The legal capacity and legal capacity of a legal entity arises at what time?
Being a full participant in civilinteraction, the organization is always vested with legal capacity and capacity. Nevertheless, these qualities have significant differences from similar characteristics, which are fully recognized by the law for individuals.At what point does the legal personality of a legal entity arise,and what peculiarities entail the corresponding process?
Concept of the organization's legal capacity
Civil law of the Russian Federation determines the legal capacityorganization as its ability to be empowered with civil rights and perform the relevant duties (including responsibility) through specific actions.
State Code of the Russian Federationsays that a legal entity is endowed with civil rights and obligations through specific bodies that carry out their activities, guided by legislation and constituent documents. The procedure for electing these bodies is also determined in a legislative way or through constituent documents.
It should be noted that the organization can be endowed with rights and duties through participants who must act in good faith and competently. Competence (legal capacity) of a legal entity arises from the momentits registration. This factor is the most important distinguishing feature of organizations from individuals (regarding the considered aspect).
Concept of legal capacity of the organization
Under the legal capacity of a legal entityis understood its ability to be endowed with specific rights and duties of a civil character that are necessary for the development of any activity that does not contradict the law.
It should be noted that civilthe legal capacity of a legal entity arises from the moment of its formation or after the acquisition of a special document (license). In other words, immediately after registration, the organization is vested with absolute legal capacity. If, for some reason, the organization is excluded from the unified register of the state or the license expires, this means that the legal capacity of the organization has been terminated.
It should be noted that legal capacitypublic association as a legal entity also arises from the moment of registration in state bodies. She is endowed with a dual character. Thus, it is common (another name is universal) or special (limited). These concepts are discussed in detail below.
The emergence of the legal capacity and capacity of the organization
Legal capacity, as well as legal capacitya legal entity arises from the moment of its registration with the relevant body or after the registration of the charter. In fact, this is their main distinguishing feature from the legal capacity and capacity of the individual.
It is important to note that in the literaturethe concept of "legal capacity" of the organization is used. It is easy to guess that it appeared precisely because of the simultaneous occurrence of each of the elements of a given aggregate. This provision is fully confirmed by paragraph 3 of Article 49 and paragraph 2 of Article 51 of the State Code.
As is known, legal capacity in relation toindividuals arises strictly in accordance with the achievement of a particular age, often it depends on the state of health of the citizen. But for legal entities, the difference in the categories presented is, as a rule, absolutely irrelevant.
Varieties of legal capacity of legal entities
As it turned out in the previous chapters,the legal capacity of a legal entity arises from the moment of its registration with the relevant body (or after registration of the charter). An important aspect of this issue is the existence of a certain classification, which implies the allocation of general and limited legal capacity. The first is often called universal. It gives legal entities a useful opportunity, consisting in the implementation of absolutely all types of activities not prohibited by legislative acts. It should be noted that in this case, the constitutive documents of an organization should not contain an exhaustive list of types of activities that it has the right to implement. In other words, the UL can carry out absolutely any activity not prohibited by legislative acts.
Special legal capacity of the organization
Limited (special) legal capacityof a legal entity arises from the moment of its registration, but only those organizations for which this legal capacity is established through legislative acts or constitutive documents are vested. The main difference of this type of legal capacity is the possibility of the legal entity only strictly defined activities. Important factors here are the social division of labor and the goals that higher authorities prescribe to a specific legal entity.
The economic management system and the principle of legal capacity
General or special legal capacitylegal entity arises from the moment of state registration and strictly depends on the management system of economic processes. The principle of a special type of legal capacity determines, as a rule, a centralized system for managing economic activities.
It is important to note that under the market type of economy,inherent in many countries in the world, the powerful regulation of the legal capacity of the organization as exclusively special in any way does not meet the requirements of the innovative mechanism of management. It is for this reason that a legal entity can promote any type of activity that does not conflict with its statutory goals (objectives). In addition, it should not be prohibited by law, which goes without saying.
There are also specific types of activities (theirthe list is established in a legislative way), which the UL can engage in, provided they have a special permit, called a license. Accordingly, it can be concluded that the legal capacity of the organization in any case is endowed with a targeted character, and the objectives of its charter, as a rule, are very diverse. For example, alongside with exclusively industrial, there may be foreign trade or scientific research purposes of activity.
Such ample opportunities are providedpartnerships and companies of economic type, cooperatives, as well as other organizations with commercial characteristics. In addition, the owner of property rights or the person authorized by him may allow certain types of economic activities to be carried out by his own institution that has the characteristics of a non-profit.
Another aspect of the issue is thatdirectly legislative acts essentially limit the opportunities of a number of organizations in terms of management. An example of this is the entrepreneurial activity of certain public associations (political parties).
Licensing of activities of organizations
As noted above,legal capacity and legal capacity of the legal entity arisefrom the moment of its registration or after receipt of a definitive authorization document, called a license. It can be submitted to the relevant body in both paper and electronic form.
This type of documentation indicates that eitherOther legal entity fully complies with the license requirements for a certain type of activity, which were established in a legislative manner. Among these requirements, the most important are:
- The presence in a particular organization of buildings, premises, equipment and so on.
- Availability of employees who have the qualifications necessary to carry out a specific activity.
- Presence of a control system over production processes and so on.
Bodies and representatives of a legal entity
As it was explained above,legal capacity of a legal entity arisesat the time of its formation, which is timed toregistration through state bodies (clause 3 of article 49 and clause 2 of article 51 of the Civil Code). But for full participation in civil circulation, any organization should be endowed with not only legal, but also legal capacity. Thus, by its own actions, it is entitled to receive, form, implement and, of course, fulfill the necessary rights and obligations.
That is why it will be expedient to introducesuch a term as a body of a legal entity (an individual is a single-person body or a group of persons is a collegial body) that represents the interests of an organization with respect to relations with other entities involved in the economic process and having certain rights. It is important to note that this body does not have special powers, that is, the process takes place without a power of attorney.