Amendments in Russian Civil Code

03.04.2012

On April 3, 2012, the president of the Russian Federation Dmitry Medvedev made amendments to the State Duma concerning Russian Civil code. These changes concern fundamental institutes of civil law.

According to Dmitry Medvedev, the bill on amendments of the Civil code represents the capital document, which is multipage on volume. The president cherishes hope that amendments will improve economic life and investment climate in our country.

We list main ideas of this bill.

First, there is expected a reduction of organizational and legal forms of legal persons. Instead of LLC and CJSC the differentiated regulation of the status of public and non-public joint-stock companies is entered. The bill provided for the first time general rights of participants of any corporation, including restoration by the former participants of participation right beyond their will, including cases of unreasonable "writing-off" of shares and parties of participation, «corporate captures».

Secondly, it is offered to enter a principle of uniform object of real estate when the land lot and one or several buildings, standing on it, form a single body, especially when they belong to one person.

Thirdly, the institute of circumstances confirmation can become a new norm: the party becomes responsible for possible losses in case if the party at the conclusion of the contract or after its conclusion supplied doubtful information on the circumstances important for the conclusion of the contract or its execution.

Fourthly, legislators prepared article providing general principles of responsibility of Internet providers: by transfer of materials to the Internet or granting to the third parties of possibility of materials distribution, these persons will bear responsibility for violation of the intellectual rights.

Finally, it was offered to create the Agency on foreign investments which can already begin to work this year.

The State Duma can consider the amendments made by the president in the Civil code in the first reading in April, and in the second and third readings - till the end of spring session (session will come to the end in the middle of July).  

Expert’s opinion

«Every day brings us new technologies and demands new changes. It passed one and a half decades from the moment of acceptance of the first part of the Civil code. Also it became obvious that there are the moments demanding completion and updating. It is clear, such organizational legal forms as general partnership and additional liability company appeared unclaimed. In this regard developers of the Civil code also suggested to divide legal entities on public and non-public.

Also, the bill assumes to refuse the term "Closed joint stock company" as by the nature CJSC duplicates such organizational and legal form as "Limited liability company". Thus there is a mixture of forms and maintenance of legal entities under different names. It is obvious, that novelties are prepared according to the spirit of the times».

On the basis: www.rg.ru

Andrianova Irina ( the leading lawyer of legal support and banking consulting department of Honest & Bright )