Types of legal entities in Russia

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Russian businesses may have one of several types of legal status. A business may operate as a limited liability company, or as a public or private joint-stock company, or may be run by a sole proprietor. Other types of commercial and non-commercial organizations are also recognized.

Contents

Limited liability company (LLC)

LLC is set up by one or several persons (legal entities and/or individuals), its charter capital is divided into participatory shares, and LLC participants are not liable for company's obligations and bear the risk of losses to the extent of the contributions made by them. The number of shareholders may not exceed 50. [1]

LLC is the most popular legal entity because of simple registration and simplified taxation. LLC can be registered within 3 business days after submitting the documents. In most cases LLCs are eligible for simplified taxation: 15 per cent profits tax or 6 per cent income tax. [2]

Private joint-stock company

In a PrivJSC shares are distributed only among its founders or another predetermined group of persons. A closed company has the right to conduct a closed subscription to its shares, while the shareholders of a closed company have a pre-emptive right to purchase shares sold by other company shareholders. The number of company's shareholders should not exceed 50. [3]

Public joint-stock company

An open company has the right to conduct open subscription to its shares – among an unlimited group of persons and closed subscription (a limited predetermined group of persons), if the opportunity to conduct a closed subscription is not limited by company's charter or legal acts. Shareholders do not have a pre-emptive right to purchase shares sold by other shareholders of the company. The number of shareholders is unlimited. [3]

Other status

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<span class="mw-page-title-main">Corporation</span> Legal entity incorporated through a legislative or registration process

A corporation is an organization—usually a group of people or a company—authorized by the state to act as a single entity and recognized as such in law for certain purposes. Early incorporated entities were established by charter. Most jurisdictions now allow the creation of new corporations through registration. Corporations come in many different types but are usually divided by the law of the jurisdiction where they are chartered based on two aspects: by whether they can issue stock, or by whether they are formed to make a profit. Depending on the number of owners, a corporation can be classified as aggregate or sole.

Business is the practice of making one's living or making money by producing or buying and selling products. It is also "any activity or enterprise entered into for profit."

<span class="mw-page-title-main">S.A. (corporation)</span> Type of corporation in countries that mostly employ civil law

The abbreviation S.A. or SA designates a type of limited company in certain countries, most of which have a Romance language as their official language and employ civil law. Originally, shareholders could be literally anonymous and collect dividends by surrendering coupons attached to their share certificates. Dividends were therefore paid to whomever held the certificate. Share certificates could be transferred privately, and therefore the management of the company would not necessarily know who owned its shares.

<span class="mw-page-title-main">Limited liability company</span> US form of a private limited company

A limited liability company is the United States-specific form of a private limited company. It is a business structure that can combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC is not a corporation under state law; it is a legal form of a company that provides limited liability to its owners in many jurisdictions. LLCs are well known for the flexibility that they provide to business owners; depending on the situation, an LLC may elect to use corporate tax rules instead of being treated as a partnership, and, under certain circumstances, LLCs may be organized as not-for-profit. In certain U.S. states, businesses that provide professional services requiring a state professional license, such as legal or medical services, may not be allowed to form an LLC but may be required to form a similar entity called a professional limited liability company (PLLC).

<span class="mw-page-title-main">Joint-stock company</span> Business entity which is owned by shareholders

A joint-stock company is a business entity in which shares of the company's stock can be bought and sold by shareholders. Each shareholder owns company stock in proportion, evidenced by their shares. Shareholders are able to transfer their shares to others without any effects to the continued existence of the company.

<span class="mw-page-title-main">Incorporation (business)</span> Legal process to create a new corporation

Incorporation is the formation of a new corporation. The corporation may be a business, a nonprofit organization, sports club, or a local government of a new city or town.

<span class="mw-page-title-main">Limited company</span> Type of business entity

In a limited company, the liability of members or subscribers of the company is limited to what they have invested or guaranteed to the company. Limited companies may be limited by shares or by guarantee. In a company limited by shares, the liability of members is limited to the unpaid value of shares. In a company limited by guarantee, the liability of owners is limited to such amount as the owners may undertake to contribute to the assets of the company, in the event of being wound up. The former may be further divided in public companies and private companies. Who may become a member of a private limited company is restricted by law and by the company's rules. In contrast, anyone may buy shares in a public limited company.

A joint venture (JV) is a business entity created by two or more parties, generally characterized by shared ownership, shared returns and risks, and shared governance. Companies typically pursue joint ventures for one of four reasons: to access a new market, particularly Emerging market; to gain scale efficiencies by combining assets and operations; to share risk for major investments or projects; or to access skills and capabilities.

<span class="mw-page-title-main">Limited liability partnership</span> Partnership in which some or all partners (depending on the jurisdiction) have limited liabilities

A limited liability partnership (LLP) is a partnership in which some or all partners have limited liabilities. It therefore can exhibit elements of partnerships and corporations. In an LLP, each partner is not responsible or liable for another partner's misconduct or negligence. This distinguishes an LLP from a traditional partnership under the UK Partnership Act 1890, in which each partner has joint liability. In an LLP, some or all partners have a form of limited liability similar to that of the shareholders of a corporation. Unlike corporate shareholders, the partners have the power to manage the business directly. In contrast, corporate shareholders must elect a board of directors under the laws of various state charters. The board organizes itself and hires corporate officers who then have as "corporate" individuals the legal responsibility to manage the corporation in the corporation's best interest. An LLP also contains a different level of tax liability from that of a corporation.

<span class="mw-page-title-main">Private limited company</span> Type of company used in many jurisdictions

A private limited company is any type of business entity in "private" ownership used in many jurisdictions, in contrast to a publicly listed company, with some differences from country to country. Examples include the LLC in the United States, private company limited by shares in the United Kingdom, GmbH in Germany and Austria, société à responsabilité limitée in France, and sociedad de responsabilidad limitada in the Spanish-speaking world. The benefit of having a private limited company is that there is limited liability. However, shares can only be sold to shareholders in the business, which means that it can be difficult to liquidate such a company.

<span class="mw-page-title-main">Corporate law</span> Body of law that governs businesses

Corporate law is the body of law governing the rights, relations, and conduct of persons, companies, organizations and businesses. The term refers to the legal practice of law relating to corporations, or to the theory of corporations. Corporate law often describes the law relating to matters which derive directly from the life-cycle of a corporation. It thus encompasses the formation, funding, governance, and death of a corporation.

<span class="mw-page-title-main">Privately held company</span> Business with a small number of owners

A privately held company is a company whose shares and related rights or obligations are not offered for public subscription or publicly negotiated in the respective listed markets but rather the company's stock is offered, owned, traded, exchanged privately, or over-the-counter. In the case of a closed corporation, there are relatively few shareholders or company members. Related terms are a closely held corporation, unquoted company, and unlisted company.

<span class="mw-page-title-main">Limited partnership</span> Form of partnership

A limited partnership (LP) is a form of partnership similar to a general partnership except that while a general partnership must have at least two general partners (GPs), a limited partnership must have at least one GP and at least one limited partner. Limited partnerships are distinct from limited liability partnerships, in which all partners have limited liability.

A gōdō gaisha (合同会社), or gōdō kaisha, abbreviated GK, is a type of business organization in the Companies Act of Japan modeled after the American limited liability company (LLC), hence its nickname as the "Japanese LLC". It is a type of mochibun kaisha distinguished by offering limited liability for all investors.

<span class="mw-page-title-main">Company</span> Association or collection of individuals

A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared goals. Companies take various forms, such as:

<span class="mw-page-title-main">Open joint-stock company</span> Type of company in former Soviet countries

A public joint-stock company, abbreviated PJSC or open joint-stock company, abbreviated OJSC, is a type of company in many successor states of the Soviet Union, in particular in Russia. Its distinguishing feature is the right of stockholders to trade in stocks without the permission of other stockholders.

There are three types of business entity in Russia: private limited companies, joint-stock companies, which may either be public, open (OJSC) or private, closed (PJSC), and partnerships.

<span class="mw-page-title-main">Corporate law in Vietnam</span>

Corporate law in Vietnam was originally based on the French commercial law system. However, since Vietnam's independence in 1945, it has largely been influenced by the ruling Communist Party. Currently, the main sources of corporate law are the Law on Enterprises, the Law on Securities and the Law on Investment.

<span class="mw-page-title-main">British Virgin Islands company law</span>

The British Virgin Islands company law is the law that governs businesses registered in the British Virgin Islands. It is primarily codified through the BVI Business Companies Act, 2004, and to a lesser extent by the Insolvency Act, 2003 and by the Securities and Investment Business Act, 2010. The British Virgin Islands has approximately 30 registered companies per head of population, which is likely the highest ratio of any country in the world. Annual company registration fees provide a significant part of Government revenue in the British Virgin Islands, which accounts for the comparative lack of other taxation. This might explain why company law forms a much more prominent part of the law of the British Virgin Islands when compared to countries of similar size.

References

  1. "Legal regulation of foreign investments", Grant Thornton // Doing Business in Russia, p.11, 04.2012
  2. Business in Russia / SDV Consulting. Retrieved on 11 May 2023
  3. 1 2 "Legal regulation of foreign investments", Grant Thornton // Doing Business in Russia, p.13, 04.2012