Legal entity is a key element of a market economy.
Given the growing phenomenon of globalization of the global economy, services such as the transportation of goods from Almaty and the Almaty region, as well as other types of transportation from Kazakhstan to the CIS countries, Europe, Central Asia and the Middle East, require a certain form of organization and registration in the country where the company’s assets are located.
Today, without the category of legal entity and the variety of legal forms of subjects of civil turnover, it is difficult to imagine any economy in the world. However, this was not always the case, and even now, not all countries have the same approach to doing business.
Let us turn to the history of the development of the concept of a legal entity and its consolidation in the legislation.
Legal entity phenomenon interpretation triad
The emergence of the institution of a legal entity is historically determined by the social division of labor, the formation of a market economy with its reliance on commodity-money relations, and gradually by the need to introduce state property, cooperatives, public organizations into the civil circulation, and the need to register companies.
There are several interpretations of the phenomenon of a legal entity, which boil down to three main ones. It:
interpretation of a legal entity as an artificial entity;
non-recognition of it by the subject of civil legal relations;
recognition of a legal entity as a full-fledged subject of civil turnover.
Supporters of the interpretation of a legal entity as an artificial entity argue that the subject of civil law can only be an individual, and the legal personality of organizations is an imitation of the legal status of citizens. The authors of this theory do not deny the possibility of a legal entity subject to the permission of the state or the law, but, in their opinion, this is a rather artificial formation and it arises primarily in order to separate the property of the legal entity from the property of individuals. This theory gives priority to human independence and with a certain prejudice relates to public associations.
In the framework of the theory of non-recognition of a legal entity, the subject of civil rights is considered that the ultimate benefit from civil relations in society is received exclusively by individuals, and therefore there is no reason to recognize associations of citizens – a legal entity – as the subject of civil rights.
The theory of “recognition” focuses on the fact that individuals, depending on the circumstances and their own will, can act both in isolation and together. They unite with each other when they have common interests. It is for the realization of such interests that individuals create various organizations. Given that historical achievements are the result of the development of people’s cooperation, the authors of this theory consider it necessary to provide an opportunity for associations of citizens to act as subjects of civil legal relations. Today, this theory is dominant.
Legislative consolidation: how are they?
The civil legislation of Western states most often or generally refrains from defining the concept of a legal entity, or is limited to general and short formulations. For example, Art. 52 of the Swiss Civil Code of 1907 defines legal entities as “an association of persons having a corporate organization and independent institutions created for any particular purpose.” In a generalized form, a legal entity is defined by Western law as an organization that is an independent participant in civil relations.
The most detailed definitions of a legal entity are contained in the civil codes of Latin American countries. Thus, the Civil Code of Chile 1855 gives the following wording: “A legal entity is a fictitious person who is able to exercise rights, bear public obligations and enter into legal and non-legal relations.” This definition is reproduced in the civil codes of Colombia, El Salvador and Ecuador.
Concept and signs of the phenomenon: Ukrainian realities
The problem of the essence of a legal entity is relevant for the development of domestic legislation. Over the history of our state, a number of laws have been passed that regulate the legal status of legal entities. And on January 16, 2003, the main act was adopted – the new Civil Code (hereinafter – the Civil Code).
The concept of a legal entity in the Civil Code is determined by Art. 80, according to which a legal entity is an organization created and registered in the manner prescribed by law, has civil legal capacity and legal capacity, may be a plaintiff and a defendant in court.
Signs of a legal entity are not listed in the code, as was done in the Civil Code of the USSR. However, an analysis of other norms of civil law allows us to highlight the following characteristics necessary for granting a participant in civil relations legal entity status.
First of all, a legal entity must be an organization. That is, the law defines organizational unity as a priority attribute of a legal entity.