World experience shows that a developed market economy, a civilized market is based on the polymorphism of property. And this is explained by the fact that the driving force of the market is competition, which offers a large number of market entities. The latter function on the basis of various forms of ownership, the existence of which is determined by the level of development of the productive forces and the degree of socialization of production. The market itself is indifferent to forms of ownership. He is not indifferent to how independent market entities are and how free they are in their economic activities (within the law), to the conditions of competition12.

The classification of property involves the allocation of the following two varieties: private and public property.

World practice shows that the defining type of ownership is private, which comes in three main forms: individual, partnership, corporate.

Solitary property. Sole property is characterized by the fact that an individual or legal entity implements all property relations (assignment, disposal, possession, use). We are talking about isolated simple commodity producers who are simultaneously the owners of both the means of production and the labor force. True, the labor of family members can be used here (for example, family farms). In addition, individual property can be represented in the form of the property of an individual private person, who can also use hired labor.

Vidyapin V.I., Zhuravleva G.P. allocate the following conditions for the development of private property13.

Firstly, one of the main conditions for the development of the private sector is complete freedom to establish an enterprise and start any production activity.

The second condition for the development of the private sector requires that laws guarantee the fulfillment of private contractual obligations. In the event of any breach of a private contract, the affected citizen should have the right to apply to the court to force the violator to fulfill his obligations.

The third condition is the need for absolute security of private property. Guarantees of its inviolability must be provided for by laws, party programs and statements by leading statesmen.

The fourth condition requires that credit policy stimulate private investment.

Fifth condition. For the further development of the private sector, it is very important that society respect the private sector. In a market economy, if the buyer needs the goods offered by the seller, and this buyer is ready to pay the asking price, then the activities of the entrepreneur, merchant as sellers should be considered as socially useful.

Partner property. Partnership property involves the association in one form or another of the property, capital of several legal entities or individuals for the purpose of carrying out common business activities. Here we are talking about the formation of an enterprise on the basis of share contributions (means of production, land, money, material values, innovative ideas) of the founders. They can be created on the basis of full or limited liability14.

With full responsibility, the founders of the company bear full responsibility to their creditors with all their property, including that which is not included in the partnership property of this enterprise. Moreover, this is also mutual responsibility: the insufficiency of funds from one of the partners in settlements with creditors is compensated by the property of other partners. In partner companies with limited liability, its founders are liable to their creditors solely in the amount of the share of capital (block of shares) belonging to each of them. Property liability does not extend to the property of its participants, which are not related to the property of the partner enterprise. Shares of such enterprises are distributed only among their founders.

corporate property. Corporate property is based on the functioning of capital, which is formed through the free sale of property titles - shares. Each shareholder is the owner of the capital of an open joint-stock company. In contrast to partnership ownership, if the latter operates in the form of closed joint-stock companies, shares of open-type companies are freely sold and bought on the markets. In this regard, after certain periods of time, there may be a change in the owners of shares - fictitious capital, while the company will continue to exist until the moment of its liquidation or reorganization15.

It should be emphasized that although corporate ownership is represented by fragmented, private owners of shares (which is why it belongs to private ownership), nevertheless it can be considered a transitional form from private to public ownership. The fact is that the share capital, despite its fragmentation among the owners of the shares, functions and enters into economic relations as a single whole, as a public united capital. Disposition relations are implemented not separately, in relation to individual blocks of shares, but to the entire capital as a whole. The implementation of the relationship of disposal of equity capital is carried out by those who own a controlling stake. The owners of the controlling block of shares dispose of the entire capital of the joint-stock company as a single property.

If we consider the implementation of corporate property through ownership relations, then it is obvious that they are carried out by separate owners of shares in the form of appropriation of dividends (returns on shares). This is manifested in the ongoing economic, financial, organizational, managerial, technological policy of the company, which is based on deductions from the profits of the joint-stock company to the accumulation fund, intended for further capital growth, expansion and improvement of economic activity.

Within the framework of public property, collective, state and so-called public property should be distinguished.

collective property. Collective property is formed by its distribution among the members of the team, which is at a particular enterprise. As a rule, it operates in the form of equity capital, but the shares can be distributed exclusively among the employees of this enterprise. This is the indivisible common property of the labor collective, from the management of the enterprise to unskilled workers.

Collective property in Russia is represented primarily in the form of cooperative property of collective farms, consumer and other forms of cooperation, as well as joint-stock property and property of joint, mixed enterprises16.

Iokhin V.Ya. notes that despite the high level of collectivist principles in society and the existence of this form of ownership in the form of collective farms (collective farms), as well as newly formed collective enterprises, this form of ownership was not reflected in the Civil Code of the Russian Federation. It turns out a paradox: there are de facto enterprises with a collective form of ownership, but de jure they are absent. Therefore, this legal gap needs to be addressed17.

This form of ownership is becoming more widespread in the West. For example, in the United States there are already more than 10,000 such enterprises. They are supported by the state in the form of granting them credit and tax benefits. This is one of the ways to transform a worker into an owner, when the property relations both for the labor force and for the means of production become personified in one and the same person18.

Regarding the property of public organizations, it should be noted that it is only one or another modification of the collective form of property.

State property acts as the property of all members of society. However, the implementation of appropriation relations through ownership relations is carried out by the state apparatus, which is designed to embody the socio-economic interests of all segments of the population, professional and social groups of society. Disposition relations are implemented by economic entities of state ownership, i.e. state-owned enterprises that appropriate part of their income in the form of profit based on the relationship of state property disposal19.

Realizing the relations of state property, the government, first of all, should pursue such an economic policy, using the funds from this implementation, which would lead to a balance of interests of various sections of society, to mitigate social contradictions and conflicts20.

Another problem is to prevent the state bureaucracy from usurping the property rights of society and using this property in the interests of its own enrichment, or in such forms that cause economic, social and environmental damage to society.

As for public property, which was once enshrined in the Constitution of the USSR, it had a purely legal interpretation, while from the point of view of the economic relations of property, it could not and cannot be realized in the foreseeable future: there is a discrepancy, a discrepancy between the legal form and economic content. In fact, the form was without content.

Public property presupposes that all public property belongs directly, directly and simultaneously to all and to each individually. At the same time, the relations of disposal would be realized by society, while the relations of ownership of public property would be realized by each member of society. The historical trend of capital accumulation points initially to the denial of individual private property by capitalist private property, then to the denial of capitalist private property and the establishment of individual property within the framework of social property. This is the negation of the negation. It restores not private, but individual property on the basis of the achievements of the capitalist era, cooperation and common ownership of land and the means of production produced by labor itself, i.e. within the framework of public property21.

In practice, it is impossible to realize the complete freedom of connection of each worker with any means of production, which implies public ownership, because the level of the material and technical "base of the economy and the depth of the division of labor in society do not allow for a free change of labor due to the colossal variety of diverse types of labor activity. In addition Moreover, a person is not able to master all or at least a significant part of modern types of labor activity, and society does not have the necessary conditions and means to ensure the comprehensive development of the individual.

UDC 38.693+65441.2; BBK 693 + 64.069.5

PROBLEMS OF MANAGEMENT OF CORPORATE PROPERTY AND SUBSIDIARIES OF THE CORPORATION

The article deals with the problems of managing corporate forms of ownership, the problems of distribution of rights, responsibilities, profits and costs, as well as the features of managing subsidiaries of a corporation.

Key words: business management, corporations, corporate property, real estate, subsidiary.

The concept of "corporation" has long been included in the scientific circulation of domestic economic literature. Even in Soviet times, the activities of transnational corporations (TNCs) were analyzed. At the same time, neither in the course of privatization and the transition to a market economy, nor at a later time, the concept of a corporation received an official legal status in Russia. Some researchers refer to corporate organizations all commercial organizations based on membership, others - business companies and partnerships, others - only joint-stock companies.

Despite the uncertainty of the official status, the corporatization of the Russian economy affects almost all major sectors of the economy. An increasing number of enterprises are involved in this process. Firms come to this in different ways. Some, being small and newly created organizations with no previous operating experience, occupying new niches and market segments, are faced with a situation of rapid growth and inevitable diversification - both product and geographical. The number of managerial functions increases, and the entrepreneur-owner is replaced by a group of managers. They focus on strategic issues and building corporate relationships. Thus, the function of the owner is separated from the function of the manager. Other firms formed during the privatization of existing enterprises actively participate in the integration processes, expanding and becoming larger.

Corporate governance in Russian conditions has acquired a specific connotation: it is used to refer to an economic entity formed by several legal entities (though not excluding the participation of individuals). Moreover, each of them can be considered as an independent economic entity associated with other property relations, joint business, common goals, interests, organizational structure. In other words, on the one hand, the corporate organization of business is the basis of supra-company formations, and on the other hand, a corporation can be considered as an integrated structure and an independent subject of management.

This circumstance, in our opinion, requires official, legal registration of the status of corporations. Currently, separate law, i.e. economic and legal relations that arise in the depths of corporate associations and formalized by constituent documents, decisions of shareholders' meetings, contractual relations and orders of managers of companies (corporations), are significantly ahead of the formation of the official legal field for the activities of corporations. This situation gives rise to negative consequences in the form of redistribution of property, raiding, conflicting judicial practice in resolving legal conflicts and disputes between business entities.

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It should be borne in mind that, since corporate property in Russia was formed to a large extent not as a result of natural economic growth based on labor costs and profitable investments in real estate, but on the basis of legal tricks, the adoption of momentary laws on the transformation of public (state) property into private , then for the further stable functioning of the economy, other laws are needed - the laws of long-term action. Including - the laws concerning the relations of corporate property and especially - real estate.

If for the legal registration of economic relations arising from the functioning of newly created tangible and intangible assets, one can use the experience of Western European countries, then the problems of land relations and “inherited” (thanks to vaguely formulated legislation) real estate in the form of buildings and structures must first be resolved in a general theoretical and, if I may say so, scientific and methodological, economic and legal plane. A certain "amnesty" following the results of privatization, proposed by the Russian Union of Industrialists and Entrepreneurs, will be an attempt to abstract from the past, but it will absolutely not provide any guidance for the future, except for the hope for a new "amnesty" in the next round of real estate redistribution of large joint-stock companies and corporate structures.

To organize the processes of construction and management of corporate-type residential real estate, it is fundamentally important to harmonize the legal concept of property with its organizational structure, as well as to consider the economic aspects of corporate property management (Fig. 1).

Corporation

Corporate

own

Control

corporate

property

1 g * i g * 1 y

Property Management Revenue Management Intangible Management assets Risk management Cost management (expenditure items)

Rice. 1. Economic aspects of corporate property management

Many points related to this process do not yet have sufficient theoretical justification and require a wide range of special scientific research. For this, in our opinion, it is necessary to introduce the basic concepts and definitions that will be used in what follows.

Corporate property, in our opinion, is a set of real estate objects, property rights, works and services, information and technologies, intangible benefits and other parts of national wealth, the right to use, own, dispose of which belongs to a particular corporation.

The object of corporate ownership is an organizationally separate part of the national wealth, legally assigned to a specific owner or group of owners.

In this case, the objects of corporate ownership (objects of management) are:

real estate (buildings, structures, land plots, etc.); movable property (shares, shares, securities, including shares, etc.); cash (currency, etc.); debts (accounts receivable); information;

intellectual property and other results of intellectual activity of corporate divisions;

Russian corporations in their development have now reached the stage when competent and reasonable management of corporate property is an essential condition for successful and efficient operation. In this regard, we will consider in detail the methodology for managing corporate real estate.

First of all, in our opinion, it is necessary to determine the basic provisions of the corporate property management system in terms of real estate objects, based on:

knowledge about the composition of corporate property objects; determining the market value of real estate and the rights to use them;

creation of a single corporation data bank on all real estate objects; full protection of property rights of the corporation; achieving maximum profitability of real estate objects .

The real estate management cycle has specifics, determined mainly by the specifics of the use of corporate real estate. In our opinion, the corporate real estate management cycle can look like the one shown in Figure 2.

At the first stage, it is necessary to detect and enter into the register all objects of corporate real estate. Next, you need to assess the cost and legal purity of the object. Efficiency evaluation is carried out to assess the income and expenses of a particular facility. The results of the assessments are used to plan the further fate of the object. The implementation of the plan is carried out by holding tenders or other events to transfer certain rights to the object, and then the use of these rights is controlled by the relevant corporate bodies.

Accounting and inventory - measures for entering into the register, structuring and determining the main characteristics of the property being recorded. These are the starting points of the management process, forming the prerequisites for determining options for further use. In turn, the inventory procedure can be represented as a sequence of activities, the main purpose of which is to enter a real estate object (for example, premises) into a corporate database and determine possible options for its use.

The result of accounting and inventory of real estate is the Corporate Cadastre of Real Estate (CCR), which is a unified system of corporate accounting of real estate and rights to them.

KKN - a set of characteristics that must be relevant, legally significant, systematized and accessible.

KKN provides the corporation with guarantees of the rights of its structural divisions to real estate; formation of the revenue part of the consolidated corporate budget due to the expedient and efficient use of real estate; control over the condition and use of corporate property.

Rice. 2. Corporate real estate management cycle

A necessary element of corporate real estate appraisal is the planning of real estate use cases. The main options for using the property can be:

alienation (sale, contribution as a contribution to the authorized capital of the new subsidiary, etc.); rental; transfer to management; pledge transfer.

The general basis for planning any of the above activities is to determine the real market value of the property. The main criterion for selecting an option is the maximum discounted income from the implementation of a particular option for using the property. However, after choosing an option, further activities should be aimed at improving the efficiency of using the facility, taking into account the choice. For this, a set of actions is being carried out to implement the planned option.

Implementation of the planned measures for the sale of corporate real estate should be carried out in accordance with the algorithm for the implementation of measures. In our opinion, it is expedient to increase the efficiency of using a property in the form of the following algorithm: pre-sale preparation; holding an open tender for the acquisition of the planned rights; conclusion of an agreement for the exercise of rights with the winner of the tender; transfer of rights to the object to the winner of the competition.

The cycle of corporate real estate management ends with a decision to continue a specific use of the property, and the decision can be one of the following:

termination of the contract for the use of real estate due to illegality or inefficiency of use;

revision of the terms of the contract; continuation of work under the same conditions.

Thus, the full cycle of corporate real estate management, presented above, is the most appropriate way to implement all the functions of a corporation as an owner. Competent and clear implementation of all stages of the cycle for all types of corporate property will, in our opinion, increase the efficiency of corporate property management.

In the process of corporate governance, shareholders of a corporation can set different goals for managers. The priority of a particular goal is interpreted differently in the framework of the existing theory of the firm. The most common statement is that a corporation should provide maximum income to its owners. The areas of maximization are sales, profits, asset growth rates, and shareholder wealth. This theory does not explain the relationships underlying corporate real estate management.

Profit maximization is based on the assumption that the maximization of the factor costs of individual business entities, including profits, leads to the maximization of all social welfare, in particular, the company's owners.

However, such a goal is often not able to satisfy the majority of shareholders. The resulting high profit can be fully spent on the current needs of the enterprise. As a result, the company will lose the ability to generate financial resources sufficient to support long-term development, which in the future will lead to the loss of the achieved competitive advantages and other related problems. Moreover, obtaining the highest profit is possible, as a rule, in conditions of high risk, in which the deterioration of the results of the enterprise's functioning is inevitable, up to bankruptcy. Therefore, the condition of profit maximization cannot be considered as the only possible, albeit important, goal of the enterprise.

Proponents of profit maximization substantiate their conclusions with the following arguments. This criterion reflects the results of the enterprise's business activity: the higher the profit, the more significant the efforts of managers to achieve it. Revenue from all types of sales shows how much the company's assets are in demand by consumers, i.e. characterizes the competitiveness of the enterprise, and hence the prospects for its activities.

It is assumed that the volume of all types of sales reflects, in addition to the above, all the positive changes taking place in the company, including in the field of investment and innovation. The criterion of profit maximization is also justified by the fact that it expresses the interests of not only the owners of the company, but also its managers, who compare their position in society with the size of the income of their enterprise, and not with its physical parameters.

However, such a goal has little to do with cost savings. For example, incremental sales costs can outpace sales revenue growth, reducing profits and the ability to generate the necessary financial resources. By analogy, profit acts as only one of the possible criteria for the activities of managers and cannot serve as a comprehensive indicator that expresses the interests of the majority of shareholders.

The corporate real estate management process must be efficient, that is, it must be carried out in such a way that the costs of its maintenance and management do not exceed the income received from the management process. To do this, in the management process, it is necessary to apply a set of management methods and techniques, which together constitute a single methodology for managing corporate property. Theoretical (qualitative) analysis of the control object, based on socio-economic principles, always precedes its detailed analysis.

to nomu study and is a necessary condition for the correct organization of the management process and the unmistakable interpretation of its financial results. A necessary condition for the successful management of corporate property is an understanding of the essence of the object of management or the technological process, knowledge of the causes of development and the characteristics of a particular situation. In our opinion, in order to reveal the essence of the process of managing corporate real estate, it is necessary to structure the methods and techniques of management and introduce some concepts and definitions that essentially influence the development and adoption of management decisions in the management of corporate real estate. In this regard, in our opinion, it is advisable to distinguish between management methods:

corporate property as a set of various management objects;

methods of managing corporate real estate.

In addition, it should be borne in mind that in addition to the methods of corporate real estate management discussed above, where the corporation is considered as a single economic complex, there are corporations with a developed economic structure, including a number of subsidiaries (unitary) enterprises of the corporation. If the "mother" and "daughter" are not connected by the technological cycle, then the subsidiaries of the corporation can be considered as the real property of the corporation, functioning efficiently or inefficiently. The essence of managing a subsidiary of a corporation (DPC) is to implement a management cycle to achieve maximum efficiency of its functioning. In our opinion, the most appropriate for a subsidiary of a corporation is an extended management cycle containing seven stages (Fig. 3).

For the implementation shown in Fig. 3. management cycle, the management company, for example, within the framework of the corporation's business line, must determine and agree with the corporation's subsidiary the list, structure and information about its functioning. At the same time, the list should be short and contain sufficient information to obtain a complete and reliable picture of the situation at the enterprise.

Rice. 3. The cycle of managing a subsidiary (unitary) enterprise of a corporation

In practice, the production efficiency of a corporate unitary enterprise is analyzed in the following order:

1. The medium-term profitability of schemes is compared with the average bank interest rate for this period.

2. Schemes are compared in terms of insurance against inflationary losses.

3. Payback periods are compared.

4. We consider the stability of income in the course of the operation of the technological chain.

5. The return on investment is compared in general for the entire period of production of a certain type of product.

6. The return on investment is compared in general, taking into account discounting.

After the planning process is completed, plans must be implemented in

within the framework of a subsidiary (unitary) enterprise of a corporation. To improve the efficiency of the KDP, it is necessary to clearly define management priorities, that is, to divide the tasks to be solved into primary and secondary ones. The execution of priority tasks is entrusted to the service of dispatchers, whose competence includes the regulation of commodity and financial flows in terms of volume and time. The basis for regulation is the organizational plan of production, in which the control volumes and dates of operations between enterprises are calculated.

The control of the activities of the KDP is an integral stage of the management process, which consists of several successive steps, including the analysis of financial statements and factor analysis of the enterprise.

The scheduling process (Fig. 4.) is a two-pole system with feedback. Feedback is necessary to obtain complete and timely information in both directions. Thus, the scheduling process accompanies the entire performance management cycle and its stages are repeated many times during the production process at a particular enterprise.

Rice. 4. The process of dispatching the activities of a subsidiary (unitary) enterprise of the corporation

As a result of the implementation of the management cycle of a subsidiary of a corporation, it is possible to significantly increase the transparency of its activities, and, as a result, the efficiency of the corporation from the integrated use of corporate real estate.

Literature

1. Bandurin A.V., Drozdov S.A., Kushakov S.N. Problems of corporate property management. - M.: "LETTERS". 2000. -160 p.

2. Bandurin V.V., Kuznetsov V.Yu. Management of federal property in a transitional economy. - M.: "Science and Economics". 1999. - 151 p.

3. Khrabrova I.A. Corporate governance: issues of integration. - M.: Alpina Publishing House, 2000. -198 p.

MANAGEMENT PROBLEMS OF CORPORATE FORMS OF OWNERSHIP AND SUBSIDIARY ENTERPRISESAND CORPORATIONS

Baltic Academy for Tourism and Entrepreneurship e-mail:

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In the present article the managing challenges of corporate forms of ownership, allocation of rights and responsibilities, prof- its and expenses, as well as management peculiarities of subsidiary enterprises and corporations are examined.

Key words: entrepreneurship management, corporations, corporate ownership, property, subsidiary enterprise.

IN THE LAST DECADES, the position of property in the modern world (in some cases in terms of the trends discussed in the previous chapter) has become connected with the so-called corporate relations.

This kind of direction in science and economic practice seems strange and even somewhat mysterious. From the technical and legal side, the existence of corporate norms and relations is not a new thing, especially in the case of a specific interpretation of the entire array of social norms (which is what the general theory of law does). On-farm or intra-company norms, which were meant when defining the concept of "corporate norms", in the general system of institutions of normative local regulation of social norms have long stood out as a special category. That is, in principle, in the same special kind of social norms and relations, as well as the norms of national law, moral or moral norms, orders that relate to customs, traditions, habits.

A well-known explanation for the special attention to corporate norms can, perhaps, be found only in the fact that in the field of economic life such a heading turned out to be necessary in connection with the enlargement of economic entities, the complication of their structure. Even a small or medium-sized enterprise is distinguished by a special structure, a system of peculiar organizational procedures and rules. This kind of problem increases many times over in relation to large enterprises - firms, combines, corporations (hence, taking into account the last of these formations, the name was established - corporate norms and relations, which, by the way, was done in the general theoretical legal literature).

The same kind of architectonics is inherent in the norms and relations in the field of property.

At the same time, it is characteristic that, in essence, corporate norms and relations do not cover property, but almost exclusively organizational problems, in part - ethical norms, business habits, traditions. Both in the capitalist economy and in the planned socialist economy, until recently, corporate norms were invariably considered as purely “internal”, secondary in relation to the norms of general national law, dependent on them (strictly according to the model of “subordinate law”, more precisely, the ratio of general and local normativity). This applies in particular to legal norms on property, in particular property in a socialist state-owned economy. Enterprises here, no matter how significant they may be (up to the level, for example, of giant metallurgical plants such as Magnitogorsk, Nizhny Tagil, etc.), in the conditions of total nationalization of the national economy, they realized only that provided by higher institutions.

tions, the scope of state functions in the field of ownership for the possession and use of state property and the use of special rights in rem, which are part of the right of operational management, which was established in legal norms and orders of higher authorities.

And yet here is the paradox.

Already at the beginning of the XX century. (in Italy back in the 1920s) a certain oddity made itself felt when using the concept of “corporate relations”. The term "corporate" in a number of countries has received a well-known use in a political perspective, regardless of the on-farm sphere of corporations and other economic entities: it has often been used to characterize society and the state as a whole.

How can this be explained? Perhaps, calling, for example, Italy a corporate state, its ideologists sought to push the class or democratic characteristics of the state into the background, to give state significance instead to the principles of cooperation, the virtues of a prosperous corporation?

It is hardly worth, however, at this point in this place to stop attention. If only because later (already from the mid-1930s) the idea of ​​corporate relations in the political and general social planes in countries that called themselves corporate was blocked by the ideology and orders of fascism (which, in general, is very significant), which came to the fore under the auspices of the geopolitical course of Nazi Germany in its desire to establish in Europe and throughout the world a "new order" based on direct force, nationalist ideas and genocide. But be that as it may, it is hardly worth throwing this historical episode out of memory. He can be expected to help.

in solving some of the complex problems of the present time.

DIRECTLY CORPORATE RELATIONSHIPS were shown by se-

perhaps, in the last decade (or a little earlier), on the threshold of the transition of mankind to the III millennium of the Christian era. And then, as it were, they returned to their abode - to the sphere of large companies, firms, holdings, corporations. Mainly in connection with the development of joint-stock companies and the ideology of securities, moreover, such a development, which turned out to be closely connected with mass privatization. One that was in the 1990s. passed in Russia.

Part two. Property in our world

At the same time, at first, when in Russian society, one after another, state-owned enterprises were re-registered (or, according to the official version, privatized) into joint-stock companies, which was considered a sign of their acquiring the status of privately owned entities, the regulations, categories and terminology of the Civil Code of the Russian Federation and based on it special laws on joint-stock companies (at the same time, initially with an emphasis on their North American model).

But some time later, when considering former state-owned enterprises “privatized” by corporatization, the expression “corporate relations in general” began to be used more and more often in economic life.

Moreover, somewhere in the middle and towards the end of the 1990s. there was even a kind of boom in the characterization of these relations. In them, corporate relations, individual theorists and practitioners in the field of practical economic life saw not just one of the varieties of local regulation (which existed, as we saw earlier), but a new type of economic relations, distinguished by the unity of interests and tasks within a given economic entity. subject or group. And this allows, it would seem, in such a situation in the property sphere, to meet the requirements of market relations (when property only looms in the distance during turnover), directly give turnover to relations, bypassing official legal procedures, consistently businesslike and dynamic, smooth out and mitigate the problems that arise here in the name of some supposedly higher interests called "corporate". That is, to perceive, it must be said frankly, something close and habitually good-looking from socialist relations, from the myths that accompany them - signs and prospects, as many people still believe, the possibility of dominating organizational relations and neglecting formalist complexities in the sphere of property in the name of an optimistic future.

If not explicitly, then implicitly, specialists in the field of economic relations immediately caught the deep beginnings of corporate relations, considered from this kind of purely “market positions”. It became clear that such an understanding of corporate relations in commercial companies built according to the Western model (especially in joint-stock companies according to the American model) mainly reflects their interpretation from the point of view of state capitalist or simply power views. Or in the everyday plane - ideas about the cor-

Ownership: problems of theory

Corporate relations concern mainly certain joint actions, interaction and mutual gain, well-known "corporate privileges", "corporate benefits" and entertainment events such as "corporate parties", etc. Or it is simply a fashion when the use of the term “corporate” itself (instead of the terms

“group”, “united”, “solidarity”, etc.) is supposedly a sign of advanced approaches in economic and social life. Or, on the contrary, in the name of their interests, some oligarchic groups attach to their monopoly shares the value of just some alleged

"corporate action".

But for the most part, at these points, the understanding of corporate relations stopped, did not go further, including in the sphere of property (except, perhaps, for the monopoly impulses of individual economic entities and their groups and some scientific developments of “property from the point of view of corporate relations”, which will require a brief description of the problem already in this chapter).

The rise of the “corporate relations” category in the economic sphere, where joint-stock companies have acquired a dominant position, has led to the fact that in Russia since the early 2000s, especially in 2005–2006, at least two Problems:

– firstly, the need for corporate governance;

- secondly, the need to develop special corporate legislation.

It is possible that both of these problems are a consequence of the specific conditions of privatization in Russia in the 1990s.

But if we abstract from these specific questions (they will be considered later, in chapter fourteen), then it turns out that these problems, as if, with all their importance, raising them to a special concept, do not represent anything fundamentally new in comparison with what is contained in the current general civil legislation and legislation on joint-stock companies and the practice of their application. Unless, of course, we confine ourselves to that understanding, mainly of a terminological and stylistic order, of corporate norms and relations, which is quite convincingly and fully substantiated in legal science. Including - to see in corporate relations the sphere of intra-economic relations, and those that, according to legal

Part two. Property in our world

In essence, they invariably remain relative and only, as we can conditionally say, “intra-proprietary” (like many civil law obligations), realizing the powers of the owner. Moreover, including other intra-economic relations and moral principles developed on their basis, economic customs.

This is how, in principle, the so-called corporate governance can be interpreted. Of great importance to him is the current relationship between the existing joint-stock companies and the state. Management in this area in its strict sense, referred to as "corporate", depends (in the case of a joint-stock corporation) on the number of shares owned by the state. In corporations of a monopoly type, where the state has a controlling stake, it plays a decisive role in the formation of on-farm management bodies, their composition, their decisions, to the point that it is a public official, often from the top echelon of power, who heads the board of directors. The nature of ownership in this case turns out to be essentially the same as in any construction of ownership structures headed by the owner of a controlling block of shares (see Chapter Fifteen).

Now - about corporate legislation. The problem, which is all the more in need of consideration, since at the governmental level it has been given increased fundamental importance until recently, since for several years (since the beginning of the 2000s) its development has been underway, which began with the definition of the concept and corporate law.

– transparency of the activities of Russian companies;

- the public nature of their activities;

– reduction in the number of “corporate takeovers”2;

1 See: Idling // Kommersant. 2006. May 22; Naumov I. Gref attacked the "roof" // Nezavisimaya Gazeta. 2006. May 19.

2 At a meeting of the Government of the Russian Federation, it was noted: “As soon as a tidbit appears on the market, eyes are directed at it from all sides, while the state at the same time cannot yet protect the owners from such predatory actions.” At the same time, “law enforcement agencies often consider corporate conflicts as a sphere of their interests. State structures blackmail the owners and management of companies.” And again: “Any kind of property that falls into the clutches of officials,

Ownership: problems of theory

– clarification of the definition of an affiliate;

– giving maximum transparency to the system of confiscation and sale of property confiscated by law enforcement agencies.

When developing the concept, other well-known theory and practice issues are also determined (including, it would seem, a long time ago the issue of the justification for dividing joint-stock companies into open and closed ones).

At first glance, it is the nature of these issues that causes certain bewilderment (especially when it comes to the development of a "concept of legislation"). After all, in fact, all the questions mentioned in one way or another relate to the well-known norms of civil and based on it legislation on joint-stock companies! Including the issue of property, which, if it is touched upon in publications about this concept, then mainly in that part of them that do not concern the very essence of the relations that are developing here, but only their special branch, which is subject to criminal and criminal procedural law. (including confiscated property). Why then, one wonders, starting again with the concept of

ti for the fundamental development (under a new name - corporate relations) of what is already quite complete and, moreover, in acts of a high legislative level, in the Civil Code of the Russian Federation, in federal laws based on it, in the practice of their application has already received the necessary regulatory regulation and law enforcement specification? It is not for nothing that the well-known text of the concept refers to the prospect of making adjustments to existing laws.

Well, maybe the term “corporate relations” ultimately means the consolidation of special property relations in the structure of a joint-stock company?

This conjecture is confirmed by the attempts of some monopolized oligarchic circles to justify, referring to "corporate relations", their essentially monopoly plans and actions, as well as some developments in the scientific literature, including those that, precisely through corporate relations, give a new interpretation of property. . Let us dwell in more detail on the last of these points.

sold through affiliated structures at a cost that is ten times lower. Today, the volume of property (alienated, arrested, confiscated) sold through judicial structures is higher than the volume of privatized property” (Nezavisimaya Gazeta, 2006, May 19).

Part two. Property in our world

A number of SCIENTIFIC STUDIES, both foreign and domestic, testify to the fact that the market economy, representing the modern multi-tiered, multi-element economic system in the "market section", in which economic life is expressed mainly in terms of turnover (obligations), still needs the proper presence in this system, in all its segments, of the very basis of this system - property relations, moreover, in their real value (or - an analogue of things in the field of intellectual property).

Perhaps it was just the worthy presence of this element in a vast segment of market (compulsory) relations that brought to life a completely new phenomenon - corporate relations? But if this is true, then I will say right away, without being blunt, that such an attempt (if we are talking about property) could hardly be successful, fruitful. And this kind of conclusion is due not only to the fact that corporate relations belong by their nature to special obligations (organizational, constituent, etc.) relations and in themselves lack the qualities characteristic of

property or intellectual property.

From this point of view, it should be recognized that this attempt was unsuccessful even in such a multifaceted study, distinguished by a thorough civilistic culture, as the book of N.N. Pakhomova "Civilistic theory of corporate relations"1.

The author defines corporate relations as “socio-economic relationships of entities aimed at combining their property and activities to achieve common goals and satisfy similar interests, presented in various organizational forms”2.

At the same time, the book puts forward a number of legally original constructions, including the construction of “assignment”. Based on it, the author leads the development of property relations and corporate relations.

Here, it would seem, are very sophisticated legal constructions, which are formulated in the book in such a way that the recognition of the state of

1 See: Pakhomova N.N. Civilistic theory of corporate relations. Yekaterinburg, 2005.

2 Ibid. S. 41.

Ownership: problems of theory

The peculiarity of property objects by individual owners transforming their power over them occurs through their recognition of the mutual possibility of exercising power over these objects. And further, as the author believes, the state of property co-assignment testifies to the modernization of the independent individual property (mono-property) of several persons in relation to property with a plurality of subjects-owners. These relationships create the "internal" dynamics of ownership - dynamics in the formation of the state of co-ownership at the expense - attention! - the process of redistributing the volume of power between several subjects and recognizing by them such a state of co-assignment (here, as they say, the “dog is buried”: no one has yet proposed a better justification for the different amount of appropriation of benefits by company employees in science and in practice; I will note in passing how the old-fashioned, impeccable Marxist treatment of property as "appropriation" with its modification of "co-appropriation" is gracefully intertwined here). Thus, the unification of property objects, the author continues further, by individual owners can occur only through the redistribution of their power to these objects, by which, as N.N. Pakhomova, property relations

"second" order - relations with a plurality of subjects-owners (multiple ownership)1.

The originality of the legal constructions proposed in the book, for all their originality (worthy of further discussion), does not solve the questions posed in the book. The main drawback of the interpretation under consideration is that the “second-order property relations” constructed in the book can indeed be identified with corporate relations, but with one caveat - they are not property relations.

The "multiple ownership" referred to in the book is

Shena those defining qualitative characteristics that are inherent in property by its very nature. For each subject, in this case, it is deprived of the qualities of materiality, absoluteness of rights, attitude to the object “as to one’s own”. Even, as the author believes, “the principle of compensation in corporate relations can be represented by the formula: “in exchange for the possibility of an individual owner, the subject receives the possibility of corporate relations”2.

1 See: Pakhomova N.N. Decree. op. S. 159.

2 Ibid. S. 62.

Part two. Property in our world

However, it is possible that the author, in his reflections, takes into account the distance that exists between property relations and corporate relations. She herself writes: “Corporate legal relations, being a special form of redistribution of property power, act as “intra-proprietary” and relative”1.

Well, everything is correct here on this point. Corporate relations as relations of an organizational order can, in a certain way, redistribute property power, which is concentrated in property. And in their legal essence, they invariably remain relative and, relatively speaking, “intra-proprietary”, like many civil law obligations (sometimes even with a structural separation of the real element, as in the obligation to rent, store, etc.). One can only add that, in their content, they cover some more intra-economic ties and the moral principles developed on their basis, economic habits. And such, in addition to the previously said, the moment. If even more

simplify the problem and look at it from the side of each individual shareholder, then we will have a person who, having joined a joint-stock company, lost his property in its classical real value, exchanging it for shares that are legally binding (dividends), and some managerial and procedural functions. In this case, wouldn't it be a certain consolation for the shareholder to see himself as a participant in some corporate relations that allegedly carry elements of ownership (albeit very strange ones) (even if only in the form of "assignment")? And a final note on this topic. The term "corporate" has a number of connotations. Frankly, I would not like to use this term in relation to our country: many of the shades mentioned lead us away from the demands that our civilization has suffered through. But nothing can be done. There is something in our lives that makes (hopefully not forever) necessary

We use such terminology.

1 Pakhomova N.N. Decree. op. S. 129.

The resources that provide any production process are made up of a combination of renewable and non-renewable sources of tangible and intangible values. Reproduction resources are represented by human labor, corporate property, including tangible and intangible objects, money that ensures the exchange and movement of both the resources themselves and the products of production.

The process of separating the direct rights and functions of the owner from the rights and functions of the property manager is associated with the development of forms of integration. In a joint-stock company, especially with the development of open joint-stock companies, there is a separation of a separate economic function of capital management, both production, human, and monetary.

Thus, the right of ownership means the possibility of transferring an object of ownership for use, disposal or possession by other entities without losing the very right of ownership with the establishment of rules that they must comply with in their activities.

The social division of labor, which is an external factor in the formation and development of property relations, predetermines the objective necessity and possibility of the division of subjects of ownership, use and disposal. The material prerequisites for this division are created by the number and variety of property objects.

At the same time, the deepening of the division of labor makes it necessary to separate the subject of ownership and subjects of management, which creates the basis for the delegation of administrative functions (vertical division of labor) and the differentiation of management functions (horizontal division of labor).

The object of corporate property is an organizational-separate part of the national wealth, legally assigned to a specific group of owners (corporation).

The following can act as an object of property: a separate thing; totality of property; Property Complex; land, water or forest plot; a separate share in common property, etc.

Rice. 31.

Corporate property- a set of real estate objects, property rights, works and services, information and technologies, intangible benefits and other parts of national wealth, the right to use, possess, dispose of which belongs to a particular corporation.

Property object- an organizationally separate part of the national wealth, legally assigned to a specific owner or group of owners.

Objects of corporate ownership(control objects):

• real estate (buildings, structures, land plots, etc.);
• movable property (shares, shares, securities, including shares, bonds, etc.);
• cash (currency, etc.);
• debts (accounts receivable);
• information;
• intellectual property and other results of intellectual activity of corporate divisions.

Ownership refers to the category of rights in rem, the essence of which lies in the direct dominance over the thing, which implies the use of it by the authorized person in his own interests, and in the exclusivity of the implementation of this possibility.

Subjective right of the owner It is divided into three main powers: possession, disposal, use.

Under ownership is understood as legally secured dominance over a thing, i.e., the opportunity to have this thing in one's own, to keep it in one's own household.

Competence of the order- this is the possibility of determining the legal fate of a thing by changing its ownership, state and purpose.

Authorization to use- a legally secured possibility of using a thing by extracting any useful properties from it.

These powers do not fully characterize the right of the owner. These are only the main powers from the point of view of domestic doctrine.

Property Management- both the current management of corporate property and the strategic transformation of the ownership structure in corporations aimed at its optimization in the sense of the goals set and carried out as part of the corporate strategy in relation to ownership.

The following types of corporate property:

• subsidiaries (unitary) enterprises of the corporation;
• blocks of shares in corporate ownership;
• corporate real estate;
• corporate intangible assets.

As a basis for the process of circulation of corporate property, as a rule, the classification of property in the system of definitions of the Civil Code of the Russian Federation (CC RF) is used: objects, subjects, forms and rights of ownership.

Rice. 32.

The structure of objects of movable and immovable property can, in turn, be classified into several fairly large blocks. This allows us to distinguish the following components of movable and immovable property (Fig. 33, 34).

Rice. 34.

Important is the definition in the Civil Code of the Russian Federation (Article 132) of an enterprise as a kind of property complex. The structure of such a property complex, according to the Civil Code of the Russian Federation, includes all types of movable and immovable property that ensure the activities of this enterprise (Fig. 35).

Any process of property transformation is possible on the property market. They lead to the concentration of property, which is optimal from the point of view of the owners, its disintegration or bankruptcy of the owners.

As a rule, the concentration of ownership leads to the formation of highly integrated structures - corporations (FIGs, holdings, associations, concerns, etc.), including those with a mixed form of ownership and a balance of corporate interests of their participants: the state and other owners.

In the Russian Federation, according to the Civil Code of the Russian Federation (Article 212), several forms of ownership are equally recognized: private, state, municipal and others. The following subjects of ownership, indicated in Fig. 36.

Rice. 36.

One of the ways to transfer property rights from the state to private individuals (including corporations) is provided for by Art. 217 of the Civil Code of the Russian Federation privatization of state and municipal property, i.e. transferring it to the ownership of citizens and legal entities in the manner prescribed by the relevant legislation on privatization.

Other forms of ownership - these are, as a rule, forms of mixed ownership, as well as the ownership of public and other non-profit organizations. It is in the group of forms of mixed ownership that one can find a variety of modern economic entities:

• condominiums (combined property subdivided into individual private properties and various elements of joint ownership);
• corporate associations: holdings, trusts and concerns (associations of enterprises and companies with different levels of legal and economic independence), etc.

One of the main features of corporate property management is that this property is characterized by a large scale of socialization, which makes it difficult for the owner to implement operational control actions on property objects. Therefore, when managing corporate property, the most typical is the transfer of individual objects to specific legal entities or individuals, which makes it possible to localize control actions on them.

One of the main tasks of corporate property management is to ensure the formation of the prerequisites for scientific and technological development in the form of a set of generally applicable technologies that, after their commercial adaptation, can create strategic competitive advantages for all members of the corporation

As a rule, a corporation has several business lines. Any line of business of a corporation as a set of legal entities, finances, organizational relations is called business line(BN), organizationally being a structural subdivision of the corporation.

Ownership schemes

If a management company is created within the business line and all ownership rights to the subjects of the business line belong to the company heading it, then holding scheme property.

If the parent company of a business line receives the right to use (manage) from the corporation's management company, and the corporation retains the rights of ownership and disposal, then such a ownership scheme is called trust.

If within a line of business there are several enterprises without a clear chain of command, then such a scheme of ownership is differentiated.

Control schemes

If the main goal of management is the capitalization of a business area, i.e., increasing the market value of the business itself, and corporate management methods are used to achieve this goal (management through boards of directors, strategic planning, audit commissions, lobbying, redistribution of financial flows within a portfolio with the purpose of their centralization, personnel), then such a business direction in the corporation is divisional.

If the main goal of management is to obtain an acceptable periodic income, and methods of direct participation are used to achieve this goal (trust agreements, limited partnerships, participation in income, cost control, appointment of employees to senior positions), then such a business direction in a corporation is trust.

If the main goal of management is business development, the organizational structure of the business area is just being formed, there are serious entrepreneurial risks, the business area itself is still financed from the development budget, and strict methods are used to achieve the goals set (anti-crisis, venture, innovation), then such a business - the direction is divided into separate economic entities and is venture.

The implementation of such schemes allows at the corporate level to increase the efficiency of the entire property management process.

• In addition to the above, real estate, as an exception, includes aircraft and sea vessels subject to registration, inland navigation vessels, space objects (Article 130 of the Civil Code of the Russian Federation). The key point in classifying these objects as real estate was the commonality of the required state registration procedures. Real estate also includes separate, component parts of complex real estate objects (buildings), such as apartments and premises.
• Public and religious organizations, as well as charitable and other foundations that are the owners of property acquired or transferred to them, may use it (put it into circulation) on the property market only for the purposes specified by their charters.

5.3 Corporate property as an object of management

Types and forms of ownership, the nature of property relations are the defining features of the economic system. So, if the centralized administrative system is characterized mainly by the so-called state form of ownership of the means of production, then the market economy relies on the entire spectrum of forms and relations of ownership, proceeds from the principle of their equal rights to existence. One of the reasons for the low effectiveness of economic reforms in Russia, associated with the transition to a market economy, lies in the insufficiently thought out and skillful implementation of the transformation of the forms and relations of ownership. Already at the initial stage of Russian economic reforms, it was extremely clear that a profound change in the property structures that had developed and taken root in the Soviet economy was inevitable, that without their transformation, denationalization and privatization of property, it would not be possible to pave the way to a market economy. At the same time, the hasty abrupt breakdown of relations in the course of privatization gives rise to acute social problems, which the Russian economy has not avoided either.

The category of "property" historically entered into scientific circulation long before the emergence of economics, economic theory as a special branch of science. First of all, property became the official object of law and philosophy. Roman law already defined the concept of property and the basic relations associated with it: possession, disposal, use.

As civilization developed, the ways in which these relations were consolidated changed, from traditions and customs to the rules of law established by the state. The forms changed, but the essence remained the same: property is an attitude towards a thing as one's own.

The system of property relations prevailing in society is the basis for the formation of not only the economic system, but also the entire political and social system of the state according to the principle: whoever has property, has power.

For a long time, property as a special social relation was the direct subject of jurisprudence, primarily civil law. However, with the further development of social production and the emergence of new forms of entrepreneurial activity, the economic content of this category develops.

Property is a relationship between a person, group or community of people (subject), on the one hand, and any substance of the material world (object), on the other, consisting in permanent or temporary, partial or complete alienation, detachment, appropriation of the object by the subject. So property characterizes the belonging of an object to a certain subject.

The subject of ownership (owner) is the active party of ownership relations, which has the opportunity and the right to possess the object of ownership.

The object of property is the passive side of property relations in the form of objects of nature, matter, energy, information, property, spiritual, intellectual values, wholly or to some extent belonging to the subject. The object of property is often called simply property, investing in this concept both the object itself and the relations associated with it regarding ownership.

The concept of "property relations" includes, on the one hand, the relationship of the owner "to his thing", that is, property, subject-object relations between the subject and the object. On the other hand, these primary relations serve as a material prerequisite for relations between subjects of ownership, i.e., subject-subject relations. The latter reflect the property relationships of the subject with other subjects. This group of relations is of a socio-economic nature and determines, first of all, the forms of distribution of property, products, goods, income, and other values ​​between owners.

Relations "subject - object of property" The attention paid to the subject-object side of property relations is due to the fact that without a clear identification of the subjects of property relations, there can be no rational organization of the economic system. Worse, in the conditions of the former nationalization of the economy, there was a change of owners.

The relations that arise between the subject of ownership and the object of ownership characterize at the same time the degree of possession of the object by the subject, his rights to the object and the type of function implemented by the subject in the process of practical implementation of property relations, the extent and nature of the use by the subject of his rights. Speaking about the links between the subjects and objects of property, it is necessary to distinguish between the relations of ownership, use, disposal and responsibility, which simultaneously represent legal, legal, and economic categories (Fig. 5.7). Without distinguishing between the owner-owner, owner-user, owner-manager, especially in cases where these are not the same person, it is very difficult to understand the essence of property relations.

In accordance with the legislation of most countries, the right of ownership implies the right to own, dispose of and use objects of property for purposes and aisles that do not violate the right of ownership.

Fig.5.7. – Types of ownership relationships

Ownership - the initial, initial form of ownership, reflecting the legal, documented function of the subject of ownership or the fact of real possession of the object. Ownership is the primary form, which in this sense has a dominant character. But ownership is a static characteristic of property relations, it is a nominal right or a practical opportunity to use an object, but not always the actual implementation of such an opportunity. The owner who owns the object may have a right, documented or simply recognized as a fact, without exercising it, without using it. Individual owners have long delegated the authority to dispose of their property to managers, while retaining the income from the property. So possession, taken separately, is not yet fully property in the socio-economic sense of the word.

Use means the use of the property in accordance with its purpose and at the discretion and desire of the user. Property as possession and use can be combined in the hands of one subject or be divided between different subjects. The latter means that you can use the thing without being its owner (owner). And vice versa, you can be the owner and not use the object of ownership, transferring this right to another subject. So, for example, a hired worker uses the means of production, not being their owner, but, say, the owner of a hotel usually does not use it himself.

Disposition represents in modern conditions the most comprehensive, highest way to implement the relationship between the object and the subject of ownership, giving the subject the right and opportunity to act in relation to the object and use it within the framework of the law in almost any desired way, up to transfer to another subject, transformation into another object and even liquidation . The subject with the right to dispose has the opportunity to exercise the basic powers of the owner: to establish ways of using the object of property, the right to make transactions (sales, leasing, donation) in relation to the object of property. In fact, the owner becomes such, having received the rights and a real opportunity to dispose of the object of ownership. Delegation, the transfer of disposal rights means, in fact, the transfer of the owner's powers to other hands. It is necessary to highlight the forms of limited disposal of property, called "the right of economic management" and "the right of operational management", such forms are provided.

Responsibility Function does not stand on a par with the relations of possession, disposal, use. The specificity of property relations lies in the fact that they are not the essence of the relationship between the subject and object of property. Responsibility arises from the user to the manager and the owner, or from the managers to the owner who delegated the right to dispose of the property. For the owner, responsibility arises automatically as self-responsibility and manifests itself in losses from negligent management. Here, the addressee of the relationship of responsibility is known in advance and punishment in the form of losses incurred is inevitable. However, this relationship begins to play a different role in the case when the functions of disposal and use are delegated, transferred by the owner to other hands. In this case, responsibility for property is simultaneously transferred as a relationship that complements the relationship “subject-owner (manager) - subject-manager (user)” and integral to it.

Relations that arise between owners, that is, subject-subject relations, are divided into two groups.

The first group of relations arises in conditions when it is necessary to divide the property already created earlier, to carry out a temporary or seemingly final redistribution. The application, use of the object of property for its intended purpose is often accompanied by the distribution or redistribution of proprietary functions between two or more subjects arising on the basis of an agreement. Under these conditions, it is periodically necessary to decide what belongs to whom, what part. Relations between different subjects of the same object of ownership or those claiming this role are reduced to the division of functions, rights, obligations of each owner, the allocation of a share belonging to him or the provision of the entire object, the establishment of conditions for joint use of the object.

The second group of relations between subjects of ownership reflects the relations of owners regarding the joint formation of newly created values ​​by them, which become a new object of ownership. The most typical form of relations of the second group is relations regarding the joint production and distribution of produced, previously non-existing types of products, goods, services. In this case, all participants in the creation of a new property object have reason to claim the right to be the owners of the newly created property, performing the functions of possession, use and disposal in relation to it. Claims and even rights to new property can also be presented by persons who did not directly participate in the creation of the object, state bodies are entitled to demand their share in the form of taxes, deductions, and payments.

To the extent that the creation of a new product is associated with the emergence of income and profit, say, as a result of its sale, the participants in the creative process have the right to consider themselves as potential owners of income and profit and participate in their distribution. Thus, in essence, there is a formation of a new object of property in its monetary terms.

Type of ownership- this is its type, determined by the subject of ownership. In other words, the form of ownership determines the belonging of various objects of ownership to a subject of a single nature. Based on this definition, we distinguish the following forms of ownership.

Individual property, within which the subject of ownership is personified as an individual, an individual who has the right (within the framework of legality) to dispose of the object of property belonging to him or a part, a share of the object. With this form of ownership, the owner knows what belongs to him.

Within individual property, depending on the nature of the object of property and the nature of its use by the owner, it is possible to distinguish between personal and private property, although such a distinction is not fundamental. Personal property is distinguished from private property by the nature of its use. Personal property covers objects of individual property used, consumed only by the owner himself or provided by him to other persons for free use. Private property is objects of individual property provided for use and consumption for a certain fee to other persons, i.e. acting as a commodity or capital.

Knowledge of the subject and object of property does not in itself make it possible to distinguish personal property from private property. The same object can be personal and private property. It is impossible to clearly define the line separating personal property from private property, and to establish the very fact of using personal property as private property, if it is worth doing at all.

The second main form of ownership is group ownership. Within this form, the subject of ownership is not personified as an individual, but represents an aggregate, a community, a group of owners. On behalf of the subject of ownership, an authorized person or a group of persons expressing the proprietary interests of the entire partnership can act, but a legal entity (business company, enterprise, company, state body, public organization) is usually registered.

Speaking of group ownership, we proceed from its broadest understanding as a variety of joint ownership in the range from family to joint stock.

The ideas used in the Soviet period of our history about “state” property, behind which stood the property of state bodies, about “cooperative-collective farm”, which in practice was hardly distinguishable from state property, and personal ownership only of consumer goods, were dogmatic and conditional.

The division of forms of ownership into individual and group is their most enlarged structuring according to the nature of the subject. It would be more convenient to call multi-subject property simply common, but property owned by two or more persons can be common.

Group property acquires a higher form of its development in the joint-stock form.

Shareholders are often referred to as owners of joint-stock companies. But in this case there is an identification of the concepts of property and property rights. Shareholders, receiving dividends, appropriate surplus value and act as owners of capital. But the joint-stock company itself in economic circulation acts as an independent (autonomous) owner.

When deciding on your participation in a business, first of all, it is necessary to determine on the basis of which property it is best to start a business, so that the organizational structure of entrepreneurship is best suited to the type of activity. The concept of ownership is defined as a system of economic relations that cover the rights of the user, possession and disposal of property.

An organization created to conduct entrepreneurial activities can be organized on the basis of various forms of ownership.

What, in practice, are the possible ways to win your place in business? The joint-stock company acts as a functioning producer, and in order to carry out production, it must have the right of ownership of the means of production in their natural form. Thus, for the same capital of a joint-stock company, there are two, from an economic point of view, owners. But to one belongs the property in the value of capital, and to the other in the use-value of this capital. One and the same capital can exist as double capital: as capital for two persons who have different legal titles to it, because the profit between these persons is divided into interest and entrepreneurial profit. Interest is the product of ownership of capital, and entrepreneurial profit is the product of operating with that capital. However, the legal owner of the right recognizes the person who is the owner of the use value of capital, that is, the joint-stock company.

The shareholders are the owners of the cost of capital. But from a legal point of view, they are the owners of only the shares they own. A shareholder can return the use value of his capital only by selling his shares, and not by withdrawing a share of specific property owned by the company. The shareholder lost the right of ownership to it, transferring it to the authorized capital of the company. Thus, the right of ownership to the authorized capital (share capital) as a certain set of property belongs to the joint-stock company as a legal entity.

This position is enshrined in the current legislation of most countries. The property of a joint-stock company, created at the expense of the contributions of the founders (shareholders), as well as produced and acquired in the course of its activities, belongs to the joint-stock company on the basis of ownership. With regard to the property of a joint-stock company, its shareholders (participants) have only liability rights, and not the right of common shared ownership(). No relations of common shared ownership in a joint-stock company arise, and cannot arise. Shareholders have the right of ownership only to a share - a security that contains certain legal obligations. The single and sole owner of its property is a joint-stock company.

"Authorized capital and shares of the company" reproduces clause 1. Like other business companies (meaning limited liability companies and additional liability companies), a joint-stock company has authorized capital, which is the total nominal value of shares acquired by shareholders. (Clause 1, Article 25 of the Law "On Joint Stock Companies").

Since the property of the company is the only source of covering its debts, control over the preservation of the authorized capital by the company is carried out in the interests of its creditors, including the state (treasury) and the shareholders themselves.

In Russian legislation, several concepts can be distinguished that characterize the authorized capital of a joint-stock company: declared, placed and paid. Shares placed by the company are divided into two types: ordinary and preferred. The maximum value of all issued preferred shares in relation to the authorized capital (25%) was introduced in the interests of both the company's creditors and the shareholders themselves - holders of ordinary shares. The transfer of rights expressed in shares does not require the consent of the joint-stock company. However, the company must be notified of the assignment that has taken place. It must make appropriate changes in the register of shareholders. At the request of the owner of the shares, the registrar is obliged to confirm their rights to the shares. Such confirmation is an extract from the register of shareholders of the company (Article 46 of the Law). The distribution of all shares of a joint-stock company among the founders by the time the company is established is a prerequisite for its registration as a legal entity.

Initially, the authorized capital of the company is formed upon its establishment. In order for the authorized capital in size to actually correspond to the nominal price of the company's shares, which is reflected in the memorandum of association and the charter of the company, all its shares must be placed among its founders and fully paid within a year from the date of registration of the company, unless a shorter period is provided for by the agreement on the creation of a company (clause 2, article 25 and clause 1, article 34 of the Law).

When establishing a joint-stock company, in its charter or agreement on the establishment, the founders of the company must regulate the following issues of formation of the authorized capital:

a) the number, par value of shares acquired by shareholders (outstanding shares) and the rights conferred by these shares.

b) the number, nominal value, categories (types) of shares that the company is entitled to place in addition to the placed shares (declared shares), and the rights granted by these shares. In the absence of these provisions in the charter of the company, the company is not entitled to place additional shares.
c) the procedure and conditions for the placement of declared shares by the company, the terms when the shares must be paid and the authorized capital of the company is formed.
The formation of the authorized capital can be divided into two stages: the placement of shares and their payment. The procedure for the formation of the authorized capital in the current legislation has its own characteristics and depends, in our opinion, firstly, on the type of joint-stock company: open or closed, and secondly, on the type of activity of the joint-stock company: banking. insurance, investment or other commercial activities, thirdly, from the circle of persons involved in the placement: residents or non-residents, fourthly, from the moment of formation of the authorized capital: when a company is established or with a subsequent increase in its authorized capital.

The authorized capital of the company can be increased by increasing the par value of shares or placing additional shares (Article 28 of the Law). The decision to increase the authorized capital of the company by increasing the nominal value of shares is taken by the general meeting of shareholders. More complicated is the procedure for increasing the company's authorized capital by placing additional shares: it is adopted by the general meeting of shareholders or the board of directors (supervisory board) of the company, if in accordance with the company's charter it is granted the right to make such a decision. The decision to increase the authorized capital of the company by placing additional shares must determine the number of additional ordinary shares and preferred shares of each type to be placed within the number of authorized shares of this category (type), the method of placement, the placement price of additional shares placed by subscription, or the procedure for determining it , including the placement price or the procedure for determining the placement price of additional shares for shareholders who have the pre-emptive right to acquire the shares being placed, the form of payment for additional shares placed by subscription, and other placement conditions may also be determined. Additional shares may be placed by the company only within the limits of the number of declared shares established by the company's charter. The decision on the issue of increasing the charter capital of the company by placing additional shares may be taken by the general meeting of shareholders simultaneously with the decision to introduce into the charter of the company the provisions on declared shares necessary, in accordance with the Law, for making such a decision, or on changing the provisions on declared shares.

When the authorized capital of the company is increased at the expense of its property by placing additional shares, these shares are distributed among all shareholders. At the same time, each shareholder is allocated shares of the same category (type) as the shares he owns, in proportion to the number of shares he owns. An increase in the authorized capital of a company at the expense of its property by placing additional shares, as a result of which fractional shares are formed, is not allowed.

An increase in the authorized capital of a company by issuing additional shares in the presence of a block of shares that provides more than 25 percent of the votes at the general meeting of shareholders and is fixed in accordance with the legal acts of the Russian Federation on privatization in state or municipal property, can be carried out during the period of fixing only if with such an increase, the size of the share of the state or municipality is preserved. The authorized capital of the company can be reduced (Article 29 of the Law) by reducing the nominal value of shares or reducing their total number, including by acquiring a part of the shares, in cases provided for by the Law.

A necessary condition for reducing the authorized capital of a joint-stock company is the notification of creditors about the decrease in the authorized capital of the company (Article 30 of the Law). Within 30 days from the date of the decision to reduce its charter capital, the company is obliged to notify the company's creditors in writing about the reduction of the company's charter capital and its new size, as well as publish in a print publication intended for the publication of data on state registration of legal entities, a message on the adopted decision. At the same time, the creditors of the company have the right, within 30 days from the date of sending the notification to them or within 30 days from the date of publication of the notice of the decision taken, to demand in writing early termination or fulfillment of the relevant obligations of the company and compensation for their losses. So, there are three main functions that the authorized capital of a company should perform:

1) the authorized capital is the property basis for the activities of the company, the starting capital;

2) its formation makes it possible to determine the share of participation of each shareholder in the company, in connection with which, it is easy to determine the influence of the shareholder at the general meeting and the amount of income due to him from the profit of the company;

3) the authorized capital testifies to the reputation of the company and its capabilities, thereby forming a certain attitude towards itself on the part of third parties, i.e. this is a warranty feature. The purpose of the authorized capital is to guarantee the obligations of the company to third parties.

Borrowed capital can also be the property basis of the activity of a joint-stock company. Under borrowed capital It is customary to understand the total value of funds received from the sale of bonds by the company. Any joint-stock company has the right to place bonds and other issue-grade securities (Article 33 of the law).

Placement by a company of bonds and other emissive securities convertible into shares must be carried out by decision of the general meeting of shareholders or by decision of the board of directors (supervisory board) of the company, if in accordance with the charter of the company it has the right to decide on the placement of bonds. The company has the right to issue bonds. The bond certifies the right of its owner to demand redemption of the bond (payment of the face value or face value and interest) within the established time limits.

The decision on the placement of bonds must determine the form, terms and other conditions for the redemption of bonds.

The bond must have a par value. The nominal value of all bonds issued by the company must not exceed the size of the authorized capital of the company or the amount of security provided to the company by third parties for the purpose of issuing bonds. Placement of bonds by the company is allowed after full payment of the authorized capital of the company. Bonds can be:

Nominal or bearer;

With a one-time maturity or with a maturity by series at a certain time;

Secured by a pledge of certain property of the company, or bonds secured by third parties, or bonds without collateral.

Placement of bonds without collateral is allowed not earlier than the third year of the company's existence and subject to the proper approval by this time of two annual balance sheets of the company. The Company has the right to determine the possibility of early redemption of bonds at the request of their owners. At the same time, the decision on the issue of bonds must determine the cost of redemption and the period not earlier than which they can be presented for early redemption.

Shareholding property, from an economic point of view, is a quantitative value that summarizes the standard units of property rights (for example, shares) Initially, property rights are determined by the amount of money capital invested in the production process. However, the performance of capital - profit - depends on the intellectual costs of managers and the resources used in production.

It should be noted that joint stock ownership is only a part of the totality of relations that determine the process of making a profit. Each of the participants in a joint-stock company claims a part of the product produced both by money capital, natural resources, and work. Balanced compensation of costs and satisfied interests of each of the owners of one or another resource leads to some optimal, "equilibrium" system of participation in the results of the production process. However, each time the participants in the production process strive for greater compensation. It is the joint-stock property that turns out to be the most unprotected, since it is at its expense that the results of activities are redistributed in favor of other participants. In proportion to the development of the reproduced process, the absolute productivity of equity capital decreases, i.e. its role in the production of profits is reduced, and relative productivity, in the form of profits produced per unit of share capital, is growing. It is through the growth of the relative productivity of equity capital that other owners of productive resources increase their share as a result of productive activity. In the process of development of a joint-stock company, the significance of the initial cash investment is inferior to the importance of the work of a manager who provides business processes.

The concept has a different meaning. corporate property, although quite often corporate ownership is identified with stock ownership. Of course, there is some meaning in this. After all, both the first and the second represent the group property of individual entities on the terms of their contributions (shares), the principles of organization, management of activities and distribution of profits are similar, the legal status is mostly joint-stock.

Meanwhile, corporate property is more acceptable for modern economic conditions, since it includes not only the property of joint stock companies as such, but also the property of financial and industrial groups that operate in developed countries and are promising both for Russia and for Ukraine.

The term "owners" in relation to corporate property can be applied in several dimensions. The first dimension concerns participants (shareholders) who own corporate rights (the right to manage) and actually manage them.

The second concerns the ownership of the corporation as a legal entity. In general, corporate structures function as business entities using fixed and working capital, with greater or lesser efficiency. However, the production and non-production funds of joint-stock companies are formed at the initial stages, depending on the agreements of their founders and participants, and determine the purpose of the activity, as well as methods for distributing profits between participants and the amount of initial capital that will be used for the economic activities of the company.

The property of the company is considered by us as a group property, and a joint-stock company or FIG is the subject of ownership:

Property transferred to him by the founder and participants in the authorized capital;

Products produced by the company as a result of economic activity;

income received;

Other property acquired on grounds not prohibited by law.

In other words, corporate ownership is formed on the basis of stock ownership.

Thus, the dialectic of joint stock and corporate ownership as a set of forms of mutual penetration of capital is expressed in the ownership scheme shown in Fig. 5.8.

That is, the subject of ownership is a corporation (a specific group of owners of corporate rights), and the object of ownership is corporate property (property of a corporation).

Corporate property can be classified in different ways, but in our work it is most appropriate:

1. By types of corporate property:

immovable property (real estate, real estate) - land plots, separate water bodies, etc.;

property that is not related to immovable property, including money and securities;

information;

results of intellectual activity, including exclusive rights to them (intellectual property), etc.

2. According to the degree of liquidity:

low liquid (illiquid) objects of corporate property;

stable, medium risk objects of corporate property;

highly liquid objects of corporate property;

absolutely liquid - shares of companies whose liquidity on the stock market is the highest.

3. By degree of influence:

100% of influence in the corporation - subsidiaries of the corporation;

75% + 1 share - a qualified majority in the corporation;

50% + 1 share - a controlling stake in the corporation;

25% + 1 share - a blocking package in the corporation.

Corporate property management is both the operational management of property and the strategic transformation of the ownership structure in corporations.

Rice. 5.8. – Scheme of transformation of property rights

The corporate property management mechanism includes goals, objectives, principles, functions, management methods, incentives and sanctions used in management, the legal framework for the corporate property management process.

Summing up the above, it should be noted that the corporate structures that functioned in the post-Soviet space have come to the stage when competent and reasonable management of corporate property is an essential condition for their successful and efficient operation.

This issue has been covered in the literature: Asaul, A. N Economics of real estate / A.N. Asaul. - St. Petersburg. : Humanist Publishing House, 2003. - 406s.; Asaul, A. N. Real estate economics (II edition) / A. N. Asaul. -SPb. ; -M. : SPbGASU; publishing house DIA -2004; Asaul, A. N. Economics of real estate / A. N. Asaul. - St. Petersburg: Peter, 2004; Asaul A.M. Economics of indestructibility / A. M. Asaul, I. A. Brizhan, V. Ya. Chevganova. - K: Libra, 2004 .; Economics of non-viability / A.N. Asaul [and others]. -K: State Statistics Committee of Ukraine, 2004, etc.

For more details, see Asaul, A. N. Enterprise economy. Asaul A.N., Krayukhin G.A. Basic economic concepts of enterprises functioning. - St. Petersburg: GIEA, 2000 -1 hour. ; Asaul, A. M. Organization of entrepreneurial activity / A. M. Asaul, M. P. Voynarenko. -SPb. - Khmelnitsky: publishing house Univer TUP, 2001, Asaul, A. N. Organization of entrepreneurial activity / A. N. Asaul - St. Petersburg: Peter. - 2005

Yevtushevsky, V. A. Fundamentals of corporate governance: Navch. posib / V. A. Evtushevsky - K. : Knowledge-Press, 2002. - 317 p.

Bandurin, A. V Problems of corporate property management /. A. V. Bandurin, S. A. Drozdov., S. N. Kushakov. - M. : BUKVITSA, 2000. -160 s