In this article, we consider in detail the concept and types of unitary enterprises. In addition, we will touch upon the provisions of the relevant Federal Law of November 14, 2002 N 161, and study the legal status of unitary institutions and their features.
The concept of unitary structure
In accordance with the Federal Law “On State and Municipal Unitary Enterprises”, a structure of this type must be understood as a commercial institution that does not have the right to own the property assigned to it by the owner. It is important to note that the property complexes of unitary institutions are indivisible. They cannot be distributed among shares, deposits or shares. The owner of the property of a unitary enterprise is, as a rule, a constituent entity of the Russian Federation or a municipal type entity. Thus, the main distinguishing feature of unitary structures is the lack of ownership of property complexes.
Unitarity
Further, it will be appropriate to consider the essence of the commercial organizations of the presented plan. Under unitarity, it is necessary to consider a specific form in accordance with which an activity can be organized. Among its characteristics, it is important to note the following:
- Formation of a legal entity through the allocation by the owner of certain property complexes, and not through the pooling of property of a number of persons.
- Retention of ownership of property by the founder.
- Indivisibility of property complexes.
- Assignment of property to a legal entity in accordance with limited property rights (these may be enterprises based on the right of operational management or economic management).
- Membership Exclusion.
- Sole management bodies.
Reasons for creation and purpose of activity
Before considering the types of unitary enterprises, it is advisable to study the key reasons for their creation and related goals. So, the main reasons for the formation of unitary structures are the following:
- The implementation of activities related to solving problems of social significance. This should include the sale of marketable products of a certain type and services at the lowest possible prices, as well as the organization of commercial and purchasing interventions on essential commodities.
- The provision of certain types of activities of the subsidized plan, as well as the conduct of production at a loss.
- The need to use property complexes whose privatization is prohibited.
The head of the unitary enterprise undertakes to do everything to ensure that the main goal of the activity has been achieved. This is nothing but the solution of the tasks of the state plan on a commercial basis.
Legal status
It is important to note that the rules provided for in Articles 113-115, as well as 294-297 of the Civil Code of the Russian Federation, provide for regulation of only the legal status of structures. However, they do not affect the duties and rights of employees, as is done with respect to members of production cooperatives or business entities. The duties and rights of specialists are primarily determined by labor law.If such a commercial organization as a unitary enterprise, with the consent of the owner, made a contribution to a company of an economic type, then the profit obtained cannot be distributed among the employees of the institution - it will be listed as the property of this enterprise.
The property mass, which is allocated to the unitary structure during its formation, is in municipal ownership or state ownership. It belongs to a unitary enterprise with the right of operational management or economic management, as noted above. It is worth adding that the company name of the unitary type institution should somehow include an indication of the owner of its property complexes. In addition, the charter clearly indicates to whom exactly (the Russian Federation, to which specific subject and local government body) the property mass of the unitary structure belongs in accordance with the right of ownership. It should be borne in mind that a unitary institution is liable for its own obligations with all property, but is not liable for the obligations of the owner of this property. The managerial body of this type of structure is the head. It is appointed by the owner or the body authorized by the owner.
Types of unitary enterprises
In accordance with the current civil legislation, there are enterprises that are based on the right of economic management (state unitary enterprises, municipal unitary enterprises) or on the right of operational management (state unitary enterprises, that is, state-owned enterprises of the federal type). Let's consider them in more detail.
The provisions of enterprises based on the right of economic management are regulated by article 114 of the Civil Code of the Russian Federation today. Their creation is carried out by decision of the relevant state body or local government, which is authorized. The constituent paper of a unitary institution is its charter, approved by the department, ministry or other body of federal significance. In accordance with the legislation in force on the territory of the Russian Federation, the charter is entrusted with the regulation and coordination of activities in this area of management (industry). The charter of a municipal or state structure must contain, in addition to the standard information necessary for each legal entity, information regarding the subject and objectives of the activity, as well as the size of the authorized capital of the institution.
Other aspects of households. reference
A unitary enterprise today is the only organization of a commercial nature that has civil duties and rights directly related to the activities specified in the charter. It is important to note that the size of the statutory fund of the state structure should be equal to or exceed the amount of 5000 times the size of the monthly wage at the minimum rate, and the municipal should be equal to or exceed 1000 minimum wages. In addition, the authorized capital of the institution must be paid by the owner in full within 90 days after state registration.
The owner of the property stock of the type of unitary enterprise in question is not liable in accordance with the obligations of this enterprise. The exception is situations in which the bankruptcy (economic insolvency) of the structure is caused due to the instructions of the owner. The charter of the subsidiary is approved by the founder, he also appoints the head.
Operational management
Unitary enterprises that are based on the right of operational management are considered state-owned enterprises in accordance with article 115 of the Civil Code of the Russian Federation. They are formed on the basis of the property mass, which is in federal possession, in the possession of the subjects of Russia, as well as municipal property. It is worth noting that the main constituent paper of the state structure is the charter, which is approved by the government of the Russian Federation, its subject or structure of local self-government.The owner - he is the founder - has the absolute right to:
- Seizure of excess property.
- Seizure of unused property complexes.
- Seizure of property that is used for other purposes.
Other operational management aspects
It should be borne in mind that the state structure does not have the right to dispose of movable and immovable property complexes, if there is no special permission from the owner. The company name of the structure founded in accordance with the right of operational management should include an indication that the institution is considered state-owned. The Russian Federation, its constituent entity or a municipal type entity are liable for the obligations of the state structure in case of insufficiency of its property complexes. A public institution may be liquidated or reorganized in accordance with a decision of the government of a country, a specific subject or state body of local self-government.
the federal law
Further, it is advisable to consider the Federal Law “On State and Municipal Unitary Enterprises”. It consists of the following six chapters:
- General Provisions This chapter includes seven articles.
- Establishment of a unitary enterprise. The chapter consists of three articles.
- The authorized capital and property of a unitary enterprise. The chapter includes nine articles.
- Unitary enterprise management. The chapter consists of nine articles.
- Liquidation and reorganization of unitary enterprises. The chapter includes seven articles.
- Transitional and final provisions. The chapter consists of three articles.
Features of Finance
In conclusion, consider the financial issue of unitary enterprises. A distinctive feature of the finances of unitary structures may be their use of budgetary sources of financing that are targeted. It is important to note that allocations from local, regional and federal budgets are, first of all, directed to the implementation of individual events and programs of a social nature. These appropriations take the form of subsidies, subventions or grants.
Subsidies should be understood as funds from budgets of different levels, which are provided on the basis of partial financing of costs associated with the implementation of projects and programs. These funds are also used for the development and implementation of the activities of unitary structures, which is prescribed in the charter. Subventions should be considered as money from budgets of different levels, which are provided free of charge. It is worth adding that one of the most popular varieties of subventions is a grant. It can be provided in the property or for the purpose of use both in monetary form and in property.