The Peculiarities Of Capital Contribution
The scientific investigation of the peculiarities of capital contribution is very useful and necessary today. The capital contribution of each founder/sharer is formed the authorized (share) capital and property of the commercial company. It’s considered also as minimum guarantee (or property) for creditors in some companies. Besides, the contribution is an important element in the process of formation the authorized (share) capital, which is inextricably related to further «life» of a legal entity and its founder/sharer too. Such importance has motivated the author to more depth analysis of the peculiarities of capital contribution. The qualitative study in terms of civil law is essential towards understanding such object of civil relationships as a capital contribution.
As the title implies the article describes the problems of the peculiarities of capital contribution to create the commercial companies and it’s authorized (share) capital (property). The author explains the semantic meaning of the word «contribution» and the language meaning of capital contribution. The author analyzes and compares the rules of law in current Ukrainian and international legislation about the definition of the «contribution to the authorized (share) capital», establishes a list of items or types of contribution. Attention is drawn to the terminological similarity and difference of the rules of law about contributions. In article clearly singles out, classifies into groups with certain criteria and briefly explains the peculiarities of the capital contribution as the object of subjective civil rights. It is established properties, exclusions and prohibitions.
The research was based on the methods of analysis and synthesis. It is spoken in detail that the capital contribution has some properties that consist in: property component, monetary evaluation, utility, ability to civil circulation, the existence of restrictions, it consists of one or more items, the duty of founder or member to make a contribution, special order to make a contribution, necessity to document the contribution, temporality, necessity to exchange the contribution for corporate rights, recoverability, it belongs to founder or member on the right of ownership or other right. Besides, the contribution has legislative exclusions and prohibitions, for example it is exclusivity in making money as a contribution to financial institutions, restrictions on making a contribution by intellectual property rights in scientific research, written consent of the tax authority to make a contribution by property that is in tax lien, limited to make a contribution by the rights to use lands, immovable state or municipal property, the rights to use permanent lands and natural resources, the rights to use someone else’s land – servitude, and other that is differ according to items of the contribution and its investor.
The results highlight the scientific essence of capital contribution and its properties, exclusions and prohibitions. Finally this research is useful for practice and gives the foundation for further researches in this area for deeper understanding the sense of capital contribution to the authorized (share) capital of commercial company.
2. Mokienko, V. M., Nikitina, T. G. (2007). Bolshoy slovar russkih pogovorok [Large Russian’s dictionary of proverbs]. Moscow: Company «Olma Media Group».
3. The law of the Czech Republic «On business associations, business partnerships and cooperatives (the business corporation)» (25.01.2012). [E-reader Version]. Retrieved from http://anesro.com/downl/zakon/rus_zakon_korporacii_firma_czechii.pdf
4. Commercial law of Latvia (04.05.2000). [E-reader Version]. Retrieved from http://www.inlatplus.lv/rus/laws/
5. Capital contribution. [E-reader Version]. Retrieved from http://biztaxlaw.about.com/od/glossaryc/g/capitalcontrib.htm - Name of the screen.
6. Commercial code of France (Regulatory part) / preface, translated from French, comments and notes by Zakhvataev V. N. (2010). Moscow: Wolters Kluver.
7. Spasybo-Fatieieva, I., Kibenko, O., Borysova, V.; za red. prof. I. Spasybo- Fatieieva. (2007). Korporatyvne upravlinnya: Monohrafiya [Corporate governance: Monograph]. Kharkiv: Right.
8. Spasybo-Fatieieva, I. (2006). Korporatyvna vlasnist’ [Corporate ownership]. Ukrainske komertsiine pravo no 7, pp. 25–41.