unitary enterprise recognized commercial organization, not endowed law property to the property assigned to it by the owner. Property indivisible and cannot be distributed among contributions (shares, shares), including between employees of the enterprise.

AT legal form unitary enterprises operate state and municipal enterprises.

The property of a state or municipal unitary enterprise is in state or municipal ownership and belongs to such an enterprise on the right of economic management or operational management.

founding document unitary enterprise is its charter , approved by the authorized government agency or body local government. The charter must contain information about its company name and its location, the subject and goals of its activities. The charter of a unitary enterprise that is not state-owned must also contain information on the size of the authorized capital of the unitary enterprise.

Brand Name unitary enterprise must contain indication of the owner his property. The trade name of a state enterprise, in addition, must contain an indication that such an enterprise is a state enterprise.

Authority unitary enterprise is enterprise manager which is appointed by the body authorized by the owner and is accountable to him.

unitary enterprise responsible for its obligations everyone property belonging to him. unitary enterprise is not responsible for the obligations of the owner his property.

Owner property of a unitary enterprise, with the exception of the owner of the property of a state-owned enterprise, is not liable for the obligations of its unitary enterprise . Property owner government enterprises bears subsidiary responsibility under the obligations of such an enterprise in case of insufficiency of its property.

Types of unitary enterprises :

on the right of economic management , - a federal state enterprise and a state enterprise of a constituent entity of the Russian Federation, a municipal enterprise;

Unitary enterprises founded , - a federal state enterprise, a state enterprise of a constituent entity of the Russian Federation, a municipal state enterprise.

Property owner located in economic management , decides on the establishment of an enterprise, determines the subject and goals of its activities, its reorganization and liquidation, appoints the director (manager) of the enterprise, exercises control over the use for the intended purpose and safety of the property belonging to the enterprise.

The company is not entitled sell what belongs to him on the right of economic management real estate , rent it out, pledge it, make a contribution to the authorized (reserve) capital of economic companies and partnerships, or otherwise dispose of this property without the consent of the owner. The rest of the property owned by the company, it manages independently except in cases specifically provided by law.

State enterprise , behind which property fixed on the right of operational management , own, use this property within the limits established by law, in accordance with the goals of their activities, the purpose of this property. State enterprise has the right to alienate or otherwise dispose of the property assigned to him only with the consent of the owner this property. State enterprise independently implements produced by him products .

A unitary enterprise is a commercial organization not endowed with the right of ownership of property assigned to it by the owner of this property.

The essence of a unitary enterprise

Unitarity is a specific form of organization of activity.

Unitarity is characterized by:

Creation of a legal entity by allocating a certain property mass by the owner, and not by combining the property of several persons;

Retention of ownership of the property by the founder;

Assignment of property to a legal entity on a limited property right (economic management or operational management);

Indivisibility of property;

Lack of membership;

sole governing bodies.

The main reasons for the creation of unitary enterprises include:

The need to use property, the privatization of which is prohibited;

Carrying out activities to solve social problems, including the sale of certain goods and services at minimum prices and the organization of procurement and commodity interventions for essential goods;

Ensuring certain subsidized activities and conducting unprofitable industries.

The purpose of the activity of unitary enterprises is the solution of state problems on a commercial basis.

Rules Art. 113-115, 294-297 of the Civil Code of the Russian Federation regulate only the legal status of enterprises and do not affect the rights and obligations of employees, as is the case with participants and members of economic partnerships and societies, production cooperatives. The rights and obligations of employees are determined primarily by labor law. If a unitary enterprise, with the consent of the owner, has made a contribution to the economic society, then the profit received cannot be distributed among the employees of the enterprise, it becomes the property of this enterprise as a whole.

The property allocated to a unitary enterprise during its creation is in state or municipal ownership and belongs to it on the basis of the right of economic management or operational management. The firm name of a unitary enterprise must contain an indication of the owner of its property. The charter should clearly indicate to whom (the Russian Federation, which specific subject Russian Federation or local self-government body) owns the property of a unitary enterprise on the right of ownership. A unitary enterprise is liable for its obligations with all its property and is not liable for the obligations of the owner of its property. The body of a unitary enterprise is the head, who is appointed by the owner or a body authorized by the owner and is accountable to him.

Unitary enterprises can be of three types:

Federal State Unitary Enterprise - FSUE

State unitary enterprise - SUE (subject of the federation)

Municipal unitary enterprise - MUP (Municipal entity)

State enterprise- a kind of commercial organization, since they are created for production and economic activities (creation of material values, provision of economic services, etc.).

Characteristic features of the administrative and legal status of state enterprises can be found on the example of state unitary enterprises. In view of the absence of a federal law on them, they are currently given a predominantly civil law characteristic as legal entities of a special kind. But even civil legislation contains a number of provisions that are directly related to the administrative and legal characteristics of unitary enterprises.

Firstly, an enterprise is recognized as a unitary enterprise, to which certain property is assigned by its owner, i.e. state. Such an enterprise can only be created as a state enterprise (if the possibility of creating unitary municipal enterprises is not taken into account).

Secondly, a unitary enterprise is created by decision of an authorized state body, which also approves the constituent document of the enterprise - its charter. The appropriate executive authority is implied. Thus, the Ministry of Railways of the Russian Federation creates, reorganizes and liquidates federal railway transport enterprises, approves their charters, etc.

Thirdly, the body of a unitary enterprise is the head appointed by the owner or a body authorized by him. The head of the enterprise is accountable both to the owner and to the specified body.

Fourthly, the head of a state unitary enterprise is endowed with a certain amount of powers of a legally imperious nature, which are implemented within the framework of the enterprise.

Fifth, a unitary enterprise is subject to state registration in the judiciary.

It should be added to this that the organs executive power carry out control and supervision over the activities of unitary enterprises, apply various kinds of administrative and coercive means of influence in relation to them, license their activities in established cases, have the right to place on them certain types of state orders for the supply of products (for example, a state defense order ).

It is envisaged that legal status state enterprises and institutions is regulated by a special federal law. However, there is still no such legal act; many issues of their organization and activities are resolved by presidential decrees and government decrees.

33Municipal enterprise.

State and municipal enterprises operating under the right of economic management constitute a significant part of unitary enterprises.

municipal enterprise - 1,000 minimum wages (Article 12 of the Law on Unitary Enterprises).

State and municipal enterprises can be created to carry out scientific and scientific and technical activities, develop and manufacture products that are in the sphere of the national interests of the state and ensure national security, and produce products that are withdrawn from circulation and have limited circulation.

A municipal enterprise manages movable property belonging to it on the right of economic management independently, and immovable property - with the consent of the owner of the property.

Owner of a state and municipal enterprise:

Makes a decision to establish an enterprise;

Determines the goals and subject (types) of its activities;

Gives consent to the participation of the enterprise in associations and other associations of commercial organizations;

Determines the procedure for approving the indicators of plans (programs) of the financial and economic activities of the enterprise;

Approves the charter of the enterprise;

Takes a decision on the reorganization and liquidation of the enterprise, appoints a liquidation commission and approves the liquidation balance sheets of the enterprise;

Forms the authorized capital of the enterprise;

Appoints the head of the enterprise and concludes an employment contract with him;

Gives consent to the appointment of the chief accountant, approves the financial statements of the enterprise;

Approves the indicators of economic efficiency of the enterprise and controls their implementation;

Gives consent to the creation of branches and representative offices;

Gives consent to the participation of the enterprise in other organizations;

Decides to conduct audits and resolves many other issues of the enterprise.

Not endowed with the right of ownership of property assigned to it by the owner of this property.

A unitary state (municipal) enterprise is also considered because its property is indivisible and cannot be distributed by contributions (shares, shares), including among employees of the enterprise.

The essence of a unitary enterprise

Unitarity- a specific form of organization of activity.

• creation by allocation by the owner of a certain property mass, and not by combining the property of several persons;
• retention of ownership of the property by the founder;
• assigning property to a legal entity on a limited basis (economic management or operational management);
• indivisibility of property;
• lack of membership;
• sole governing bodies.

To the main reasons for creating unitary enterprises should include:

• the need to use property that is prohibited;
• implementation of activities to solve social problems, including the sale of certain goods and services at minimum prices and the organization of procurement and commodity interventions for essential goods;
• provision of certain subsidized activities and the conduct of unprofitable industries.

Purpose of activity unitary enterprises - the solution of state problems on a commercial basis.

Rules Art. 113-115, 294-297 of the Civil Code of the Russian Federation regulate only legal status enterprises and do not affect the rights and obligations of employees, as is the case with participants and members and,. The rights and obligations of employees are determined first of all. If a unitary enterprise, with the consent of the owner, has made a contribution to the economic society, then the profit received cannot be distributed among the employees of the enterprise, it becomes the property of this enterprise as a whole.

Property, allocated to a unitary enterprise upon its creation, is in state or municipal ownership and belongs to it on the basis of the right of economic management or operational management. Brand Name unitary enterprise must contain an indication of the owner of its property. AT charter it should be clearly indicated to whom (the Russian Federation, which particular subject of the Russian Federation or local government) owns the property of a unitary enterprise on the basis of ownership. A unitary enterprise is liable for its obligations with all its property and is not liable for the obligations of the owner of its property. Authority unitary enterprise is the head, who is appointed by the owner or a body authorized by the owner and is accountable to him.

Forms of unitary enterprises

In accordance with the Civil Code of the Russian Federation, unitary enterprises can only be created in the form of state and municipal enterprises based:

• on the right of economic management ( SUE s and MUP s);
• or on the right of operational management - federal state-owned enterprises ( PMC s).

Unitary enterprises based on the right of economic management(Article 114 of the Civil Code of the Russian Federation), are created by decision of the authorized state body or local government.

The founding document of a unitary enterprise is its charter, approved by the ministry, department or other federal body, which, in accordance with the current legislation, is entrusted with the coordination and regulation of activities in the relevant industry (management area). The charter of a state and municipal enterprise must contain, in addition to the usual information required for any legal entity, data on the subject and goals of its activities, as well as on the size of the authorized capital of the enterprise. A unitary enterprise is the only commercial organization that has civil rights and obligations directly related to the activities specified in the charter.

The size of the authorized capital state enterprise should not be less than an amount equal to 5,000 times the minimum wage per month, and municipal - not less than 1,000 minimum wages. The authorized capital of the enterprise must be fully paid by the owner within three months from the date of state registration.

The owner of the property of an enterprise based on the right of economic management is not liable for the obligations of the enterprise, except in cases where the bankruptcy of a unitary enterprise is caused by instructions from the owner. The founder approves the charter subsidiary and appoints its leader.

Unitary enterprises based on the right of operational management, - state-owned enterprises (Article 115 of the Civil Code of the Russian Federation) are formed on the basis of property that is in federal ownership, the property of the constituent entities of the Russian Federation and municipal property. The founding document of a state-owned enterprise is a charter approved by the government of the Russian Federation, a constituent entity of the Russian Federation or a local self-government body.

The owner-founder has the right to withdraw:

• excess property;
• unused property;
• misused property.

A state-owned enterprise is not entitled to dispose of movable and immovable property without special permission from the owner.

The trade name of an enterprise based on the right of operational management must contain an indication that the enterprise is state-owned.

The Russian Federation, a constituent entity of the Russian Federation or a municipality shall bear subsidiary liability for the obligations of a state-owned enterprise if its property is insufficient. A state-owned enterprise may be reorganized or liquidated by decision of the government of the Russian Federation, a subject of the Russian Federation or a local self-government body.

Property of a unitary enterprise

Ways of using the property of a unitary enterprise:

• economic management;
• operational management.

Property unitary enterprise is owned by the Russian Federation, a constituent entity of the Russian Federation or a municipality and belongs to him on the right of economic management or operational management.

At economic management a unitary enterprise (SUE, MUE) may dispose of property, manufactured products and income independently, subject to restrictions established by law or other legal acts. At operational management a unitary enterprise (state enterprise) has the right to dispose of the property assigned to it, its products and income only with the consent of the owner.

The owner of the property decides the issues of establishing an enterprise, determining the subject and goals of its activities, its reorganization and liquidation, exercises control over the use for its intended purpose and the safety of the property belonging to the enterprise, which is under economic management or operational management.

The owner can transfer property to a unitary enterprise both in the form of a contribution to the statutory fund, and in excess of a certain statutory fund.

In a state-owned enterprise, the statutory fund is not formed.

unitary enterprise does not have the right to establish subsidiaries. The Law "On State and Municipal Unitary Enterprises" establishes a ban on state and municipal enterprises established under the right of economic management to act as the founder of another unitary enterprise by transferring part of its property to economic management (subsidiary enterprise). The need for a ban is due to the prevention of the withdrawal from control of the property of enterprises through the creation of subsidiaries.

The financial resources of unitary enterprises have the same sources as other commercial enterprises.

Sources of property formation unitary enterprise are:

• property transferred to the enterprise by decision of the owner in payment for the authorized capital;
• other property transferred to the enterprise by decision of the owner;
• resulting from economic activity;
• borrowed funds, including loans from banks and other credit institutions;
• depreciation deductions;
• and subsidies from the budget;
• dividends (income) received from economic companies and partnerships in the authorized capital of which the enterprise participates;
• voluntary contributions and donations from organizations, enterprises, institutions and citizens;
• other sources that do not contradict the legislation of the Russian Federation, including income from the lease of property.

A unitary enterprise has the right to dispose of the active part of fixed assets: has the right to sell other enterprises, organizations and institutions his equipment, vehicles, inventory, raw materials and other tangible assets in order to receive proceeds from the sale of assets.

A unitary enterprise cannot independently dispose of immovable property. The sale of real estate, which is located at a unitary enterprise, is carried out only with the consent of the owner this property.

Coordination of transactions of an enterprise with property, the value of which, determined in accordance with the legislation on valuation activities, exceeds 150 million rubles, is carried out by the Federal Agency for Federal Property Management on the basis of a decision of the Government of the Russian Federation or a decision taken on its behalf by the Deputy Prime Minister of the Russian Federation .

In accordance with the Decree of the Government of the Russian Federation "On the exercise by federal executive authorities of the powers to exercise the rights of the owner of the property of a federal state unitary enterprise" sales transactions federal real estate property assigned to the federal state unitary enterprise on the right of economic management carried out through the sale of property on auction. Its organizer is an enterprise or a person acting on the basis of an agreement with an enterprise.

The coordination of transactions of a federal state unitary enterprise in respect of the federal real estate assigned to the enterprise in the economic jurisdiction of the federal real estate located on the territory of the Russian Federation (with the exception of leasing it) is carried out by the Federal Agency for Federal Property Management. According to paragraph 5 of the said resolution, the funds received from the sale of property (minus the costs of the enterprise related to its sale, which are determined based on actual costs and cannot exceed 3% of the sale price of the property and its book value), are subject to transfer within 25 days from the date of payment of the property.

Programs of activities of unitary enterprises

The relationship of a state unitary enterprise with the owner is regulated by a government decree.

The Decree of the Government of the Russian Federation "On measures to improve the efficiency of the use of federal property assigned to the economic jurisdiction of FSUEs" approved the Rules for the development and approval activity programs of unitary enterprises and determining the part of the profits of federal state unitary enterprises to be transferred to the federal budget, which are presented in Fig. one.

Features of the finance of unitary enterprises

Features of the finance of unitary enterprises are in the ways of generating sources financial resources.

The finances of unitary enterprises are noticeably different from the finances of organizations and, above all, the finances of joint-stock companies. These differences consist in the formation of authorized capital, the formation and use of profits, the attraction of budgetary sources of financing and borrowed capital.

Authorized capital of unitary enterprises is formed at the expense of the main and current assets, its size is reflected in the balance sheet of the enterprise on the date of approval of the charter. The size of the authorized capital of a municipal unitary enterprise must be at least 1000 minimum wages established by federal law on the date of state registration of the municipal enterprise, and of a state unitary enterprise - at least 5000 minimum wages. The statutory fund in a unitary enterprise performs the same functions as authorized capital in other commercial organizations. In addition to the fact that the statutory fund is the material basis for conducting economic activities by a unitary enterprise, it acts as an indicator of its effectiveness.

If at the end of the financial year the value of the net assets of the municipal enterprise is less than the established minimum size of the authorized capital on the date of state registration of such an enterprise and within a three-month period the value of net assets will not be restored to the amount of the minimum authorized capital, the owner of the municipal enterprise must decide on its liquidation.

If the owner does not make a decision within three months to restore the amount of net assets to the minimum amount of the authorized capital, creditors have the right to demand from such a municipal enterprise the termination or early fulfillment of obligations and compensation for the losses caused.

An important source of formation of financial resources of a unitary enterprise is profit. It is formed in the same manner as in other commercial organizations. However, the Budget Code of the Russian Federation defines the profit of unitary enterprises as a source of non-tax budget revenues. State and municipal unitary enterprises annually transfer to the appropriate budget a part of the profit remaining at their disposal after paying taxes and other obligatory payments. The procedure, amounts and terms of payments are determined by the government of the Russian Federation, authorized bodies state power subjects of the Russian Federation or local authorities.

The part of the profit of a unitary enterprise for the previous year, subject to transfer to the federal budget in the current year, is determined by the decision of the federal executive body no later than May 1, based on the report on the activities of the enterprise for the past year and the approved program of the enterprise's activities. At the same time, the part of the profit to be transferred to the federal budget is calculated by reducing the amount of net profit (retained earnings) of the enterprise for the past year by the amount approved in the program of the enterprise's activities for the current year of the costs for the implementation of measures for its development, carried out at the expense of net profit.

The procedure for distributing profits in a unitary enterprise is determined by its charter. In accordance with the charter, after-tax profits are allocated to the fund financial incentives, fund of social actions and other incentive funds.

By decision of the owner, a part of the net profit remaining at the disposal of the enterprise may be used to increase its authorized capital.

The remaining part of the net profit after mandatory deductions is used by the enterprise for:

• - implementation, development new technology and technology, protection measures environment and labor;
• - development and expansion of the financial and economic activities of the enterprise, replenishment of current assets;
• - construction, reconstruction, renovation of fixed assets;
• - carrying out research work, studying the market situation, consumer demand, marketing.

A feature of the finances of unitary enterprises may be their use target budget sources of financing. Appropriations from the federal, regional and local budgets are directed primarily to the implementation of individual programs and activities of a social nature.

These allocations are provided in the form of grants, subventions and subsidies.

Subsidies are budget resources provided on the basis of shared financing of expenses for the implementation of programs and projects, as well as for the development and implementation of the statutory activities of unitary enterprises.

Subventions (budget funds provided free of charge); a type of subvention is a grant that can be provided for ownership or use both in the form of money and in the form of property.

State unitary enterprises, including municipal ones, may receive subsidies from a state body or local self-government body to cover losses. These funds are not the basis for taxation. Subsidies are one of the forms of state assistance in the form of allocation from the budget of funds directed to finance both capital investments and current expenditures. Such expenses may include additional expenses of a unitary enterprise in connection with the conversion, the purchase of animal feed, the cost of heating the housing stock and greenhouses, etc.

Now let's turn to the features of attracting borrowed money unitary enterprises. Due to the fact that a unitary enterprise is not the owner of the property, the use of borrowed funds as a source of financial resources becomes quite problematic. It cannot, for example, as security for a loan, without the consent of the owner, pledge immovable property to credit organizations. The peculiarity of the organizational and legal form of a unitary enterprise puts it in unequal conditions with other participants business turnover due to limited sources of financial resources.

Given this circumstance, the owner can provide budget loans for use to unitary enterprises that lack financial resources on terms of repayment and payment. The provision of budget loans by a unitary enterprise is carried out on the basis of Art. 6 Budget Code RF.

The source of repayment of interest on a budget loan is the cost.

Accrued interest on loans used for investments and conversion activities increase the carrying value of investments in accordance with the Regulations on accounting"Accounting for Fixed Assets". A budget loan can be obtained for the supply (of goods) for the needs of the owner of a unitary enterprise. In these relations, the owner of a unitary enterprise acts as a customer and creditor.

• Civil law
  • The concept of civil law
  • Citizens as subjects of civil law
    • legal capacity
  • Legal entities: concept and types
    • Types of legal entities
    • Society with limited liability
    • Joint-stock company
    • Production cooperative(artel)
    • unitary enterprise
  • Objects civil rights
    • Money as an object of civil rights
    • Other objects of civil rights
  • Civil rights protection
  • Civil Liability
    • Types of civil liability
    • Terms of civil liability
    • Guilt as a condition of civil liability
  • Limitation of actions
  • Ownership: the concept and its content
  • Acquisition and Termination of Ownership
    • Grounds for termination of ownership
  • Types of ownership
    • Common property right
  • Property rights protection
  • Concept, types and fulfillment of obligations
  • Fulfillment and provision of obligations
    • Ways to ensure the fulfillment of an obligation
  • Civil contract ( general provisions)
    • Conclusion of an agreement
  • Classification of civil law contracts
  • Characteristics of the types of civil law contracts
    • Contract of sale
      • Retail sale
      • Supply contract
      • Contract for the sale of real estate
    • barter agreement
    • donation agreement
    • Contract of rent and life maintenance with a dependent
    • Lease agreement (property lease)
    • Work agreement
    • Contract of carriage
    • Storage agreement
    • Loan agreement
    • Loan agreement
    • Bank deposit agreement
    • Bank account agreement
    • Insurance contract
    • Contract of agency
  • Liabilities due to injury
    • Liabilities due to unjust enrichment
    • Obligations arising from the conduct of other people's affairs without an order
• Housing law
  • Housing stock of the Russian Federation
  • Ownership of a dwelling
  • The concept of a tenancy agreement
  • commercial lease agreement
  • Social tenancy agreement
• inheritance law
  • The concept of inheritance
  • testamentary succession
  • Inheritance by law
  • Acceptance and renunciation of inheritance
• Copyright
  • The right to the results of creative activity
  • Copyright objects
  • Subjects of copyright
  • Authors' rights
• Invention law
  • Concept of invention
  • Subjects of inventive law
  • Subjects of copyright
• Family law
  • Family law as a branch
  • The concept of marriage and family
  • Marriage
    • Marriage Conditions and Barriers to Marriage
    • Recognition of marriage invalid
  • Divorce
  • Personal non-property rights and obligations of spouses
  • Rights and obligations regarding matrimonial property
    • Common property of the spouses
    • The contractual regime of property of spouses
  • Alimony rights and obligations of spouses and former spouses
  • Establishing the parentage of a child
  • Personal rights and obligations of parents and children
    • Parenting controversy
    • Responsibility of parents for improper upbringing of children
  • Rights and obligations of parents and children regarding property
  • Alimony obligations of parents and children
    • Types of earnings (income) from which alimony is deducted
    • Procedure for payment and collection of alimony
    • Liability for non-fulfillment of maintenance obligations
• Criminal law
  • Criminal law and its operation
  • The concept of crime
  • Corpus delicti
    • The objective side of the crime
    • Subject of the crime
    • Sanity and insanity
    • The subjective side of the crime
  • Complicity in crime
  • Circumstances excluding the criminality of the act
    • urgent need
    • Detention of a person who committed a crime
    • Reasonable risk
    • Physical or mental coercion
  • The concept and purpose of punishment
  • Punishment system
  • The death penalty
  • Deprivation of liberty
    • Sentence regime
    • Arrest
    • Correctional labor
    • Fine
    • Confiscation of property
  • Sentencing
  • Circumstances mitigating punishment
  • Aggravating circumstances
  • Probation
  • criminal record
  • Types of crimes

unitary enterprise

By general rule entity owns property. However, the Civil Code allows for an exception to this rule, one of which is a unitary enterprise, i.e. a commercial organization that is not endowed with the right of ownership to the property assigned to it, which is indivisible and cannot be distributed among contributions (shares, shares). This is where this shape gets its name from.

The distinctive features of a unitary enterprise are as follows.

1. The owner of the property of a unitary enterprise can only be a state or municipal entity, in other words, only state and municipal enterprises can be created in the form of unitary enterprises.
2. Property is assigned to enterprises on the basis of the right of economic management or operational management. Accordingly, two types of unitary enterprises are distinguished.

A. A unitary enterprise based on the right of economic management is created by decision of an authorized state or municipal body:

• such an enterprise owns, uses and disposes of the property entrusted to it with certain restrictions compared to the rights of the owner. Thus, an enterprise is not entitled to sell real estate belonging to it under the right of economic management, rent it out, pledge it or otherwise dispose of this property without the consent of the owner;
• the owner of the property (state or municipal entity) has certain powers in relation to such an enterprise. Thus, the owner decides on the creation, reorganization, liquidation of the enterprise, the definition of the goals of its activities, the appointment of a director, etc.

The owner has the right to receive part of the profit from the activities of the enterprise;

• a unitary enterprise based on the right of economic management is liable for its debts with all its property. The owner is not liable for the company's debts. The owner is not entitled to seize the property of the enterprise or dispose of it in any other way.

B. A unitary enterprise based on the right of operational management (federal state enterprise) is created by decision of the Government of the Russian Federation on the basis of property that is in federal ownership:

• the state-owned enterprise is vested with the right of operational management of the property assigned to it. This means that the enterprise owns, uses and disposes of property in accordance with the law and the objectives of its activities, the tasks of the owner and the purpose of the property. A state-owned enterprise has the right to alienate or otherwise dispose of the property assigned to it only with the consent of the owner (the Russian Federation). A state-owned enterprise independently sells its products, unless otherwise established by law or other legal acts. The owner of the property determines the procedure for distributing the income of the state-owned enterprise;
• The Government of the Russian Federation determines the subject and goals of the enterprise; the procedure for managing its activities, appoints the head of the enterprise, resolves issues of its reorganization and liquidation;
• the enterprise is liable for its obligations with all its property. However, in view of the fact that the activity of a state-owned enterprise is largely determined by the owner of the property, the Russian Federation, if the property of a state-owned enterprise is insufficient, bears additional responsibility for its obligations.

unitary enterprise- a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner.

In the organizational and legal form of a unitary enterprise, state and municipal enterprises operate (clause 1, article 113 of the Civil Code of the Russian Federation).

The property of a unitary enterprise, which belongs to it on the basis of the right of economic management or operational management, is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise.

The property of a unitary enterprise is owned by the Russian Federation, a subject of the Russian Federation or a municipality. On behalf of the Russian Federation or a constituent entity of the Russian Federation, the rights of the owner of the property of a unitary enterprise are exercised by state authorities of the Russian Federation or state authorities of a constituent entity of the Russian Federation within their competence established by acts defining the status of these bodies. On behalf of the municipality, the rights of the owner of the property of a unitary enterprise are exercised by local governments.

Rights of the owner of the property of a unitary enterprise Art. 20 of the Federal Law on State and Municipal Enterprises. The public owner takes, in particular, decisions on the creation, reorganization and liquidation of a unitary enterprise, determines the goals, subject and type of activity of the unitary enterprise, forms the authorized capital.

The powers of the owner of the property of a unitary enterprise whose property is owned by the Russian Federation cannot be transferred by the Russian Federation to a subject of the Russian Federation or to a municipal formation, and vice versa.

However, objects of federal property or the property of a constituent entity of the Russian Federation may be transferred to municipal ownership, just as objects of municipal property or the property of constituent entities of the Russian Federation may be transferred to federal ownership in the manner prescribed by law. This order has been established federal law dated October 6, 1999 N 184-FZ “On general principles organizations of legislative (representative) and executive bodies of state power of the constituent entities of the Russian Federation” and Federal Law No. 131-FZ of October 6, 2003 “On the General Principles of Organizing Local Self-Government in the Russian Federation”.

Bodies of state power and local self-government, acting on behalf of the Russian Federation, subjects of the Russian Federation, municipalities, exercise the powers of the founder of the relevant state or municipal enterprises. At the same time, if the bodies in charge of unitary enterprises determine the subject and goals of their activities, appoint their leaders and approve the charters of enterprises, then the federal agency for state property management, its territorial bodies and municipal property management bodies resolve the issue of transactions by enterprises for the alienation of real estate or the transfer of real estate as a contribution to the authorized (share) capital of business companies and partnerships, as well as in payment for shares and shares of business companies.

Cash and other movable property can act as a contribution of a unitary enterprise to the authorized (reserve) capital of the created economic society or a partnership or a stake in an operating limited liability company (economic partnership) or for the acquisition of shares in an operating joint-stock company at your discretion. The charter of a state or municipal enterprise may provide for the types and (or) size of transactions, the conclusion of which cannot be carried out without the consent of the owner of the property of such an enterprise (clause 4, article 18 of the Law on Unitary Enterprises) represented by a state body or local self-government body, in the introduction which the unitary administration is located, since it is this body that approves the charter of the enterprise (clause 3, article 113 of the Civil Code of the Russian Federation).

The exercise by public authorities and local self-government on behalf of the public owner of his property right is not a representation within the meaning of Art. 182 of the Civil Code of the Russian Federation. There are no sufficient grounds for such qualification, since in these respects public authorities act not as civil law representatives, but as bodies authorized by the state or municipalities. When making decisions on giving consent to the alienation of immovable property by an enterprise, on the type and amount of transactions that can be made with the consent of the owner, etc., state authorities and local governments manage the property of a unitary enterprise.

These management decisions are a necessary element for the emergence of certain contracts concluded by a unitary enterprise. Failure to comply with these rules will invalidate such transactions. Having received consent from the executive authorities, a unitary enterprise makes transactions on its own behalf as an independent subject of civil law.

Builds up a complex system on the implementation of public property, in which state authorities and local self-government bodies act on behalf of the owners, exercising their powers as public authorities, and unitary enterprises act in civil circulation as separate entities in property terms, whose rights are limited by law and the charter of a unitary enterprise, approved owner. In the Civil Code of the Russian Federation, the concept of the owner refers not only to the Russian Federation, a subject of the Russian Federation, municipalities but also the executive bodies of state power and local self-government. It is important to note that the activities and financing of economic activities of unitary enterprises are regulated not only by the Civil Code of the Russian Federation, but also by the norms of budget legislation.

The property of a state or municipal unitary enterprise is, respectively, in state or municipal ownership and at the same time belongs to such an enterprise on the basis of the right of operational management, that is, the rights to property are distributed between the owner and the enterprise. State or municipal enterprises own, use and dispose of their property within the limits established by law, in accordance with the objectives of their activities, the tasks of the owner of this property and the purpose of this property.

The founding document of a unitary enterprise is the charter, approved by the authorized state body or local self-government body. It must contain information about its company name and location, as well as the subject and goals of its activities, the size of the authorized capital, the procedure and sources for its formation, with the exception of state-owned enterprises. The firm name of a unitary enterprise must contain an indication of the owner of its property. The body of a unitary enterprise is a manager appointed by the owner or a body authorized by the owner and accountable to him.

In cases and in the manner provided for by the Law on State and Municipal Enterprises, on the basis of state property(previously it was also on the basis of municipal property) a unitary state enterprise (state enterprise) can be created. The trade name of a state enterprise must contain an indication that such an enterprise is a state enterprise. The owner of the property of a state-owned enterprise bears subsidiary liability for the obligations of such an enterprise if its property is insufficient (paragraph 3, clause 6, article 113 of the Civil Code of the Russian Federation).

A state-owned enterprise has the right to independently dispose of movable property, with the exception of cases established by law or other legal acts. A state-owned enterprise has the right to alienate or otherwise dispose of movable property assigned to it by the owner or acquired at the expense of funds allocated by the owner for the acquisition of such property, only with the consent of the owner of this property. However, movable property acquired at the expense of own funds, it manages itself. State-owned enterprises, without the consent of the owner, sell the goods, works and services they produce in the course of entrepreneurial activity unless otherwise provided by law or other legal acts.

The owner of the property has the right to withdraw the unused or misused property assigned to the state-owned enterprise, as well as the property acquired by the enterprise at the expense of the funds allocated to it by the owner for the acquisition of this property. It is interesting to note that in this respect the right and status of a state-owned enterprise is equated to an autonomous institution.

In practice, first of all, arbitration courts have developed a contradictory position as to whether the owner, having transferred property to the possession of a unitary enterprise, has the right to dispose of it, or whether such a right belongs to a unitary enterprise. In the Resolution of the Plenum of the Supreme Court of the Russian Federation and the Plenum of the Supreme Arbitration Court RF dated April 29, 2010 N 10/22 “On some issues arising in judicial practice when resolving disputes related to the protection of property rights and other rights in rem” (hereinafter referred to as Resolution No. 10/22 of April 29, 2010), it is noted that the owner, having transferred property into the possession of a unitary enterprise, is not entitled to dispose of such property, regardless of the presence or absence of the consent of such enterprises, unless otherwise provided (clause 5 of the Decree of 04/29/2010 N 10/22). This instruction referred to property under the economic administration of a unitary enterprise.

Determining the relationship between the rights of the owner and the unitary enterprise to the state (municipal) property assigned to the latter is also important in protecting the right of operational management in case of its violation. In the said Resolution of 29.04.2010 N 10/22, it is explained that if a unitary enterprise has filed a lawsuit with a claim for recognition of the right of economic management, operational management or for the recovery of property from someone else's illegal possession, the court needs to establish whether the disputed property is located in state or municipal ownership, and involve the owner of the unitary enterprise in the case.

In the case when a claim is brought for the recovery of property from someone else's illegal possession, fixed on the right of economic management or operational management, the court shall notify the relevant enterprise of the filing of a claim in defense of its property right. When the claims are proven, the award is made in favor of the state (municipal) enterprise.

Approval by the court of a settlement agreement or acceptance by the court of the plaintiff's waiver of a claim in such cases is possible in cases where both the owner and the unitary enterprise have expressed their consent to this. When the satisfaction of the claim to the owner was denied, the unitary enterprise is not entitled to file a claim with the court on the same subject and on the same grounds against the same defendant.

Paragraph 5 of Resolution No. 10/22 of April 29, 2010 explains that in cases where the charter of a state or municipal enterprise provides for the types and (or) size of transactions that cannot be carried out without the consent of the owner of the property of such an enterprise, the courts should be guided by Art. 174 of the Civil Code of the Russian Federation, i.e. the consequences of an invalid transaction occur due to the restriction of powers to conclude a transaction. Such transactions are voidable, since they can be invalidated at the suit of the enterprise itself or the owner of the property, and not of any interested person. The owner's claim for invalidation of a transaction made by a state or municipal enterprise in violation of the law or the charter on the need to obtain the owner's consent to conclude the transaction is not subject to satisfaction if the case contains evidence of approval, including subsequent, of such a transaction by the owner.