MUP is a budgetary organization. State and municipal unitary enterprises — creation

State and municipal unitary enterprises (SUE, MUP). According to Art. 113 of the Civil Code of the Russian Federation and Art. 2 of the Federal Law of November 14, 2002 No. 161-FZ "On State and Municipal Unitary Enterprises", a unitary enterprise is recognized commercial organization, not endowed with the right of ownership of the property assigned to it by the owner.

The property of a unitary enterprise is owned by the Russian Federation, a subject of the Russian Federation or a municipality, which act as founders through the relevant authorities. This is the main feature that distinguishes SUE, MUP from other commercial organizations - they are not the owners of the property assigned to them and subsequently acquired.

Only state and municipal enterprises can be created in the form of unitary enterprises. 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 bodies state power RF The Federal Agency for Federal Property Management was established to manage federal property.

See Decree of the Government of the Russian Federation of December 3, 2004 No. 739 "On the powers of federal executive bodies to exercise the rights of the owner of the property of a federal state unitary enterprise." or a constituent entity of the Russian Federation within the framework of their competence, established by acts defining the status of these bodies. On behalf of municipality the rights of the owner are exercised by local governments.

In total, the law on SUEs and MUPs provides for the possibility of creating the following types of unitary enterprises:

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

Unitary enterprises based on law operational management— federal state enterprise, state enterprise of the subject Russian Federation, a municipal state-owned enterprise (hereinafter also referred to as a state-owned enterprise).

Unlike the previous legislation, which provided for the possibility of the existence of only federal state-owned enterprises, now state-owned enterprises can be created in the Russian Federation not only on the basis of federal property, but also on the property of subjects of the Russian Federation or municipalities.

Grounds for the creation of state unitary enterprises, municipal unitary enterprises on the right of economic management.

The decision to establish a federal enterprise on the right of economic management (FGUP) is made by the Government of the Russian Federation or federal authorities executive power. The decision to establish a state unitary enterprise of a constituent entity of the Russian Federation or a municipal unitary enterprise is made by an authorized body of state power of a constituent entity of the Russian Federation or a local self-government body in accordance with acts defining the competence of such bodies (Article 8 of the Federal Law “On State and Municipal Unitary Enterprises”).

Grounds for the creation of SUE, MUP on the right of operational management

A federal state enterprise is established by a decision of the Government of the Russian Federation. A state-owned enterprise of a constituent entity of the Russian Federation is established by a decision of a public authority of a constituent entity of the Russian Federation, which, in accordance with the acts defining the status of this body, is granted the right to make such a decision. A municipal state-owned enterprise is established by a decision of a local self-government body, which, in accordance with the acts defining the status of this body, is granted the right to make such a decision.

Another feature of unitary enterprises is that the property of this enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of a unitary enterprise. The third difference from other commercial organizations is that unitary enterprises can only engage in activities that are specified in their charter in accordance with the list contained in Art. 8 of the Federal Law "On State and Municipal Unitary Enterprises".

Thus, they have a special legal capacity. The fourth difference: in such enterprises, the functions of the management body and executive body belong exclusively to one person - the head, the director. He is appointed by the owner, is accountable to him and is liable to him for the damage caused to the enterprise (Article 21 of the Federal Law “On State and Municipal Unitary Enterprises”).

The Civil Code of the Russian Federation establishes restrictions on the disposal of property assigned to a unitary enterprise. According to paragraph 2 of Art. 295 of the Civil Code of the Russian Federation, an enterprise is not entitled to dispose of real estate without the consent of the owner. The rest of the property it manages independently, except in cases where statutory or other legal acts.

A unitary enterprise based on the right of operational management (Article 296 of the Civil Code of the Russian Federation) independently has the right to dispose of only the products it produces, unless otherwise established by law or other legal acts. It can dispose of all property assigned to it (both movable and immovable) only with the consent of the owner of this property. Also, in accordance with paragraph 2 of Art. 296 of the Civil Code of the Russian Federation, the owner has the right to seize the excess, unused or misused property of a state-owned enterprise and dispose of it at his own discretion.

However, by granting such broad rights to the owner of a state-owned enterprise, the legislator imposes on him a more serious responsibility. According to Art. 115 of the Civil Code of the Russian Federation for all obligations of a state-owned enterprise in case of insufficiency of property, the owner bears subsidiary liability. For the obligations of the enterprise on the right of economic management, the owner is liable only if the insolvency (bankruptcy) of the enterprise arose on the grounds provided for in paragraph 3 of Art. 56 of the Civil Code of the Russian Federation.

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 unitary enterprise with the consent of the owner 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 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. 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 the 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 with the justice authorities.

It should be added to this that it is the executive authorities that exercise 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, so far this 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.

1. A unitary enterprise is a commercial organization that is not endowed with the right of ownership of property assigned to it by the owner. Only state and municipal enterprises can be created in the form of unitary enterprises. 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 Russian Federation, the rights of the owner of the property of a federal state enterprise may be exercised by the State Atomic Energy Corporation "Rosatom" in the manner prescribed by the Federal Law "On State Corporation for Atomic Energy "Rosatom". On behalf of the Russian Federation, the rights of the owner of the property of a federal unitary enterprise may be exercised by the federal state state-financed organization"National Research Center" Institute named after N.E. Zhukovsky" in accordance with the Federal Law "On the National Research Center "Institute named after N.E. Zhukovsky". On behalf of the Russian Federation, the rights of the owner of the property of a state unitary enterprise may be exercised by the State Corporation for Space Activities "Roscosmos" in the manner established by the Federal Law "On the State Corporation for Space Activities" Roscosmos. "On behalf of the Russian Federation, the rights of the owner of the property of a federal unitary enterprise may be exercised state budget institution "National Research Center "Kurchatov Institute" in accordance with the Federal Law "On the National Research Center "Kurchatov Institute".

(see text in previous edition)

On behalf of the municipality, the rights of the owner of the property of a unitary enterprise are exercised by local governments within their competence established by acts defining the status of these bodies.

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

A unitary enterprise is not entitled to create another unitary enterprise as a legal entity by transferring a part of its property (subsidiary enterprise) to it.

A unitary enterprise may, in its own name, acquire and exercise property and personal non-property rights, bear obligations, be a plaintiff and a defendant in court.

A unitary enterprise must have an independent balance sheet.

2. The following types of unitary enterprises are created and operate in the Russian Federation:

unitary enterprises based on the right of economic management - a federal state enterprise and a state enterprise of a constituent entity of the Russian Federation (hereinafter also referred to as a state enterprise), a municipal enterprise;

Unitary enterprises based on the right of operational management are a federal state-owned enterprise, a state-owned enterprise of a subject of the Russian Federation, a municipal state-owned enterprise (hereinafter also referred to as a state-owned enterprise).

3. A unitary enterprise must have a round seal containing its full company name in Russian and an indication of the location of the unitary enterprise. The seal of a unitary enterprise may also contain its trade name in the languages ​​of the peoples of the Russian Federation and (or) a foreign language.

A unitary enterprise has the right to have stamps and letterheads with its own company name, its own emblem, as well as a duly registered trademark and other means of individualization.

4. Establishment of unitary enterprises on the basis of amalgamation of property owned by the Russian Federation, subjects of the Russian Federation or municipalities is not allowed.

unitary enterprise

Unitary enterprise- a special organizational and legal form of a legal entity. A commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property is indivisible and is not distributed among deposits (shares, shares), incl. between employees of the enterprise. In addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation, legal status state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises.

the Russian Federation

In the Russian Federation, the main law regulating the activities of unitary enterprises is the Federal Law of November 14, 2002 No. 161-FZ “On State and Municipal Unitary Enterprises”.

Unitary enterprises can be of three types:

1. Federal State Unitary Enterprise - FSUE
2. State unitary enterprise - SUE (subject of the federation)
3. Municipal unitary enterprise - MUP (Municipal entity)

The founding document of a unitary enterprise is the charter.

A unitary enterprise is not entitled to create another unitary enterprise as a legal entity by transferring a part of its property (subsidiary enterprise) to it. This restriction was introduced federal law dated November 14, 2002 No. 161-FZ, while earlier Russian legislation allowed unitary enterprises based on the right of economic management to create subsidiary unitary enterprises. With the adoption of this law, the existing subsidiaries of unitary enterprises were subject to joining the enterprises that founded them within six months, that is, until June 3, 2003.

Unitary enterprises are obliged, in cases determined by the owner of the property, to conduct an annual mandatory audit. At the same time, an agreement for a mandatory audit of the reporting of unitary enterprises must be concluded following the results of placing an order by bidding in the form open competition, in the manner prescribed by the Federal Law of July 21, 2005 No. 94-FZ "On placing orders for the supply of goods, performance of work, provision of services for state and municipal needs."

Typically, unitary enterprises are regarded as less transparent form compared to joint-stock companies, because in latest law establishes corporate governance procedures. However, the advantage of unitary enterprises is that the property remains in state (municipal) ownership.

Unlike joint-stock companies and other commercial organizations, unitary enterprises are required to disclose information about their purchases on the official websites of the level of their subordination. For FSUE - on the official website public procurement Russian Federation (federal state order), for SUEs on the regional procurement websites and for MUEs on the official websites of municipalities or, in their absence, on the official procurement websites of the regions.

Since, in accordance with paragraph 2 of Art. 50 and Art. 113 Civil Code In the Russian Federation, unitary enterprises are commercial legal entities, their activities are aimed at making a profit in favor of the owner of the property - the state or municipality, as well as to cover their own expenses. In addition, of course, the purpose of the activity is not to make a profit, but to satisfy the public interests of the state, to meet state needs.

At the same time, depending on the method of securing property, two types of unitary enterprises are distinguished (clause 2, article 113 of the Civil Code of the Russian Federation):

• unitary enterprises based on the right of economic management (Article 114 of the Civil Code of the Russian Federation);
• unitary enterprises based on the right of operational management (state-owned enterprises) (Article 115 of the Civil Code of the Russian Federation).

CIS

In most CIS countries, there are also private unitary enterprises that are not endowed with the right of ownership of the property assigned to them. The property is indivisible and cannot be distributed among deposits, shares, shares, shares and is the common joint property of its members, individuals, one individual or one legal entity. These include peasant (farm) households, individual, family and subsidiaries. In the Russian Federation, they are not recognized as independent organizations, with the exception of subsidiaries, and the heads of such organizations are individual entrepreneurs, which creates property and organizational difficulties for an individual entrepreneur (in fact, an enterprise). For example, there is no right of private ownership of an enterprise as a property complex, since an enterprise involves additional economic relations, which is not the case with individual entrepreneurship, there is no clear regulation on the position of members in an enterprise, the distribution of profits and responsibilities between them, and many other aspects.

Examples

• Federal State Unitary Enterprise Arsenal Design Bureau named after M.V. Frunze »
• Federal State Unitary Enterprise Space Communications
• FSUE "NPP VNIIEM"
• Federal State Unitary Enterprise "SPC Gas Turbine Engineering Salyut"
• Federal State Unitary Enterprise Russian Post
• Federal State Unitary Enterprise "Russian Television and Radio Broadcasting Network"
• FSUE ""
• Federal State Unitary Enterprise "Housing and Communal Administration of the Russian Academy of Sciences"

see also

Notes

Links

• Catalog of official websites of Federal State Unitary Enterprises

Wikimedia Foundation. 2010 .

See what "Unitary Enterprise" is in other dictionaries:

See Unitary Enterprise Glossary of business terms. Akademik.ru. 2001 ... Glossary of business terms

unitary enterprise- (English Unitarian / unitary enterprise) in the civil law of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner ... Encyclopedia of Law

According to the civil legislation of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it. In the form of U.p. only state and municipal enterprises can be created. Property U.p. located… … Law Dictionary

unitary enterprise- (unitary enterprise) a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner (state, municipality): it belongs to it on the basis of the right of economic management or operational management. V… … Economic and Mathematical Dictionary

unitary enterprise- A commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner (state, municipality): it belongs to it on the basis of the right of economic management or operational management. In the form of unitary ... ... Technical Translator's Handbook

UNITARY ENTERPRISE- according to the civil legislation of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it. Property U.p. is indivisible and cannot be distributed among deposits (shares, shares), incl. between workers... Legal Encyclopedia

UNITARY ENTERPRISE- in accordance with Art. 46 of the Civil Code, a unitary enterprise is one of the forms of commercial organizations in which legal entities can be created. According to Art. 113 of the Civil Code, a unitary enterprise is a commercial organization that does not ... ... Legal Dictionary of Modern Civil Law

unitary enterprise- a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including between ... ... Administrative law. Dictionary-reference

State and municipal enterprises as a special kind of commercial organizations. The specificity of these subjects of civil law lies in the fact that their property is respectively in state or municipal ownership and belongs to such an enterprise on the right of economic management or operational management (clause 1 of article 113 of the Civil Code). Therefore, they are the only type of commercial legal entities who have not the right of ownership to their property, but a secondary right in rem. State and municipal enterprises are unitary, and their property is indivisible and cannot be distributed among deposits. Thus, a state (municipal) enterprise is a legal entity established by the state or a local government for entrepreneurial purposes or for the purpose of producing especially significant goods (work or services), whose property is state (municipal) property.

The constituent documents of state and municipal enterprises are the decision of the owner, as a rule, his representative represented by the relevant body of the Ministry of Property Relations and the charter.

The property of a state unitary enterprise is in federal ownership, is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise. The property of an enterprise may not include property of another form of ownership.

The nature of state and municipal enterprises is expressed in their company name, which must contain an indication of the owner of their property. Other means of individualization of state and municipal enterprises do not differ from similar means of other commercial organizations.

Unlike other entrepreneurial legal entities, the management bodies of state and municipal enterprises, as a rule, are of a sole nature. The enterprise is headed by a head (general director, director), who is appointed to the position and dismissed by the owner or a body authorized by the owner and is accountable to them (paragraph 4 of article 113 of the Civil Code),

Currently, the legal status of state and municipal enterprises is determined by the Civil Code, as well as a number of special regulations adopted regarding certain types of these legal entities. Distinguish:

Unitary enterprises based on the right of economic management

Such an enterprise is created by decision of an authorized state body or local self-government body (for municipal enterprises) and exists at the expense of self-extracted profits. At the same time, the owner of the property of an enterprise based on the right of economic management is not liable for the obligations of such an enterprise, except in cases of subsidiary liability for the obligations of a legal entity that went bankrupt as a result of its instructions.

The nature of the property isolation of the enterprise in question is determined by the content of the right of economic management in accordance with Art. 295 GK. The owner of the property of a unitary enterprise has broad powers on the issues of its activities.

Prior to the state registration of a unitary enterprise based on the right of economic management, its owner is obliged to pay the authorized capital in full. Consequently, the phased formation of the authorized capital for unitary enterprises, unlike other commercial organizations, is not allowed.

Unitary enterprises based on the right of operational management

The legal status of a unitary enterprise based on the right of operational management (federal state enterprise) is very specific. On the one hand, a state-owned enterprise is created to produce products (perform work, provide services) and, therefore, carry out commercial activities. On the other hand, it can exercise its economic activity at the expense of budgetary funds allocated by the federal treasury 1 . Thus, the legal capacity of the executed enterprise occupies an intermediate position between the legal capacity of a commercial and non-commercial organization, i.e. such a legal entity can be loosely characterized as an "entrepreneurial institution".

A unitary enterprise based on the right of operational management is created by a special decision of the Government of the Russian Federation on the basis of federally owned property (clause 1, article 115 of the Civil Code).

In addition to the types considered, there are also non-profit organizations that do not pursue the goal of making profit as the main goal of their activities and do not distribute profits among their participants (clause 1, article 50 of the Civil Code).