LIABILITY OF LEGAL ENTITIES IN CORPORATE LAW: ISSUES AND PERSPECTIVES
Rubrics: LEGAL EVENTS
Authors:
Type:
Article
Pages:
from 17
to 20
Status:
Published
Received:
15.09.2017
Accepted:
06.10.2017
Published:
06.10.2017
Subject area:
UDK 34 Право. Юридические науки
BBK 67 Право. Юридические науки
BBK 67 Право. Юридические науки
Language:
Russian, English
Keywords:
responsibility, legal persons, doctrine of “lifting the corporate veil”, criminal responsibility, administrative responsibility, French law, corporate law, corporate legislation, principle of autonomy of will, Criminal Code, Commercial Code, sanctions, fine, imprisonment.
Abstract (English):
The article deals with the issues associated with the withdrawal from responsibility by founders of a legal entity. To solve this problem a legislator uses not only private but also public legal measures. The author explores the specific features of the emergence and perspectives of using the doctrine of lifting the corporate veil as an effective means of countering the abuse of law. The two main approaches to the application of the doctrine of lifting the corporate veil in foreign countries are investigated. If in Common law countries a compulsory condition for bringing a corporation member to responsibility is the fact of abuse of the right, in Civil law countries the major approach is the presumption of responsibility of the parent company for the obligations of the subsidiary. Based on the analysis of Russian jurisprudence and legislation the author concludes that the doctrine under consideration is not widespread in Russia which is why there is a need to improve Russian legislation on the liability of legal persons in corporate law. It is noted that there are issues which creditors face in the reorganization and bankruptcy of legal entities, as well as the liability of legal entities for violation of legislation that leads to forced reorganization. An interesting feature of French law is that the rules on criminal liability for corporate violations are contained not in the Criminal Code but in the Commercial Code. Comparative analysis of judicial practice, doctrines and various provisions of Russian and French legislations allows us to conclude that the discussion of the prospect of criminal liability of legal persons in Russian corporate law requires an integrated approach. It is proposed to conduct comparative studies of the experience of foreign countries in which criminal liability of legal entities for violations of corporate legislation has already been introduced. From this point of view, the French experience is particularly interesting.
The article deals with the issues associated with the withdrawal from responsibility by founders of a legal entity. To solve this problem a legislator uses not only private but also public legal measures. The author explores the specific features of the emergence and perspectives of using the doctrine of lifting the corporate veil as an effective means of countering the abuse of law. The two main approaches to the application of the doctrine of lifting the corporate veil in foreign countries are investigated. If in Common law countries a compulsory condition for bringing a corporation member to responsibility is the fact of abuse of the right, in Civil law countries the major approach is the presumption of responsibility of the parent company for the obligations of the subsidiary. Based on the analysis of Russian jurisprudence and legislation the author concludes that the doctrine under consideration is not widespread in Russia which is why there is a need to improve Russian legislation on the liability of legal persons in corporate law. It is noted that there are issues which creditors face in the reorganization and bankruptcy of legal entities, as well as the liability of legal entities for violation of legislation that leads to forced reorganization. An interesting feature of French law is that the rules on criminal liability for corporate violations are contained not in the Criminal Code but in the Commercial Code. Comparative analysis of judicial practice, doctrines and various provisions of Russian and French legislations allows us to conclude that the discussion of the prospect of criminal liability of legal persons in Russian corporate law requires an integrated approach. It is proposed to conduct comparative studies of the experience of foreign countries in which criminal liability of legal entities for violations of corporate legislation has already been introduced. From this point of view, the French experience is particularly interesting.
Keywords:
responsibility, legal persons, doctrine of “lifting the corporate veil”, criminal responsibility, administrative responsibility, French law, corporate law, corporate legislation, principle of autonomy of will, Criminal Code, Commercial Code, sanctions, fine, imprisonment.
responsibility, legal persons, doctrine of “lifting the corporate veil”, criminal responsibility, administrative responsibility, French law, corporate law, corporate legislation, principle of autonomy of will, Criminal Code, Commercial Code, sanctions, fine, imprisonment.
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