The purpose of the creation of the MUP. unitary enterprise

unitary enterprise

Unitary enterprise- a special organizational and legal form of a legal entity. A commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property is indivisible and is not distributed among deposits (shares, shares), incl. between employees of the enterprise. In addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation, the legal status of state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises.

the Russian Federation

In the Russian Federation, the main law regulating the activities of unitary enterprises is the Federal Law of November 14, 2002 No. 161-FZ “On State and Municipal Unitary Enterprises”.

Unitary enterprises can be of three types:

1. Federal State Unitary Enterprise - FSUE
2. State unitary enterprise - SUE (subject of the federation)
3. Municipal unitary enterprise - MUP (Municipal entity)

The founding document of a unitary enterprise is the charter.

A unitary enterprise is not entitled to create another unitary enterprise as a legal entity by transferring a part of its property (subsidiary enterprise) to it. This restriction was introduced by Federal Law No. 161-FZ of November 14, 2002, while earlier Russian legislation allowed unitary enterprises based on the right of economic management to create subsidiaries of unitary enterprises. With the adoption of this law, the existing subsidiaries unitary enterprises were subject to joining the enterprises that founded them within six months, that is, until June 3, 2003.

Unitary enterprises are obliged, in cases determined by the owner of the property, to conduct an annual mandatory audit. At the same time, an agreement for a mandatory audit of the reporting of unitary enterprises must be concluded following the results of placing an order by holding an auction in the form of an open tender, in the manner prescribed by the Federal Law of July 21, 2005 No. provision of services for state and municipal needs”.

Typically, unitary enterprises are regarded as less transparent than joint-stock companies, since in the latter the law establishes corporate governance procedures. However, the advantage of unitary enterprises is that the property remains in state (municipal) ownership.

Unlike joint-stock companies and other commercial organizations, unitary enterprises are required to disclose information about their purchases on the official websites of the level of their subordination. For federal state unitary enterprises - on the official website of public procurement of the Russian Federation (federal state order), for state unitary enterprises on the regional procurement websites and for municipal unitary enterprises on the official websites of municipalities or, in their absence, on the official procurement websites of the regions.

Since, in accordance with paragraph 2 of Art. 50 and Art. 113 of the Civil Code of the Russian Federation, unitary enterprises are commercial legal entities, their activities are aimed at making a profit in favor of the owner of the property - the state or municipality, as well as to cover their own expenses. In addition, of course, the purpose of the activity is not to make a profit, but to satisfy the public interests of the state, to ensure state needs.

At the same time, depending on the method of securing property, two types of unitary enterprises are distinguished (clause 2 of article 113 of the Civil Code of the Russian Federation):

• unitary enterprises based on the right of economic management (Article 114 of the Civil Code of the Russian Federation);
• unitary enterprises based on the right of operational management (state-owned enterprises) (Article 115 of the Civil Code of the Russian Federation).

CIS

In most CIS countries, there are also private unitary enterprises that are not endowed with the right of ownership of the property assigned to it. The property is indivisible and cannot be distributed among deposits, shares, shares, shares and is jointly owned by its members, individuals, one individual or one legal entity. These include peasant (farm) households, individual, family and subsidiaries. In the Russian Federation, they are not recognized as independent organizations, with the exception of subsidiaries, and the heads of such organizations are individual entrepreneurs, which creates property and organizational difficulties for an individual entrepreneur (in fact, an enterprise). For example, there is no right of private ownership of an enterprise as a property complex, since an enterprise involves additional economic relations, which is not the case with individual entrepreneurship, there is no clear regulation on the position of members in an enterprise, the distribution of profits and responsibilities between them, and many other aspects.

Examples

• Federal State Unitary Enterprise Arsenal Design Bureau named after M.V. Frunze »
• Federal State Unitary Enterprise Space Communications
• FSUE "NPP VNIIEM"
• Federal State Unitary Enterprise "SPC Gas Turbine Engineering Salyut"
• Federal State Unitary Enterprise Russian Post
• Federal State Unitary Enterprise "Russian Television and Radio Broadcasting Network"
• FSUE ""
• Federal State Unitary Enterprise "Housing and Communal Administration of the Russian Academy of Sciences"

see also

Notes

Links

• Catalog of official websites of Federal State Unitary Enterprises

Wikimedia Foundation. 2010 .

See what "Unitary Enterprise" is in other dictionaries:

See Unitary Enterprise Glossary of business terms. Akademik.ru. 2001 ... Glossary of business terms

unitary enterprise- (English Unitarian / unitary enterprise) in the civil law of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner ... Encyclopedia of Law

According to the civil legislation of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it. In the form of U.p. only state and municipal enterprises can be created. Property U.p. located… … Law Dictionary

unitary enterprise- (unitary enterprise) a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner (state, municipality): it belongs to it on the basis of the right of economic management or operational management. AT… … Economic and Mathematical Dictionary

unitary enterprise- A commercial organization that is not endowed with the right of ownership to the property assigned to it by the owner (state, municipality): it belongs to it on the basis of the right of economic management or operational management. In the form of unitary ... ... Technical Translator's Handbook

UNITARY ENTERPRISE- according to the civil legislation of the Russian Federation, a commercial organization that is not endowed with the right of ownership of the property assigned to it. Property U.p. is indivisible and cannot be distributed among deposits (shares, shares), incl. between workers... Legal Encyclopedia

UNITARY ENTERPRISE- in accordance with Art. 46 of the Civil Code, a unitary enterprise is one of the forms of commercial organizations in which legal entities can be created. According to Art. 113 of the Civil Code, a unitary enterprise is a commercial organization that does not ... ... Legal Dictionary of Modern Civil Law

unitary enterprise- a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including between ... ... Administrative law. Dictionary-reference

State and municipal unitary enterprises (SUE, MUP). According to Art. 113 of the Civil Code of the Russian Federation and Art. 2 of the Federal Law of November 14, 2002 No. 161-FZ “On State and Municipal Unitary Enterprises”, a unitary enterprise is a commercial organization that is not endowed with the right of ownership of property assigned to it by the owner.

The property of a unitary enterprise is owned by the Russian Federation, a constituent entity of the Russian Federation or a municipality, which act as founders through the relevant authorities. This is the main feature that distinguishes SUE, MUP from other commercial organizations - they are not the owners of the property assigned to them and subsequently acquired.

Only state and municipal enterprises can be created in the form of unitary enterprises. On behalf of the Russian Federation or a constituent entity of the Russian Federation, the rights of the owner of the property of a unitary enterprise are exercised by state authorities of the Russian Federation. The Federal Agency for Federal Property Management has been established to manage federal property.

See Decree of the Government of the Russian Federation of December 3, 2004 No. 739 "On the powers of federal executive bodies to exercise the rights of the owner of the property of a federal state unitary enterprise." or a constituent entity of the Russian Federation within the framework of their competence, established by acts defining the status of these bodies. On behalf of the municipality, the rights of the owner are exercised by local self-government bodies.

In total, the law on SUEs and MUPs provides for the possibility of creating the following types of unitary enterprises:

Unitary enterprises based on the right of economic management - a federal state enterprise and a state enterprise of a constituent entity of the Russian Federation, a municipal enterprise;

Unitary enterprises based on the right of operational management - a federal state-owned enterprise, a state-owned enterprise of a subject of the Russian Federation, a municipal state-owned enterprise (hereinafter also referred to as a state-owned enterprise).

Unlike the previous legislation, which provided for the possibility of the existence of only federal state-owned enterprises, now state-owned enterprises can be created in the Russian Federation not only on the basis of federal property, but also on the property of subjects of the Russian Federation or municipalities.

Grounds for the creation of state unitary enterprises, municipal unitary enterprises on the right of economic management.

The decision to establish a federal enterprise on the right of economic management (FGUP) is made by the Government of the Russian Federation or federal executive authorities. The decision to establish a state unitary enterprise of a constituent entity of the Russian Federation or a municipal unitary enterprise is made by an authorized body of state power of a constituent entity of the Russian Federation or a local self-government body in accordance with acts defining the competence of such bodies (Article 8 of the Federal Law “On State and Municipal Unitary Enterprises”).

Grounds for the creation of SUE, MUP on the right of operational management

A federal state enterprise is established by a decision of the Government of the Russian Federation. A state-owned enterprise of a constituent entity of the Russian Federation is established by a decision of a public authority of a constituent entity of the Russian Federation, which, in accordance with the acts defining the status of this body, is granted the right to make such a decision. A municipal state-owned enterprise is established by a decision of a local self-government body, which, in accordance with the acts defining the status of this body, is granted the right to make such a decision.

Another feature of unitary enterprises is that the property of this enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of a unitary enterprise. The third difference from other commercial organizations is that unitary enterprises can only engage in activities that are specified in their charter in accordance with the list contained in Art. 8 of the Federal Law "On State and Municipal Unitary Enterprises".

Thus, they have a special legal capacity. The fourth difference: in such enterprises, the functions of the management body and the executive body belong exclusively to one person - the head, the director. He is appointed by the owner, is accountable to him and is liable to him for the damage caused to the enterprise (Article 21 of the Federal Law “On State and Municipal Unitary Enterprises”).

The Civil Code of the Russian Federation establishes restrictions on the disposal of property assigned to a unitary enterprise. According to paragraph 2 of Art. 295 of the Civil Code of the Russian Federation, an enterprise is not entitled to dispose of real estate without the consent of the owner. It disposes of the rest of the property independently, with the exception of cases established by law or other legal acts.

A unitary enterprise based on the right of operational management (Article 296 of the Civil Code of the Russian Federation) independently has the right to dispose of only the products it produces, unless otherwise established by law or other legal acts. It can dispose of all property assigned to it (both movable and immovable) only with the consent of the owner of this property. Also, in accordance with paragraph 2 of Art. 296 of the Civil Code of the Russian Federation, the owner has the right to seize the excess, unused or misused property of a state-owned enterprise and dispose of it at his own discretion.

However, by granting such broad rights to the owner of a state-owned enterprise, the legislator imposes on him a more serious responsibility. According to Art. 115 of the Civil Code of the Russian Federation for all obligations of a state-owned enterprise in case of insufficiency of property, the owner bears subsidiary liability. For the obligations of the enterprise on the right of economic management, the owner is liable only if the insolvency (bankruptcy) of the enterprise arose on the grounds provided for in paragraph 3 of Art. 56 of the Civil Code of the Russian Federation.

During the undergraduate practice at MUP "Sochiteploenergo" in the city of Sochi, the following were studied: the production structure of the enterprise, the mechanism of the MUP management system, ways to improve the activities of the enterprise were developed.

Municipal unitary enterprise. Basic concepts and characteristics

A unitary enterprise is a special type of legal entity. It does not apply to economic companies and partnerships, although it is a commercial organization.

According to Article 113 of the Civil Code of the Russian Federation (hereinafter referred to as the Civil Code of the Russian Federation), a unitary enterprise is a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner.

The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise. The property of a unitary enterprise is owned by the municipality.

On behalf of the municipality, the rights of the owner of the property of a unitary enterprise are exercised by local governments within their competence established by acts defining the status of these bodies.

According to Article 17 of the Federal Law of October 6, 2003 No. 131-FZ “On the General Principles of Organizing Local Self-Government in the Russian Federation”, local self-government bodies have the right to create municipal enterprises.

The legal status of municipal unitary enterprises is determined by the Civil Code of the Russian Federation and Federal Law No. 161-FZ of November 14, 2002 (hereinafter referred to as the Law on Unitary Enterprises).

Only state or municipal enterprises can be created in the form of unitary enterprises.

A unitary enterprise may, in its own name, acquire and exercise property and personal non-property rights, bear obligations, be a plaintiff and a defendant in court.

In accordance with Article 3 of the Law on Unitary Enterprises, a unitary enterprise may have civil rights corresponding to the subject and objectives of its activity, provided for in the charter of this unitary enterprise, and bear obligations related to this activity. Article 9 of the Law on Unitary Enterprises establishes an imperative rule, according to which the charter of a unitary enterprise must contain a list of the types of activities that the enterprise plans to engage in.

Thus, unitary enterprises are not entitled to carry out activities not provided for by the charter, that is, there is a special legal capacity.

A municipal enterprise, until the completion of the formation of a statutory fund by the owner of its property, is not entitled to make transactions that are not related to the establishment of a municipal enterprise.

Certain types of activities, the list of which is determined by the Federal Law of August 8, 2001 No. 128-FZ “On Licensing Certain Types of Activities”, can be carried out by a unitary enterprise only on the basis of a license.

A unitary enterprise is created without a time limit, unless otherwise provided by its charter.

A unitary enterprise must have an independent balance sheet.

A unitary enterprise must have a full company name and may have an abbreviated company name in Russian. A unitary enterprise is also entitled to have a full and (or) abbreviated trade name in the languages ​​of the peoples of the Russian Federation and (or) a foreign language.

A unitary enterprise has the right to open bank accounts in the territory of the Russian Federation and abroad in accordance with the established procedure.

A unitary enterprise must have a round seal containing its full company name in Russian and an indication of the location of the unitary enterprise. The seal of a unitary enterprise may also contain its trade name in the languages ​​of the peoples of the Russian Federation and (or) a foreign language.

A unitary enterprise has the right to have stamps and letterheads with its own company name, its own emblem, as well as a trademark registered in the established order and other means of individualization.

According to paragraph 4 of Article 2 of the Law on Unitary Enterprises, it is not allowed to create unitary enterprises on the basis of combining property owned by the Russian Federation, constituent entities of the Russian Federation or municipalities.

Based on the fact that a unitary enterprise is not the owner of the property, it is not entitled to create another unitary enterprise as a legal entity by transferring a part of its property (subsidiary enterprise) to it.

A unitary enterprise, in agreement with the owner of its property, may create branches and open representative offices.

A branch of a unitary enterprise is its separate subdivision located outside the location of the unitary enterprise and performing all or part of its functions, including the functions of a representative office.

The representative office of a unitary enterprise is its separate subdivision, located outside the location of the unitary enterprise, representing the interests of the unitary enterprise and protecting them.

According to Article 5 of the Law on Unitary Enterprises, a branch and a representative office of a unitary enterprise are not legal entities and operate on the basis of the regulations approved by the unitary enterprise. A branch and a representative office are endowed with property by the unitary enterprise that created them.

The head of a branch or representative office of a unitary enterprise is appointed by the unitary enterprise and acts on the basis of his power of attorney. Upon termination of an employment contract with the head of a branch or representative office, the power of attorney must be canceled by the unitary enterprise that issued it.

A branch and a representative office of a unitary enterprise carry out their activities on behalf of the unitary enterprise that created them. Responsibility for the activities of a branch and a representative office of a unitary enterprise shall be borne by the unitary enterprise that created them.

In addition, unitary enterprises may be participants (members) of commercial organizations, as well as non-profit organizations in which, in accordance with federal law, the participation of legal entities is allowed.

Unitary enterprises are not entitled to act as founders (participants) of credit institutions.

A decision on the participation of a unitary enterprise in a commercial or non-commercial organization may be made only with the consent of the owner of the property of the unitary enterprise.

The disposal of a contribution (share) in the authorized (share) capital of a business company or partnership, as well as shares belonging to a unitary enterprise, is carried out by a unitary enterprise only with the consent of the owner of its property. Transactions on the disposal of a deposit (share) without the consent of the owner of the property are not allowed. Such transactions may be considered null and void.

A unitary enterprise is liable for its obligations with all its property.

A unitary enterprise shall not be liable for the obligations of the owner of its property.

Depending on the volume of rights to property belonging to a unitary enterprise, two types of enterprises are legally distinguished: a municipal unitary enterprise based on the right of economic management and a municipal unitary enterprise based on the right of operational management (state-owned enterprise).

municipal unitary enterprise management

Stages of creation of MUP

The process of creating a MUE, like any legal entity, includes the following steps and actions:

1. Making a decision to create.

This decision is made by the head of the municipality. A draft of this decision is being prepared by the sectoral division of the administration, according to the profile of activity of which MUP will specialize. Simultaneously with the draft decision, a draft feasibility study should be prepared. These documents, as well as the explanatory note, reflect the expected results of activities and the resources necessary for the creation. An explanatory note must be coordinated with the relevant specialized departments of the administration of the Moscow Region (finance, property, legal). The decision to create a MUP is subject to mandatory approval by the representative body of the Ministry of Defense.

2. Preparation and approval of constituent documents of MUP.

Constituent documents regulate all the main aspects of the enterprise. These documents include the memorandum of association and articles of association. For unitary enterprises, the constituent document is the charter.

The following obligatory positions are reflected in the charter of the MUP without fail:

- purpose and subject of activity;

- rights and obligations;

— reorganization and liquidation

The purpose and subject of activity is determined by those issues of local importance, for the solution of which the enterprise is created.

The composition of the property transferred by the municipality to the MUP is determined by the profile of its activities. The peculiarity of this property is that it is indivisible and its disposal is strictly controlled by the municipality.

MUP has the right to participate in the activities of other organizations, open branches of representative offices.

The enterprise does not have the right to sell, lease or otherwise use the property transferred to it without the consent of the owner. The owner has the right to receive part of the profit from the activities of the MUP. The enterprise is obliged to report on the results of its activities to the owner. Reporting is carried out on a quarterly basis and is carried out according to established forms. Along with the traditional forms of statistical, tax reporting, the report of the MUP additionally provides information on the fulfillment of the financial indicators established for it, on the directions for using profits, on the number of work and the form of their payment.

The charter of the MUP is prepared by the branch body that initiated the creation of the enterprise, and approved by the property management department.

3. Appointment of the head of the MUP.

The general procedure for appointing the head of the municipal unitary enterprise provides for the proposal by the sectoral body of a candidate, its coordination with the municipal property management service and the head of the MO. Then the candidacy must be agreed with the representative body (the relevant committee of the City Duma).

Then an order is prepared on the appointment of the head of the MUP and an employment contract.

These documents are signed simultaneously with the charter of the MUP and the decision on its creation.

4. Formation of the statutory fund.

The statutory fund is a valuation of the property that is transferred to the MUP for economic management and with which it is responsible for its obligations). The minimum value of the statutory fund must be equal to 1000 minimum wages.

The formation of the statutory fund is carried out by transferring the relevant municipal property from the administration of the MO MUP. The fact of transfer is documented by an act signed by a representative of the administration and the director of the MUP. The deadline for the transfer is 3 months from the date of the establishment of the MUP.

5. Payment of the state fee is carried out by the director of the MUP. The amount of the fee is 2000 rubles.

6. Application for registration.

It is drawn up on behalf of the administration of the Moscow Region and contains information that the substantive positions of the charter comply with the requirements of the current legislation, that the information contained in it is reliable and that the established procedure for the creation of the MUE has been observed.

7. Submission of documents for state registration.

Documents are submitted to the registration authority, which is the tax authorities at the location of the MUP. Documents provided include:

- the decision to create;

- deed of transfer of property.

8. The state registration of the MUP is carried out within five working days from the date of acceptance of the documents and provides for the entry of the MUP into the unified state register of legal entities. The enterprise is issued a certificate of state registration.

9. Obtaining identification or statistical codes.

These codes are used for the needs of statistical and tax accounting. They are assigned in statistical bodies and depend on the form of ownership, area of ​​specialization, industry affiliation, and other factors.

10. Tax registration

It is carried out by tax authorities simultaneously with state registration and provides for the assignment of MUP TIN

11. Opening a bank account

It is carried out by the director of the MUE and without fail provides for the preliminary certification of samples of the signature of the account holders.

12. Production of seal and corner stamp.

13. Obtaining a license

A license is an official document giving the right to an enterprise to engage in a certain type of activity in a certain territory for a certain period of time. A license is issued by the competent authorities. It is a form with many degrees of protection, a serial number, indicating the issuing authority and indicating the owner of the license.

What is a unitary enterprise

State unitary enterprises

It should be noted that a unitary enterprise is a rather specific form of organization of activity. In particular, unitarity is characterized by the following: A legal entity is created through the allocation of a certain mass of property by the owner, and not by combining property by several persons. Full ownership of any property is retained by the founder. Property is assigned to a certain legal entity with limited rights. The property is absolutely indivisible. The company completely lacks the possibility of membership. The governing bodies are sole. Why are they created? Among the main reasons why managers prefer to create a unitary enterprise are the following: It is necessary to use certain property that cannot be privatized. It is required to carry out activities to solve certain social problems, including also the sale of any services or goods at a minimum cost, as well as the organization of commodity and procurement interventions for goods belonging to the category of essentials. Separate subsidized activities should be provided or some unprofitable production should be carried out. The goal set by a unitary enterprise is to solve certain problems of the state on a commercial basis. Features of work

The property that is allocated to this enterprise in the process of its formation is in municipal or state ownership, while the company uses it on various rights, described below. The corporate name of state and municipal unitary enterprises must contain the name of the owner of the property assigned to this company. The charter of an enterprise should include clear information about who exactly owns the property of this enterprise, that is, about the owner of all property.

What is a unitary state

The property is indivisible and is not distributed among contributions (shares, shares). including between employees of the enterprise. In addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation, the legal status of state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises. Unitary enterprises can be of three types: Federal State Unitary Enterprise - Federal State Unitary Enterprise State Unitary Enterprise - State Unitary Enterprise (subject of the federation) Municipal Unitary Enterprise - MUP (Municipal Entity) "State Unitary Enterprise" - a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner .

On the issue of municipal unitary enterprises

In order to more effectively use municipal property, specific scientifically and practically substantiated measures are proposed to solve this problem. Key words: municipal unitary enterprise, economic management, operational management, public property. Municipal formations, through a specific form of management, indirectly, through municipal unitary enterprises, carry out part of their functions in the field of civil law relations.

What is a unitary enterprise?

These business entities are called unitary enterprises and have a number of differences that distinguish them from other companies. Unitary enterprise - what is it? A unitary enterprise refers to a specific legal entity that is not the owner of the real estate assigned to it. Like other commercial structures, it is created for profit, but its property remains the property of the state and is not divided into shares or shares.

PR THEORY » Directory » State Unitary Enterprise

Only state and municipal enterprises can be created in the form of unitary enterprises. See Municipal Unitary Enterprise. The charter of a unitary enterprise must contain, in addition to information that is mandatory in the constituent documents of a legal entity in accordance with the provisions of Article 52 of the Civil Code of the Russian Federation (name of a legal entity, its location, procedure for managing the activities of a legal entity), also information about the subject and objectives of the enterprise, and also about the size of the authorized capital of the enterprise, the procedure and sources of its formation. The property of a state unitary enterprise is in state ownership and belongs to such an enterprise on the basis of the right of economic management or operational management.

Article 73

The term "unitary" (from the Latin Unitas - "unity") means a single, united, constituting one whole. In a state unitary enterprise, such unity is expressed in a number of features inherent in this organizational and legal form. Firstly, the legal nature of a unitary enterprise does not provide for a plurality of forms of ownership, therefore, in this case, such an enterprise can only be created on the basis of state ownership.

What is FSUE?

Only state and municipal enterprises can be created in this form. Property (respectively, state or municipal) belongs to a unitary enterprise on the basis of the right of economic management or operational management (state-owned enterprise). A unitary enterprise is liable for its obligations with all its property, but is not liable for the obligations of the owner of its property. The founding document of a unitary enterprise is the charter. A unitary enterprise is not entitled to create another unitary enterprise as a legal entity by transferring a part of its property (subsidiary enterprise) to it.

The unitary enterprise is

between employees of the enterprise. In addition to the information specified in paragraph 2 of Art. 52 of the Civil Code of the Russian Federation, the legal status of state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises. Content In the Russian Federation, the main law regulating the activities of unitary enterprises is the Federal Law of November 14, 2002 No. 161-FZ

"On State and Municipal Unitary Enterprises"

Unitary enterprises can be of three types: Federal state unitary enterprise - FSUE State unitary enterprise - SUE (subject of the federation) Municipal unitary enterprise - MUP (municipal entity) UE - a commercial organization.

What does it mean municipal unitary enterprise

It is municipal property. In addition, it cannot be divided and distributed among various deposits. Characteristics of a unitary enterprise Unitarity is a peculiar form of activity of an organization, which is characterized as follows:

the formation of this legal entity occurs when the owner allocates a specific share of the property, and not by combining any property of several persons; a legal entity has property on the right of economic management or operational management and cannot be divided; membership is not provided; management is carried out alone. These business entities are created for the following reasons: to have property in use that cannot be privatized; carry out activities to solve socially significant problems, putting up for sale a certain type of goods and services at the lowest prices and making commodity intervention on essential goods; provide specific types of activities subject to subsidies, and carry out unprofitable production. The law on unitary enterprises, the main goal of their activities, calls the solution of state-level problems on a commercial basis. When creating such an institution, the state or municipality shall provide it with property, which is their property on the basis of the right of economic management or operational management.

State and municipal unitary enterprises

A unitary state (municipal) enterprise is also considered because its property is indivisible and cannot be distributed by contributions (shares, shares), including among employees of the enterprise. The essence of a unitary enterprise Unitarity is a specific form of organization of activities. the creation of a legal entity by allocating a certain property mass by the owner, and not by combining the property of several persons; retention of ownership of the property by the founder; assigning property to a legal entity on a limited real right (economic management or operational management); indivisibility of property; lack of membership; sole governing bodies. The main reasons for the creation of unitary enterprises include: the need to use property, the privatization of which is prohibited; implementation of activities to solve social problems, including the sale of certain goods and services at minimum prices and the organization of procurement and commodity interventions for essential goods; provision of certain subsidized activities and the conduct of unprofitable industries. The purpose of the activity of unitary enterprises is the solution of state problems on a commercial basis.

In addition to the information provided in par. 2 tbsp. 52 of the Civil Code of the Russian Federation (This paragraph in the article and the article do not directly relate to the understanding of a unitary enterprise. I am not good at editing Wikipedia.), the legal status of state and municipal unitary enterprises is determined by the Civil Code and the law on state and municipal enterprises. In the Russian Federation, the main law regulating the activities of unitary enterprises is the Federal Law of November 14, 2002 No. 161-FZ

"On State and Municipal Unitary Enterprises"

Unitary enterprises can be of three types: UE - commercial organization.

Unitary organizations - concept, activities, opportunities

The concept of unitary means one, indivisible into parts. Only municipal or state enterprises can be created in this form.

A single, unitary means that the property of such an enterprise is wholly owned by any municipality, or subject of the Russian Federation. Property is transferred to unitary enterprises according to the right: - economic management - state and municipal enterprises.

FSUE is

FSUE is a unitary enterprise that does not have the right to the succession of various types of property allocated to it by the owner.

Only state-owned companies have this type of legal organization of activity. FSUE is responsible for its own debts with all its property, but is not liable for the debts of the owner of the property. The charter is the constituent document of the enterprise on the basis of which it operates. Considering the features of unitary and commercial companies, we can say that the former should report on their actions on the public procurement website of the Russian Federation. The unitarity of the enterprise can be described by the following features: the formation of a legal entity by separating the owner of a share of his property, and not by the union of the ownership of several owners; approval of the creator of the right to property; allocating property to a legal entity in the form of operational management or economic management; the impossibility of dividing property; non-acceptance of membership; single management unit. Grounds for the creation of a federal state unitary enterprise An enterprise is formed for several reasons:

the importance of property that cannot be privatized; conducting activities to solve all kinds of social problems, including the sale of products and the provision of services at a reduced cost, the organization of purchases of essential products; conducting productions that are in the stage of bankruptcy or are unprofitable; maintaining activities that are subsidized. The purpose of the formation and operation of a unitary enterprise is the implementation of the tasks of the state on a commercial basis. Employees of the Federal State Unitary Enterprise The rights and duties of the personnel of a unitary enterprise are prescribed in the Labor Code.

2. Board of directors. The competence of the board of directors is the convening of annual and extraordinary general meetings, the determination of priority areas for the JSC, recommendations on the amount of dividends, the creation of branches. 3. Executive body of the company. The executive body can be sole (director, general director) or collegiate (board, directorate). The charter provides for one or both. The competence of the executive body is the management of current activities, the organization of the implementation of decisions of the general meeting and the board of directors.

The property of a private unitary enterprise is owned by a citizen or a legal entity formed on the basis of private ownership. The property belongs to the unitary enterprise itself on the basis of the right of economic management or operational management (state-owned enterprises). Thus, the property of a unitary enterprise simultaneously belongs to the founder and the unitary enterprise itself. A unitary enterprise is established by decision of the owner of its property.

State and municipal unitary enterprises. Municipal unitary enterprises of Russia

State and municipal unitary enterprises are a special type of legal entities. The specificity is primarily related to the property status of these entities. Let us consider further what state and municipal unitary enterprises are.

general characteristics

What is a unitary state. enterprise and MUP? As mentioned above, the key criterion for distinguishing these legal entities is property status. It is believed that unitary state and municipal enterprises are non-profit organizations. However, this is not quite true. These legal entities can carry out entrepreneurial activities, however, it must be strictly within the framework of the purposes for which they were created. At the same time, all profits should go to the development of unitary enterprises. They own certain property, but have limited rights to it. Material values ​​entrusted to institutions are indivisible and cannot be distributed by shares, including between employees.

Distinctive features

For a better understanding of them, we note the main features of a state unitary enterprise. A legal entity is created by allocating a certain part of the common property. The state is the owner. And it is he who retains the right to full disposal of the property transferred to the jurisdiction of the State Unitary Enterprise. Material values ​​are provided for economic management or operational management. The created legal entities do not provide for membership. The governing body is sole.

Reasons for creation

State unitary enterprises, as a form of state property management, can be formed for the purpose of:

1. The use of property in respect of which a ban on privatization has been established.
2. Implementation of activities related to the solution of social problems. These include, among other things, the sale of a certain category of products and the provision of services at a minimum cost and the organization of commodity and procurement interventions for essential items.
3. Provision of certain subsidized types of work and the conduct of unprofitable industries.

These are the main purposes for which a state unitary enterprise can be created. The significance of this legal entity lies in solving state problems on a commercial basis.

Regulatory Features

additional characteristics

Municipal and unitary enterprises in Russia must have a charter and company name. The name of the legal entity must contain an indication of the owner of the property. The charter must contain complete information about the owner. In particular, a specific subject or body of territorial authority is indicated. If the owner is the Russian Federation, then information about this should also be present in the charter.

Civil law and process

Unitary enterprises, in accordance with the Civil Code, are not liable for the obligations of the owner of the property. Accordingly, in the event of disputes, these legal entities will not act as defendants. Meanwhile, municipal unitary enterprises, as well as state unitary enterprises, are liable for their debts. The owner of the property is not responsible for their obligations. The exception is cases of bankruptcy due to the actions of the owner.

Forms of legal entities

State and municipal unitary enterprises can be of two types. Classification is carried out depending on the type of property rights. State and municipal unitary enterprises entrusted with property under the right of economic management are formed by decision of an authorized institution of federal or territorial authority.

Charter

It acts as a founding document. The charter is approved by the department, ministry or other body that coordinates and regulates work in the relevant industry. In addition to the usual information that is mandatory for all legal entities, the document contains information about the goals and subject of activity, the size of the authorized capital. Its size should not be less than 5,000 times (for SUEs) or 1,000 times (for MUPs) the minimum wage. The fund must be fully financed by the owner of the property within three months from the date of establishment of the legal entity. Unitary enterprises are considered to be the only commercial structures that have rights and obligations that are directly related to the activities specified in the charter.

State institutions

When such enterprises are created, the property is transferred to them for operational management. The owner of material assets can be a region, the Moscow Region or the Russian Federation. The charter also acts as a constituent document. It is approved by the government, regional or territorial authority. A state institution cannot dispose of property, regardless of whether it is movable or immovable, without the appropriate permission of the owner. The name of the legal entity must indicate its type. For the obligations of a state-owned enterprise of the Russian Federation, the subject or the Moscow Region may bear subsidiary liability. This is allowed if the property of the institution is not enough to satisfy the claims of creditors. The formation and liquidation of a municipal unitary enterprise, including state-owned, is carried out by decision of the territorial authority. Termination of the activities of the SUE is carried out on the basis of a decree of the government or a regional authorized body.

Features of the use of property

Under economic management, unitary enterprises can dispose of the entrusted material assets, income, products (services provided) independently. At the same time, restrictions established by legislative and other regulatory acts must be taken into account. Operational management involves the obligatory obtaining of the consent of the owner for any actions with the property.

Owner rights

The owner decides on issues related to the creation of the enterprise, determines the goals and subject of its activities. The powers of the owner include control of the use of property for its intended purpose, ensuring its safety. The founder also resolves issues related to the liquidation or reorganization of the enterprise.

Restrictions

Unitary enterprises cannot create subsidiaries. The legislation establishes a prohibition for institutions that have property under economic management to act as founders of other similar legal entities by transferring to them a part of the material assets entrusted to them by the owner. This procedure is determined by the need to prevent the property from getting out of control.

Sources of property formation

They can be:

1. Profit that is received in the course of carrying out its activities.
2. Property provided by the decision of the owner as a contribution to the statutory fund, or other material assets transferred by the owner.
3. Borrowed funds. These include loans from banks and other financial institutions.
4. Depreciation deductions.
5. Capital investments and budget subsidies.
6. Incomes (dividends) that come from business partnerships and companies in whose authorized capital a legal entity participates.
7. Donations and voluntary contributions from citizens, institutions, organizations.
8. Other sources, the existence of which does not contradict the law. These include, among other things, income from the provision of property for rent to other entities.

Transactions

Unitary enterprises cannot dispose of real estate. Realization of objects is carried out exclusively with the permission of the founder. At the same time, real estate transactions worth more than 150 million rubles are approved by the Federal Agency for Federal Property Management on the basis of a decision of the Government of the Russian Federation or a decision taken on its behalf by the Deputy Prime Minister.

Programs of activities

The relationship of SUEs with owners is regulated by government regulations. One of these acts approved the rules for the development of programs for the activities of the legal entities in question and the determination of profits to be deducted to the budget. Part of the income, as mentioned above, can be directed to the development of the enterprise.

Specificity of financial resources

One of the key differences between unitary enterprises and others, primarily joint-stock companies, is the methods of capital formation, the formation and use of income, and the attraction of borrowed and budgetary funds. The cash fund is created at the expense of current and fixed assets assigned to the legal entity. The amount of capital is reflected in the balance sheet as of the date of approval of the constituent document (charter). Its functions are similar to those performed by the monetary fund of any other commercial structure. In addition to the fact that capital acts as a material basis for the legal entity to carry out its activities, it is a kind of indicator of the effectiveness of its work. If, at the end of the reporting period, the price of net assets becomes less than the minimum amount established by law on the date of registration of the enterprise, and is not restored within three months, the founder must liquidate the company. If no relevant decision has been made within the specified period, creditors may demand early performance or termination of obligations and compensation for the losses caused.

Profit

It acts as one of the most important sources of funding. Profit is formed in the same way as in other commercial structures. At the same time, the BC regards the income of unitary enterprises as a source of non-tax revenues to the budget. Every year, the legal entities in question make mandatory deductions from the profits received. The procedure, amount and terms of payments are approved by the government or regional/territorial authorities. Funds remaining after the payment of taxes and other deductions are redistributed among the funds for material incentives, social events, and so on. Part of the net income, by decision of the founder, may be directed to increase the authorized capital of the enterprise.

Directions for spending funds

1. For the introduction, development of new technologies and equipment, environmental protection measures.
2. Expansion and development of financial and economic activities, increase in current assets.
3. Reconstruction, construction or renovation of the OS.
4. Implementation of research activities, study of market conditions and demand.

Unitary enterprises can use targeted funding sources. Such allocations, as a rule, are directed to the implementation of certain activities and programs of a social orientation.

Municipal unitary enterprise

Municipal unitary enterprises are established in our country most often to solve some social problems at the local level, as well as, if necessary, to use any property that is not subject to privatization, which belongs to the jurisdiction of local governments, to carry out scientific activities, etc.

Such commercial unitary organizations have a specific status, which is determined by the Civil Code and a separate law (No. 161-FZ of November 14, 2002). We propose in this article to consider some of the main features of the process of creation, as well as economic activity on the territory of the Russian Federation, of municipal unitary enterprises.

What is a municipal unitary enterprise

A unitary municipal enterprise should be understood as a commercial organization created by local authorities, the ownership of whose property belongs to the corresponding municipality, which is its founder. All property belongs to a unitary municipal enterprise under the title of economic management or the title of operational management and is not subject to distribution, including among employees of such an enterprise. In addition, the property of this enterprise cannot be transferred to another unitary enterprise established as its subsidiary.

All this determines the unique legal status of unitary municipal enterprises in the system of other types of legal entities, capable of achieving the goals for which such an enterprise was originally created.

Mandatory attributes of a municipal unitary enterprise

As for the mandatory attributes of a unitary municipal enterprise that determine its legal capacity, they should include:

• full and abbreviated name in Russian, foreign and / or language of the subject of the federation, without fail including the phrase "municipal enterprise", as well as a mention of the owner
• round seal indicating the name and location
• forms, stamps, trademarks, emblems and other signs of individualization
• rights that fully correspond to the goals of its creation and activities, and the obligations arising from this

The property of each unitary municipal enterprise, as specified in Article 11 of Law No. 161-FZ, consists of property that is assigned to it by the owner, income received in the course of activities and property received from sources not prohibited by law. At the same time, an enterprise of this type annually undertakes to transfer to the appropriate municipal budget a part of the profit provided for by the owner of the enterprise.

The procedure for establishing a unitary municipal enterprise

If you are interested in such a type of legal entity as a municipal unitary enterprise, and you want to create this particular organization, we suggest that you familiarize yourself with the procedure for its establishment.

First of all, the authorized body of local government, on the territory of which a municipal unitary enterprise will be created, makes a separate decision on its foundation with the obligatory indication of the subject of its activity. Also, local authorities approve the list and cost of property that will be assigned to this municipal unitary enterprise, the procedure for approving the charter and other formalities.

Next, it is necessary to develop a draft charter for the future unitary municipal enterprise to submit it for approval to the owner and further state registration of the enterprise. At this stage of preparation of the main constituent document, which is the charter, special attention should be paid in order to fully comply with all the requirements for this document provided for by law and avoid its modifications in the future.

Taking into account the rather strict requirements of the law for the charter and other documents of a municipal unitary enterprise, we always recommend not to waste time and huge efforts on their independent preparation, but to use the services of qualified lawyers. As practice shows, this helps not only to save time, but also to get a document that meets all your needs as a result.

For the purpose described above, as well as for the purpose of further accompanying the process of direct registration of your municipal unitary enterprise, First Legal Company offers its professional legal assistance. We know what requirements the competent registration authorities put on the package of documents and how to avoid the most common mistakes in the process of creating a unitary municipal enterprise. Therefore, the foundation of your unitary municipal enterprise with our participation is undoubtedly a successful start of its activity!

It is also worth paying attention to the minimum size of the authorized capital established by law for a unitary municipal enterprise - 1000 minimum wages at the time of state registration of this enterprise. At the same time, the entire authorized capital declared during the creation must be paid by the founder within 3 months from the date of state registration of the enterprise. Only after that, the specified unitary municipal enterprise has the right to conclude any transactions not related to its foundation. In addition, only after the full formation of the declared statutory fund of a municipal enterprise, its owner acquires the right to make a decision on increasing the statutory fund.

In order to reduce or increase the size of the authorized fund of the unitary municipal enterprise created by him, the founder must prepare an appropriate decision, make and register changes to all constituent documents according to a special procedure. In this regard, among other services related to the activities of unitary municipal enterprises, the First Legal Company also offers its assistance in matters of changing the size of the statutory fund.

In the modern economy, a unitary enterprise performs important functions that are not of interest to other business entities or are a monopoly of state organizations/institutions. A fairly large percentage of the adult population of our country have heard of such an organizational and legal form, but many citizens do not even know approximately what it is.

Such a gap in economic education can negatively affect the activities of some businessmen. For example, if during cooperation with a unitary enterprise the amount of its debt for services rendered or goods delivered exceeded all permissible limits, you will not be able to receive part of the debtor's property as payment. This article discusses issues related to the activities of unitary enterprises, analyzes their advantages and disadvantages, and also talks about the importance of such organizations for the country's economy. The presented information is of interest both for entrepreneurs and for theorists of economic disciplines or ordinary citizens to increase the level of erudition.

Unitary enterprise - essence and features

Before proceeding to a detailed study of the issue under consideration, it is necessary to understand the terminology. We can say that a unitary enterprise is a specific form of a legal entity that provides for the use of property assigned to it without the right of ownership to it. The term "unitary" is used due to the fact that the specified property cannot be distributed among shares, shares or contributions, it is indivisible. The presented subjects of commercial activity are created by state or municipal authorities for the purpose of making a profit. For this, the property assigned to the enterprise is used, which allows the state to receive part of its income.

There are three types of unitary enterprises: state unitary enterprise, federal or municipal. In any of these options, the property that is used for commercial purposes is owned by government agencies/organizations. The rights and obligations of the subjects of commercial activity in question are limited by the Civil Code and the law on state / municipal enterprises. A mandatory audit is carried out annually to determine how the company has been operating for the last 12 months (timely preparation of reports, legality of transactions, efficiency of management, etc.).

A detailed analysis of existing unitary organizations allows us to highlight their main features:

the enterprise is managed by one person who is appointed by the owner (an authorized person from representatives of state institutions);

if you have already encountered unitary enterprises and know what they are, then most likely you have paid attention to the names of such organizations (there must be a mention of the owner);

the charter, which is the constituent document, must indicate the main goals and nature of the organization's activities;

property (state / municipal) is assigned to the enterprise in accordance with the rights of economic management or operational management;

the owner is not liable with his property in case of debt obligations;

the owner can take away his property if the unitary enterprise does not use it or uses it for other purposes.

Purposes of creation

In order to understand what a unitary enterprise means, it is necessary to understand for what purposes they are created. As already noted, the represented legal entities, as a rule, are commercial organizations, that is, the first purpose of their creation is to make a profit. In addition, there are situations when there is state property that cannot be privatized (as a rule, legislation interferes). In this case, you can create a unitary organization that will work using the property provided by state institutions.

There is a certain group of goods and services that is needed to solve social problems, but private companies are not engaged in this area of ​​commercial activity (since these goods are sold almost at cost). In this case, there is only one possible solution to the issue - the creation of a unitary enterprise. Sometimes unitary organizations function so that producers of essential goods do not inflate the cost of their products. Another goal of creating the enterprises in question is to protect unprofitable industries, the goods of which are needed by the population of our country.

If you understand what a unitary enterprise is and can independently formulate a definition of this category, then be sure to focus on the fact that these are not only commercial organizations, but also an effective “tool” for solving many issues of national importance.

Forms of unitary enterprises

Organizations operating on the right of economic management use the charter with the mark of state authorities (ministries, local governments, etc.) as constituent documentation. This document is not only standard information about a legal entity, but also a list of the main activities, their goals, as well as data on the amount of the authorized capital (for a municipal enterprise - 1000 minimum wages, and for a state enterprise - 5000).

The founder of an organization of this type is not responsible for the results of activities if he did not give instructions that caused bankruptcy. In order to better understand what a unitary enterprise is, take Russian Post as an example and analyze the work of the enterprise. You will see that in this case, the organization has the right to dispose of property, independently regulate financial flows and resolve other issues, without the intervention of government officials.

Organizations functioning on the right of operational management carry out their activities on the basis of state / municipal property. In this situation, the charter, as in the first case, must be noted by representatives of state institutions or local authorities with appropriate powers. The name of unitary enterprises based on the right of operational management must confirm that this is a state-owned organization.

Pay attention to the fact that in this situation, government agencies may be responsible for certain results of the enterprise. The management of a unitary form organization cannot make a decision on its liquidation or reorganization; this issue is decided at the government level or municipal authorities. Unlike the first form, enterprises operating on the basis of operational management cannot resolve serious economic issues without the appropriate permission of representatives of state institutions.

In order to exclude the possibility of using fraudulent schemes to gain access to state property, unitary enterprises were banned from participating in the creation of subsidiaries or new legal entities. This item is very important for the preservation of state property, as evidenced by the favorable feedback from entrepreneurs who know well what a unitary enterprise means for those who like to make money dishonestly.

Many readers, after a detailed study of all aspects of the presented topic, especially if it happens in an accelerated mode, begin to get a little confused in terminology, and often ask how a unitary enterprise differs from a state enterprise.

The answer is very simple: both the former and the latter are unitary enterprises, only ordinary (unitary) organizations have the right to relative freedom of action, and state-owned ones must coordinate even minor economic issues with the founders. In addition, state-owned enterprises are based only on the right of operational management.

Sources for the formation of property of unitary enterprises

The analysis of the presented topic will be incomplete if the reader does not find out where the property comes from for transfer to unitary enterprises.

First of all, it is a voluntary transfer by the owner of his property to form the authorized fund.

Borrowed funds, including loans from banks and other financial and credit institutions.

Depreciation deductions and budget subsidies.

Income from commercial activities.

Donations from individuals and legal entities and other sources of funding.

The legislation of the Russian Federation provides unitary enterprises with a certain freedom of action and the opportunity to distribute their products, part of their property, etc., if such an operation will bring profit to the state. Only the sale of real estate is banned. In order to sell even a small building, it is necessary to obtain permission from representatives of state authorities. Given the meaning of the word unitary enterprise, one can conclude even without an economic education that any transactions related to the sale of state property are not very “welcomed” by the authorities. For example, transactions that financially exceed 150 million rubles must be approved at the level of the government or the federation, which controls all issues related to state property.

Financial resources of unitary enterprises

Readers who are interested in economics have probably guessed that the financial resources of unitary enterprises differ from those of other commercial organizations. For example, in a situation where a unitary organization, based on the results of its activities for the year, shows a decrease in the amount of net assets, and it was not able to “even out” the indicators within 3 months, government officials decide to liquidate the enterprise. Naturally, in a similar situation, the owners of an ordinary commercial firm will not use such radical methods of solving problematic issues.

If you are interested in what features a unitary enterprise has that distinguishes it from ordinary business entities, then you should pay attention to the distribution of profits of these organizations. An ordinary company (LLC, CJSC or individual entrepreneur) builds a relationship with the state budget according to the scheme: made a profit - pay taxes, paid salaries to employees - pay off the funds, violated the law - pay a fine. A unitary enterprise, in addition to the listed payments, gives part of its profits to the state budget. The mechanism for the distribution of income received should be displayed in the statutory documents of the organization.

To the question whether a unitary enterprise can be the founder of an LLC, you will not find an exact answer in the legislation. Theoretically, there is no prohibition, but in practice it is unlikely that you will be able to contribute state money or property to the statutory fund. In principle, the situation is similar to the creation of subsidiaries (which, in this case, are outside the law).

Unitary enterprises not only give part of their profits to the budget, but also receive certain financial resources from it, as a rule, for the implementation of social programs. If you have already formed your own opinion about what a unitary enterprise is in Russia, then you will not be surprised by the rather complex schemes of subsidies, subventions and subsidies, as well as the participation of the organizations in question. It is difficult to say how effective such schemes are on a national scale, especially since it is quite difficult to obtain real information with detailed statistical data (despite the claims of government officials).

Summing up this topic, we can say that unitary enterprises play an important role in solving social problems, but the scale of this assistance is not yet impressive, perhaps in the near future we will see more efficient work of the organizations represented.

Municipal unitary enterprise - a commercial organization that is not endowed with the right of ownership of the property assigned to it by the owner. The property of a unitary enterprise is indivisible and cannot be distributed among contributions (shares, shares), including among employees of the enterprise. Only state and municipal enterprises can be created in the form of unitary enterprises. See State Unitary Enterprise.

The property of a municipal unitary enterprise is in municipal ownership and belongs to such an enterprise on the right of economic management. A municipal unitary enterprise is liable for its obligations with all its property and is not liable for the obligations of the owner of its property.

The charter of a municipal unitary enterprise must contain, in addition to information, the indication of which, in accordance with the provisions of Article 52 of the Civil Code of the Russian Federation, is mandatory in the constituent documents of any legal entity (the name of the legal entity, its location, the procedure for managing the activities of the legal entity), also information about the subject and goals of the enterprise , as well as on the size of the authorized capital of the enterprise, the procedure and sources for its formation. The trade name of a municipal unitary enterprise must contain an indication of the owner of its property.

The body of a municipal unitary enterprise is the head, who is appointed by the owner or a body authorized by the owner and is accountable to him.

The legal status of municipal unitary enterprises is determined by the Civil Code of the Russian Federation and the law on state and municipal unitary enterprises.

Russian electoral law: a dictionary-reference book. 2013 .

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