, describes the procedure of adopting a Charter in electronic form through filling in by the founders, countersigning by their enforced digital signature, and then by the signature of a person authorized by the resolution of the general meeting for state registration of changes in a Charter.

The author analyzed the procedure of adopting a Charter, state registration and amending, the differences between a Charter and internal documents of commercial organizations.      

The author proposes to introduce an online electronic form of a Charter used on a modular principle.

Published
2019-09-30
Section
Статьи