Commercial law. Lecture notes: briefly, the most important

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Commercial law. Lecture notes: briefly, the most important

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LECTURE No. 1. Commercial law as a branch of law. Subject, method and principles of commercial law

1. Commercial law as a branch of law

Commercial law is one of the branches of law that regulates commercial or trade activities. Commercial law is considered to be a sub-branch of civil law. Civil and commercial law govern similar relationships. Commercial law regulates the commodity turnover, which is part of the property turnover.

Commercial law is a set of legal norms developed to serve the turnover of goods and regulate the relationship between professional entrepreneurs. Commercial law is a set of rules of private law. It regulates relations between entrepreneurs or with their participation in the process of carrying out entrepreneurial activities by the latter.

It is necessary to distinguish between the science "Commercial Law" and the academic discipline "Commercial Law". The academic discipline is a brief summary of the main provisions of the science "Commercial Law". The academic discipline "Commercial Law" serves to familiarize students and specialists with this branch of law, who receive initial knowledge about science and the industry itself. The science of "Commercial Law" is the most profound theoretical knowledge about the field of "Commercial Law", obtained by scientific methods. The science of commercial law studies the very branch of law, its laws, principles, formation, development.

Today, as the commodity market develops in Russia, there is a need for a gradual separation of commercial law. Commercial law is gradually becoming an independent branch of law from a sub-branch of civil law. One of the essential conditions for classifying a country as a state with a developed market economy is the presence of commercial law as an independent branch that exists along with civil law.

2. Subject, method and principles of commercial law

The word "commerce" comes from the Latin word "commercium" - "trade".

The subject of commercial law is the regulation of professional trading activities, commercial relations, relations between entities for the sale and purchase of objects of trade turnover. The subject of commercial law is commercial (trading) activity as one of the types of entrepreneurial activity, i.e. such activities that are aimed at making a profit as a result of commercial transactions. Trading activity should be understood as a sequence of interrelated actions to promote goods from producer to consumer.

The method of legal regulation - methods and techniques for regulating relations between subjects, taking into account the distinctive features of the subjects of legal regulation. Commercial law is characterized by a more dispositive method of regulating trade relations.

The dispositive method of regulation implies:

1) equality in relation to each other of participants in trade relations;

2) the possibility for participants in trade relations to choose options for their actions in the process of organizing trade activities;

3) the possibility of including obligations in contracts at the mutual discretion of the parties.

For some relations that are regulated by commercial law, the imperative method is characteristic. It implies the existence of relations of power and subordination between the subjects, as well as the existence of legal norms that are mandatory for execution. The imperative method, for example, regulates trading activities in the public sphere. Thus, in commercial law, both dispositive and imperative methods are used as a method of legal regulation, but with a predominance of dispositive.

Principles of commercial law:

1) recognition of the equality of participants in commercial relations, which are regulated by civil law;

2) inviolability of property;

3) freedom of contract;

4) prohibition of any arbitrary interference in the private affairs of a merchant;

5) unhindered exercise of civil rights;

6) restoration of violated rights;

7) judicial protection of violated rights;

8) permitted direction of private law regulation.

The principle of the inviolability of property provides the owners with the opportunity to possess their powers to own, use and dispose of their property.

The principle of freedom of contract implies the ability of entrepreneurs to independently decide on the issues of concluding, amending, terminating a contract, determining the types of contracts and their conditions, choosing counterparties under the contract, if this does not contradict the law.

The principle of the unhindered exercise of private rights is enshrined in the Constitution of the Russian Federation of December 12, 1993 and is characterized by the free use of one's abilities and property for entrepreneurial and other economic activities not prohibited by law.

The principle of equality of participants in commercial relations creates equal conditions for entrepreneurs, regardless of their organizational and legal form and form of ownership.

The principle of judicial protection of violated rights is enshrined in the Constitution of the Russian Federation (Article 46), according to which violated rights are protected in accordance with the jurisdiction of cases, determined by the procedural legislation of the Russian Federation.

LECTURE No. 2. Correlation of commercial law with business, civil law. Relationship between commercial and commercial law

1. Correlation of commercial law with business, civil law

Comparing commercial and entrepreneurial law, it should be noted that they are similar in their subject matter. Nevertheless, commercial law and business law are different branches of law. Entrepreneurial law regulates relations that develop in the field of entrepreneurial activity, i.e., such activities that are aimed at making a profit. Trading activity is part of entrepreneurial activity. The concept of entrepreneurial activity is much broader than trading activity. Business activities include, in addition to trade, the circulation of securities, banking, organization of legal entities, etc. Since the concept of trade is narrower than the concept of entrepreneurship, commercial law also has a narrower subject of legal regulation than business law.

As mentioned above, commercial law is a sub-branch of civil law, as it regulates similar relations - commodity turnover, which is an integral part of property turnover. For commercial law, as well as for civil law, the presence of a dispositive method of legal regulation is characteristic.

2. Relationship between commercial and commercial law

There is a significant difference between commercial and commercial law. Commercial law is an element of the training of specialists in the Soviet era. In the post-Soviet period, commercial law is actively developing. Currently, in modern literature, the terms "commercial law" and "commercial law" are quite often used as synonyms. The term "trade law", as a rule, is often used in the United States and some countries of Western Europe (in France, Germany, etc.). In these countries, commercial law is understood as the law governing professional trading activities. In Russia, it is customary to use the concept of "commercial law".

Meanwhile, modern commercial law cannot be considered the legal successor of Soviet commercial law. Soviet commercial law was not considered by lawyers as an independent branch of law, which means that commercial law did not have its own subject or method of legal regulation. Soviet commercial law was of a complex nature, which combined the norms of various branches of Soviet law (civil, administrative, labor, criminal, etc.) that were somehow related to trade. Modern commercial law in Russia is being re-formed as an independent branch of law with its own subject matter, methods, and principles. In addition, the nature of trade turnover in Russia differs too much from the nature of trade turnover in the former USSR, which means that the former Soviet trade law is now completely irrelevant.

LECTURE No. 3. Modern world systems of civil and trade (commercial) law

At the present stage, there are three main systems for constructing civil and commercial (commercial) law:

1) Franco-German system (or dualistic);

2) civil-monistic;

3) trade-monistic.

As the name of the first system indicates, it is predominantly common in countries such as France and Germany. In addition to these two countries, such a system of building civil and commercial law operates in many other countries, mainly located in Western Europe. Such countries with a dualistic system of building civil and commercial law include Spain, Portugal, Belgium, Luxembourg, the Netherlands, etc. This system is called Franco-German because it is these countries that had a special influence on a similar system of building civil and commercial law in other countries . The dualism of such a system for constructing civil and commercial law lies in the fact that in these states civil and commercial codified rules of law simultaneously exist and operate. At present, the Civil Code of 1804 and the Commercial Code of 1807 are in force in France. These codes were adopted under Napoleon, and later similar codes were adopted on their basis in other countries with a dualistic system of building civil and commercial law. In modern Germany, the German Civil Code of 1896 and the Commercial Code of 1897 also exist and operate simultaneously.

The essence of the trade-monistic system of building civil and commercial law lies in the fact that only the Commercial Code is in force in the country in the absence of the Civil Code. A prime example of this is the United States. The United States has a uniform Commercial Code, while there is no single State-wide Civil Code. Civil relations in the United States are regulated at the state level. Therefore, each US state has its own civil law, but trade law is the same for all the US as a whole. It can be assumed that the unification of commercial law in the United States is much faster than the unification of civil law.

As can be seen from the above examples, the dualistic system of building civil and commercial law is characteristic of countries with the Romano-Germanic system of law, and the trade-monistic system of building civil and commercial law is inherent in countries with the Anglo-Saxon system of law.

Under the civil-monistic system of building civil and trade (commercial) law, only the Civil Code is in force in the country and there is no separate Commercial Code. The Civil Code partly regulates trade relations. An example of such a system for constructing civil and trade (commercial) law is the Russian Federation. This situation is explained by the fact that in Russia trade (commercial) relations are only at the stage of their development, and, as already mentioned, commercial law is a new branch of law for Russia, existing only for a few years. In addition to Russia, the civil-monistic system of constructing civil and commercial law exists in many countries of the former socialist camp in Eastern Europe (in Ukraine, the Republic of Belarus, etc.), since the socialist economy did not imply the widespread development of commercial (trade) ties.

LECTURE No. 4. Periodic classification of commercial law. The current stage of development of world trade law

1. Periodic classification of commercial law

Commercial law developed in Europe in the XNUMXth-XNUMXth centuries. n. e. Three main stages of its development can be distinguished:

1) Italian period;

2) French period;

3) German period.

This naming of the stages is not accidental, it is due to the fact that in certain periods of time each of the three named countries (Italy, France, Germany) one after another turned into centers of world trade as they developed and, consequently, developed new legislation in the field of trade. turnover.

The Italian period of development of commercial law (XI-XV centuries) - the time of the birth of capitalist relations, the time of the birth of commercial law. At this time, the Italian states become the center of world trade. Trade city-states appear (Genoa, Florence, etc.). Trade was the basis of the economy of such city-states. Medieval maritime law, based on maritime customs, becomes one of the elements of the emerging commercial law. Maritime law is formed in the Italian states because, due to geographical conditions, the Italian states carried out trade mainly by sea. In 1494 Luca Paciolli's book "Treatise on Accounts and Records" was published. In this treatise, Luca Paciolli summarized the experience of accounting in Venice and described the method of double entry accounting, and also gave the basic concepts of modern accounting: balance, debit, credit. During the birth of commercial law in the XI-XV centuries. laws are passed that regulate labor relations in a special way.

During the French period (XVI-XVII centuries), the role of France as a trading power increases. During this period, a strong trading estate was formed in France, which was supported by the state. In the 1673th century in France, an attempt was made to codify: a codified national legal act regulating trade relations was issued - the Commercial Ordinance of 1807. This Ordinance served as the beginning of the formation of commercial law. In XNUMX, the Napoleonic Commercial Code was published, which is still in force in France, and in the XNUMXth century. was applied by borrowing or exerting a strong influence on the development of commercial law in many other states of that time (in Italy, Belgium, Holland, Switzerland).

In the German period (XVIII - early XX centuries), the German states had a great influence on the development of commercial law in Europe and the world. In 1861, the then scattered German states adopted a common commercial code. After the unification of the German states in 1871 into a single Germany and the adoption in 1896 of the all-German Civil Code, the Commercial Code of 1861 was reissued in 1897, which significantly contributed to the further economic unification of Germany, and also contributed to the adoption of the Commercial Code in other states ( in 1899, on the basis of the German Commercial Code, the Commercial Code in Japan was adopted).

2. The current stage of development of world trade law

60s of XX century called the trade revolution, since it was during this period that there was a sharp increase in the volume of sales and marketing of goods. The methods of organizing production and trade have radically changed, and a close relationship has been established between production and trade. Marketing is developing in the USA and Western Europe - the study of demand for goods. They begin to seriously study and analyze the work of marketing and supply, develop a preliminary study of the need for the manufactured product and the possibilities of its sale. As a result of the study of supply and demand, it became profitable to produce exactly as many goods as they can be sold, which prevents the appearance of a shortage for a certain product and its overproduction does not occur. Large wholesalers appear on the markets. They create conditions for the influence of consumer interests on the development of production, on improving the quality of goods, and on expanding the range of goods. Highly professional intermediaries who specialize in various sectors of the economy appear in the trade turnover. As a result of the emergence of a class of intermediaries, many enterprises - manufacturers of products (especially large ones) have relieved themselves of the obligation to sell their goods and have focused their efforts on the introduction of new technologies for more rational production. In all developed countries, powerful trading networks have been created that are able to bring goods to a wide variety of consumer groups.

The trade revolution that took place required appropriate legal support. Commercial law began to develop rapidly. Previously existing commercial codes began to be updated, and where they did not exist, they were adopted. In the second half of the XX century. The United States has adopted a Uniform Commercial Code. UK in the 70s. 1980th century a number of commercial law laws were adopted: the Law on Fair Trade, the Law on Unfair Contractual Conditions, the Law on Purchase and Sale, etc. In the second half of the 1994th century. a large number of international agreements on trade issues are adopted (for example, the XNUMX UN Vienna Convention on Contracts for the International Sale of Goods). The activities of the International Chamber of Commerce are being activated. Various international organizations are being created: the UN Commission on International Trade Law (UNISTRAL), the UN Conference on Trade and Development (UNCTAD). In XNUMX, the countries of the European Union adopted the Common European Code of Private Law, the first part of which is called the Principles of European Contract Law. It is a kind of Commercial Code of the European Union.

LECTURE No. 5. Development of commercial law in Russia

The formation and development of commercial law in Russia passed through the main stages associated with the historical development of the Russian state:

1) pre-revolutionary stage;

2) the Soviet stage;

3) post-Soviet (modern) stage.

Until 1917, trade relations in Russia were regulated by various legislative acts of civil law, and there was never an independent commercial code. In the pre-revolutionary stage of development of commercial law, two main periods are distinguished.

1. The origin of Russian commercial law took place in the middle of the XNUMXth century. At this time the following have been adopted:

1) Cathedral Code of 1649;

2) the Trade Charter of 1653;

3) New Trade Charter of 1667

A special chapter of the Code of 1649 was devoted to cities. Privately owned "white" settlements in the cities were transferred from the hands of the feudal lords "in the sovereign's name." The townspeople received the right to monopoly trade in the cities, the constant (in shops) peasant trade in the cities was prohibited. The trade charter of 1653 established a single sales tax. In 1667, the New Trade Charter streamlined the issues of foreign trade. According to this Charter, foreign merchants were banned from retail trade in Russian markets, which was not enough to ensure the economic independence of the country. It was necessary to actively conduct foreign trade, and for this it was necessary to master access to the sea coast.

2. The origin of Russian capitalist commercial law took place at the end of the 1887th - beginning of the 1903th centuries. In 1903, the Trade Charter was adopted, and in XNUMX, when it became necessary to streamline the trading activities of various companies, it was revised. In XNUMX, the Charter of Commercial Litigation was adopted, which determined the procedure for the creation and operation of commercial courts that resolved all disputes related to trade turnover.

A feature of the Soviet stage from 1917 to 1991. was that the Soviet state abandoned commercial law in its global sense. In 1917, all the previous Charters that regulated the procedure for trade turnover became invalid. In the Soviet period, when the economy was completely state-owned, the idea arose to create such a commercial law that would combine administrative-legal and property-value elements. The market itself in the Soviet Union was replaced by a planned economic system, therefore, commercial (trade) law became irrelevant and did not develop.

In modern Russia, since 1991, trade (commercial) law began to develop anew. The formation of commercial law in Russia takes place along with the formation and development of the commodity market. The commodity market infrastructure is still underdeveloped, and this, in turn, hinders the development of commercial law. At the same time, gaps and shortcomings in legal regulation hinder the development of commercial relations. As a result of all this, the development of commercial law in Russia is proceeding at a very slow pace.

Decree of the President of the Russian Federation No. 2171 dated December 16, 1993 "On the general legal classifier of branches of legislation" approved the General legal classifier of branches of legislation, where trade legislation is singled out.

Adopted in 1994-2001 The Civil Code of the Russian Federation (Civil Code of the Russian Federation) improves the regulation of property relations, however, many types of legal relations in the field of trade remain outside the regulation of the Civil Code of the Russian Federation. These are, for example, the organization of exchanges, the activities of intermediaries, the acceptance of products, the return of containers, etc. In the Russian Federation, the Law of the Russian Federation of February 7, 1992 No. manufacturer's side.

Currently, the formation of commercial law in Russia continues. In the second half of 2006, federal laws came into force: Federal Law No. 13-FZ of March 2006, 38 "On Advertising", Federal Law No. 26-FZ of July 2006, 135 "On Protection of Competition".

LECTURE No. 6. Sources of commercial law of the Russian Federation

Source of law - a normative act containing legal norms that regulate social relations. In the Russian Federation, a large number of regulations have been adopted that regulate the relations of participants in the trade turnover. Commercial legislation is a set of normative acts that contain the norms of various branches of law that regulate entrepreneurial activity.

According to the legal force, the sources of commercial law are divided as follows:

1) the Constitution of the Russian Federation;

2) Federal laws;

3) by-laws;

4) laws and other acts of subjects of the Russian Federation;

5) normative legal acts of the USSR, which continue to operate in the part in which they do not contradict modern legislation;

6) international treaties in force in the Russian Federation.

The Constitution of the Russian Federation is the basis for any branch of law, defines the fundamental provisions and fundamental principles of commercial law. It:

1) the unity of the economic space on the territory of Russia;

2) freedom of entrepreneurial and other economic activities;

3) free movement of goods, services and financial resources;

4) support for competition;

5) fixing the right of private property on a par with other forms of ownership;

6) free use of abilities for work;

7) the right of citizens to judicial protection of violated rights, etc.

The Civil Code of the Russian Federation contains a number of norms that are universal for both civil and commercial law. The Civil Code of the Russian Federation establishes the basic principles of commercial relations. Along with the Civil Code of the Russian Federation, acts regulating the activities of transport in regulating trade turnover have an important role:

1) The Charter of Road Transport of the RSFSR, approved by the Decree of the Council of Ministers of the RSFSR of January 8, 1969 No. 12 "On Approval of the Charter of Road Transport of the RSFSR";

2) Air Code of the Russian Federation dated March 19, 1997 No. 60-FZ (VK RF);

3) Merchant Shipping Code of the Russian Federation dated April 30, 1999 No. 81-FZ (KTMRF);

4) Code of Inland Water Transport of the Russian Federation dated March 7, 2001 No. 24-FZ (KVVT RF);

5) Federal Law of January 10, 2003 No. 18-FZ "Charter of Railway Transport of the Russian Federation".

In the field of commercial law, examples of the following federal laws are:

1) Law of the Russian Federation "On Protection of Consumer Rights". It guarantees the basic rights of consumers of goods and ways to protect these rights; regulates relations arising between consumers and manufacturers, sellers in the sale of goods; establishes the rights of consumers to purchase goods of adequate quality and safe for life and health of consumers; regulates the receipt of information about goods and their manufacturers; determines the mechanism for the implementation of these rights;

2) Federal Law "On Protection of Competition". It defines the organizational and legal framework for the protection of competition, including the prevention and suppression of:

a) monopolistic activity and unfair competition;

b) prevention, restriction, elimination of competition. The goals of this law are to ensure the unity of the economic space, the free movement of goods, the freedom of economic activity in the Russian Federation, the protection of competition and the creation of conditions for the effective functioning of commodity markets;

3) Federal Law of December 27, 2002 No. 184-FZ "On Technical Regulation". This law obliges container manufacturers to provide requirements that meet safety and high quality; it also obliges manufacturers of a number of goods to certify their products;

4) Law of the Russian Federation of February 20, 1992 No. 2383-1 "On commodity exchanges and exchange trading";

5) Law of the Russian Federation of July 7, 1993 No. 5340-1 "On Chambers of Commerce and Industry in the Russian Federation";

6) Law of the Russian Federation of September 23, 1992 No. 3520-1 "On Trademarks, Service Marks and Appellations of Origin";

7) a number of other laws.

By-laws include:

1) Decrees of the President of the Russian Federation, supplementing the laws if there are gaps in them;

2) Decrees of the Government of the Russian Federation adopted for the development and implementation of laws;

3) state standards for products, works, services, construction projects established by the State Standard and other competent authorities;

4) acts of ministries and departments aimed at the implementation of laws, decrees of the President of the Russian Federation, resolutions of the Government of the Russian Federation.

In the Russian Federation, the normative acts of the former USSR continue to operate:

1) Instructions on the procedure for accepting products for industrial purposes and consumer goods by quantity, approved by the Decree of the State Arbitration Court under the Council of Ministers of the USSR dated June 15, 1965 No. P-6;

2) Instructions on the procedure for accepting products for industrial purposes and consumer goods in terms of quality, approved by the Decree of the State Arbitration Court under the Council of Ministers of the USSR dated April 25, 1966 No. P-7, etc.

The most important international documents in the field of commercial law are:

1) UN Vienna Convention of 1980 on contracts for the international sale of goods;

2) The Hague Convention of 1986 on the law applicable to contracts for the international sale;

3) other documents.

Subjects of the Russian Federation, within the limits of their competence, may issue normative acts in the sphere of regulation of commodity circulation, which cannot contradict federal legislation.

LECTURE No. 7. Subjects of commercial law

Not all participants in civil law relations may be subjects of commercial law. Only those entities (participants) who have a special permit to conduct professional trading or in whose statutes trade is one of the statutory tasks have the right to participate in trading activities. These entities include:

1) legal entities;

2) citizens-entrepreneurs;

3) special subjects.

Individuals are not subjects of commercial law. The subjects of commercial activity are only those individuals and legal entities that carry out professional activities to bring goods from the manufacturer to consumers.

In the Russian Federation, citizens can engage in professional commercial activities if they are registered as entrepreneurs in the manner prescribed by law. Such registration as a citizen-entrepreneur gives the citizen the right to engage in commercial activities, if such a right is provided for in the certificate of registration issued to him. In addition to rights, registration as a citizen-entrepreneur imposes on him a number of obligations, as well as special civil liability. A citizen-entrepreneur may participate in an arbitration court both as a plaintiff and as a defendant.

Legal entities can be subjects of commercial law. A legal entity is an organization that owns, manages or manages separate property and is liable for its obligations with this property, may, on its own behalf, acquire and exercise property and personal non-property rights, perform duties, be a plaintiff and a defendant in court. 1 article 48 of the Civil Code of the Russian Federation).

Special subjects of the commodity market do not make transactions, but create opportunities for other persons to make transactions. Such organizations include, for example:

1) commodity exchanges;

2) wholesale fairs;

3) intermediary organizations (trading houses, dealer firms, traders, distributors, brokers, stockists, agency firms).

All special trading entities can be grouped into two groups:

1) special subjects of the commodity market that do not directly participate in transactions, but create opportunities and conditions for transactions to other persons. Such organizations include:

a) commodity exchanges - organizations that form a wholesale market in the form of open and public auctions held in a certain place and according to certain rules;

b) currency exchanges;

c) stock exchanges;

d) exhibitions-fairs;

e) chambers of commerce and industry;

2) business organizations or individual entrepreneurs who are directly involved in the conclusion of transactions. They are classified as follows:

a) independent intermediaries - act on their own behalf and at their own expense:

▪ dealers - special trade and intermediary organizations specializing in the sale of a certain product, performing certain transactions with a certain type of product;

▪ trading houses - multidisciplinary organizations that are engaged in trade and production activities for processing, packaging and packaging of goods sold, are built as a single legal entity or an association of legal entities engaged in trade, warehouse and production activities;

▪ traders - specialized intermediaries who carry out transactions on behalf of clients, but on their own behalf and at their own expense. Traders can be legal entities and individual entrepreneurs. They specialize in short operations;

▪ stockists are a special type of specialized intermediaries who carry out export-import operations on the basis of a commission agreement, under which they carry out the exclusive sale of goods from a certain supplier. They first receive the exporter’s goods at the warehouse, and then sell them under a commission agreement to medium and small buyers;

b) intermediary organizations that do not acquire ownership of the goods, but provide, as their main activity, services for bringing the goods from the manufacturer to the consumer. This type of intermediary includes distributors. These are organizations that sell imported goods on the territory of their country. They are characterized by the long-term nature of relations, the creation of their own sales network, the implementation of activities not directly related to trading operations (studying demand, advertising products, etc.).

Distributors are classified into:

▪ regular - have their own warehouses where goods are accumulated and stored, enter into contracts for supply in future periods, and provide services for selecting an assortment of groups of goods;

▪ irregular - rent warehouses, participate mainly in transit deliveries;

c) organizations that do not perform operations with goods, but provide a variety of services, contributing to the promotion of goods. They enter into transactions, the purpose of which is to promote the product:

▪ brokers - organizations, individuals who enter into contracts on the exchange on behalf and at the expense of the client, acting on the exchange as offices or independent brokers;

▪ agency firms - they look for buyers for the selling company (trading agencies) or study the supply and demand on the market for a certain product with the prospect of selling it (marketing agencies). The list of commodity market participants is not exhaustive. In connection with the constant development of trade relations and trade legislation, it is possible to improve existing ones and the emergence of new forms of participants in the trade market.

LECTURE No. 8. Commercial organizations. Non-Profit Organizations

1. Commercial organizations

According to the Civil Code of the Russian Federation, all legal entities are divided into commercial and non-commercial. Commercial legal entities have as the main goal of their activities the extraction of profit. Non-commercial legal entities do not have the main goal of making profit and do not distribute it among the participants.

Commercial legal entities by civil law include:

1) general partnerships;

2) limited partnerships (limited partnerships);

3) limited liability companies;

4) additional liability companies;

5) joint-stock companies;

6) production cooperatives;

7) state and municipal unitary enterprises.

A general partnership is created by the participants on the basis of a memorandum of association. General partners carry out entrepreneurial activities on behalf of the partnership and bear joint and several full liability for its debts with all their property. The procedure for managing a partnership is determined by agreement of the private owners (partners). Profits and losses of a general partnership shall be distributed among its participants in proportion to their shares in the share capital, unless otherwise provided by the memorandum of association or other agreement of the participants.

In a limited partnership, general partners are liable for the obligations of the partnership with their property and participate in the entrepreneurial activities of the partnership. Along with general partners, a limited partnership has one or more contributors (limited partners) who bear the risk of losses associated with the activities of the partnership, within the limits of the amounts they have contributed and do not take part in the entrepreneurial activities of the partnership. You can be a general partner only in one general partnership or only in one limited partnership. The management of the activities of a limited partnership is carried out by general partners according to the rules of management in a general partnership.

A limited liability company (LLC) is the most common type of commercial organization. A limited liability company is a company founded by one or more persons, the authorized capital of which is divided into shares of the sizes determined by the constituent documents. Participants of a limited liability company distribute profit among themselves in proportion to the shares contributed to the authorized capital. Members of an LLC are not liable for the obligations of the Company. The property liability of an LLC is limited by the size of the authorized capital. The supreme body of a limited liability company is the general meeting of its members.

Additional Liability Company (ALC) - a company founded by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents. The liability of an ALC is higher than that of an LLC. For the obligations of the ALC, not only the company itself is liable in the amount of the authorized capital, but also the participants - with their property in the same multiple for all of the value of their contributions.

A joint-stock company (JSC) is a legal entity whose authorized capital is divided into a certain number of shares of equal value, certifying the obligations of the company's participants in relation to the company. A joint-stock company owns separate property, which is recorded on its independent balance sheet, can acquire and exercise property and personal non-property rights on its own behalf, be a plaintiff and defendant in court. The supreme governing body of a joint-stock company is the general meeting of shareholders. The JSC participant has the number of votes at the meeting of shareholders in proportion to the number of shares held. Profit is also distributed among the shareholders in proportion to the number of shares. There are two types of joint-stock companies: open (JSC) and closed (CJSC). In an OJSC, shares can be freely sold to participants to each other or to other persons. In a CJSC, shares cannot be sold without the consent of other shareholders, and shares are distributed only among its founders or other predetermined circle of persons. Joint-stock companies whose founders are, in cases established by federal laws, the Russian Federation, a constituent entity of the Russian Federation or a municipality, can only be open. In a company with more than 50 shareholders, a board of directors (supervisory board) is created.

A production cooperative (artel) is a voluntary association of citizens on the basis of membership for the implementation of joint production or other economic activities based on the personal participation of its members and the association of property shares by its members. Members of a production cooperative shall bear subsidiary liability for the obligations of the cooperative in the amount and in the manner prescribed by the law on production cooperatives. The property owned by the production cooperative is divided into shares of its members in accordance with the charter of the cooperative. The cooperative is not entitled to issue shares. A member of a cooperative has one vote in decision-making by the supreme governing body - the general meeting of members of the cooperative.

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 state or municipal unitary enterprise (SUE and MUP) is, respectively, in state or municipal ownership and belongs to such an enterprise on the basis of the right of economic management or operational management. The management body of a unitary enterprise is the head, who is appointed by the owner of the property or a body authorized by the owner and is accountable to him. 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.

2. Non-profit organizations

Non-profit organizations are called organizations that do not have as their main goal the extraction of profit and do not distribute it among the participants. They are subjects of commercial law because they can engage in trading activities to achieve their statutory objectives without the purpose of making a profit. Non-commercial legal entities include:

1) consumer cooperatives;

2) public and religious organizations (associations);

3) funds;

4) institutions;

5) associations of legal entities (associations and unions).

A consumer cooperative is a voluntary association of citizens and legal entities on the basis of membership in order to meet the material and other needs of the participants, carried out by combining property shares by its members. Income received by a consumer cooperative from entrepreneurial activities carried out by the cooperative is distributed among its members. Members of a consumer cooperative jointly and severally bear subsidiary liability for its obligations within the limits of the unpaid part of the additional contribution of each of the members of the cooperative.

Fund - a non-profit organization without membership, established by citizens and (or) legal entities on the basis of voluntary property contributions, pursuing social, charitable, cultural, educational or other socially useful goals. The property transferred to the foundation by its founders is the property of the foundation. The founders are not liable for the obligations of the fund they have created, and the fund is not liable for the obligations of its founders. The Foundation has the right to engage in entrepreneurial activities necessary to achieve the socially useful goals for which the Foundation was created, and corresponding to these goals. In order to carry out entrepreneurial activities, foundations have the right to create business companies or participate in them.

Institutions-organizations created by the owner to carry out managerial, socio-cultural or other functions of a non-commercial nature and financed by him in whole or in part. The institution is responsible for its obligations with the funds at its disposal. In case of their insufficiency, the owner of the relevant property bears subsidiary liability for its obligations.

Associations and unions - associations of commercial and other organizations for the purpose of coordinating their entrepreneurial activities, as well as representing and protecting common property interests. The association (union) is not responsible for the obligations of its members. Members of an association (union) bear subsidiary liability for its obligations in the amount and in the manner prescribed by the association's founding documents.

LECTURE No. 9. Individual entrepreneurs and their legal status

From the moment of state registration as an individual entrepreneur, citizens have the right to engage in entrepreneurial (including commercial) activities without forming a legal entity. Entrepreneurial activity of citizens without forming a legal entity is a simple form of organizing entrepreneurial activity. Registration of individual entrepreneurial activity is carried out at the place of residence of the future entrepreneur. The principle of general legal capacity applies to all entrepreneurs, including individual entrepreneurs, therefore they have the right to make any transactions, with the exception of those that are specifically prohibited by law. Certain types of entrepreneurial activity require a special permit - a license. Legislation regulates the consequences of illegal activities related to doing business without state registration. In cases related to the representation of an entrepreneur, the entrepreneur is the represented person himself, i.e. the person on whose behalf legal actions are performed by the representative and for whom the legal consequences of these actions arise. The law speaks of the extension of the principle of full responsibility to individual entrepreneurs, according to which an individual entrepreneur is liable for his obligations with all his property. An individual entrepreneur may be declared insolvent (bankrupt) by a decision of an arbitration court if he is unable to satisfy the claims of creditors related to the entrepreneurial activities carried out by the individual entrepreneur. From the moment the arbitration court decides to declare an individual entrepreneur bankrupt, his registration as an entrepreneur without forming a legal entity becomes invalid.

An integral part of the right to entrepreneurship is the right of entrepreneurs to own property: to own, use and dispose of it both individually and jointly with other persons.

A citizen engaged in entrepreneurial activity without forming a legal entity, not registered as an individual entrepreneur, does not have the right to refer in relation to the transactions concluded by him at the same time to the fact that he is not an entrepreneur. The court may apply to such transactions the rules of the Civil Code of the Russian Federation on obligations that are associated with the implementation of entrepreneurial activities.

LECTURE No. 10. Chamber of Commerce and Industry

The Chamber of Commerce and Industry of the Russian Federation (CCI) is a non-governmental, non-profit organization that unites Russian enterprises and Russian entrepreneurs. The Chamber of Commerce and Industry may engage in entrepreneurial activity only as far as it is necessary for the fulfillment of its statutory tasks. The profit received by it among the members of the chamber of commerce and industry is not distributed (clause 1,2, article 1 of the Law of the Russian Federation "On Chambers of Commerce and Industry in the Russian Federation"). The main goal of the CCI is to promote the development of modern industry, financial and trade infrastructure. The Chamber of Commerce and Industry provides assistance to Russian entrepreneurs both in Russia and abroad.

To achieve its statutory goals, the Chamber of Commerce and Industry:

1) provides information services;

2) maintains a register of reliable and unreliable partners;

3) deals with official translations of documentation in the course of foreign trade activities;

4) provides support in certification;

5) conducts an examination of technical documentation, contracts;

6) may engage in valuation activities;

7) record trade practices and testify in court;

8) evidence of force majeure circumstances in accordance with the terms of foreign trade transactions and international treaties of the Russian Federation, as well as trade and port customs adopted in the Russian Federation;

9) issues certificates of origin of goods when they are exported to the CIS countries;

10) evaluates and develops laws and regulations affecting the interests of entrepreneurs;

11) may conduct an examination of goods and acceptance of goods;

12) issues permits for the opening in the Russian Federation of representative offices of foreign chambers of commerce, mixed chambers of commerce, federations, associations and unions of entrepreneurs, as well as foreign firms and organizations in cooperation with which members of the CCI are interested;

13) cooperates with international Chambers of Commerce and Industry, represents the interests of its members in the International Chamber of Commerce, the International Association for the Protection of Industrial Property, the International Exhibition Bureau, the International Labor Organization, as well as in other international organizations in the part related to entrepreneurial activity;

14) forms arbitration courts (International Commercial Arbitration Court at the Chamber of Commerce and Industry, Maritime Arbitration Commission), approves their regulations;

15) perform other functions in accordance with the law.

LECTURE No. 11. Objects of commercial law

The objects of commercial law are those values, about which there are relations regulated by commercial law:

1) goods;

2) documents of title;

3) means of individualization of goods (trademark, appellation of origin of goods).

The objects of commercial law are not all goods, but only those that can be promoted from the producer to the consumer, i.e., such goods that are involved in trade. According to world practice, a number of goods are not included in the number of objects of commercial (trade) law due to the specifics of their transportation or the lack of the possibility of transporting such goods:

1) electricity;

2) warm;

3) water;

4) real estate, etc.

The procedure for the circulation of the above goods remained outside the regulation of the commercial codes of the leading world powers. These goods are excluded from the regulation of the leading international documents in the field of commercial law.

In the Russian Federation, a number of goods are withdrawn from trade and are not objects of trade (commercial) law:

1) space equipment;

2) military equipment;

3) poisons;

4) medicines, etc.

Documents of title along with goods are objects of commercial law. The owners of a document of title have the right to the goods specified in this document. The sale of title documents entails the transfer of rights to these goods. Shipping documents include:

1) warehouse receipts;

2) bill of lading;

3) waybills for the carriage of goods. Means of individualization of goods:

1) trademark;

2) service mark;

3) the name of the place of origin of the goods.

A trademark is a designation by which the goods of some economic entities differ from similar goods of other economic entities.

A service mark is a designation by which the services of some legal or natural persons differ from similar services of other legal or natural persons.

The name of the place of origin of goods is an indication in the name of the goods of the place of its production, which makes it possible to distinguish this goods from other goods.

A trademark and a service mark are registered with the Patent Office in the name of a legal or natural person engaged in entrepreneurial activity.

LECTURE No. 12. The concept of goods. Types of goods

1. The concept of goods

A commodity is a product of labor that satisfies a person's need through purchase and sale. This definition of goods is considered from an economic point of view. In the Civil Code of the Russian Federation, the concept of "thing" is identified with the concept of goods. GOST RF "Goods: terms and definitions" defines a product as any thing that is unlimited in circulation, freely alienable and transferable from one person to another under a contract of sale. In accordance with the UNCITRAL Model Law, a commodity is an item of any kind and description, including raw materials, products, equipment in a solid, liquid, other state, as well as electrical energy and services associated with the supply of goods, if their value does not exceed the value of the goods themselves. goods. For commercial law, goods are movable things that are in trade, have a valuation and are the subject of a contract of sale, where the parties are persons engaged in entrepreneurial activities. There are special products:

1) consumer;

2) electricity.

Consumer goods have special opportunities for exchange, repair, return.

Electricity has a number of specific properties:

1) it cannot be visually detected;

2) it cannot be accumulated and stored;

3) the process of its production is associated with transportation and consumption;

4) upon transfer to the consumer cannot be returned;

5) cannot be the subject of a vindication claim.

2. Types of goods

All products are divided into three groups:

1) identical;

2) interchangeable;

3) homogeneous.

Goods are recognized as identical if they have the same characteristics that characterize them: physical characteristics, quality of goods, reputation in the market, country of origin, producers. Some slight differences in product specifications may not be considered.

Homogeneous goods, not being identical, have similar characteristics and consist of similar components, which allows them to perform the same functions: quality, reputation in the market, country of origin, presence of a trademark.

Interchangeable goods are similar to homogeneous ones, can be compared in their functional value, application, technical characteristics and price with other goods in such a way that the buyer replaces them or is ready to replace them in the course of consumption.

LECTURE No. 13. Trade turnover. Goods withdrawn from circulation

1. Turnover

There are three types of turnover of goods:

1) the goods are fully tradable;

2) goods with limited turnover;

3) goods withdrawn from circulation.

Fully transferable goods can be freely alienated and transferred from one person to another in any way.

Goods that may belong only to certain participants in the turnover, or whose presence in the trade turnover is allowed under a special permit, are determined in the manner prescribed by law. Such goods are restricted in trade turnover objects. The turnover of restricted goods can be classified into:

1) trade-restricted goods on the subject - weapons, poisonous substances, precious metals;

2) limited in trade turnover by subject - for the sale of medicines (only persons who have obtained a license in the prescribed manner and persons with a pharmaceutical education), alcohol and tobacco products have the right to sell;

3) limited in trade turnover at the place of trade.

2. Goods withdrawn from circulation

In the Russian Federation, a number of goods are withdrawn from trade. These goods cannot be objects of free sale. These goods are included in the List of types of products and production wastes, the free sale of which is prohibited, approved by Decree of the President of the Russian Federation of February 22, 1992 No. 179 "On types of products (works, services) and production wastes, the free sale of which is prohibited."

Such goods include, in particular:

1) jewelry - precious and rare-earth metals and products from them; precious stones and products from them;

2) weapons and military equipment - ammunition, spare parts, components and devices for military equipment, strategic materials, weapons, explosives, gunpowder, chemical warfare agents, means of protection against them, documentation for production and use, communication and control systems military purpose and documentation for their production and operation, the results of research and design work, as well as fundamental exploratory research on the creation of weapons and military equipment, encryption equipment, regulatory and technical documentation for its production and use;

3) rocket and space complexes and all types of rocket fuel;

4) uranium;

5) x-ray equipment;

6) poisons;

7) narcotic drugs and psychotropic substances;

8) ethyl alcohol;

9) some types of waste:

a) waste of radioactive metals;

b) waste of explosives;

c) waste containing precious metals, rare earth metals and precious stones;

10) medicinal products, except for medicinal herbs;

11) medicinal raw materials obtained from reindeer herding;

12) special and other technical means designed, developed, adapted, programmed for secretly obtaining information, regulatory and technical documentation for their production and use.

LECTURE No. 14. Documents of title

The title documents include:

1) warehouse receipts;

2) bill of lading;

3) waybills for the carriage of goods.

Warehouse documents are of three types:

1) double warehouse certificate;

2) a simple warehouse certificate;

3) warehouse receipt.

A double warehouse certificate consists of two parts: a warehouse certificate and a pledge certificate (warrant), which can be separated from each other. Each part of the double warehouse certificate shall contain the name and location of the warehouse, the current number of the warehouse certificate, the name of the legal entity or citizen who is the bailor and its location, the name of the goods received, its quantity indicating the number or measure of the goods, the shelf life of the goods, the amount of remuneration or tariffs, date of issue of the certificate. Both parts must have identical signatures.

A simple warehouse receipt consists of a single document issued to the bearer, contains the same details as a double warehouse receipt, except for the name of the legal entity that is the bailor. It also does not contain the location of the bailor, details, signatures and seals.

Warehouse receipt (warehouse receipt) - a document handed over by the warehouse to the bailor, confirming the acceptance of goods for storage for a specified period and for a fixed fee. It is issued either to the owner of the goods, or to a person who acts by proxy.

Double warehouse receipt and single warehouse receipt are securities. They may, subject to the prescribed form, certify property rights and may transfer these rights. Goods accepted for storage under a double warehouse receipt can be subject to a pledge, i.e. while the goods are in stock, you can leave a pledge certificate in exchange for any funds, but you can also take goods from the warehouse until the loan is repaid. The transfer of a pledge certificate is carried out on the basis of an endorsement (endorsement). The holder of such a pledge certificate is entitled to the goods in the amount of the credit issued under the pledge certificate. Goods can only be disposed of in two parts of a double warehouse certificate. Goods may be issued only if two parts of the certificate are available.

A bill of lading is a document of title in the carriage of goods by sea, on the basis of which the carrier receives the goods and transfers them to the consignee. When buying and selling a bill of lading, it is possible to transfer property rights to the cargo in respect of which the bill of lading was issued. Bill of lading is of the following types:

1) nominal - issued in the name of a specific recipient;

2) order - issued to the order of the sender or recipient of the goods;

3) bearer bill of lading.

The bill of lading must have the following details:

1) the name of the carrier and its location;

2) the name of the port of loading and the date of acceptance of the goods by the carrier at the port of loading;

3) the name of the sender and his location;

4) the name of the port of unloading;

5) name of the recipient;

6) the name of the cargo required to identify the goods;

7) main brands, an indication, in appropriate cases, of the dangerous nature or special properties of the cargo, the number of pieces or objects and the mass of the cargo or its quantity otherwise indicated;

8) the external condition of the cargo and its packaging;

9) freight in the amount payable by the recipient, or other indication that the freight must be paid by him;

10) time and place of issue of the bill of lading;

11) the number of originals of the bill of lading;

12) signature of the carrier or a person acting on his behalf;

13) other data included by agreement of the parties in the bill of lading.

The bill of lading, at the request of the sender, can be issued in several copies at once, which are originals. After the delivery of the cargo on the basis of the first of the submitted originals of the bill of lading, the rest of its originals become invalid.

The transport legislation provides a list of documents, in the presence of which there is a right to file a claim with the carrier. The waybill is submitted in case of a claim to the railway in cases of shortage, damage or damage to the cargo, delay in the delivery of the cargo and delay in its issuance.

LECTURE No. 15. Means of individualization of goods

In conditions of saturation of the commodity market, the trademark is becoming increasingly important. A trademark is regulated by Law of the Russian Federation of September 23, 1992 No. 3520-1 "On Trademarks, Service Marks and Appellations of Origin". A trademark or service mark is a designation that helps to distinguish a good or service of one legal or natural person from the goods and services of another legal or natural person. As a trademark, it is possible to register verbal, figurative, three-dimensional and other designations and their combinations in the name of a legal entity, as well as an individual. Trademark registration is carried out in any color and color combination. The sound may also be recognized as a trademark. Trademark Functions:

1) selection of goods among homogeneous goods;

2) an indication of the source of origin of the goods;

3) an indication of a certain quality of the goods;

4) advertising of this product.

There are types of trademarks:

1) registered;

2) well-known;

3) individual or collective.

A registered trademark is a mark that has passed the official registration procedure.

Well-known trademarks - marks that are not registered, but as a result of their intensive use, have become widely known among consumers in relation to goods of this type.

An individual trademark is a sign, the exclusive right to use and dispose of which belongs to one person who has registered a trademark in his own name. The Russian Federation does not provide for the possibility of joint ownership of a trademark by several persons. In accordance with international treaties, associations of persons, the creation and activities of which do not contradict the law, have the right to register in Russia a collective trademark, which is intended to provide goods that are produced and have the same qualities or other common characteristics. Such a trademark belongs to an association of persons and is not the object of the rights of each individual participant. According to the form of expression, trademarks are:

1) verbal;

2) pictorial;

3) voluminous.

Word trademarks are subdivided into signs:

1) in the form of natural language words;

2) in the form of artificial formation of words.

Figurative trademarks - the image of living beings, objects, natural and other objects, figures on the plane.

Volumetric - three-dimensional objects, figures and combinations of lines.

Combined trademarks contain combinations of elements of different types of trademarks. Other designations may include sound, light and other designations.

A person may be denied registration of a trademark. There are relative and absolute refusals to register a trademark. Absolute ones are determined by the properties of the designation and are related to the content of the trademark:

1) designations that do not have a distinctive ability;

2) false or capable of misleading consumers regarding the product itself or its manufacturer;

3) contrary to public interests, principles of humanity and morality;

4) phrases that are generally accepted symbols and terms;

5) titles of well-known works of art without the consent of their authors;

6) designations representing individual letters, numbers that do not have a graphic designation, combinations that do not form a composition;

7) common names representing simple indications of goods;

8) designations characterizing the goods. These are such designations that indicate their type, quality, quantity, property;

9) designations that consist of elements representing coats of arms, flags, abbreviated or full names of international organizations;

10) designations that are identical or similar to the degree of comparison with special designations and images, names of especially valuable objects of cultural heritage, with images of cultural values stored in private collections;

11) designations containing elements that are protected in one of the states - parties to the agreement, as designations identifying wines and spirits originating from its territory and having special qualities and other characteristics that determine their origin, if the trademark of wine or spirits the drink does not originate from the territory of this object.

The relative conditions for refusal to register a trademark include:

1) if such a trademark has already been registered by another person;

2) if this trademark is identical or similar to existing trademarks.

The use of a trademark is understood as its use on packages, goods by the owner of the trademark or by a person on the basis of a license agreement. You can use the trademark on signs, advertising. The use of a trademark is not only a right, but also an obligation. Registration of a trademark is terminated in case of non-use of a trademark for 5 years continuously from the date of registration. The license agreement (franchising agreement) is the basis for the assignment of the right to a trademark to another person.

The use of a trademark is terminated:

1) due to the expiration of the trademark registration;

2) on the basis of a court decision that has entered into legal force on the early termination of the legal protection of a trademark in connection with its use on goods that do not have uniform qualities;

3) on the basis of a decision on the early termination of the use of a trademark due to its non-use;

4) on the basis of the decision of Rospatent on the early termination of the trademark in the event of liquidation of the organization;

5) in case of refusal of the trademark of the right holder;

6) on the basis of a decision taken by the Chamber for Patent Disputes on the basis of an application by any person for the early termination of the legal protection of a trademark upon the transition of a registered trademark into general use as a designation of goods of a certain type. Appellation of origin of goods - a designation that is or contains the modern or historical name of a country, locality, locality or other geographical object, or a derivative of such a name, which became known as a result of its use to designate goods, the special properties of which are exclusively or mainly determined natural conditions characteristic of a given geographical object, human factors, or both at the same time. The difference between an appellation of origin and a trademark:

1) a legal entity can become the owner of a trademark, any number of legal entities that operate in this particular region can become the owner of the appellation of origin of goods;

2) the protection of the appellation of origin of goods is carried out indefinitely;

3) the appellation of origin of goods cannot be transferred under a license agreement (franchising agreement).

The use of the appellation of origin of goods is terminated:

1) with the disappearance of conditions characteristic of the region;

2) if it is impossible to use when changing the characteristics of the goods.

LECTURE No. 16. The market and its legal characteristics

The market is a sphere of entrepreneurial activity carried out on the basis of competition in the production, sale, purchase of individual goods and the use of property. The Tax Code of the Russian Federation defines the market as a sphere of circulation of goods, determined on the basis of the ability of the buyer or seller to really and without significant additional costs to purchase or sell goods in the territory closest to the buyer-seller or beyond. Market features:

1) the presence of a specific object of the market - homogeneous goods that are not withdrawn from circulation. Qualitative characteristics of the market - the volume of turnover of goods;

2) the presence of market entities, which are understood as legal entities and individuals carrying out their activities on a professional basis;

3) market territory (geographical boundaries where buyers purchase or have the opportunity to purchase goods, and sellers sell a certain product and are not able to do this outside it):

a) international markets;

b) republican markets;

c) local markets.

The commodity market has its own structure - a set of links that participate in the promotion of goods from producers to consumers, and infrastructure - a set of links that, without directly promoting goods from producers to consumers, serve the work of the market structure. The elements of the commodity market structure are:

1) manufacturers of goods;

2) wholesale trade and other intermediary organizations;

3) retail trade organizations;

4) consumers.

The commodity market infrastructure consists of:

1) resellers - organizations that carry out intermediary activities and ensure the interaction of manufacturers and consumers in terms of the purchase or sale of goods through the creation of wholesale markets, exchange trading, holding exhibitions and fairs, providing warehouse services, etc.;

2) information support - organizations providing observation of commodity markets, including markets for consumer goods and products for industrial and technical purposes;

3) the packaging industry - production structures and regulatory and organizational measures that ensure an increase in the competitiveness of goods and the efficiency of trade through the creation of packaging products that meet the requirements of international standards;

4) transport support - all modes of transport that ensure the movement of goods and their delivery to consumers;

5) financial and credit support - organizations that provide payment, settlement and credit support for the movement of goods;

6) organizational support - organizational measures that are aimed at minimizing the cost of promoting products from the manufacturer to the consumer;

7) regulatory support - a system of federal laws, decrees and orders of the President of the Russian Federation, resolutions and orders of the Government of the Russian Federation, regulations of federal executive authorities, executive authorities of constituent entities of the Russian Federation and other acts regulating the relationship of parties in commodity markets. A market is said to be perfect when:

1) all goods of this type are objectively homogeneous in terms of their quality, appearance and packaging, and the price is unambiguously comparable with a certain product;

2) the conditions of competition are the same for all sellers and buyers, there are no preferences of a spatial, personal and temporal nature;

3) the market is transparent, i.e. sellers and buyers have the opportunity to fully review the market, obtain reliable information about all the circumstances of transactions (about prices, discounts, product quality, terms of delivery and payments). If one of these conditions is violated, then there is an imperfect market. A great inequality of conditions is created by the advertising of goods, since large and successful enterprises are able to spend considerable sums on advertising and carry out a large advertising campaign, thereby creating a privileged position for their goods in the market. Consumer goods sellers tend to present their homogeneous products as heterogeneous with the help of packaging and external design, to expand the area of preferences due to a favorable geographical location. There are the following types of markets:

1) polypoly - there are many sellers and many buyers;

2) oligopsony - many sellers and few buyers;

3) monopsony - many sellers and one buyer;

4) oligopoly - several sellers and many buyers;

5) bilateral oligopoly - several sellers and several buyers;

6) limited monopsony - several sellers and one buyer;

7) monopoly - one seller and many buyers;

8) limited monopoly - one seller and several buyers;

9) bilateral monopoly - one seller and one buyer.

Legal support for the functioning of commodity markets is ensured by:

1) development of regulatory documents to create conditions for the functioning of commodity markets, the organization of wholesale trade, the provision of services and the prevention of offenses;

2) development of amendments to laws and other regulatory legal acts regulating the activities of participants in trade markets;

3) development of regulatory and methodological documents for certification and standardization of products;

4) development of methodological documents on trade and supply and marketing activities.

LECTURE No. 17. Formation of the commodity market in Russia

The commodity market in Russia is in its infancy. This gives rise to a number of problems in its functioning at the initial stage of transition from a command-administrative economic system to developed market relations. The most important deficiencies to be addressed are:

1) lack of a clear marketing system. Many manufacturing enterprises do not think enough and organize the sale of the produced goods, as a result of which the produced goods remain at the enterprise and do not reach the consumer, and all employees of the enterprise are forced to receive wages in goods, not in money. To correct this situation, the enterprise should not start production until sales are established;

2) underdevelopment of the market of wholesale intermediary organizations, lack of their multifunctionality. With a developed trade market, wholesale intermediary organizations often play a dominant role in the process of trade turnover due to the fact that intermediary organizations have become a self-sufficient link, they freed the manufacturer from the need to organize the sale of their goods. Because of this, the enterprise transfers its goods to intermediaries, after which the sale of goods goes according to a scheme professionally established by intermediaries without the participation of the manufacturer;

3) poor development of retail trade networks. In modern Russia, there are few legal mechanisms for control over retail trade networks, as a result of which a large amount of goods and money hangs in intermediary and retail organizations beyond the control of the manufacturer, never reaching the consumer.

To overcome the imperfection of the trade market in Russia, the following measures are necessary:

1) production planning, taking into account the possibility of selling future goods;

2) creation of an extensive network of professional wholesale intermediary organizations;

3) creation of controlled retail trade networks;

4) formation of information support for commodity markets;

5) development of the packaging industry;

6) development of transport services for commodity markets;

7) regulatory and legal support for the functioning of commodity markets;

8) consolidation of batches of deliveries;

9) ensuring the conditions for the movement and storage of goods with minimal losses;

10) creation of a network of organizations that carry out payment and settlement transactions and lending in the movement of goods;

11) introduction of modern forms of market infrastructure management;

12) organization of training and retraining of personnel;

13) raising the level of culture of market relations;

14) elimination of the propensity of counterparties to violate mutual obligations;

15) the abolition of the significant influence of criminal structures;

16) uniform location of intermediary organizations on the territory of Russia;

17) elimination of fragmentation of the market of freight forwarding services;

18) ensuring the safety of goods.

LECTURE No. 18. The structure of the commodity market. Legal support for the development of the commodity market

1. The structure of the commodity market

The structure of the commodity market is understood as a set of links that are involved in the promotion of goods from producers to consumers. The main links of the commodity market are:

1) manufacturers of goods;

2) wholesale trade and other intermediary organizations;

3) retail trade organizations;

4) consumers.

Manufacturer of goods - an organization, regardless of its organizational and legal form, as well as an individual entrepreneur, producing goods for sale to consumers.

Trade is an agreement by virtue of which one party (seller) undertakes to transfer a thing (goods) to the other party (buyer), and the buyer undertakes to pay a certain amount (price) for it.

Wholesale trade is the trade in goods for their subsequent resale or professional use. The parties to wholesale trade are called counterparties. Wholesale trade types:

1) at the place of performance - at the places of wholesale sales, in a trading establishment;

2) by the time of transfer of goods - by preliminary orders, with the immediate transfer of goods;

3) by the term of payment for the goods - with advance payment, with payment on credit, in installments;

4) due to the obligation to deliver the goods - with delivery, without delivery.

Retail trade is the sale of goods and the provision of services to customers for personal, family use, not related to business activities.

The retail parties are the seller, who is an individual entrepreneur, and the buyer, who can be any citizen. The subject of retail trade are things that are not withdrawn from civil circulation. Retail types:

1) sale of goods with the condition that the buyer accepts the goods within a certain period of time; The seller does not have the right to sell the goods to another person within the period specified in the contract;

2) sale of goods according to samples. The contract is concluded on the basis of familiarization with the goods of the buyer or according to the catalog or description;

3) sale of goods using vending machines. The owner of the vending machine is obliged to bring to the buyer information about the seller, products and actions that must be performed to receive the goods by placing information on the vending machine or otherwise;

4) sale of goods with the condition of delivery. At the conclusion of the contract, the seller undertakes to deliver the goods to the specified place and transfer them to the specified person.

Consumer - a citizen who intends to order or purchase or ordering, acquiring or using goods solely for personal, family, household and other needs not related to entrepreneurial activities.

2. Legal support for the development of the commodity market

Currently, the development of normative documents, amendments to laws and other normative legal acts continues. So, in 2006, new legislative acts were adopted, which in one way or another relate to the development of the commodity market in Russia:

1) Federal Law "On Advertising";

2) Federal Law "On Protection of Competition";

3) Water Code of the Russian Federation dated June 3, 2006 No. 74-FZ (VK RF);

4) Forest Code of the Russian Federation dated December 4, 2006 No. 200-FZ (LC RF);

5) Civil Code of the Russian Federation. Part Four (comes into force on January 1, 2008).

The process of improving technical regulation in the Russian Federation continues. The peak of the adoption of the main laws on the development of the commodity market fell on 2002-2004.

LECTURE No. 19. Legal regulation of pricing. Price types

1. Legal regulation of pricing

Price is one of the key characteristics of a product. Price - the amount of money that the buyer pays and the seller receives for a unit of goods. First of all, the price is the amount of money that the buyer is willing to pay for the product. But in this case it is the bid price or the ask price. Demand is the goods that buyers are willing to buy at a certain price level. For the seller, the price is the amount of monetary units for which he agrees to sell the same product. And this is the price of the seller, i.e. the offer price. Offer - these are goods that the seller considers it profitable to offer on the market at a certain price level for them. Thus, the price of a commodity is the result of an agreement between the seller's price and the buyer's price. Price is a historical category that arose in the process of exchanging goods.

There is a so-called costly method of setting the price of goods. It forms the price of goods from the positions of the manufacturer and the seller. This method is built taking into account the fact that the manufacturer and seller, by selling goods at a certain price, must not only reimburse costs, but also receive additional income in the form of profit. Accordingly, the price formula determined on the basis of the cost approach is:

C \uXNUMXd C + Pr

where C - the price of the goods;

C - the cost of goods (production costs);

Pr - profit received by the manufacturer (seller).

To determine the price of a product, you can use the Irving Fisher equation:

M x O = T x C

Consequently:

C = M x O/T

C - the price of a unit of goods;

M is the amount of money in circulation;

O - velocity of circulation, i.e., the number of revolutions that a monetary unit makes in a year;

T is the quantity of goods sold and bought.

Free pricing is one of the characteristics of the market, but the state reserves the mechanisms for regulating prices for goods:

1) establishment of taxes, excises, duties;

2) setting prices for goods of natural monopolies (transportation of oil and gas, telecommunications, services of the port, post office, heating systems, etc.);

3) establishment of a maximum allowance for medicines of a certain list;

4) state commodity interventions. The state either sells from its reserves or makes purchases at a certain price for certain goods;

5) tax control over certain transactions. They check the price of goods when concluding barter transactions, in transactions between related parties, when the price of goods deviates by more than 20% upwards or downwards from the price level that is applied by taxpayers for homogeneous goods within a short period of time, when concluding foreign trade transactions.

2. Types of prices

Prices can be classified:

1) according to the purpose of the goods:

a) wholesale;

b) retail;

2) according to the method of education:

a) contractual;

b) free.

Wholesale price - the price sold by the manufacturer to wholesale buyers. It consists of cost and profit, as well as possible discounts and markups in favor of the sales organization.

Retail price - the price at which a product is sold to the public at retail. It consists of the wholesale price of the goods and the markup of retailers. The contractual price is established by agreement of the parties. Changing the price after the conclusion of the contract is possible in cases and on the conditions provided for by the contract, the law or in the manner prescribed by law. If the price is not fixed in the contract for compensation and cannot be determined on the basis of the terms of the contract, then the performance of the contract must be ensured by the price that, under comparable circumstances, is usually charged for similar goods. The free price is set by the seller, taking into account the conjuncture of supply and demand on the market for identical goods.

LECTURE No. 20. Activity of wholesale fairs. Exhibitions

1. Activity of wholesale fairs

The wholesale fair is an independent market event, available to all manufacturers, sellers and buyers. The fair is organized at a specified place and for a specified period in order to conclude sales contracts for the exhibited samples and to form regional, interregional and interstate economic ties.

Currently, the legal status of fairs and the procedure for their holding are not regulated by a separate law. Traditionally fairs are organized as follows:

1) the central executive authorities, the authorities of the constituent entities of the Russian Federation create a fair committee;

2) the fair committee includes representatives of industry and trade management bodies;

3) the committee forms the governing and other bodies of the fair - the directorate, arbitration, departments;

4) the directorate decides on the issues of direct organization and management of the fair, determines the timing of the fair, sets the amount of fees for participants, decides on the accommodation of participants, develops a schedule of events, announces the fair in the media.

After all this, for a certain period of time, a fair is held in a certain place, during which direct links are established between sellers and buyers, as well as intermediary organizations, numerous contractual and economic relations are established in a short time, sales and supply issues are resolved, and sales are carried out. goods, samples of a large number of goods from various sectors of the economy are demonstrated.

The tasks of wholesale fairs are:

1) strengthening the influence of trade on the formation of plans for the production of goods;

2) impact on the industry in order to expand and update the range of goods;

3) introduction of new products into production;

4) supplying retail trade with goods in accordance with the orders of trade organizations and taking into account consumer demand.

Signs of wholesale fairs:

1) episodic;

2) pre-established dates for holding fairs;

3) a specific venue for the fair;

4) conducting trade in the form of open public auction;

5) trade in goods is carried out according to samples, standards, certificates, catalogs and descriptions.

By the scale of their activities, wholesale fairs can be:

1) international;

2) all-Russian;

3) regional;

4) local;

5) industry;

6) intersectoral.

By product specialization, fairs are divided into:

1) universal;

2) specialized.

2. Exhibitions

An exhibition is a public demonstration of the achievement of certain branches of the material or spiritual sphere of society, the main purpose of which is the exchange of ideas, theories, knowledge while conducting commercial work. The functions of the exhibition are that the exhibitions conduct marketing research in a specific market segment, present their own products, exchange information between legal entities, and conclude contracts for the sale of their products, production technologies. Exhibitions are classified:

1) by the geographical composition of the exhibits;

2) by thematic (industry) basis;

3) by the importance of the event for the economy;

4) by the time of operation:

a) permanent;

b) temporary;

5) by territory:

a) national;

b) international;

6) industry-wide and specialized.

The subjects of exhibition and fair activities are:

1) an exhibitor - a product representative acting to find its buyers or to find partners for joint activities; the state participates in exhibition activities as an exhibitor of weapons;

2) exhibition company (organizer) - a legal entity that organizes and holds exhibitions or individual expositions;

3) visitors are professionals who pursue their professional or commercial interests.

The organizers send information about the exhibition, which is called an irrevocable offer. It is targeted and reported in the press, it includes all the essential conditions. Participation in the exhibition is carried out on the basis of an application, the execution of which is called acceptance. The exhibitor is obliged to pay the mandatory registration fee. In case of refusal to participate, the fee is non-refundable. The subject of the contract is the exhibition area. The exhibition company presents the exhibitor for the period of installation, dismantling, operation of the equipment in a condition suitable for use for the specified purposes. Acceptance and delivery of the leased area is formalized by acts that are signed by authorized persons of the parties.

The essential terms of the contract for exhibition and fair services are:

1) the timing of the exhibition;

2) providing an area, which is subdivided into an unequipped and a turnkey equipped wall. The minimum size of the leased area is determined, while the exhibition area not occupied by the exhibitor 24 hours before the opening of the exhibition is considered as free;

3) insurance by the exhibition company of the leased premises, carried out at the expense of the exhibitor. This is a prerequisite.

The exhibitor is obliged:

1) provide access to the exhibits of the exhibition;

2) keep the exhibits that cannot be taken out or removed, sold until the end of the exhibition.

The Exhibitor carries out all types of promotional activities, but only within the limits of the rented stand and in accordance with the theme of the exhibition. If the exhibitor refuses additional services, then he is obliged to reimburse the amount of expenses, and in case of refusal of the ordered personnel, he pays a penalty. The exhibitor has the right to reduce the area of the exhibition or refuse to participate in it, while he is obliged to pay a penalty:

1) if he refused 2 months before the start of the exhibition - 50%;

2) if he refused 1 month before the start of the exhibition - 100%.

The dismantling of the exhibition must be carried out within the contractual terms, otherwise the exhibition company shall release the exhibition space at the expense of the exhibitor, without being liable for the damage caused to the exhibitor, and collect a penalty in the amount of three times the rent.

Organiser of the exhibition:

1) provide space or stand within the specified period;

2) independently carries out engineering and other types of services, works;

3) insure leased areas;

4) provide temporary protection.

If the terms of the exhibition are changed or the exhibition is canceled, and the organizer warned about this 3 months in advance, then he is released from liability. Also, the exhibition company is not responsible in case of force majeure circumstances.

LECTURE No. 21. Dealer activity

Dealer activity is the performance of securities purchase and sale transactions on one's own behalf and at one's own expense by publicly announcing the purchase and sale prices of certain securities with the obligation to purchase and (or) sell these securities at prices announced by the person carrying out such activities (Art. 4 of the Federal Law of April 22, 1996 No. 39-FZ "On the Securities Market").

The dealer carries out its activities in the securities market in accordance with the legislation of the Russian Federation. The dealer has the right to announce the minimum and maximum number of purchased and (or) sold securities, as well as the essential terms of the securities purchase and sale agreement, the period during which the prices declared in the agreement are valid. A dealer can only be a commercial organization that is a legal entity. An essential condition in the contracts for the sale of securities concluded by the dealer is the price. The dealer is obliged to conclude a securities purchase and sale agreement on the terms publicly announced by him, which are, in essence, a public offer.

If the dealer does not stipulate in the offer such conditions as the minimum and maximum number of securities to be bought or sold and the period during which the prices declared by him are valid, then he is obliged to conclude an agreement on these conditions in the form as they are offered by the client. Dealer's evasion from the conclusion of the contract leads to the fact that he may be sued to force the conclusion of the contract or to compensate for the losses caused to the client. Transactions carried out on behalf of clients on the basis of commission and commission agreements are subject to priority execution in comparison with dealer operations of a broker.

The structure of the dealer network consists of departments related to the process of execution and accounting of the transaction:

1) a trading department engaged in the conclusion of securities transactions on behalf of the company and on behalf of its clients. The trading department is entrusted with a minimum of accounting and settlement operations, since they are transferred to the back office;

2) a back office, whose main task is to prepare documents that are an integral part of the transaction: confirmation of the transaction, sale and purchase agreement, transfer order for re-registration of property rights;

3) accounting, whose task is to record, conduct transactions directly related to trading in securities. The accounting department draws up financial statements in accordance with the rules of Russian accounting and carries out the usual business processes characteristic of any enterprise.

LECTURE № 22. Legal regulation of trading. Bidders

1. Legal regulation of trading

Bidding is one of the ways to conclude contracts that are aimed at selling property, with the exception of contracts whose execution at auction is incompatible with their essence. The essence of the auction is that the contract is concluded by the organizer of the auction with the person who won the auction. Bidding is a legally regulated mechanism aimed at the most effective determination of the owner of property or property rights. In a broad sense, bidding is understood as the entire mechanism for concluding a contract, and in a narrow sense, as a procedure for identifying a winner among entities wishing to enter into a contract and who have submitted applications for participation in the bidding. The main purpose of the auction is to ensure both public and private interests. The state seeks to effectively sell property, and in the competitive struggle it is most profitable to acquire certain property or rights in its own interests.

Bidding is carried out in the form of an auction or competition.

At an auction, the person who offers the highest bid wins the auction. In the competition, the winner is the person who offered the best conditions, which will be determined by the conclusion of the competition commission. Such a commission is appointed in advance by the auction organizer. The form of bidding shall be established by the owner of the item being sold or the owner of the property right being realized, unless otherwise provided by law.

Types of trades:

1) open auction - the most preferred type of tender;

2) closed auctions or tenders - are not held for everyone and only when the subject of delivery is goods for defense and security needs or property that is being sold and is classified as having restricted circulation;

3) one-stage or two-stage. In a two-stage bidding, the first stage is to negotiate with suppliers and determine their capabilities, and all suppliers submit bids without specifying prices for the subject of bidding. Based on the results of the first stage, changes to the documentation may be made. At the second stage, participants submit bids with prices.

Grounds for bidding:

1) privatization of state and municipal property;

2) supply of goods for state needs;

3) acquisition of a state or municipal land plot or conclusion of a lease agreement for such a plot;

4) placement of orders for construction, providing for the selection of a contractor (contract bidding);

5) distribution of export quotas;

6) obtaining a license under the legislation on communications for the provision of communications services, if the availability of the radio spectrum is limited in a given territory;

7) bankruptcy of an enterprise;

8) sale of the pledged property.

Legal entities carry out tenders to meet their intra-economic needs.

2. Bidders

Trading subjects:

1) the owner of the thing;

2) the owner of the property right;

3) a specialized organization that acts on the basis of an agreement with the owner and can act on his behalf or on his own behalf.

When bidding for the right to sell a land plot, the seller is a public authority or a local government. These bodies also act on their own behalf. In case of bankruptcy of an organization, an external manager acts on its behalf at the auction on the basis of a decision of the committee of creditors, who can apply to a specialized organization with payment for its services at the expense of the debtor's property. This organization should not be an interested person in relation to both the debtor and the external manager. The sale of the pledged property, carried out in the form of an auction, is intended to sell the pledged property and is carried out by a specialized organization chosen by the pledgee. The auction for the sale of the pledged property must be open. Auctions and competitions for the right to use subsoil resources are held by the Ministry of Natural Resources of the Russian Federation and its territorial bodies.

Two or more persons may participate in a competition or auction.

A commission is created for conducting tenders, the competence of which includes:

1) conducting an independent assessment of the object of the auction;

2) determination of the winner of the auction;

3) notice of the auction;

4) registration of the protocol on the results of the auction;

5) making a decision to recognize the auction as invalid.

The following are not allowed to participate in the auction:

1) organizations that are in the process of liquidation, reorganization or bankruptcy;

2) who provided false information about themselves;

3) do not have an appropriate license;

4) inconsistent with other requirements.

LECTURE № 23. Bidding. Recognition of the auction as invalid

1. Bidding

The organizer of the auction must make a notice of the auction no later than 30 days before the auction. The auction notice must contain the following information:

1) the closing date for accepting applications;

2) trading time;

3) place of trading;

4) the subject of the auction;

5) the procedure for registration for participation in the auction;

6) form of bidding;

7) the procedure for conducting auctions;

8) starting price;

9) a list of documents to be submitted;

10) the amount of the deposit, the terms and procedure for its payment;

11) the procedure for determining the person who won the auction;

12) terms for concluding the contract.

The notice of the auction made by the organizer is an irrevocable offer, however, the organizer of the open auction, who made the notice, has the right to refuse to hold the auction. Refusal is accepted no later than 3 days before its holding, and during the competition - no later than 30 days. If the organizer refuses to hold an open auction in violation of the specified deadlines, he is obliged to compensate the participants for the real damage they have suffered. In case of a closed auction, the real damage is compensated regardless of the period of the organizer's refusal to hold an auction.

Bidders make a deposit. The amount, terms and procedure for making a deposit are indicated in the notice of the auction. If the auction does not take place, the deposit is refundable. The deposit is returned to persons who participated in the auction, but did not win it. When concluding an agreement with the person who won the auction, the amount of the deposit paid by him shall be counted towards the fulfillment of obligations under the concluded agreement.

After the auction or competition is held, the person who won the auction and the organizer of the auction sign a protocol on the results of the auction. Such a result has the force of a contract and is signed on the day of the auction or competition. In case of evasion from signing this protocol, the person who won the auction loses the deposit, and if the organizer evades signing the protocol, he returns the amount of the deposit in a double amount and compensates for the losses. If the subject is the right to conclude a contract, then it must be signed no later than 20 days; in case of evasion from signing by one of the parties, the other party has the right to apply to the court with a demand to conclude an agreement and compensate for losses.

2. Recognition of the auction as invalid

Bidding, during which the rules are violated, are declared invalid at the claim of the interested person. In this case, the contract itself, concluded with the person who won the auction, is also recognized as invalid.

The list of violations in the presence of which the auction may be declared invalid:

1) violation of the procedure for notification of tenders (notification of the procedure is a one-sided transaction);

2) refusal to accept an application for participation in the auction;

3) violation of the terms of consideration of the application;

4) concealment of information about a thing or a property right put up for auction;

5) unjustified refusal to sell a thing or property right;

6) refusal to pay;

7) disclosure of information about bidders before they begin;

8) violation of the rules of the bidding procedure.

An invalid contract does not entail legal consequences and is not valid from the moment of its execution. If the contract is invalid, each of the parties is obliged to return to the other party everything received under the contract, and if it is impossible to return what was received in kind, to reimburse its value in money (clause 2 of article 167 of the Civil Code of the Russian Federation).

LECTURE No. 24. Exchange trading. Exchange types

1. Exchange trading

The exchange is an association of sellers, buyers and intermediaries in order to create conditions for trading, increase, reduce the cost of a trading operation; She is the organizer of the auction. The exchange allows you to concentrate supply and demand for a product in one place and at one time, and thereby quickly and most accurately assess its price. The exchange helps to obtain information about the commodity market at the moment in a given area.

Exchange trading participants are:

1) members of the exchange;

2) visitors.

Visitors to exchange trading - legal entities and individuals who are not members of the exchange, who, in accordance with the constituent documents of the exchange, have the right to make exchange transactions. Visitors to exchange trading can be permanent and temporary (one-time) (clause 1, article 21 of the Law of the Russian Federation of February 20, 1992 No. 2383-1 "On Commodity Exchanges and Exchange Trading").

Regular visitors do not participate in the formation of the authorized capital and management of the exchange; use the services of the exchange and are obliged to pay a fee for the right to participate in exchange trading in the amount determined by the relevant management body of the exchange. Regular visitors who are brokerage firms, brokerage houses or independent brokers are entitled to carry out exchange mediation. Granting a permanent visitor the right to participate in exchange trading for a period of more than 3 years is not allowed; the number of regular visitors should not exceed 30% of the total number of members of the exchange.

One-time visitors to exchange trading have the right to make transactions only for real goods, on their own behalf and at their own expense (Article 21 of the Law of the Russian Federation "On commodity exchanges and exchange trading").

Exchange members who are not brokerage firms or independent brokers, as well as visitors, participate in exchange trading:

1) directly on its own behalf (only when trading real goods, exclusively at its own expense, without the right to exchange mediation);

2) through brokerage houses organized by them;

3) on a contractual basis with brokerage firms, brokerage houses and independent brokers operating on this exchange.

2. Types of exchanges

Exchanges are classified:

1) by purpose:

a) commercial organizations (take profit and distribute it among the founders);

b) non-profit organizations (do not aim to make a profit);

2) according to the degree of state intervention:

a) free (free implementation of the conditions for access to the exchange);

b) regulated (strictly regulated by the state);

3) by access:

a) open;

b) closed (only special subjects take part);

4) by type of exchange goods:

a) universal;

b) stock;

c) currency.

The functions of exchanges are divided into strategic and tactical. Strategic functions are the coordination of supply and demand, the determination of prices for the future and insurance against price fluctuations. The tactical functions of exchanges are the sale and purchase, standardization of exchange goods, the development of standard contracts, settlements, information activities, arbitration, etc.

Exchange functions:

1) organizing (performing intermediary functions);

2) stabilizing (can predict market conditions, identify trends in price changes);

3) pricing;

4) commodity distribution (organizes trade flows that are stable, prevent various kinds of shortages);

5) informational;

6) control and regulatory. The Exchange determines the procedure for admitting securities to trading;

7) supervisory (supervises the fair conclusion of transactions on trading floors).

LECTURE No. 25. Legal status of commodity exchanges

The position and activities of commodity exchanges are regulated by the Law of the Russian Federation "On Commodity Exchanges and Exchange Trade". A commodity exchange is an organization with the rights of a legal entity that forms a wholesale market by organizing and regulating open public auctions held in a predetermined place and at a certain time according to the rules established by the exchange (clause 1, article 2 of the Law of the Russian Federation "On commodity exchanges and exchange trading ).The main goal of commodity exchanges is the formation of a commodity wholesale market.The main task of the activity of a commodity exchange is the organization and regulation of exchange trading.A commodity exchange is not entitled to carry out activities that are not related to the organization of exchange trading.

The Exchange is established by legal entities and (or) individuals and is subject to state registration in accordance with the established procedure. The exchange is established in the form of a business entity or a non-profit organization. To carry out exchange trading, a license is required. A license to organize exchange trading is issued by the Commission on Commodity Exchanges under the Federal Financial Markets Service (clause 3 of the Regulations on the Commission on Commodity Exchanges under the State Committee of the Russian Federation on Antimonopoly Policy and Support for New Economic Structures, approved by Decree of the Government of the Russian Federation of February 24, 1994 No. No. 152).

The peculiarity of the exchange is that it is regulated by a large number of exchange documents:

1) the charter of the exchange;

2) exchange trading rules, etc.

The charter of the exchange stipulates:

1) the management structure and control bodies of the exchange, their functions and powers, the decision-making procedure;

2) the size of the authorized capital;

3) the list and procedure for the formation of permanent funds;

4) the maximum number of members of the exchange;

5) the procedure for admission to the members of the exchange, suspension and termination of membership;

6) rights and obligations of members of the exchange and other participants in exchange trading;

7) the procedure for resolving disputes between participants in exchange trading on exchange transactions, the activities of the exchange, its branches and other separate divisions.

The rules of exchange trading define:

1) the procedure for conducting exchange trading;

2) types of exchange transactions;

3) the name of the commodity sections;

4) a list of the main structural divisions of the exchange;

5) the procedure for registration and accounting of exchange transactions;

6) the procedure for quoting prices for exchange goods;

7) measures to control pricing;

8) measures to ensure order and discipline at the auction;

9) a list of violations for which fines may be levied and their amount;

10) the amount of deductions.

The Commodity Exchange may have branches and other separate structural subdivisions established in accordance with the law. To protect the interests of their members and implement joint programs, including organizing joint trading, exchanges can create unions, associations and other associations that coordinate their activities (clause 1, article 4 of the Law of the Russian Federation "On commodity exchanges and exchange trading").

The Exchange cannot carry out trading, trading and intermediary and other activities that are not directly related to the organization of exchange trading. The restriction does not apply to a legal entity and an individual who is a member of the exchange (clause 2, article 3 of the Law of the Russian Federation "On commodity exchanges and exchange trading"). The exchange is not entitled to make deposits, acquire shares (shares), shares of enterprises, institutions and organizations, if these enterprises, institutions and organizations do not aim to organize exchange trading (clause 3 of article 3 of the Law of the Russian Federation "On Commodity Exchanges and Exchange Trading") . The exchange is not entitled to set the levels and limits of prices for exchange goods in exchange trading, the amount of remuneration charged by exchange intermediaries for mediation in exchange transactions (clause 2, article 29 of the Law of the Russian Federation "On Commodity Exchanges and Exchange Trade"). The exchange may receive various payments from members of the exchange and participants in exchange trading for the services it provides, fines levied for violation of the charter and rules of exchange trading.

The supreme governing body of the exchange is the general meeting of members of the exchange, which can decide all issues of the organization and activities of the exchange and adopts its main documents - the Charter and Rules of exchange trading.

The liquidation of the exchange is carried out by decision of the supreme management body of the exchange, as well as by a court or arbitration court in the manner and on the terms provided for by the legislative acts of the Russian Federation (Article 13 of the Law of the Russian Federation "On commodity exchanges and exchange trading").

LECTURE No. 26. Legal regulation of trading on the stock exchange

Exchange trading participants are:

1) members of the exchange;

2) visitors.

Exchange visitors - legal entities and individuals who are not members of the exchange and have the right to make exchange transactions. Visitors are divided into permanent, who carry out activities by paying a fee for participation in exchange trading, and one-time, taking part in the auction from time to time. Members of the exchange can be legal entities or individuals who participate in the formation of the authorized capital of the exchange or make membership or other targeted contributions to the property of the exchange and become members of the exchange in the manner prescribed by its constituent documents (clause 1, article 14 of the Law of the Russian Federation "On commodity exchanges and stock trading). Exchange members are divided into two categories:

1) full members - with the right to participate in exchange trading in all sections (departments, departments) of the exchange and for the number of votes determined by the constituent documents at the general meeting of members of the exchange and at general meetings of members of sections (departments, departments) of the exchange;

2) incomplete members - with the right to participate in exchange trading only in the relevant section (department, department) and for the number of votes determined by the constituent documents of the exchange at the general meeting of the exchange members and the general meeting of the members of the section (department, department) of the exchange (Article 15 of the Law RF "On Commodity Exchanges and Exchange Trade").

Exchange members cannot be:

1) higher and local bodies of state power and administration;

2) banks and credit institutions that have received, in accordance with the established procedure, a license to carry out banking operations;

3) insurance and investment companies and funds;

4) public, religious and charitable associations (organizations and foundations);

5) individuals who, by virtue of law, cannot carry out entrepreneurial activities;

6) employees of this or any other commodity exchange;

7) persons whose participation in the authorized capital of the exchange exceeds 10%;

8) enterprises, institutions and organizations, if their heads, deputies or heads of branches and other separate divisions are employees of this exchange.

Exchange members have the right to:

1) participate in exchange trading;

2) participate in decision-making at general meetings of members of the exchange, as well as in the work of other management bodies of the exchange in accordance with the provisions of the constituent documents and the rules of the exchange (clause 3, article 14 of the Law of the Russian Federation "On Commodity Exchanges and Exchange Trade");

3) receive dividends, if they are provided for by the constituent documents of the exchange;

4) members of the exchange who are its founders. Within 3 years from the date of registration, they have special rights and obligations on the exchange outside the scope of exchange trading, defined in the charter of the exchange and not violating the equality of rights of the founders and other members of the exchange in exchange trading.

Brokers are specially authorized intermediaries for trading on the stock exchange. Brokers can act as brokerage firms, brokerage houses, independent brokers.

An exchange transaction is a contract (agreement) registered by the exchange, concluded by participants in exchange trading in relation to exchange goods during exchange trading. The main types of transactions made on the stock exchange are:

1) forward transactions;

2) futures transactions;

3) option transactions;

4) ordinary commercial transactions.

An exchange commodity is a commodity of a certain kind and quality that has not been withdrawn from circulation, including a standard contract and a bill of lading for the specified product, admitted in the prescribed manner by the exchange for exchange trading (clause 1, article 6 of the Law of the Russian Federation "On Commodity Exchanges and Exchange Trading") . Real estate and objects of intellectual property cannot act as exchange goods.

To resolve disputes on the exchange, an exchange arbitration commission is created, which performs the functions of an arbitration court at the exchange. In addition, disputes arising in the course of exchange trading may be considered in court and arbitration court.

LECTURE No. 27. Stock exchanges. Objects of trading on stock exchanges

1. Stock exchanges

A stock exchange is a legal entity that is created in the form of a non-commercial partnership to organize trading in the securities market. The exclusive subject of activity of the stock exchange is the organization of trade in the stock market of securities. The main purpose of the stock exchange is the organization of open and public trading. In favor of the stock exchange, payments and remunerations made by members of the exchange for the services rendered are deducted, or fines are paid. The Exchange carries out depository activities, i.e. activities for recording rights to securities and clearing activities, which include the collection and reconciliation of information on transactions with securities.

Publicity and publicity of trading is a necessary condition for the operation of the stock exchange. It is ensured by the exchange's obligation to notify its members about the place and time of trading, about the list and quotation of securities admitted to circulation on this exchange, about the results of trading sections, providing them with other information (clause 3, article 13 of the Federal Law "On the securities market papers").

Listing - the introduction of shares circulating on this exchange, the first quotation of shares on the exchange.

The stock exchange approves the rules for admission to participation in trading on the stock exchange, as well as the rules for conducting trading on the stock exchange, which should contain the rules for making and registering transactions, measures aimed at preventing price manipulation and the use of official information.

The participants in trading on the stock exchange are:

1) managers;

2) brokers;

3) dealers.

The manager is a professional participant in the securities market. It carries out activity on management of securities. If trust management is connected only with the exercise by the manager of rights under securities, a license to carry out securities management activities is not required.

A broker is a professional participant in the securities market carrying out this activity. Brokers are approached because of their specific knowledge of market conditions. When a broker provides services for the placement of emissive securities, the broker has the right to purchase at his own expense securities not placed within the period stipulated by the agreement. When combining the activities of a broker and a dealer, if there is a conflict of interests between the broker and his client, which led to losses to the client, the broker is obliged to compensate them in accordance with the procedure established by the civil legislation of the Russian Federation.

The dealer is a professional participant in the securities market and carries out dealer activities. Only a legal entity that is a commercial organization can be a dealer. The dealer has the right to announce the essential terms of the securities purchase agreement, which include:

1) the price of the contract;

2) the minimum and maximum number of purchased or sold securities.

The dealer is obliged to conclude an agreement on the essential conditions proposed by his client, if the announcement does not contain indications of other essential conditions. If the dealer evades the conclusion of the contract, a claim may be brought against him for the forced conclusion of such an agreement or for compensation for the losses caused to the client.

Based on the rules, a special commission determines the rules for admission to trading (listing) or exclusion from trading (delisting). Data is included or excluded based on criteria such as:

1) the reliability of certain financial indicators of the issuer for a certain period;

2) profitability, measuring the percentage of profit;

3) liquidity (the ability to sell a security at any time).

Disputes between members of the stock exchange, as well as between them and their clients, are considered by arbitration and arbitration courts. State regulation of the activities of stock exchanges is carried out by the Federal Commission for the Securities Market (Article 15 of the Federal Law "On the Securities Market").

2. Objects of trading on stock exchanges

A security is a document certifying, in accordance with the established form and mandatory details, property rights, the exercise and transfer of which is possible only upon presentation of this document. Securities include government bonds, bonds, bills of exchange, checks, deposit and savings certificates, bank savings books to bearer, bills of lading, shares, privatization securities and other documents.

Objects of trading on stock exchanges:

1) shares;

2) bonds.

A share is a security issued by a joint-stock company or a commercial bank without setting a maturity period, certifying joint ownership of an enterprise and entitles its holder to receive part of its profit in the form of dividends, and, in addition, a share certifies that its owner has contributed a share in the share capital of the company, i.e., a share gives the right to receive profit in the form of dividends, participate in management, and derive income by selling shares on the securities market. Shares are divided into ordinary and preference shares. Ordinary shares give the right to receive dividends and to participate in the general meeting of the company and its management, while preferred shares guarantee their owners annual payments of fixed inflated dividends, but the owners of preferred shares do not participate in the distribution of additional profit. When shares are traded on the stock market, they are characterized by the following parameters:

1) current market price;

2) dividends;

3) the number of dividend payments per year;

4) actual value;

5) current yield.

Types of ordinary shares:

1) "blue chips" (elite shares of the company that regulate the payment of dividends for a long time in both successful and unsuccessful years for companies);

2) growth stocks designed for promising companies; dividends are either not paid or paid in a small amount;

3) profitable shares (shares with a long history and stable dividend payments, higher than average);

4) cyclical stocks (for companies whose profits change with the business cycle, i.e., depending on the general market situation);

5) speculative stocks (newly issued stocks or stocks with a highly fluctuating ratio of market price to share earnings; usually these are shares of small companies);

6) protective stocks (stable and relatively safe for investments in the medium term; such stocks are stable and rarely depreciate).

A bond is a security that certifies the deposit of funds by its owner and confirms the obligation to reimburse him the face value of the security within the period stipulated in it with the payment of a fixed percentage (Article 2 of the Federal Law "On the Securities Market"). Main types of bonds:

1) bonds of legal entities;

2) government bonds. Confirm the contribution of their holders of funds to the budget and the receipt of the right to purchase, a fixed income; issued for up to 30 years.

To place bonds, the state or legal entities hold auctions, where entities receive the right to place them, and then they are freely circulated on the secondary market. Bonds differ in terms of life, coupon interest, redemption conditions, issuer status, while government bonds are the most reliable.

LECTURE No. 28. Currency exchanges

Currency exchanges deal with such a special commodity as the currency of foreign countries (for example: the Moscow Interbank Currency Exchange). The activities of the currency exchange are regulated by the Federal Law of December 10, 2003 No. 173-FZ "On currency regulation and currency control"; normative acts of the Central Bank of the Russian Federation, the most important of which are the Rules for Conducting Foreign Exchange Trading in 2003 and the Order of the Central Bank of the Russian Federation on the mandatory sale of foreign exchange earnings of firms and organizations. There is no special law on currency exchanges. The Currency Exchange is a non-profit organization in the form of a non-profit partnership. The members of the currency exchange are banks and other financial organizations that have licenses from the Central Bank of the Russian Federation to carry out foreign exchange transactions. The currency exchange is closed: only its members can participate in trading. The results of exchange trading are recorded in special exchange certificates, which have the force of a contract. The specific subject of the currency exchange operates only on the currency exchange. On the part of the currency exchange, the powers to conduct currency exchange trading and control over trading are vested in the broker. He carries out the preparation, launch and inclusion of the trading system. Only traders are allowed to enter into transactions on behalf of banks. Traders are individuals who have a qualification certification issued by the Federal Financial Markets Service and are professionally engaged in trading in the currency and securities market. Freedom of pricing on the currency exchange is limited by the Central Bank of the Russian Federation.

LECTURE No. 29. Exchange transactions

Exchange transactions - all transactions concluded on the exchange. An exchange transaction is a registered exchange contract (agreement) concluded by participants in exchange trading during a trading session in relation to an exchange commodity that has passed an exchange listing. Exchange transactions cannot be made on behalf of and at the expense of the exchange. Exchange guarantees do not apply to transactions made on the exchange, but not meeting the requirements for concluding these transactions, since these transactions are not exchange transactions. The exchange may apply sanctions to participants in exchange trades making off-exchange transactions on this exchange. The procedure for registration and execution of exchange transactions is established by the exchange.

Exchange transactions have their own characteristics:

1) cannot be performed on behalf of and at the expense of the stock exchange;

2) transactions made on the exchange, but not meeting the requirements for concluding these transactions, are not exchange transactions;

3) the exchange has the right to apply sanctions to participants in exchange trading, making off-exchange transactions on this exchange;

4) the procedure for registration and registration of exchange transactions is established by the exchange.

Transactions concluded on the stock exchange are divided into:

1) transactions of an organizational nature. They are concluded on the exchange and with the participation of the exchange, they are not related to the transfer of rights and obligations to the exchange goods, they include agreements between the exchange and brokers, dealers;

2) directly related to exchange trading in exchange commodities between brokers and dealers.

For an exchange transaction, the characteristic features are the term, time and product. The term of an exchange transaction is understood as the term for the execution of a concluded exchange transaction. Time is understood as the time of commencement and provision of exchange trading, i.e. the time during which the parties submit applications for participation.

Exchange goods - goods of a certain kind and quality not withdrawn from circulation, including a standard contract and a bill of lading for the specified goods, admitted in the established manner by the exchange to exchange trading. Real estate and objects of intellectual property cannot act as exchange goods (Article 6 of the Law of the Russian Federation "On Commodity Exchanges and Exchange Trade").

Depending on the duration of the contract, we can distinguish:

1) cash exchange transactions (with an immediate term for the execution of the contract);

2) forward exchange transactions. The moment of conclusion of the transaction and the moment of its execution do not coincide; a feature of futures transactions is mutual settlements between the parties and contractual fulfillment of the difference between the contract price and the price set by the exchange on the day the obligation is fulfilled;

3) combined exchange transactions that combine the two previous types (allow the possibility of including in this clause the conditions for the delivery of goods at a possible price in the future).

The main types of transactions on the exchange are:

1) forward transactions, in which there is a mutual transfer of rights and obligations in relation to a real product with a delayed delivery date;

2) futures transactions in which there is a mutual transfer of rights and obligations in relation to standard contracts for the supply of exchange goods;

3) option transactions, when the assignment of rights to a future transfer of rights and obligations in relation to an exchange commodity or a contract for the supply of an exchange commodity is made;

4) ordinary commercial transactions, when rights and obligations in respect of real goods are mutually transferred;

5) other transactions in relation to exchange goods, contracts or rights established in the Exchange Trading Rules.

Transactions on the exchange may not be carried out in relation to any product, but only to goods that may be permitted by law and documents of the exchange for sale - exchange goods.

LECTURE No. 30. State regulation of exchanges

The main state body regulating the activities of commodity exchanges and exercising control over their activities is the federal executive body in the field of financial markets for the control and supervision of the activities of commodity exchanges, exchange intermediaries and stock brokers. The functions of adopting normative legal acts, control and supervision in the field of financial markets (with the exception of insurance, banking and auditing activities) are carried out by the Federal Service for Financial Markets. The Federal Financial Markets Service is managed by the Government of the Russian Federation. According to paragraph 1 of Art. 34 of the Law of the Russian Federation "On commodity exchanges and exchange trading", the federal executive body in the field of financial markets performs the following functions:

1) issues licenses for organizing exchange trading;

2) carries out or controls the licensing of exchange intermediaries, stock brokers;

3) controls compliance with the legislation on stock exchanges;

4) considers complaints of participants in exchange trading on abuses and violations of legislation in exchange trading.

The federal executive body in the field of financial markets develops and submits proposals to the Government of the Russian Federation to improve the legislation on commodity exchanges (clause 2, article 34 of the Law of the Russian Federation "On commodity exchanges and exchange trading").

The federal executive body in the field of financial markets has the right (Article 35 of the Law of the Russian Federation "On commodity exchanges and exchange trading"):

1) refuse to issue a license to the exchange to organize exchange trading in case of non-compliance of its constituent documents and exchange trading rules with the requirements established by paragraph 2 of Art. 12 of the Law of the Russian Federation "On commodity exchanges and exchange trading", as well as to postpone the issuance of this license in case of violation of the Regulations on licensing commodity exchanges;

2) cancel the license issued to the exchange or suspend its validity if the exchange violates the law;

3) send to the exchange a binding order to cancel or change the provisions of the constituent documents, exchange trading rules, decisions of the general meeting of members of the exchange and other management bodies of the exchange, or termination of activities that are contrary to the law;

4) send to the exchange intermediary a binding order to terminate the activity that is contrary to the law;

5) apply appropriate sanctions to the exchange or exchange intermediary in case of violation by them of the legislation, non-fulfillment or untimely fulfillment of instructions of the federal executive body in the field of financial markets;

6) appoint a state commissioner to the stock exchange;

7) organize, in agreement with the financial control bodies of the Russian Federation, audits of the activities of exchanges and exchange intermediaries;

8) require exchanges, settlement institutions (clearing centers) and exchange intermediaries to submit accounting documentation;

9) send materials to the court or arbitration court for the application of sanctions prescribed by law against exchanges and their members who have violated the law, and in case of detection of signs of a crime, transfer materials to the relevant law enforcement agencies.

Direct control over the observance by the exchange and exchange intermediaries of the legislation is carried out by the state commissioner at the commodity exchange. He has the right:

1) be present at exchange trading;

2) participate in general meetings of members of the exchange and in general meetings of members of sections (departments, departments) of the exchange with the right of an advisory vote;

3) get acquainted with information about the activities of the exchange, including all minutes of meetings and meetings of the exchange management bodies and their decisions, including those of a confidential nature;

4) make proposals and make presentations to the management of the exchange;

5) submit proposals to the federal executive body in the field of financial markets;

6) exercise control over the execution of decisions of the federal executive body in the field of financial markets.

The State Commissioner does not have the right to make independent decisions that are binding.

LECTURE No. 31. The concept and forms of exchange intermediaries

The subjects of intermediary exchange activity are:

1) brokers;

2) brokers;

3) dealers.

The intermediary activity of the exchange itself is carried out through brokers. The broker is an official on the stock exchange and acts on behalf of and at the expense of the stock exchange. The actual trading activity on the stock exchange is prohibited for the broker. The broker himself does not conclude transactions on the stock exchange, but he contributes to the activities of counterparties.

Brokers are specially authorized intermediaries for trading on the stock exchange. Broker - a professional participant in the securities market, carrying out this activity. When a broker provides services for the placement of emissive securities, the broker has the right to purchase at his own expense securities not placed within the period stipulated by the agreement. Brokers make transactions on behalf of the client and at his expense, as well as on their own behalf and at the expense of the client. Brokers can act as:

1) brokerage firms - legal entities specializing in exchange trading;

2) brokerage houses - branches or other separate divisions of enterprises, institutions, organizations;

3) independent brokers - individuals duly registered as entrepreneurs, carrying out their activities without forming a legal entity.

The main features of brokerage intermediation are the following:

1) brokerage intermediation arises and is implemented within the framework of exchange trading;

2) brokerage activity is subject to mandatory licensing;

3) brokerage is an entrepreneurial activity, not limited to the conclusion of transactions, and brokers carry out any lawful actions, and a brokerage service agreement is used to formalize relations.

Brokers make deals:

1) on behalf of the client and at his own expense;

2) on behalf of the client and at his expense;

3) on its own behalf and at the expense of the client;

4) on its own behalf and at its own expense for the purpose of subsequent resale on the stock exchange (dealer activity). When combining the activities of a broker and a dealer, if there is a conflict of interests between the broker and his client, which led to losses to the client, the broker is obliged to compensate them in accordance with the procedure established by the civil legislation of the Russian Federation. Transactions carried out on behalf of clients are in all cases subject to priority execution in comparison with dealer operations of the broker itself.

Dealers are legal entities that mediate on the stock exchange on their own behalf and at their own expense for the purpose of subsequent resale of goods. The activity of the dealer is dominated not so much by intermediary as by independent trade. The dealer's income is not formed from remuneration, but from the difference between the sale and purchase price of the goods. The dealer announces the essential terms of the securities purchase agreement; the essential conditions include the contract price, the minimum and maximum number of securities to be bought or sold. The dealer concludes an agreement on the essential terms proposed by his client, unless the announcement contains indications of other essential terms. If the dealer evades the conclusion of the contract, a claim may be brought against him for the forced conclusion of such an agreement or for compensation for the losses caused to the client.

LECTURE No. 32. Characteristics and content of consumer rights

1. Characteristics of consumer rights

The most important condition for the effective functioning of the trade market is to guarantee the rights of the least protected subject - the consumer. Consumer - a citizen who intends to order or purchase or ordering, acquiring or using goods (works, services) solely for personal, family, household and other needs not related to entrepreneurial activities (preamble to the Law of the Russian Federation "On Protection of Consumer Rights") .

The result of the trade revolution of the 60s. XNUMXth century was the strengthening of consumer protection, including legislative and judicial protection. Strengthening consumer protection has led to:

1) to break the dictates of manufacturers;

2) to the weakening of monopoly and the development of competition;

3) to the development of production;

4) to improve the quality of goods;

5) to increase sales.

The main consumer rights in the Russian Federation are:

1) the right of consumers to education in the field of consumer protection;

2) the right of the consumer to the safety of goods (work, services);

3) the consumer's right to information about the manufacturer and about the goods;

4) the right to the quality of goods (work, services);

5) the right to judicial protection;

6) the right to compensation for moral damage;

7) the right to free elimination of defects in the goods or reimbursement of expenses for their correction by the consumer or a third party;

8) the right to a commensurate reduction in the purchase price when goods of inadequate quality are sold to him;

9) the right to replacements for goods of a similar brand (model, article);

10) the right to replace another brand (model, article) with the same product with a corresponding recalculation of the purchase price;

11) the right to terminate the contract of sale and other rights.

The terms of the contract that infringe the rights of the consumer in comparison with the rules established by laws or other legal acts in the field of consumer protection are recognized as invalid. The terms of the contract that infringe on the rights of consumers are:

1) establishment of a norm restricting the rights of the consumer;

2) making the purchase of certain goods conditional on the obligatory purchase of other goods. In this case, the losses caused to the consumer as a result of violation of his right to free choice of goods are reimbursed by the seller in full;

3) performance by the seller without the consent of the consumer of additional works, services for a fee. The consumer has the right to refuse to pay for such work, and if they are paid, the consumer has the right to demand that the seller (executor) return the amount paid.

If, as a result of the execution of a contract that infringes on the rights of the consumer, he has incurred losses, they are subject to compensation by the manufacturer (seller) in full.

The main regulatory document regulating relations in the field of consumer protection is the Law of the Russian Federation "On the Protection of Consumer Rights".

2. Content of consumer rights

The right of consumers to education in the field of consumer protection is ensured by including relevant requirements in state educational standards and general educational and professional programs, as well as by organizing a system for informing consumers about their rights and about the necessary actions to protect these rights.

The right to safety of goods (works, services) is that the goods (works, services) under normal conditions of their use, storage, transportation and disposal were safe for the life, health of the consumer, the environment, and also did not harm the consumer's property. The manufacturer (executor) is obliged to ensure the safety of the goods (work) within 10 years from the date of transfer of the goods (work) to the consumer, if the manufacturer has not established a service life for the goods, or during the established service life or shelf life of the goods. If for the safety of using a product (work, service), its storage, transportation and disposal, it is necessary to follow special rules, the manufacturer is obliged to indicate these rules in the accompanying documentation for the product (work, service), on a label, labeling or otherwise, and the seller (executor ) is obliged to bring these rules to the attention of consumers.

The consumer has the right to demand the provision of the necessary and reliable information about the manufacturer (executor, seller), the mode of his work and the goods (works, services) he sells. The manufacturer (executor, seller) is obliged to inform the consumer of the trade name (name) of his organization, its location (legal address) and its mode of operation. The seller (executor) places the specified information on the sign. The manufacturer (executor, seller) - an individual entrepreneur - must provide the consumer with information on state registration and the name of the body that registered it. The manufacturer (executor, seller) is obliged to provide the consumer with the necessary and reliable information about the goods (works, services) in a timely manner, ensuring the possibility of their correct choice. Information about goods (works, services) must contain:

1) designations of standards, the mandatory requirements of which must comply with goods (works, services);

2) information on the main consumer properties of goods (works, services), and in relation to food products - information on the composition, weight and volume, calorie content of food products, on the content of substances harmful to health in comparison with the mandatory requirements of the standards, and also contraindications for use in certain types of diseases;

3) the price and conditions for the acquisition of goods (works, services);

4) warranty period, if any;

5) rules and conditions for the efficient and safe use of goods;

6) service life or shelf life of goods (works);

7) location, company name of the manufacturer and location of the organization authorized by the manufacturer (seller) to accept claims from consumers and carry out repairs and maintenance of goods (work);

8) information on mandatory confirmation of conformity of goods;

9) information on the rules for the sale of goods;

10) an indication of a specific person who will perform the work (provide a service), and information about him, if it matters, based on the nature of the work (service).

The right of the consumer to the quality of the purchased goods is as follows:

1) the seller (executor) is obliged to transfer to the consumer the goods that meet the mandatory requirements, if the laws provide for such requirements for the quality of goods;

2) the seller is obliged to transfer to the consumer the goods, the quality of which corresponds to the contract.

Protection of consumer rights is carried out by the court. Claims are filed in court at the place of residence of the plaintiff or at the place of infliction of harm. The following persons are exempted from payment of the state duty on claims related to the violation of their rights:

1) consumers;

2) consumer groups;

3) an indefinite circle of consumers. The following are exempted from payment of state duty on claims brought in the interests of the consumer:

1) the federal antimonopoly body;

2) federal executive authorities (their territorial bodies) exercising control over the quality and safety of goods (works, services);

3) local governments;

4) public associations of consumers.

Moral damage caused to the consumer as a result of a violation by the manufacturer (seller) or an organization performing the functions of the manufacturer (seller) on the basis of an agreement with him, the rights of the consumer, is subject to compensation by the tortfeasor in the presence of his fault. The amount of compensation for moral damage is determined by the court and does not depend on the amount of compensation for property damage. Compensation for moral damage is carried out regardless of compensation for property damage and losses incurred by the consumer.

LECTURE No. 33. Consumer rights when purchasing goods

When buying goods of inadequate quality, the consumer, at his choice, has the right to:

1) gratuitous elimination of defects in the goods or reimbursement of expenses for their correction by the consumer or a third party;

2) a proportional reduction in the purchase price;

3) replacement for a product of a similar brand (model, article);

4) replacement for the same product of another brand (model, article) with a corresponding recalculation of the purchase price;

5) termination of the contract of sale. At the request of the seller and at his expense, the consumer must return the goods with defects.

The consumer has the right to demand full compensation for losses caused to him as a result of the sale of goods of inadequate quality. The absence of a cash or sales receipt or other document certifying the fact and conditions of the purchase of goods by the consumer is not a basis for refusing to satisfy his requirements. The seller (manufacturer) or the organization performing the functions of the seller (manufacturer) on the basis of an agreement with him is obliged to accept the goods of inadequate quality from the consumer and, if necessary, to check the quality of the goods. The consumer has the right to participate in the quality control of the goods. The seller (manufacturer) or the organization performing the functions of the seller (manufacturer) on the basis of an agreement with him is liable for the defects of the goods for which the warranty period is not established, if the consumer proves that they arose before the transfer of the goods to the consumer or for reasons that arose before that moment. In relation to the goods for which the warranty period is established, the seller (manufacturer) or the organization performing the functions of the seller (manufacturer) on the basis of an agreement with him is liable for the defects of the goods, unless he proves that they arose after the transfer of the goods to the consumer as a result of the consumer's violation of the rules for use, storage and transportation of goods, actions of third parties or force majeure.

The consumer has the right to present the specified requirements to the seller or the manufacturer in relation to the defects of the goods, if they are discovered during the warranty period or the expiration date established by the manufacturer. The warranty period of the goods, as well as its service life, are calculated from the day the goods are transferred to the consumer, unless otherwise provided by the contract. If it is impossible to determine the day of transfer, these terms are calculated from the date of manufacture of the goods. With regard to goods for which no warranty or expiration dates have been established, the consumer has the right to make these claims if the defects of the goods are discovered within a reasonable time, but within 2 years from the date of their transfer to the consumer, unless longer periods are established by law or contract. For seasonal goods (shoes, clothes, etc.), these terms are calculated from the moment of the onset of the corresponding season, the onset of which is determined by the constituent entities of the Russian Federation, based on the climatic conditions of the location of consumers. When selling goods by samples, by mail, as well as in cases where the moment of conclusion of the contract of sale and the moment of transfer of the goods to the consumer do not coincide, these periods are calculated from the day the goods are delivered to the consumer. If the consumer is deprived of the opportunity to use the goods due to circumstances dependent on the seller, the warranty period shall not be calculated until the seller eliminates such circumstances.

The expiration date of the goods is determined by the period calculated from the date of manufacture of the goods, during which it is suitable for use, or the date before which the goods are suitable for use. The duration of the shelf life of the goods must comply with the mandatory requirements for the safety of the goods established by the standards.

The warranty periods for components and components of the goods are considered equal to the warranty period for the main product, unless otherwise provided by the contract. In the event that a warranty period of a shorter duration is established for component parts and an integral part of the goods in the contract than the warranty period for the main product, the consumer has the right to make claims related to the shortcomings of the component parts and the component part of the goods, if they are discovered during the warranty period for the main product, unless otherwise provided by the contract. If the warranty period for component parts is longer than the warranty period for the main product, the consumer has the right to make claims regarding defects in the product, provided that the defects in the components of the product are discovered during the warranty period for this product, regardless of the expiration of the warranty period for the main product.

If the consumer is deprived of the opportunity to use the product due to circumstances that depend on the seller (in particular, the product needs a special installation, connection or assembly; it has defects), the warranty period is not calculated until the seller eliminates such circumstances. If the day of delivery, installation, connection, assembly of the goods, elimination of circumstances dependent on the seller, due to which the consumer cannot use the goods for their intended purpose, cannot be determined, these terms are calculated from the date of conclusion of the contract of sale.

The duration of the shelf life of the goods must comply with the mandatory requirements for the safety of the goods established by the standards. In cases where the warranty period provided for by the contract is less than 2 years and the defects of the goods are discovered by the consumer after the expiration of the warranty period, but within 2 years, the consumer has the right to present his legal claims to the seller (manufacturer) if he proves that the defects of the goods arose before its transfer to the consumer or for other reasons that have arisen up to this point.

Defects found in the goods must be eliminated by the manufacturer (seller) or the organization performing the functions of the manufacturer (seller) on the basis of an agreement with him, immediately, unless another term for eliminating the defects in the goods is determined by agreement of the parties in writing.

In the event that the consumer discovers defects in the goods and submits a demand for the replacement of such goods, the seller (manufacturer) or an organization performing the functions of the seller (manufacturer) on the basis of an agreement with him, are obliged to replace such goods within seven days from the date of presentation of the specified requirement by the consumer, and, if necessary, additional checking the quality of such goods by the seller (manufacturer) or an organization performing the functions of the seller (manufacturer) on the basis of an agreement with him, within 20 days from the date of presentation of the specified requirement.

The consumer's claims for a commensurate reduction in the purchase price of the goods, reimbursement of expenses for the correction of defects in the goods by the consumer or a third party, as well as compensation for losses caused to the consumer by the termination of the contract of sale, are subject to satisfaction by the seller (manufacturer) or an organization performing the functions of the seller (manufacturer) on on the basis of an agreement with him, within 10 days from the date of presentation of the relevant request.

LECTURE No. 34

Harm caused to the life, health or property of the consumer due to design, production, prescription or other defects in the product (work, service) is subject to compensation in full. The right to demand compensation for damage caused due to defects in goods (work, services) is recognized for any victim, regardless of whether he was in a contractual relationship with the seller (executor) or not. Damage caused to the life, health or property of the consumer is subject to compensation if the damage was caused during the established service life or shelf life of the product (work).

If the product should have a service life or shelf life, but it is not established, or the consumer was not provided with complete and reliable information about the service life or shelf life, or the consumer was not informed about the necessary conditions after the service life or shelf life and possible consequences if the specified actions are not performed, or the product (results of work) after the expiration of these terms poses a danger to life and health, the damage is subject to compensation regardless of the time of its infliction.

If the manufacturer (executor) has not established a service life for the goods (work), the damage is subject to compensation if it is caused within 10 years from the date of transfer of the goods (work) to the consumer, and if the date of transfer cannot be established, from the date of manufacture of the goods (end of performance). work). Damage caused due to defects in the goods is subject to compensation by the seller or manufacturer of the goods at the choice of the victim. Damage caused due to defects in the work or service is subject to compensation by the contractor.

The manufacturer (performer) is liable for harm caused to the life, health or property of the consumer in connection with the use of materials, equipment, tools and other means necessary for the production of goods (performance of work, provision of services), regardless of whether the level of scientific and technical knowledge to reveal their special properties or not. The manufacturer (performer, seller) is released from liability if he proves that the damage was caused due to force majeure or violation by the consumer of the established rules for the use, storage or transportation of goods (work, services).

If a dispute arises about the causes of defects in the goods, the seller (manufacturer) or the organization performing the functions of the seller (manufacturer) on the basis of an agreement with him, are obliged to conduct an examination of the goods at their own expense. The consumer has the right to challenge the conclusion of such an examination in court. If, as a result of the examination of the goods, it is established that its defects have arisen due to circumstances for which the seller (manufacturer) is not responsible, the consumer is obliged to reimburse the seller (manufacturer) or the organization performing the functions of the seller (manufacturer) on the basis of an agreement with him for the costs of the examination, as well as related costs for storage and transportation of goods.

In case of revealing significant defects in the goods, the consumer has the right to present the manufacturer with a demand for the free elimination of such defects, if he proves that they arose before the transfer of the goods to the consumer or for reasons that arose before that moment. The specified requirement can be presented if the defects of the goods are discovered after 2 years from the date of transfer of the goods to the consumer, but within the limits of the service life established for the goods or within 10 years from the date of transfer of the goods to the consumer, if the service life is not established. If this requirement is not satisfied within 20 days from the date of its presentation by the consumer or the defect of the goods discovered by him is irreparable, the consumer has the right to present other requirements to the manufacturer at his choice and demand a refund of the amount paid upon returning the goods to the manufacturer.

The consumer, upon detection of shortcomings in the work performed (service rendered), has the right, at his choice, to demand:

1) gratuitous elimination of deficiencies in the work performed (service rendered);

2) a corresponding reduction in the price of the work performed (service rendered);

3) free production of another thing from a homogeneous material of the same quality or re-performance of work; at the same time, the consumer is obliged to return the thing previously transferred to him by the contractor;

4) reimbursement of expenses incurred by him to eliminate the shortcomings of the work performed (service rendered) on his own and by third parties.

LECTURE No. 35. Technical regulations

Prior to the entry into force of the Federal Law of December 27, 2002 No. 184-FZ "On Technical Regulation", this issue was regulated by GOSTs (state standards), SNiPs (building codes and rules), Sanitary Rules. This system of GOSTs hindered the introduction of new technologies and was used as an instrument of administrative pressure.

For technical regulation, a three-level system of normative documents is introduced, which differ in their normative force in the area of the procedure for development and adoption:

1) technical regulations;

2) national standard;

3) enterprise standards.

Technical regulation - a document that establishes mandatory for application and implementation requirements for objects of technical regulation, which include buildings, structures, structures, production processes, operation, storage, transportation, sale and disposal. Technical regulations are applied to protect life, health, property of legal entities and individuals, state property, environmental protection, life and health of animals and plants, radiation safety, biological, chemical, thermal, electrical, nuclear, mechanical, industrial safety.

Content of technical regulations:

1) their action extends throughout the territory of the Russian Federation;

2) the requirements for packaging and labeling contained therein are exhaustive;

3) technical regulations should not contain designs, if this does not affect the degree of risk.

Changes to the technical regulation may be made only in accordance with the procedure specially established by law, namely by introducing amendments to the relevant law on technical regulation. Any person can be a developer of technical regulations. At least 2 months are allotted for the discussion of this draft technical regulation. The Federal Agency for Technical Regulation and Metrology, through the Government of the Russian Federation, sends a draft technical regulation along with a review to the State Duma of the Russian Federation, and the State Duma of the Russian Federation adopts this draft technical regulation as a federal law.

The state set aside a period of 7 years for the adoption of technical regulations (until 2010).

LECTURE No. 36. Standardization in Russia

Standardization is an activity to establish norms, rules and characteristics for the purpose of their voluntary reuse, aimed at achieving orderliness in the sphere of production and circulation of products and increasing the competitiveness of works, goods and services (Article 2 of the Federal Law "On Technical Regulation"). Standardization principles:

1) voluntary application of standards;

2) maximum consideration in the development of standards of the legitimate interests of interested parties;

3) international standards that are the basis of national standards;

4) the inadmissibility of establishing standards that are contrary to technical regulations.

Standardization provides:

1) safety of products, works and services for the environment, life, health and property;

2) technical and information compatibility, as well as interchangeability of products;

3) the quality of products, works and services in accordance with the level of development of science, engineering and technology;

4) unity of measurements;

5) saving all types of resources;

6) safety of economic facilities, taking into account the risk of natural and technological disasters and other emergencies;

7) the defense capability and mobilization readiness of the country.

Requirements established by regulatory documents for standardization should be based on modern achievements in science, engineering and technology, international standards, rules, norms and recommendations for standardization, progressive national standards of other states; take into account the conditions for the use of products, the performance of work and the provision of services, working conditions and modes of work and must not violate the provisions established by acts of the legislation of the Russian Federation.

At present, the national standardization system includes the following elements:

1) state (national) standards of the Russian Federation;

2) applicable international standards;

3) rules, norms and recommendations for standardization;

4) all-Russian classifiers of technical and economic information;

5) industry standards;

6) enterprise standards;

7) standards of scientific, technical, engineering societies and other public associations.

State standards are developed for products, works and services of cross-sectoral significance and must not contradict the legislation of the Russian Federation. Decree of the State Standard of the Russian Federation dated January 30, 2004 No. 4 "On National Standards in the Russian Federation" state and interstate standards adopted before July 1, 2004 are recognized as national standards. Their provisions are mandatory in the following cases:

1) if it concerns the protection of the life and health of citizens;

2) protection of property of citizens;

3) environmental protection;

4) protection from fraud in the market.

Requirements established by national standards to ensure the safety of products, works and services for the environment, life, health and property, for technical and information compatibility, interchangeability of products, uniformity of methods for their control and uniformity of labeling, as well as other requirements established by the legislation of the Russian Federation, are obligatory for observance by state governing bodies, economic entities.

Industry standards can be developed and adopted by state authorities within their competence in relation to products, works and services of industry importance. These standards must not violate the mandatory requirements of state standards.

Enterprise standards are developed and approved independently to improve production in order to meet product requirements, as well as to improve organization and management. The requirements of enterprise standards are subject to obligatory observance by other business entities if the contract for the development, production and supply of products, for the performance of work and the provision of services refers to these standards.

The standards of public associations are developed and adopted by them for the dynamic dissemination and use of the results of research and development obtained in various fields of knowledge.

Standards of business entities should not violate the mandatory requirements of state standards.

Control and supervision over compliance with the mandatory requirements of state standards and technical regulations until the Government of the Russian Federation makes a decision to transfer these functions to other federal executive bodies is carried out by the Federal Agency for Technical Regulation and Metrology.

Gosstandart of Russia adopts state standards and all-Russian classifiers of technical and economic information.

State control and supervision over compliance by business entities with the mandatory requirements of state standards is carried out at the following stages:

1) development, preparation of products for production;

2) product manufacturing;

3) sales of products;

4) use (operation) of products;

5) storage, transportation, disposal, as well as during the performance of work and the provision of services.

Officials of economic entities are obliged to create all the conditions that are necessary for the exercise of control and supervisory powers. The bodies exercising state control and supervision over compliance with mandatory requirements are the State Standard of Russia and other specially authorized government bodies. The implementation of state control and supervision over compliance with the mandatory requirements of state standards on behalf of the State Standard of Russia is carried out by its officials - state inspectors:

1) the chief state inspector of the Russian Federation for supervision of state standards;

2) chief state inspectors of the republics within the Russian Federation, territories, regions, autonomous regions, autonomous districts, cities of Moscow and St. Petersburg for the supervision of state standards;

3) state inspectors for the supervision of state standards.

State inspectors for the supervision of state standards have the right to:

1) free access to office and production premises of a business entity;

2) receive from the subject of economic activity the documents and information necessary for the implementation of state control and supervision;

3) use technical means and specialists of a business entity in the course of state control and supervision;

4) issue instructions to prohibit or suspend the sale, use of tested products, as well as the performance of work and the provision of services in case of non-compliance of products, works and services with the mandatory requirements of state standards.

LECTURE No. 37. Confirmation of the conformity of the quality of goods and services

Conformity assessment is carried out in order to certify the compliance of products with technical regulations, standards and terms of the contract. The goals of certification are:

1) assistance to consumers in the competent choice of products;

2) creation of conditions for the activities of enterprises, institutions, organizations and entrepreneurs in the single commodity market of the Russian Federation;

3) participation in international economic, scientific and technical cooperation and international trade;

4) protection of consumers from dishonesty of manufacturers (sellers);

5) control of product safety for the environment, life, health and property;

6) confirmation of product quality indicators declared by the manufacturer.

Product certification is an activity to confirm the conformity of products to established requirements (standards). Certificate of Conformity - a document issued to confirm the compliance of certified products with established requirements. Mark of conformity - a mark registered in the prescribed manner, which confirms the compliance of the products marked with it with the established requirements (Article 2 of the Federal Law "On Technical Regulation"). Certification system - a set of enterprises, institutions and organizations - participants in certification, carrying out certification according to the rules established in this system and in accordance with the legislation of the Russian Federation. Certification systems are registered with the State Standard of the Russian Federation, which is the highest federal body in the field of certification.

The main functions of the State Standard of the Russian Federation in the field of certification include:

1) formation and implementation of state policy in the field of certification;

2) approval of general rules and recommendations for certification in the territory of the Russian Federation and publication of official information about these rules;

3) state registration of certification systems and conformity marks operating in the Russian Federation;

4) publication of official information on certification systems and marks of conformity in force in the Russian Federation and its submission in accordance with the established procedure to international (regional) certification organizations;

5) preparation, in accordance with the established procedure, of proposals for joining international certification systems, as well as the conclusion of agreements with international organizations on the mutual recognition of certification results;

6) representation in accordance with the established procedure of the Russian Federation in international organizations on certification issues as a national certification body of the Russian Federation.

Forms for confirming the conformity of the quality of goods and services:

1) voluntary;

2) mandatory.

Voluntary confirmation of conformity is carried out in the form of voluntary certification. It is carried out at the initiative of the applicant and on the basis of an agreement with the certification body. Certification body - an organization that can be created by any legal entity or individual entrepreneur, as well as their associations. This system confirms the conformity of objects, issues certificates for objects that have passed voluntary certification, applies a mark of conformity, applies when the certificate is terminated or terminated.

Registration is carried out by the body for technical regulation within 5 days.

Mandatory confirmation of compliance is carried out in two ways:

1) adoption of a declaration of conformity;

2) mandatory certification, carried out in cases established by the technical regulations.

The adoption of a declaration of conformity can take place in two ways:

1) acceptance of the declaration on the basis of own evidence. Here, the applicant independently generates evidentiary material in order to confirm the compliance of products with the requirements of the technical regulation (technical documentation, the results of their own research, etc.);

2) acceptance of the declaration based on own evidence and obtained with the participation of a third party (certification organization or testing laboratory). The declaration of conformity includes applicants, manufacturers, details, information about the object of confirmation of conformity, an indication of the scheme, validity period, etc.

Mandatory certification is carried out by a special certification body on the basis of an agreement with the applicant. This body conducts the test itself or attracts accredited laboratories, centers. This authority maintains a register of issued certificates, suspends or terminates the certificate and exercises control. Mandatory certification of the relevant types of products is carried out by virtue of the requirements of the legislation (for example, when importing products). In all other cases, at the request of the manufacturer, in order to increase the competitiveness of its products on the market, voluntary certification can be carried out.

LECTURE No. 38. The concept of competition. Unfair competition

1. The concept of competition

Competition is the rivalry of economic entities, in which the independent actions of each of them exclude or limit the ability of each of them to unilaterally influence the general conditions for the circulation of goods in the relevant market (clause 7, article 4 of the Federal Law "On Protection of Competition"). An economic entity is understood as an individual entrepreneur, a commercial organization, as well as a non-profit organization that carries out activities that bring income to it.

Competition stimulates the production of those goods that are most needed by the consumer. Now in Russia there are less and less cheap food products left in large cities, the number of small shops and stalls is decreasing. This happens for obvious reasons: the fight against low-quality products, the fight for the aesthetic appearance of Russian cities.

Perfect competition takes place only under polypoly, that is, when there are many sellers and many buyers on the market. Then the market is open to everyone, the advertising campaign is not mandatory, since homogeneous goods are offered for sale, there are no preferences. The price of a commodity in such a market is a given value, while the seller only decides how much of the commodity to sell at a given price.

The Federal Law "On Protection of Competition" defines the organizational and legal framework for the protection of competition, including such measures as:

1) prevention and suppression of monopolistic activity and unfair competition;

2) prevention and suppression of preventing, restricting, eliminating competition by federal executive authorities, state authorities of the constituent entities of the Russian Federation, local governments, other bodies or organizations exercising the functions of these bodies, as well as state extra-budgetary funds, the Central Bank of the Russian Federation.

The purpose of the Federal Law "On Protection of Competition" is to comply with the provisions of the Constitution of the Russian Federation, such as: ensuring the unity of the economic space, free movement of goods, freedom of economic activity in the Russian Federation, protecting competition and creating conditions for the effective functioning of commodity markets.

Protection of competition in the Russian Federation, connected with the prevention and suppression of monopolistic activities and unfair competition, extends to relations in which Russian legal entities and foreign legal entities, federal executive authorities, state authorities of the constituent entities of the Russian Federation, local governments, state non-budgetary funds, Central Bank of the Russian Federation, individuals, including individual entrepreneurs; as well as agreements between Russian and (or) foreign persons and organizations reached outside the territory of the Russian Federation, if the following conditions are met in respect of such agreements in the aggregate:

1) agreements have been reached in respect of fixed production assets and (or) intangible assets located in the territory of the Russian Federation, rights in relation to Russian commercial organizations;

2) the agreements lead or may lead to the restriction of competition in the Russian Federation.

2. Unfair competition

Unfair competition - any actions aimed at acquiring advantages in entrepreneurial activity. These actions are carried out by economic entities and are contrary to the provisions of the current legislation, business practices, the requirements of integrity and reasonableness, fairness, and may also cause or have caused losses to other economic entities - competitors or damage their business reputation.

Signs of unfair competition:

1) can only be carried out by active actions, i.e. inaction excludes unfair competition;

2) the purpose of these actions is to obtain benefits;

3) as a result of these actions, losses may be caused or damage to the business reputation of competitors may be caused;

4) these actions will be considered an offense if they not only violate the current legislation, but also business practices, the requirements of integrity, reasonableness and fairness.

Unfair competition is not allowed, including:

1) dissemination of false, inaccurate or distorted information that may cause losses to an economic entity or damage its business reputation;

2) misleading about the nature, method and place of production, consumer properties, quality and quantity of goods or in relation to its producers;

3) incorrect comparison by an economic entity of goods produced or sold by it with goods produced or sold by other economic entities;

4) sale, exchange or other introduction into circulation of goods, if the results of intellectual activity and equivalent means of individualization of a legal entity, means of individualization of products, works, services were used illegally;

5) illegal receipt, use, disclosure of information constituting a commercial, official or other secret protected by law (Part 1, Article 14 of the Federal Law "On Protection of Competition").

Unfair competition associated with the acquisition and use of the exclusive right to means of individualization of a legal entity, means of individualization of products, works or services is not allowed. The decision of the antimonopoly authority on the violation of this provision in relation to the acquisition and use of the exclusive right to a trademark shall be sent by the person concerned to the federal executive authority for intellectual property to invalidate the provision of legal protection to the trademark.

LECTURE No. 39. Monopolistic activity and its types

Monopolistic activity - abuse by an economic entity, a group of persons of its dominant position, agreements or concerted actions prohibited by antimonopoly legislation, as well as other actions recognized as monopolistic activities in accordance with federal laws.

Dominant position in the market - the position of an economic entity (group of persons) or several economic entities (group of persons) in the market of a certain product, giving such an economic entity (group of persons) or such economic entities (groups of persons) the opportunity to exert a decisive influence on the general conditions for the circulation of goods on the relevant commodity market, and (or) eliminate other economic entities from this commodity market, and (or) impede access to this commodity market for other economic entities (Part 1, Article 5 of the Federal Law "On Protection of Competition"). The dominant position in the market is occupied by an economic entity in cases where:

1) its share in the market of a certain product exceeds 50%, unless it is established that, despite the excess of the specified value, the position of the economic entity in the product market is not dominant;

2) its share in the market of a certain product is less than 50%, if the dominant position of such an economic entity is established by the antimonopoly authority (Part 1, Article 5 of the Federal Law "On Protection of Competition");

3) the aggregate share of not more than three economic entities, the share of each of which is greater than the shares of other economic entities in the relevant commodity market, exceeds 50%, or the aggregate share of not more than five economic entities, the share of each of which is greater than the shares of other economic entities in the relevant commodity market; product market, exceeds 70% (Part 3, Article 5 of the Federal Law "On Protection of Competition") (this provision does not apply if the share of at least one of these economic entities is less than 8%);

4) for a long period of time, the relative size of the shares of economic entities is unchanged or subject to minor changes, and access to the relevant product market for new competitors is difficult;

5) a product sold or purchased by economic entities cannot be replaced by another product when consumed, an increase in the price of a product does not cause a decrease in demand for this product corresponding to such an increase, information on the price, on the conditions for the sale or purchase of this product on the relevant product market is available to an indefinite circle of persons (Part 3, Article 5 of the Federal Law "On Protection of Competition").

The position of an economic entity whose share in the market of a certain product does not exceed 35% cannot be recognized as dominant.

The danger of market dominance to trade is that market dominance often leads to monopoly. Abuse of a dominant position can only be recognized in court. The dominant position of an economic entity is established by the antimonopoly body in case of violation of the antimonopoly legislation.

Actions (inaction) of an economic entity occupying a dominant position are prohibited, the result of which is or may be the prevention, restriction, elimination of competition and (or) infringement of the interests of other persons, including in accordance with Part 1 of Art. 10 of the Federal Law "On Protection of Competition"):

1) establishment, maintenance of a monopoly high or monopolistically low price of goods;

2) the withdrawal of goods from circulation, if the result of such withdrawal was an increase in the price of the goods;

3) imposing on the counterparty the terms of the contract that are unfavorable for him or not related to the subject of the contract;

4) economically or technologically unjustified reduction or termination of production of goods, if there is a demand for this product or orders for its supply are placed if it is possible to produce it profitably, and also if such reduction or termination of production of goods is not directly provided for by federal laws, regulatory legal acts the President of the Russian Federation, the Government of the Russian Federation, authorized federal executive bodies or judicial acts;

5) economically or technologically unjustified refusal or evasion from concluding an agreement with individual buyers if it is possible to produce or supply the relevant goods, as well as if such refusal or such evasion is not expressly provided for by federal laws, regulatory legal acts of the President of the Russian Federation, the Government Russian Federation, authorized federal executive bodies or judicial acts;

6) economically, technologically or otherwise unjustified establishment of different prices for the same product, unless otherwise provided by federal law;

7) establishment of an unreasonably high or unreasonably low price of a financial service by a financial institution;

8) creation of discriminatory conditions;

9) creation of obstacles to access to the commodity market or exit from the commodity market to other economic entities;

10) violation of the pricing procedure established by regulatory legal acts.

According to their types, monopolistic activity is divided into:

1) individual;

2) collective;

3) contractual;

4) non-contractual.

Individual monopolistic activity is manifested in the abuse of a dominant position in the market of a certain type of goods. Collective monopolistic activity is manifested in the conclusion of agreements. Agreement - an agreement in writing contained in a document or several documents, as well as an agreement in oral form. Agreements allowed:

1) in writing, if these agreements are commercial concession agreements;

2) between economic entities, the share of each of which in any commodity market does not exceed 20%.

The Federal Law "On Protection of Competition" allows actions, omissions, agreements, concerted actions, transactions, if they do not create an opportunity for individuals to eliminate competition in the relevant product market, do not impose restrictions on their participants or third parties that do not correspond to the achievement of the goals of such actions (inaction), agreements and concerted actions, transactions, other actions, as well as if their result is or may be:

1) improving the production, sale of goods or stimulating technical, economic progress or increasing the competitiveness of Russian-made goods in the world commodity market;

2) obtaining by buyers of advantages (benefits) commensurate with the advantages (benefits) received by economic entities as a result of actions (inaction), agreements and concerted actions, transactions.

Agreements between federal executive authorities, public authorities of the constituent entities of the Russian Federation, local self-government bodies, other bodies and organizations exercising the functions of these bodies, as well as state non-budgetary funds, the Central Bank of the Russian Federation or between them and business entities, or the implementation by these bodies and organizations of agreed actions, if such an agreement or such implementation of concerted actions lead or may lead to the prevention, restriction, elimination of competition, in particular, to:

1) increase, decrease or maintenance of prices (tariffs), unless such agreements are provided for by federal laws and regulatory legal acts of the President of the Russian Federation and the Government of the Russian Federation;

2) economically, technologically and otherwise unjustified establishment of different prices (tariffs) for the same product;

3) dividing the commodity market according to the territorial principle, the volume of sale and purchase of goods, the range of goods sold, or the composition of sellers or buyers;

4) restriction of access to the commodity market, exit from the commodity market or elimination of economic entities from it.

LECTURE No. 40. Legal regulation of the activities of natural monopolies

Natural monopoly is a state of the commodity market, in which the satisfaction of demand in this market is more efficient in the absence of competition due to the technological features of production (due to a significant decrease in production costs per unit of goods as the volume of production increases), and the goods produced by subjects of natural monopoly do not can be replaced in consumption by other goods, in connection with which the demand in this commodity market for goods produced by subjects of natural monopolies depends to a lesser extent on changes in the price of goods than demand for other types of goods (Article 3 of the Federal Law of August 17 1995 No. 147-FZ "On natural monopolies").

Natural monopolies are characterized by the following features:

1) satisfaction of demand is effective in the absence of competition due to the technological features of production;

2) goods produced by subjects of natural monopoly cannot be replaced in consumption by other goods.

In the Russian Federation, a natural monopoly has been established in the following areas:

1) transportation of oil and oil products through main pipelines;

2) transportation of gas through pipelines;

3) services for the transmission of electrical and thermal energy;

4) rail transportation;

5) services of transport terminals, ports, airports;

6) services of public electric and postal communication.

Methods of regulation of natural monopolies:

1) price;

2) non-price.

The price method of regulation of natural monopolies is the setting of prices or marginal tariffs for the products of the above companies. The non-price method of regulation of natural monopolies consists in determining consumers subject to mandatory service. The regulatory body is the Federal Tariff Service.

The position of an economic entity of a natural monopoly in a commodity market that is in a state of natural monopoly is recognized as dominant.

The main normative act regulating the legal regime of natural monopolies in the Russian Federation is the Federal Law "On Natural Monopolies".

LECTURE No. 41. Regulation of competition in the financial services market

Financial activities and financial services - activities of legal entities and individuals. Banking operations, insurance operations, services in the securities market, leasing and other operations are considered as financial services. The financial services market is considered to be the scope of activity of financial organizations in the territory of the Russian Federation and its part, based on the place where the service is provided to consumers.

There are features of determining the dominant position in the financial services market. The conditions for recognizing the dominant position of a financial institution (with the exception of a credit institution), subject to restrictions, are established by the Government of the Russian Federation. The conditions for recognizing the dominant position of a credit institution, subject to restrictions, are established by the Government of the Russian Federation in agreement with the Central Bank of the Russian Federation. The dominant position of a financial institution (with the exception of a credit institution) is established by the antimonopoly authority in accordance with the procedure approved by the Government of the Russian Federation. The procedure for determining the dominant position of a credit institution is approved by the Government of the Russian Federation in agreement with the Central Bank of the Russian Federation. A financial institution whose share does not exceed 10% in the only commodity market in the Russian Federation or 20% in a commodity market in which goods are also circulated in other commodity markets in the Russian Federation cannot be recognized as dominant in accordance with the conditions for recognizing the dominant position of a financial institution ( except for a credit institution) approved by Decree of the Government of the Russian Federation of June 9, 2007 No. 359). For insurance organizations, these figures are 10 and 25%, respectively).

A feature of unfair competition in the financial services market is its manifestation in the form of capital concentration.

Financial organization - an economic entity providing financial services. These are a credit institution, a credit consumer cooperative, an insurer, an insurance broker, a mutual insurance company, a stock exchange, a currency exchange, a pawnshop, a leasing company, a non-state pension fund, an investment fund management company, a mutual investment fund management company, a non-state pension fund management company, a specialized a depository of an investment fund, a specialized depository of a mutual investment fund, a specialized depository of a non-state pension fund; a professional participant in the securities market (Article 4 of the Federal Law "On Protection of Competition").

In accordance with Part.1 Article. 18 of the Federal Law "On Protection of Competition" financial services include:

1) attracting funds from legal entities in deposits;

2) opening and maintaining bank accounts of legal entities, making settlements on these accounts;

3) granting a loan;

4) collection of funds, bills of exchange, payment and settlement documents and cash services for legal entities;

5) issuance of bank guarantees;

6) services in the securities market;

7) services under a leasing agreement;

8) property insurance;

9) personal insurance, including health insurance;

10) non-state pension insurance;

11) liability insurance, etc.

The Central Bank of the Russian Federation is obliged to submit, at the request of the federal antimonopoly body, in writing, the regulations adopted by the Central Bank of the Russian Federation, as well as the information necessary for the federal antimonopoly body to analyze the state of competition in the market for the services of a credit institution and exercise control over its condition.

If the value of assets according to the last balance sheet of a financial institution exceeds the amount established by the Government of the Russian Federation (when carrying out transactions with shares, assets of a credit institution or rights in relation to a credit institution, such an amount is established by the Government of the Russian Federation in agreement with the Central Bank of the Russian Federation), with the prior consent of the antimonopoly body, the following transactions are carried out with shares (interests), assets of a financial institution or rights in relation to a financial institution:

1) acquisition by a person (group of persons) of voting shares of a JSC, if such person (group of persons) acquires the right to dispose of more than 25% of the said shares;

2) acquisition by a person (group of persons) of shares in the authorized capital of an LLC, if such person (group of persons) acquires the right to dispose of more than 1/3 of the shares in the authorized capital of this company;

3) acquisition of shares in the charter capital of an LLC by a person (group of persons) that manages at least 1/3 of the shares and not more than 50% of the shares in the charter capital of the LLC, if such a person (group of persons) acquires the right to dispose of more than 50% of these shares ;

4) acquisition of the voting shares of a JSC by a person (group of persons) who owns at least 25% of the voting shares of the JSC, if this person (group of persons) acquires the right to dispose of more than 50% of such voting shares;

5) acquisition of shares in the charter capital of an LLC by a person (group of persons) managing at least 50% and not more than 2/3 of the shares in the charter capital of this company, if such a person (group of persons) acquires the right to dispose of more than 2/3 of the indicated shares;

6) acquisition of the voting shares of a JSC by a person (group of persons) that controls at least 50% and not more than 75% of the voting shares of the JSC, if such person (group of persons) acquires the right to dispose of more than 75% of such voting shares;

7) acquisition by a person (group of persons) as a result of one transaction or several transactions of assets of a financial organization, the amount of which exceeds the amount established by the Government of the Russian Federation;

8) acquisition by a person (a group of persons) as a result of one transaction or several transactions of the rights that make it possible to determine the conditions for the implementation of entrepreneurial activities of a financial organization or to perform the functions of its executive body.

The antimonopoly body must be notified:

1) a financial institution on its creation as a result of a merger of financial institutions, if the value of its assets according to the last balance sheet does not exceed the amount established by the Government of the Russian Federation (when a credit institution is created as a result of a merger, such an amount is established by the Government of the Russian Federation in agreement with the Central Bank of the Russian Federation), - not later than 45 days after the merger date;

2) by a financial organization on the merger of another financial institution with it, if the value of assets according to the last balance sheet of the financial institution created as a result of the merger does not exceed the amount established by the Government of the Russian Federation - no later than 45 days after the date of merger.

LECTURE No. 42. State regulation of competition in the commodity and financial markets

The state regulates and encourages competition in the directions necessary for society, using a variety of methods and mechanisms for the formation of competitive relations. Such mechanisms include an increase in the number of homogeneous enterprises, support for small and medium-sized businesses, ensuring comparability of quality characteristics and prices for goods, encouraging better results and innovations, and creating a propaganda system. The goal of the state with the support of competition is to create a healthy competitive environment. On the part of the state, competition is supported by two main types of measures: stimulating and prohibitive. Incentive measures include legislative documents on holding economic competitions: legislation in the field of pricing, taxes, exports and imports of goods. Prohibitions include the adoption of acts and the commission of certain actions by executive authorities and local self-government bodies aimed at restricting competition.

State regulation of competition in the commodity and financial markets is carried out by the Federal Antimonopoly Service together with the Federal Tariff Service. Antimonopoly body - the federal antimonopoly body and its territorial bodies.

Functions of the antimonopoly authority:

1) rule-making;

2) supervisory (maintenance of the register of dominant organizations);

3) permissive (allows the merger and accession of organizations);

4) preemptive (conducts an antimonopoly investigation, which may result in the issuance of an order to eliminate violations, the forced separation of a commercial organization that occupies a dominant position, if it abuses it).

The antimonopoly body performs the following main functions (Article 22 of the Federal Law "On Protection of Competition"):

1) provides state control over compliance with antimonopoly legislation by federal executive authorities, state authorities of the constituent entities of the Russian Federation, local governments, other bodies or organizations exercising the functions of these bodies, as well as state extra-budgetary funds, business entities, individuals;

2) reveals violations of the antimonopoly law, takes measures to stop the violation of the antimonopoly law and holds accountable for such violations;

3) prevent monopolistic activities, unfair competition, other violations of antimonopoly legislation;

4) exercise state control over economic concentration in the use of land, subsoil, water and other natural resources, including during tenders.

The antimonopoly authority exercises the following powers (Part 1, Article 23 of the Federal Law "On Protection of Competition"):

1) initiates and considers cases on violations of the antimonopoly legislation;

2) issue instructions binding on economic entities:

a) on the termination of agreements restricting competition and (or) concerted actions of economic entities and the performance of actions aimed at ensuring competition;

b) on stopping the abuse of a dominant position by an economic entity and taking actions aimed at ensuring competition;

c) on termination of violation of the rules of non-discriminatory access to goods;

d) on termination of unfair competition;

e) on the prevention of actions that may be an obstacle to the emergence of competition and (or) may lead to the restriction, elimination of competition and violation of antimonopoly legislation;

f) on elimination of consequences of violation of the antimonopoly legislation;

g) on termination of other violations of the antimonopoly legislation;

h) on the restoration of the situation that existed before the violation of the antimonopoly legislation;

i) on the conclusion of contracts, changes in the terms of contracts or termination of contracts;

j) on the transfer to the state budget of income received as a result of violation of the antimonopoly legislation;

k) on changing or restricting the use of the company name;

l) on the fulfillment of economic, technical, informational and other requirements for the elimination of discriminatory conditions and the prevention of their creation; m) on the performance of actions aimed at ensuring competition;

3) issues binding instructions to federal executive authorities, executive authorities of constituent entities of the Russian Federation, local governments, state extra-budgetary funds, and their officials;

4) send proposals to the federal executive body for the securities market, the Central Bank of the Russian Federation on bringing the acts adopted by them in accordance with the antimonopoly legislation and (or) terminating their validity in cases where such acts and (or) actions violate the antimonopoly legislation;

5) hold commercial organizations and non-profit organizations, their officials, officials of federal executive authorities, executive authorities of constituent entities of the Russian Federation, local governments, as well as officials of state non-budgetary funds, individuals, including individual entrepreneurs (Part 1, Article 23 of the Federal Law "On Protection of Competition");

6) applies to the arbitration court with claims, statements on violation of the antimonopoly legislation;

7) participates in the consideration of cases by a court or an arbitration court;

8) maintains a register of economic entities with a market share of a certain product in the amount of more than 35%;

9) establishes the dominant position of an economic entity;

10) approves the forms for submitting information to the antimonopoly authority;

11) approve the methodology for determining the unreasonably high and unreasonably low price of a credit institution's services (as agreed with the Central Bank of the Russian Federation);

12) issue normative legal acts;

13) gives explanations on the application of antimonopoly legislation;

14) gives conclusions on the presence or absence of signs of restriction of competition;

15) makes proposals to the licensing authorities on the annulment, revocation of licenses or on the suspension of licenses, etc.

LECTURE No. 43. Deliveries of products for state needs

Federal state needs are the needs of the Russian Federation for products that are necessary to solve the problems of life support, defense and security of the country and for the implementation of federal target programs and interstate target programs in which the Russian Federation participates. The supply of products for state needs is carried out by concluding state contracts with enterprises, institutions, organizations for the supply of products for state needs.

To supply products for state needs, the following actions are performed:

1) The Government of the Russian Federation approves the list of state customers for products;

2) a state customer is determined, which may be a federal executive body, a federal state enterprise or a state institution;

3) orders are placed for the supply of products for federal state needs through open and (or) closed bidding (tenders, auctions);

4) state customers are provided with financial resources in the amount established by the federal budget;

5) state customers are responsible for the implementation of federal target programs and provision of federal state needs;

6) The Government of the Russian Federation provides guarantees for the obligations of the state customer within the limits of funds allocated from the federal budget.

The objectives of the supply of products for federal state needs are:

1) maintaining the necessary level of defense capability and security of the state;

2) ensuring export supplies of products to fulfill international economic, including foreign exchange and credit obligations of the Russian Federation;

3) creation and maintenance of state material reserves of the Russian Federation;

4) implementation of federal targeted programs.

Deliveries of products for state needs are provided at the expense of the relevant budget and extra-budgetary sources that are attracted for these purposes. Federal state needs and the volume of their financing from the federal budget are provided for in the federal law on the federal budget for the planning period.

When supplying products for federal state needs, the following mandatory conditions are established:

1) compliance of the specified products with current standards;

2) delivery of only Russian goods.

In the state contract for the supply of products for federal state needs:

1) the rights and obligations of the state customer and supplier to meet federal state needs are determined;

2) the relations of the supplier with the state customer are regulated in the course of the execution of the state contract;

3) control by the state customer over the progress of work on the implementation of the state contract and the provision of advisory and other assistance to the supplier without interference in the operational and economic activities of the latter may be envisaged.

Suppliers of products, enterprises that perform work and provide services for federal state needs are determined by holding a tender. The competition may be:

1) open;

2) closed;

3) ordinary;

4) two-stage.

The most common is the usual open competition.

Stages of the competition to determine the supplier of products for federal state needs:

1) publication in the media of the announcement of the competition;

2) sending information to applicants about planned deliveries for federal state needs with a description of the delivery conditions offered by the state customer;

3) receiving proposals from candidates for the organization of supplies;

4) evaluation of received proposals;

5) selection of the winner of the competition;

6) conclusion of a state contract with the winner of the competition.

In order to take part in the competition, candidates are subject to special requirements:

1) they must have the necessary production capacity and other capabilities to fulfill the state order;

2) they must be Russian enterprises (admission to the competition of foreign enterprises is possible in exceptional cases - if there is no production of the specified type of product in the Russian Federation or if such production is inappropriate);

3) in case of providing false information, candidates may be excluded from participation in the competition. Suppliers have the right to require the organizer of an open tender to clarify the tender documentation. The organizer of an open tender must respond to requests from suppliers received before the deadline for submitting applications for participation in an open tender for clarifications of the provisions of the tender documentation. The organizer of an open tender must send to suppliers an explanation of the provisions of the tender documentation within the established time limits.

When considering the proposals of the contestants, a protocol of the competition is kept, which indicates:

1) a brief description of the goods supplied;

2) the name and addresses of the tender participants;

3) a list of tender participants who did not pass the preliminary selection;

4) the prices of goods offered by the participants of the competition;

5) the name of the winner of the competition and the price of the goods supplied by him;

6) the grounds for the decision by the tender organizer to reject applications for participation in the tender;

7) the reasons why the state contract has not been concluded.

Based on the results of the tender, the winner is determined by the participant who offered the best delivery terms. The organizer of an open tender is obliged to publish in the media information on the results of the open tender - on the name of the winner of the open tender, the names of the goods supplied by him and the prices of the goods supplied.

A closed competition is held in cases where:

1) the subject of the state contract is the supply of goods for the needs of the defense and security of the state in the part constituting a state secret;

2) technically complex goods are produced by a limited number of suppliers. When the competition is closed, the announcement in the media about its holding is not published, and the competition materials are sent directly to the candidates selected in advance by the competition commission.

In a two-stage competition, preliminary negotiations are held with its participants, conditions are specified, after which the second stage is held - the competition itself.

Control over the competition for the supply of products for federal state needs is carried out by a state body authorized by the Government of the Russian Federation.

LECTURE No. 44. Acceptance of goods by quantity

The delivery of goods is characterized by the imposition of a certain number of responsibilities on consignors and consignees.

The consignee must ensure the acceptance of products in terms of quality in strict accordance with the standards, specifications, basic and special terms of delivery, the Instruction on the procedure for accepting products for industrial purposes and consumer goods in terms of quantity, other rules and the contract.

When accepting cargo from transport authorities, the recipient organization, in accordance with the current rules for the transport of goods, is obliged to check whether the safety of the cargo during transportation is ensured, in particular:

1) check, in appropriate cases, the presence on vehicles or containers of the seals of the sender or the point of departure, the serviceability of the seals, the imprints on them, the condition of the wagon, other vehicles or container, the presence of protective marking of the cargo, as well as the serviceability of the container;

2) check the conformity of the name of the cargo and the transport marking on it with the data specified in the transport document, and require the transport authorities to issue the cargo by the number of pieces or weight in all cases when such an obligation is assigned to them by the rules in force in transport and other regulatory acts .

In the event of the release of cargo without checking the number of pieces or weight, the recipient, in the manner prescribed by the rules for issuing cargo, is obliged to demand from the transport authorities that an appropriate mark be made on the transport document (clause 3 of the Instruction on the procedure for accepting products for industrial purposes and consumer goods consumption according to the quality approved by the Resolution of the USSR State Arbitration Court dated April 25, 1966 No. P-7).

The consignor, in turn, is obliged (clause 2 of the Instruction on the procedure for accepting products for industrial purposes and consumer goods in terms of quality):

1) ensure strict observance of the established rules for packing and packing products, marking and sealing individual places;

2) ensure an accurate determination of the quantity of shipped products (weight, number of boxes, bundles, bundles, etc.);

3) when shipping products in packed or packaged places, ensure that each container provided by the standards, technical specifications, other mandatory rules or the contract contains a document certifying the name and quantity of products located in this container;

4) ensure a clear and precise execution of the relevant documents, check the compliance of the data on the quantity of products indicated in them with the actually shipped quantity;

5) to ensure strict observance of the rules for the delivery of goods for transportation, their loading and fastening in force in transport;

6) ensure systematic monitoring of the work of persons involved in determining the quantity of shipped products and issuing shipping and settlement documents for it.

In cases where there is a discrepancy between the actual quantity of delivered products and the quantity indicated in the documents, the recipient is obliged to:

1) suspend acceptance;

2) ensure the safety of products;

3) draw up an act on the identified shortage of products signed by the persons who made the acceptance.

By suspending the acceptance of products, the consignee must:

1) call for participation in the continuation of the acceptance of products and the preparation of a bilateral act of a representative of the consignor of the cargo;

2) call a representative of a single manufacturer if the product is received in the original packaging or in undamaged packaging from a manufacturer that is not the sender;

3) call a representative of a nonresident sender or manufacturer (in special cases).

The consignee no later than 24 hours, and in relation to perishable products - immediately after the discovery of a shortage, sends by telegraph (telephone) a notification about the call of the representative of the sender (manufacturer), where he must indicate: the name of the product, the date and number of the invoice or the number of the transport document, the quantity missing products and the nature of the shortage, the condition of the seals, the cost of the missing products, the time for which the acceptance of products by quantity is scheduled.

The sender is obliged, no later than the next day after receiving the call, to inform by telegram or telephone message whether a representative will be sent to him to participate in checking the quantity of products.

If the sender's representative fails to appear on the call of the recipient, the acceptance of products by quantity and the drawing up of an act of shortage are carried out:

1) with the participation of a representative of another organization, enterprise allocated by the head or deputy head of this organization or this enterprise;

2) either with the participation of a representative of the public of the recipient enterprise, appointed by the head or deputy head of the enterprise from among the persons approved by the decision of the trade union of this enterprise;

3) or unilaterally by the recipient enterprise, if the sender has agreed to unilateral acceptance of the products.

As representatives to participate in the acceptance of products, it is necessary to allocate persons competent in determining the quantity of products to be accepted, with the exception of managers, financially responsible persons and employees of legal services.

Acceptance of products must be carried out without interruption.

If, upon acceptance of products, a shortage of products is revealed against the data specified in the transport and accompanying documents (invoice, specification, inventory, packaging labels, etc.), then the results of acceptance of products by quantity are drawn up in an act that must be drawn up on the same day when the shortage was discovered.

If a shortage is detected after the acceptance of products by quantity, the recipient enterprise sends the sender, and, if necessary, the transport organization a claim with an act of shortage of products, signed by the head of the recipient enterprise. The manufacturer, sender, transport organization, if they receive the specified claim, are obliged to respond in accordance with the legislation of the Russian Federation.

LECTURE No. 45. Acceptance of goods by quality

When accepting goods in terms of quality, the consignee is obliged to ensure the acceptance of products in terms of quality in strict accordance with the standards, specifications, Instructions on the procedure for accepting products for industrial purposes and consumer goods in terms of quantity, other mandatory rules and the contract. When accepting cargo from transport authorities, the recipient enterprise, in accordance with the rules for the carriage of goods in force in transport, is obliged to check:

1) the presence on vehicles (wagon, tank, barge, ship hold, motor van, etc.) or on the container of the seals of the sender or the point of departure (station, pier, port), serviceability of the seals, prints on them, condition of the wagon, other vehicles or container, the presence of protective marking of the cargo and the serviceability of the container;

2) compliance of the name of the cargo and the transport marking on it with the data specified in the transport document;

3) whether the established transportation rules were observed, ensuring the protection of the cargo from damage and deterioration (stowage of cargo, temperature conditions, ice supply, etc.), delivery times, and also to inspect the cargo (clause 3 of the Instruction on the procedure for accepting products for industrial purposes and consumer goods in terms of quality).

The shipper must ensure:

1) strict observance of the established rules for packing and packing products, marking and sealing individual places;

2) shipment of products that meet the quality and completeness requirements established by standards, specifications, drawings, recipes, reference samples;

3) clear and correct execution of documents certifying the quality and completeness of the supplied products, shipping and settlement documents, compliance of the data on the quality and completeness of the products indicated in them with the actual quality and completeness;

4) timely sending of documents certifying the quality and completeness of products to the recipient. These documents are sent along with the products;

5) strict observance of the rules for the delivery of goods for transportation, their loading and fastening, as well as special rules for loading established by standards and specifications.

Products that arrived in a serviceable container are accepted for quality and completeness at the warehouse of the final recipient.

If a discrepancy is found in the quality, completeness, labeling of incoming products, containers or packaging with the requirements of standards, specifications, drawings, samples (standards), the contract or the data specified in the labeling and accompanying documents certifying product quality, the recipient:

1) suspend further acceptance of products;

2) draws up an act, which indicates the number of inspected products and the nature of the defects identified during acceptance;

3) ensure the storage of products of inadequate quality or incomplete products in conditions that prevent deterioration of its quality and mixing with other homogeneous products;

4) is obliged to call for participation in the continuation of the acceptance of products and the preparation of a bilateral act of a representative of a non-resident manufacturer (sender).

In case of a one-time delivery, the call of the manufacturer's representative (sender) and his presence to participate in the quality and completeness check of the products and the drawing up of an act are mandatory.

A notification about the call of the representative of the sender (manufacturer) is sent by telegraph (telephone) no later than 24 hours, and in relation to perishable products - immediately after the shortage is discovered.

The notice must contain:

1) product name, date and invoice number or transport document number;

2) the main shortcomings in the product;

3) the time when the acceptance of products for quality or completeness will take place;

4) the quantity of products of inadequate quality or incomplete products.

After receiving the notification, the manufacturer (sender) is obliged to send his representative for acceptance or agree to unilateral acceptance. If the representative of the manufacturer (sender) fails to appear on the call of the recipient (buyer):

1) product quality is checked by a representative of the relevant industry inspection for product quality;

2) checking the quality of goods - by an expert of the commodity examination bureau or a representative of the relevant quality inspection.

In all cases when the normative acts or the contract provide for the selection of samples (samples) to determine the quality of products, the persons participating in the acceptance of products for quality are obliged to select samples (samples) of these products.

Based on the results of acceptance of products in terms of quality and completeness, with the participation of representatives, an act is drawn up on the actual quality and completeness of the products received. The act must be drawn up on the day of the end of acceptance of products in terms of quality and completeness. The act must be signed by all persons involved in checking the quality and completeness of the products. A person who does not agree with the content of the act is obliged to sign it with a reservation about his disagreement and state his opinion. In the act, before the signature of the persons participating in the acceptance, it must be indicated that these persons are warned that they are responsible for signing the act containing data that does not correspond to reality (clause 29 of the Instruction on the procedure for accepting production and technical products and goods consumer goods in terms of quality).

If a quality discrepancy is found after the quality acceptance of the products, the recipient enterprise sends a claim to the manufacturer (sender), and, if necessary, to the transport organization. Wherein:

1) an act on the identification of non-conformity in product quality, signed by the head of the recipient enterprise, must be attached;

2) in cases stipulated by law and the contract, the claim must be accompanied by an act on the destruction of perishable products at the direction of the sanitary and epidemiological supervision authorities, an act on the delivery of products for scrap metal and other documents on the use of products on the spot in accordance with its actual quality;

3) in the event of a claim for compensation for the difference in the cost of products in connection with its transfer to a lower grade, the recipient is obliged to attach to the claim documents confirming the receipt of the products by the actually received grade;

4) trading organizations must present a certificate signed by the head of the organization and the chief accountant on the sale of products at the price of the grade in which it is transferred, or on the revaluation, if the products have not yet been sold, as well as a certificate signed by the same officials on re-labeling the products with the corresponding grade .

LECTURE No. 46. Product labeling

Product labeling is a mark on the product that allows you to identify this product, as well as containing information required by the user. Typically, product labels indicate:

1) the name of the goods;

2) purpose of the goods;

3) the procedure for use;

4) precautions for use;

5) quantity;

6) quality;

7) composition;

8) date of manufacture.

The carriers of the marking, i.e. the objects that contain it, are:

1) label;

2) product passport attached to it;

3) paper carrier, which is glued to the product;

4) other media.

The presence of marking on the goods is a prerequisite for the sale (delivery) of the goods.

In the absence of marking, the goods are considered not delivered, and the obligation to transfer the goods is considered not fulfilled.

In Europe, the labeling of goods using a barcode is widespread. The essence of this type of marking is that:

1) it is made graphically;

2) it is applied in a typographical way;

3) it is a combination of 13 black and white strokes of various sizes;

4) these lines consist of four groups;

5) the lines of the first group carry encrypted information about the country of manufacture;

6) lines of the second group - about the manufacturer;

7) five strokes of the third line carry information about the product itself;

8) the fourth line is the key to the cipher;

9) barcode marking is intended for machine reading, i.e. it contains the barcode of the product.

In Russia, barcodes have also become widespread. They are assigned to goods by the Foreign Economic Association of Automatic Identification - UNISCAN.

LECTURE No. 47. Legal regulation of advertising

Advertising - information disseminated in any way, in any form and using any means, addressed to an indefinite circle of persons and aimed at drawing attention to the object of advertising, generating or maintaining interest in it and promoting it on the market (Article 13 of the Federal Law of March 2006 38 No. XNUMX-FZ "On Advertising").

Legal regulation of advertising is carried out in order to:

1) protection against unfair competition in the field of advertising;

2) prevention and suppression of inappropriate advertising that can mislead consumers of advertising;

3) prevention of advertising that can harm the health of citizens, property of citizens or legal entities, the environment or harm the honor, dignity or business reputation of these persons, infringing on public interests, the principles of humanity and morality.

The Federal Law "On Advertising" sets out the main conditions for advertising:

1) advertising must be legal;

2) advertising must not harm the moral health of society, give rise to aggression and violence, promote war or ethnic strife;

3) advertising should not call for violation of environmental standards;

4) advertising must be directly recognizable, i.e. understandable without the use of any special knowledge or technical means;

5) advertising should be carried out mainly in Russian or the language of the people living in the Russian Federation;

6) advertising of goods subject to certification must be accompanied by the note "subject to mandatory certification".

The federal law "On Advertising" applies to (Article 2 of the Federal Law "On Advertising"):

1) political advertising;

2) information, the disclosure or dissemination or communication to the consumer of which is mandatory in accordance with federal law;

3) reference and information and analytical materials that do not have as their main purpose the promotion of goods on the market and are not social advertising;

4) messages of state authorities, local governments, municipal bodies that are not part of the structure of local governments, if such messages do not contain information of an advertising nature and are not social advertising;

5) signboards and signs that do not contain information of an advertising nature;

6) announcements of individuals and legal entities not related to the implementation of entrepreneurial activities;

7) information about the product, its manufacturer, importer or exporter, placed on the product or its packaging;

8) any elements of product design placed on the product or its packaging and not related to another product;

9) a mention of a product, means of its individualization, a manufacturer or a seller of the product, which are organically integrated into works of science, literature or art and in themselves are not promotional information.

In the advertisement of goods in the case of their remote sale, information about the seller of such goods must be indicated: name, location and state registration number of the entry on the creation of a legal entity; surname, name, patronymic, main state registration number of the entry on the state registration of an individual as an individual entrepreneur (Article 8 of the Federal Law "On Advertising"). An advertisement announcing a stimulating lottery, contest, game or other similar event, the condition for participation in which is the purchase of a certain product, must indicate:

1) the timing of such an event;

2) a source of information about the organizer of such an event, about the rules for holding it, the number of prizes or winnings based on the results of such an event, the timing, place and procedure for obtaining them (Article 9 of the Federal Law "On Advertising").

A self-regulatory organization in the field of advertising is an association of advertisers, advertising producers, advertising distributors and other persons created in the form of an association, union or non-profit partnership in order to represent and protect the interests of its members, develop requirements for compliance with ethical standards in advertising and ensure control over their implementation ( article 31 of the Federal Law "On advertising"). In accordance with Art. 32 of the Federal Law "On Advertising" these organizations have the right to:

1) represent the legitimate interests of its members in their relations with federal government bodies, government bodies of constituent entities of the Russian Federation, local government bodies;

2) participate in the consideration of cases by the antimonopoly body;

3) appeal to the arbitration court regulatory legal acts;

4) take measures of responsibility in relation to its members, including expulsion from members of a self-regulatory organization;

5) develop, establish and publish the rules of professional activity in the field of advertising, binding on all members of the self-regulatory organization;

6) exercise control over the professional activities of the members of the organization in terms of compliance with the requirements of the law and professional ethics;

7) consider complaints against the actions of members of the organization;

8) develop and establish requirements for persons wishing to join a self-regulatory organization;

9) collect, process and store information about the activities of its members;

10) maintain a register of persons who are members of a self-regulatory organization.

The antimonopoly body exercises, within its powers, state control over compliance with advertising legislation, including:

1) warns, detects and suppresses violations by individuals or legal entities of the legislation of the Russian Federation on advertising;

2) initiates and considers cases on signs of violation of the legislation on advertising. The antimonopoly body is also entitled to:

1) issue binding orders to stop violations of advertising legislation;

2) bring claims to a court or arbitration court for a ban on the dissemination of advertising carried out in violation of the law;

3) file suits with a court or arbitration court for a public refutation of false advertising;

4) apply to the arbitration court with applications for declaring as invalid, in whole or in part, normative and non-normative legal acts that contradict the legislation on advertising;

5) apply measures of responsibility;

6) apply to the arbitration court with applications to invalidate the permit for the installation of an advertising structure.

Decisions, prescriptions of the antimonopoly body may be challenged in court or arbitration court within 3 months from the date of the decision, prescription.

Violation by individuals or legal entities of the legislation of the Russian Federation on advertising entails liability in accordance with the law.

LECTURE No. 48. Features of certain types of advertising

Features of advertising in television programs, television programs are as follows:

1) it is not allowed to interrupt with advertising and combine with advertising the following TV shows:

a) religious TV programs;

b) TV shows lasting less than 15 minutes;

2) interruption of a TV program or TV show by an advertisement must be preceded by a message about the subsequent broadcast of the advertisement;

3) when combining advertising with a TV program, advertising must not:

a) occupy more than 7% of the frame area;

b) superimposed on subtitles, as well as inscriptions of an explanatory nature;

4) from January 1, 2008, the total duration of advertising distributed in a television program, interruption of a television program by an advertisement and combination of advertising with a television program may not exceed 15% of the time within 1 hour;

5) in children's and educational television programs:

a) the duration of which is not less than 15 minutes, it is allowed to distribute advertising at the beginning or at the end of 1 minute;

b) the duration of which is not less than 40 minutes, it is allowed to distribute advertisements at the beginning or at the end of the TV show with a duration of 2,5 minutes;

c) the duration of which is 1 hour or more, it is allowed to distribute advertising immediately at the beginning and immediately before the end of the TV show with a duration of 3 minutes;

6) broadcasting live or recorded of a sports competition may be interrupted by advertisements only during breaks in the course of sports competitions or during their stops;

7) other TV programs, including feature films, may be interrupted by advertising in such a way that the duration of each interruption does not exceed 4 minutes;

8) in television programs, advertising is not allowed on the days of mourning declared in the Russian Federation.

Features of advertising in radio programs and broadcasts:

1) the duration of advertising cannot exceed 25% of the broadcast time during the day;

2) the features of advertising in children's and educational radio programs, during the broadcast of sports competitions are the same as the features of advertising in television programs and television programs;

3) other radio broadcasts may be interrupted by advertising as many times as fifteen-minute periods include these radio broadcasts;

4) in radio programs it is not allowed to distribute advertising on days of mourning.

Placement of advertisements in printed periodicals must be marked "Advertisement", and the volume of advertising must be no more than 40% of the volume of one issue of printed periodicals. These requirements do not apply to periodicals that are registered as specializing in messages and promotional materials.

Placement of advertisements on postal items is allowed if there is a permit issued by the federal executive body in the field of communications in the manner determined by the Government of the Russian Federation.

The distribution of outdoor advertising using billboards, stands, building nets, banners, electronic scoreboards, balloons, balloons and other technical means is carried out by the owner of the advertising structure, which should be used solely for the purpose of advertising distribution. Distribution of advertising on a traffic sign, its support or any other device intended for traffic regulation is not allowed.

Placement of advertising on a vehicle is carried out on the basis of an agreement concluded with the advertiser and the owner of the vehicle or a person authorized by him. Advertising on vehicles is prohibited:

1) special and operational services;

2) equipped with devices for giving special light and sound signals;

3) federal postal service;

4) intended for the carriage of dangerous goods. The distribution of sound advertising using vehicles, as well as the sound accompaniment of advertising distributed using vehicles, is not allowed.

Advertisements for alcoholic beverages must not:

1) contain a statement that the use of alcoholic products is essential for achieving social recognition, professional, sports or personal success;

2) condemn abstinence from the consumption of alcoholic products;

3) contain a statement that alcoholic products are harmless;

4) contain a mention that the use of alcoholic products is one of the ways to quench thirst;

5) address minors;

6) use images of minors;

7) be placed on the first and last pages of newspapers, magazine covers;

8) be placed in printed publications intended for minors;

9) be placed on all types of public transport vehicles;

10) be placed in children's, educational, medical, sanatorium, health, military organizations, theaters, circuses, museums, houses and palaces of culture, concert and exhibition halls, libraries, lecture halls, planetariums and at a distance closer than 100 m from such structures. Advertising of alcoholic products in each case must be accompanied by a warning about the dangers of its excessive consumption, and at least 10% of the advertising space (space) must be allocated to such a warning. Advertising of beer and drinks made on its basis is also not placed:

1) in TV programs from 7:22 to 9:24 local time and on radio programs from XNUMX:XNUMX to XNUMX:XNUMX local time;

2) for film and video services from 7 a.m. to 20 p.m. local time;

3) in the media specializing in environmental issues, education, health protection.

Advertisements for alcoholic beverages, beer and beer-based drinks have similar features with advertisements for tobacco, tobacco products and smoking accessories.

Advertisements for medicines must not:

1) address minors;

2) contain references to specific cases of curing diseases as a result of the use of the advertised object;

3) contain an expression of gratitude in connection with the use of the object of advertising;

4) create an idea of the advantages of the object of advertising by referring to the fact of conducting research;

5) contain statements or assumptions about the presence of advertising consumers of certain diseases or health disorders;

6) help create an impression in a healthy person about the need to use the object of advertising;

7) create the impression of the uselessness of going to the doctor;

8) guarantee the positive effect of the object of advertising, its safety, effectiveness and the absence of side effects;

9) present the object of advertising as a dietary supplement and food supplement or other product that is not a medicinal product;

10) contain a statement that the safety and (or) effectiveness of the advertised object is guaranteed by its natural origin. Advertising of medicines should be accompanied by a warning about the presence of contraindications to their use and use.

Features of advertising exist in relation to certain types of goods, such as:

1) dietary supplements, baby food;

2) military products and weapons;

3) risk-based games, bets;

4) financial services;

5) securities;

6) services for the conclusion of annuity agreements, including a lifelong maintenance agreement with a dependent.

LECTURE #49

Inappropriate advertising - advertising that does not comply with the requirements of the legislation of the Russian Federation. Advertising must be honest and reliable. Unfair and inaccurate advertising is not allowed. An advertisement is deemed unfair if it:

1) contains incorrect comparisons of the advertised product with goods in circulation that are produced by another manufacturer or sold by other sellers;

2) discredits the honor, dignity or business reputation of a person, including a competitor;

3) is an advertisement of a product, the advertising of which is prohibited in this way, at this time or in this place, if it is carried out under the guise of another product, the trademark or service mark of which is identical or confusingly similar to the trademark or service mark of the product, in in relation to the advertising of which the relevant requirements and restrictions are established, as well as under the guise of advertising of the manufacturer or seller of such goods;

4) is an act of unfair competition in accordance with the antitrust laws.

An advertisement that contains untrue requirements is recognized as unreliable:

1) about the advantages of the advertised product over the goods in circulation, which are produced by other manufacturers or sold by other sellers;

2) about any characteristics of the product, including its nature, composition and method, date of manufacture, purpose, consumer properties, conditions for the use of the product, its place of origin, the presence of a certificate of conformity or a declaration of conformity, marks of conformity and signs of circulation on market, service life, shelf life of the goods;

3) on the range and configuration of goods, as well as on the possibility of their acquisition in a certain place or within a certain period of time;

4) on the cost or price of the goods, the procedure for its payment, the amount of discounts;

5) on the terms of delivery, exchange, repair and maintenance of goods;

6) on warranty obligations of the manufacturer or seller of goods;

7) on exclusive rights to the results of intellectual activity;

8) on the rights to use official state symbols and symbols of international organizations;

9) on official or public recognition, on receiving medals, prizes, diplomas or other awards;

10) on the recommendations of individuals or legal entities regarding the object of advertising or on its approval by individuals and legal entities;

11) on the results of research and testing;

12) on granting additional rights or benefits to the purchaser of the advertised product;

13) on the actual amount of demand for the advertised or other goods, etc.

Advertising must not:

1) induce to commit unlawful acts;

2) call for violence and cruelty;

3) be similar to road signs;

4) form a negative attitude towards persons who do not use the advertised goods, or condemn such persons.

Advertising is not allowed:

1) the use of foreign words and expressions that can lead to a distortion of the meaning of the information;

2) an indication that the object of advertising is approved by state authorities, local governments or their officials;

3) demonstration of the processes of smoking and consumption of alcoholic products;

4) use of images of medical workers, except for such use in advertising of medical services;

5) an indication that the advertised product is produced using human embryonic tissues;

6) an indication of medicinal properties.

Advertising is not allowed to use swear words, obscene and offensive images, comparisons and expressions, including in relation to gender, race, nationality, profession, special category, age, official state symbols, religious symbols, cultural heritage sites.

The use of hidden advertising in radio, television, video, audio and film products or in other products is not permitted.

It is not allowed to place advertisements in textbooks intended for teaching children according to programs of primary general and basic general education, school diaries, as well as in school notebooks.

In order to protect minors from abuse of their trust and lack of experience, advertising is not allowed:

1) discrediting parents and educators, undermining the confidence in them among minors;

2) encouraging children to convince parents or other persons to purchase the advertised product;

3) the creation in minors of a distorted idea of the availability of goods for a family with any level of income;

4) creating in children the impression that the possession of the advertised product puts them in a preferable position over their peers;

5) the formation of an inferiority complex in minors who do not possess the advertised product;

6) showing minors in dangerous situations;

7) the formation of an inferiority complex in minors associated with their external unattractiveness. Advertising is not allowed:

1) goods, the production and (or) sale of which is prohibited by the legislation of the Russian Federation;

2) narcotic drugs, psychotropic substances and their precursors;

3) explosive substances and materials, with the exception of pyrotechnic products;

4) human organs and (or) tissues as an object of sale and purchase;

5) goods, in the absence of state registration;

6) goods subject to mandatory certification, in the absence of such certification;

7) goods, the production or sale of which requires obtaining licenses or other special permits (in the absence of such permits).

LECTURE No. 50. Types of commercial contracts

An agreement is an agreement between two or more persons on the establishment, modification and termination of civil rights and obligations. The contract is the main type of transactions. Significance of contracts:

1) this is one of the grounds for the emergence of civil rights and obligations;

2) they mediate the movement of objects of civil rights from one person to another;

3) allow you to identify the true needs for certain goods. The basic principle of concluding a contract is freedom of contract. The parties are free to conclude or not to conclude an agreement. The parties may conclude an agreement provided for by law, as well as not directly provided for by law, but not prohibited by it. The parties have the right to conclude a mixed contract, i.e. containing elements of different types of contracts. The parties are free to choose the terms of the contract. The content of the contract refers to the mutual rights and obligations of the parties. The terms of the contract are essential, ordinary and accidental. The essential conditions include the condition that determines the subject of the contract, as well as the conditions that are defined as such in the law or determined by the parties themselves. The usual terms of the contract are established by the legislation dispositively. Random terms of the contract are typical for this individual contract.

All contracts can be classified:

1) at the time of the emergence of rights and obligations:

a) concessionary - are concluded by mutual agreement of the parties;

b) real - for the conclusion it is necessary to transfer the subject of the contract;

2) unilateral and bilateral (multilateral);

3) paid and non-paid;

4) for the subject in whose favor the contract is concluded:

a) contracts in favor of their participants;

b) contracts in favor of third parties;

5) depending on the legal focus:

a) main;

b) preliminary;

c) a public contract;

6) accession agreement.

In accordance with Art. 426 of the Civil Code of the Russian Federation, a public contract is a contract concluded by a commercial organization and establishing its obligations to sell goods, perform work or provide services that such an organization, by the nature of its activities, must carry out in relation to everyone who applies to it (retail trade, transportation by public transport , communication services, energy supply, medical, hotel services, etc.)

A special type of contract is a commercial contract. The peculiarity of a commercial contract is that such a contract:

1) has a special subject composition: its parties are not all persons, but only those who are engaged in trade (commercial) activities;

2) has a special purpose - the establishment, modification or termination of civil rights and obligations in the field of trade or trade facilitation.

All commercial contracts can be classified into the following:

1) implementation;

2) intermediary;

3) trade facilitation agreements;

4) organizational.

Implementation agreements regulate relations in the field of delivery of goods from producers to consumers for business and economic needs. These include contracts:

1) wholesale purchase and sale, according to which one party (the seller) undertakes to transfer the thing (goods) into the ownership of the other party (the buyer), and the buyer undertakes to accept this goods and pay a certain amount of money (price) for it (Article 454 of the Civil Code of the Russian Federation );

2) delivery, according to which the supplier-seller, carrying out entrepreneurial activities, undertakes to transfer, within a specified period or terms, the goods produced or purchased by him to the buyer for use in entrepreneurial activities or for other purposes not related to personal, family, household and other similar use ( article 506 GKRF);

3) barter, according to which each of the parties undertakes to transfer one commodity to the ownership of the other party in exchange for another;

4) commodity credit, which provides for the obligation of one party to provide the other party with things defined by generic characteristics;

5) contracting of agricultural products, according to which the producer of agricultural products undertakes to transfer the agricultural products grown (produced) by him to the purveyor - the person who purchases such products for processing or sale (Article 535 of the Civil Code of the Russian Federation).

Intermediary contracts govern the relationship for the commission by one person in the interests of another person of actions regarding the goods. These contracts include:

1) contract of agency, according to which one party (attorney) undertakes to perform certain legal actions on behalf and at the expense of the other party (principal);

2) a commission agreement, according to which one party (commission agent) undertakes, on behalf of the other party (commission principal), for a fee, to make one or more transactions on its own behalf, but at the expense of the principal;

3) consignment agreement;

4) a commercial concession (franchise) agreement, under which one party (right holder) undertakes to grant the other party (user) for a fee for a period or without specifying a period the right to use in the user's business activities a set of exclusive rights belonging to the right holder, including the right to a company name. the name and (or) commercial designation of the right holder, for protected commercial information, as well as for other objects of exclusive rights provided for by the agreement - a trademark, a service mark (Article 1027 of the Civil Code of the Russian Federation), etc.

Trade facilitation contracts are contracts for:

1) creation of advertising products;

2) provision of advertising and information services;

3) implementation of marketing research;

4) storage of goods, according to which the goods warehouse (custodian) undertakes, for a fee, to store the goods transferred to it by the goods owner (bailor) and return these goods in good condition.

Organizational contracts have as their goal the organization of the trading process. These include:

1) agreements of state authorities and local self-government with manufacturing and trading firms on the organization of trade;

2) contracts of executive authorities on interregional supplies of goods;

3) contracts for the exclusive sale of goods;

4) agreements on the organization of activities for the sale of goods.

LECTURE No. 51. Purchase and sale agreement. Types of sales contracts

1. Sales contract

A contract of sale is understood as a contract where one party (the seller) undertakes to transfer the goods or thing into the ownership of the other party (the buyer), and the buyer undertakes to accept this goods and pay a certain amount of money (price) for it. This agreement is a bilateral transaction. The subject of the contract of sale is the thing that is transferred, acts as a product with the inherent properties of full or limited transferability. The subject of the contract can be both movable and immovable property. The circulation of securities is regulated separately. The content of this agreement is a bilateral agreement, where each of the parties has rights and obligations.

The main obligation of the seller is the obligation to transfer the thing or goods with the transfer of ownership of the thing being sold. The buyer is obliged to accept the thing and pay a certain amount of money. Additional responsibilities include providing information, insuring the item, storing the item, and indemnifying for damages.

The contract of sale must contain two conditions: on the goods and on the price. The contract of sale is a consensual agreement, since it will be considered concluded from the moment the parties reach an agreement on its essential terms, and also because the moment the contract enters into force is not associated with the transfer of goods to the buyer. The real conclusion of the contract of sale is allowed, when the execution of the contract is carried out at the time of its conclusion (retail trade).

The purpose of the contract of sale is to transfer ownership of the thing that serves as a commodity from the seller to the buyer. The right of ownership of the acquirer of a thing arises from the moment of its transfer. The buyer of the goods is any natural and legal person recognized as the subject of civil rights and obligations. The buyer becomes the owner of the goods, acquiring it under a contract of sale. The transfer of goods to the buyer is the execution of the contract of sale concluded and entered into force on the part of the seller.

The contract of sale is a reimbursable agreement, since the seller, for the fulfillment of his obligations to transfer the goods to the buyer, must receive a counter provision from the buyer in the form of payment for the goods received.

The contract of sale is a bilateral agreement, since each of the parties to this contract bears obligations in favor of the other party and is considered the debtor of the other party in what it is obliged to do in its favor, and at the same time the creditor of the other party in that it has the right to demand from it.

The deadline for the seller to fulfill the obligation to transfer the goods to the buyer is determined by the contract of sale (Article 457 of the Civil Code of the Russian Federation). In accordance with Art. 458 of the Civil Code of the Russian Federation, unless otherwise provided by the contract of sale, the obligation of the seller to transfer the goods to the buyer is considered fulfilled at the moment:

1) delivery of goods to the buyer or the person indicated by him, if the contract provides for the obligation of the seller to deliver the goods;

2) placing the goods at the disposal of the buyer, if the goods must be transferred to the buyer or the person indicated by him at the location of the goods.

Unless otherwise provided by the contract of sale, the risk of accidental loss or accidental damage to the goods passes to the buyer from the moment when, in accordance with the law or the contract, the seller is considered to have fulfilled his obligation to transfer the goods to the buyer. The risk of accidental loss or accidental damage to the goods sold while they are in transit passes to the buyer from the moment the sale and purchase agreement is concluded, unless otherwise provided by such an agreement or business customs (Article 459 of the Civil Code of the Russian Federation).

If, under a sales contract, goods are subject to transfer in a certain ratio by types, models, sizes, colors or other characteristics (in assortment), the seller is obliged to transfer goods to the buyer in the assortment agreed by the parties.

The seller is obliged to transfer to the buyer the goods, the quality of which corresponds to the contract of sale. The seller is obliged to transfer to the buyer the goods that comply with the terms of the contract of sale on completeness.

Unless otherwise provided by the contract of sale and does not follow from the essence of the obligation, the seller is obliged to transfer the goods to the buyer in containers and (or) packaging, with the exception of goods that, by their nature, do not require packaging and (or) packaging.

2. Types of sales contracts

The types of sales contracts are:

1) a retail sale and purchase agreement, under which the seller, carrying out entrepreneurial activities in the sale of goods at retail, undertakes to transfer to the buyer goods intended for personal, family, household or other use not related to entrepreneurial activity;

2) supply of goods;

3) a contract for the supply of goods for state needs;

4) contracting agreement;

5) an energy supply agreement, under which the energy supplying organization undertakes to supply energy to the subscriber (consumer) through the connected network, and the subscriber undertakes to pay for the received energy, as well as to comply with the mode of its consumption provided for by the agreement, to ensure the safety of operation of the energy networks under his control and the serviceability of the devices used by him and equipment related to energy consumption;

6) a contract for the sale of real estate, under which the seller undertakes to transfer to the ownership of the buyer a land plot, building, structure, apartment or other immovable property;

7) a contract for the sale of an enterprise, under which the seller undertakes to transfer the enterprise as a whole as a property complex into the ownership of the buyer, with the exception of rights and obligations that the seller is not entitled to transfer to other persons.

LECTURE No. 52. Supply contract

Under the supply contract, the supplier-seller engaged in entrepreneurial activities undertakes to transfer, within a specified period or terms, the goods produced or purchased by him to the buyer for use in entrepreneurial activities or for other purposes not related to personal, family, household and other similar use. The supply agreement is one of the varieties of the purchase and sale agreement. The features of a supply agreement include:

1) the purpose of acquiring the goods (is of fundamental importance: the goods are bought for the purposes of entrepreneurial activity);

2) a special legal status of the seller and the buyer, who act as a business entity;

3) delivery of goods, which is carried out by the supplier by shipping the goods to the buyer, who is a party to the contract, or to the person specified in the contract as the buyer.

In order for the supply contract to come into force, it is not necessary that the goods have been handed over to the buyer. At the time of the conclusion of the contract, the buyer receives the right to demand to receive goods from the supplier, and the supplier to transfer it. The supply contract is of a compensatory nature. A feature of the supply agreement is that the transfer of goods is possible both at a time and in separate batches during a certain period.

The delivery time or dates are important terms of the delivery contract. The supply agreement provides for the wholesale sale of goods. The delivery time of the goods is determined by specifying a specific date or periods of delivery during the term of the contract. In the event that the parties provide for the delivery of goods during the term of the supply agreement in separate lots and the terms for the delivery of individual lots are not defined in it, then the goods must be delivered in uniform lots on a monthly basis, unless otherwise follows from the law, other legal acts, the essence of the obligation or business customs. . Along with the definition of delivery periods, the delivery contract may establish a schedule for the delivery of goods (ten-day, daily, hourly, etc.). Early delivery can be made with the consent of the buyer. Goods delivered ahead of schedule and accepted by the buyer are counted towards the quantity of goods to be delivered in the next period.

The supply of goods is carried out by the supplier by shipment (transfer) of the goods to the buyer, who is a party to the supply contract, or to the person specified in the contract as a recipient. Delivery of goods is carried out by the supplier by shipping them by transport, provided for in the supply agreement, and on the conditions specified in the agreement. The supply contract may provide for the receipt of goods by the buyer (recipient) at the location of the supplier (selection of goods).

The supplier, who allowed the underdelivery of goods in a separate delivery period, is obliged to make up for the underdelivered quantity of goods in the next period (periods) within the validity period of the supply contract. The buyer has the right, by notifying the supplier, to refuse to accept goods whose delivery is overdue, unless otherwise provided in the supply contract. Goods delivered before the supplier receives notification, the buyer is obliged to accept and pay.

The range of goods, the short delivery of which is subject to replenishment, is determined by agreement of the parties to the contract, and in the absence of such an agreement, the supplier is obliged to make up for the underdelivered quantity of goods in the assortment established for the period in which the short delivery was allowed.

The buyer (recipient) is obliged to take all necessary actions to ensure the acceptance of the goods delivered in accordance with the supply contract. The goods accepted by the buyer (recipient) must be inspected by him within the period specified by law, other legal acts, the supply contract or business customs. The buyer is obliged within the same period to check the quantity and quality of the goods received and to immediately notify the supplier in writing of any discrepancies or shortcomings found.

When the buyer (recipient) refuses the goods transferred by the supplier, he is obliged to ensure the safety of this goods (responsible storage) and immediately notify the supplier. The supplier is obliged to take out the goods accepted by the buyer for safekeeping or dispose of them within a reasonable time.

The buyer pays for the delivered goods in compliance with the procedure and form of payment stipulated by the supply agreement. If the procedure and form of settlements are not determined by agreement of the parties, then settlements are carried out by payment orders.

The buyer (recipient) is obliged to return to the supplier the reusable packaging and packaging means in which the goods arrived. Other containers, as well as packaging of goods, are subject to return to the supplier only in cases stipulated by the contract.

The buyer (recipient) to whom goods of inadequate quality have been delivered has the right to:

1) demand a commensurate reduction in the purchase price;

2) demand the free elimination of defects in the goods within a reasonable time;

3) demand reimbursement of their expenses for the elimination of defects in the goods;

4) refuse to perform the contract and demand the return of the amount of money paid for the goods;

5) demand the replacement of goods of inadequate quality with goods that comply with the contract.

The buyer (recipient) to whom the goods were delivered in violation of the terms of the supply agreement, the requirements of the law for completeness, has the right to:

1) demand a commensurate reduction in the purchase price;

2) demand that the goods be completed within a reasonable time;

3) demand the replacement of an incomplete product with a complete one;

4) refuse to perform the contract and demand the return of the amount of money paid for the goods.

If the supplier has not supplied the required quantity of goods or has not complied with the buyer's requirements to replace defective goods or to complete the goods within the prescribed period, the buyer has the right to purchase the goods not delivered from other persons with the supplier attributing all necessary and reasonable costs for their acquisition to the supplier.

The penalty established by law or the supply contract for underdelivery or delay in the delivery of goods shall be collected from the supplier until the actual fulfillment of the obligation within the limits of his obligation to make up for the underdelivered quantity of goods in subsequent periods of delivery.

Unilateral refusal to execute the supply contract or its unilateral change is allowed in the following cases:

1) supply of goods of inadequate quality with defects that cannot be eliminated within a period acceptable to the buyer;

2) repeated violation of the terms of delivery of goods;

3) repeated violation of the terms of payment for goods;

4) repeated non-selection of goods.

LECTURE #53 Trade Facilitating Treaties

Trade facilitation agreements are:

1) to create advertising products;

2) for the provision of advertising and information services;

3) to perform marketing research;

4) for the storage of goods;

5) dealer;

6) distribution, etc.

Under a contract for the provision of paid services (provision of communication services, auditing, consulting, information services, and others), the contractor undertakes to provide services (perform certain actions or carry out certain activities) on the instructions of the customer, and the customer undertakes to pay for these services. Unless otherwise provided by the contract for the provision of services for compensation, the contractor is obliged to provide services personally. The customer undertakes to pay for the services rendered to him in the terms and in the manner specified in the contract for the provision of services for compensation. In case of impossibility of performance due to the fault of the customer, the services are subject to payment in full. In the event that the impossibility of performance arose due to circumstances for which none of the parties is responsible, the customer shall reimburse the contractor for the expenses actually incurred by him, unless otherwise provided by law or the contract for the provision of services for compensation. The customer has the right to refuse to execute the contract for the provision of services for compensation, subject to payment to the contractor of the expenses actually incurred by him. The contractor has the right to refuse to fulfill obligations under the contract for the provision of services for compensation only if the customer is fully reimbursed for losses.

Under a storage agreement, one party (custodian) undertakes to store the thing transferred to it by the other party (bailor) and return this thing intact. Under a warehousing agreement, a commodity warehouse (custodian) undertakes, for a fee, to store the goods transferred to it by the goods owner (bailer) and to return the goods intact. The written form of the warehouse storage agreement is considered to be complied with if its conclusion and acceptance of goods into the warehouse are certified by a warehouse document. A warehouse storage agreement concluded by a public warehouse is recognized as a public agreement.

When goods are accepted for storage, a goods warehouse shall at its own expense inspect the goods and determine their quantity and external condition. The warehouse is obliged to provide the goods owner during storage with the opportunity to inspect the goods or their samples, if the storage is carried out with depersonalization, take samples and take measures necessary to ensure the safety of the goods.

When it is necessary to change the conditions of their storage in order to ensure the safety of goods, the warehouse has the right to take the required measures independently. However, he is obliged to notify the goods owner of the measures taken if it was necessary to significantly change the conditions for the storage of goods. If damage to the goods is found during storage that goes beyond the limits agreed in the warehouse storage agreement or the usual norms of natural deterioration, the goods warehouse is obliged to immediately draw up an act about this and notify the goods owner on the same day.

The owner of the goods and the goods warehouse shall each have the right to demand, upon the return of the goods, that they be inspected and that their quantity be checked. If, upon returning the goods by the warehouse to the goods owner, the goods were not jointly examined or checked by them, a statement about the shortage or damage to the goods due to its improper storage must be made to the warehouse in writing upon receipt of the goods, and in relation to the shortage or damage that could not be detected by the usual method of acceptance goods within 3 days of receipt. In the absence of such a declaration, it is considered that the goods have been returned by the warehouse in accordance with the terms of the warehouse storage agreement.

The goods warehouse shall issue one of the following goods documents in confirmation of acceptance of the goods for storage:

1) double warehouse certificate;

2) a simple warehouse certificate;

3) warehouse receipt.

A double warehouse certificate consists of two parts - a warehouse certificate and a pledge certificate (warrant), which can be separated from one another. The holder of the warehouse and pledge certificates has the right to dispose of the goods stored in the warehouse in full. The holder of a warehouse receipt separated from the pledge certificate has the right to dispose of the goods, but cannot take them from the warehouse until the loan issued under the pledge certificate is repaid. The holder of the pledge certificate, other than the holder of the warehouse receipt, has the right to pledge the goods in the amount of the loan issued under the pledge certificate and interest on it. When goods are pledged, this is noted on the warehouse certificate.

A warehouse certificate and a pledge certificate may be transferred together or separately according to endorsements.

The goods warehouse releases the goods to the holder of the warehouse and pledge certificates only in exchange for both of these certificates together. To the holder of a warehouse receipt who does not have a pledge certificate, but has paid the amount of the debt on it, the warehouse shall issue the goods only in exchange for a warehouse certificate and provided that along with it a receipt for payment of the entire amount of the debt under the pledge certificate is provided. The holder of warehouse and pledge certificates has the right to demand the issuance of goods in parts. At the same time, in exchange for the original certificates, he is issued new certificates for the goods remaining in the warehouse.

A simple warehouse certificate is issued to the bearer.

If it follows from the law or the contract that the goods warehouse may dispose of the goods deposited with it, the rules on the loan shall apply to the relations of the parties, however, the time and place of the return of the goods shall be determined by the rules for the storage of goods.

LECTURE No. 54. Intermediary contracts

Intermediary contracts govern the relationship for the commission by one person in the interests of another person of actions regarding the goods. These types of contracts include:

1) instructions;

2) commissions;

3) consignments;

4) commercial concession.

Under an agency agreement, one party (attorney) undertakes to perform certain legal actions on behalf and at the expense of the other party (principal). The contract of agency is paid, mutual and fiduciary (on a trust basis). The subject of the contract of commission is the transaction, but the subject of this contract cannot be an action of a personal nature. The parties to the agency agreement can be both legal entities and capable citizens. The form of the contract is written or oral, but the attorney carries out his activities on the basis of a power of attorney. The contract of agency is used to perform the same type of strictly defined actions. Term of the contract of agency: may be concluded with an indication of the period during which the attorney has the right to act on behalf of the principal, or without such an indication, but in any case this period cannot exceed the period of the power of attorney.

The trustee under the contract of commission is obliged:

1) personally carry out the assignment given to him;

2) inform the principal, at his request, of all information on the progress of the execution of the order;

3) transfer to the principal without delay everything received under transactions made in pursuance of the order;

4) upon execution of the mandate or upon termination of the contract of mandate prior to its execution, immediately return to the principal the power of attorney, the validity of which has not expired.

The trustee must:

1) reimburse the attorney for the expenses incurred;

2) provide the attorney with the funds necessary for the execution of the order;

3) without delay to accept from the attorney all the assignment executed by him in accordance with the contract;

4) pay the attorney a fee.

The contract of agency is terminated due to:

1) cancellation of the order by the principal;

2) refusal of the attorney;

3) the death of the principal or agent, the recognition of any of them as incapacitated, with limited capacity or missing.

The principal has the right to cancel the order, and the attorney to refuse it at any time.

Under a commission agreement, one party (commission agent) undertakes, on behalf of the other party (principal), for a fee, to make one or more transactions on its own behalf, but at the expense of the principal. Under a transaction made by a commission agent with a third party, the commission agent acquires rights and becomes obligated, even if the committent was named in the transaction or entered into direct relations with the third party to execute the transaction.

A commission agreement may be concluded for a fixed period or without specifying the period of its validity, with or without indicating the territory of its execution, with the obligation of the committent not to grant third parties the right to make transactions in his interests and at his expense, the commission of which is entrusted to the commission agent, or without such obligations, with or without conditions, regarding the range of goods that are the subject of the commission.

The committent is obliged to pay the commission agent a remuneration, and in the case when the commission agent has assumed a guarantee for the execution of the transaction by a third party, also an additional remuneration in the amount and in the manner established in the commission agreement.

The commission agreement is terminated due to:

1) the principal's refusal to perform the contract;

2) the commission agent's refusal to perform the contract in cases provided for by law or the contract;

3) death of the commission agent, recognition of his incapacity, limited capacity or missing;

4) recognition of an individual entrepreneur who is a commission agent as insolvent (bankrupt).

Under a consignment agreement, a foreign company that is an exporter of goods to the Russian Federation (consignor) delivers goods to a warehouse to a Russian intermediary (consignee) and instructs him, on his own behalf, to further sell the supplied goods for a fee within a certain period, while the goods are the property of the exporter until they are sold. buyers. The consignment agreement is a type of commission agreement and is used for goods, the demand for which is difficult to predict. An essential condition of the consignment agreement is the opening of a consignment warehouse.

Under a commercial concession agreement, one party (right holder) undertakes to grant the other party (user) for a fee for a period or without specifying a period of time the right to use in business activities a set of exclusive rights belonging to the right holder, including the right to a trade name and (or) commercial designation of the right holder , to protected commercial information, as well as to other objects of exclusive rights provided for by the agreement - a trademark, a service mark, etc. Legal entities and citizens registered as an individual entrepreneur can be parties to the agreement. The form of a commercial concession agreement is written, and this agreement is registered by the body that registered the legal entity or individual entrepreneur acting under the agreement as the copyright holder. The commercial concession agreement specifies the subject of the agreement, the territory of use, the area of activity that will be used, the rights and obligations of the parties.

The copyright holder is obliged:

1) transfer to the user technical and commercial documentation and provide other information required by the user;

2) instruct the user and his employees on issues related to the exercise of rights under a commercial concession agreement;

3) issue licenses to the user, ensuring their execution in the prescribed manner;

4) ensure registration of a commercial concession agreement;

5) provide the user with ongoing technical and advisory assistance, including assistance in training and advanced training of employees;

6) control the quality of goods produced by the user on the basis of a commercial concession agreement.

The user is obliged:

1) to use, in the course of carrying out the activities provided for by the contract, the trade name and (or) commercial designation of the right holder in the manner specified in the contract;

2) to ensure that the quality of the goods produced by him on the basis of the contract corresponds to the quality of similar goods produced directly by the right holder;

3) comply with the instructions and instructions of the copyright holder;

4) provide customers with all additional services;

5) not to disclose the production secrets of the right holder;

6) grant a limited number of sub-concessions;

7) inform buyers in the most obvious way for them that he uses a company name, commercial designation, trademark, service mark or other means of individualization by virtue of a commercial concession agreement.

LECTURE No. 55. Dealer agreement. Distributor agreement

1. Dealer agreement

The purpose of the dealer agreement is to create a dealer network in order to promote products that meet the quality requirements of the consumer, to provide warranty and after-sales service to consumers. The dealer acquires ownership of the goods and makes further sale on his own behalf and at his own expense, while independently fulfilling all the rights and obligations of the seller. When choosing dealers, the following factors are taken into account:

1) experience in the sale of products;

2) possession of information about consumers, including their solvency;

3) the ability to perform warranty and service maintenance;

4) the presence of a production base in the region of activity.

Dealers are divided into categories, and depending on this category, they are provided with discounts to the current prices for products.

Dealer Responsibilities:

1) sell products through its own distribution network;

2) not to sell products outside the sales territory;

3) immediately report the facts of falsification of products;

4) take measures to protect the trademark;

5) carry out the purchase of products in the agreed volumes;

6) not sell products of a similar purpose and not represent the interests of a similar organization;

7) provide a report to the distributor once a month;

8) when working in the same region, dealers are required to coordinate the prices for the sale of goods among themselves.

The dealer's liability can be set as:

1) reducing discounts;

2) termination of the dealer's certificate in case of gross violation of the contract (refusal to pay for the volume of products for 2 months without good reason, etc.)

Dealer rights:

1) for the sale of products;

2) to secure territory for the dealer;

3) petitions for changing the scheme of supply of distributor outlets;

4) receive documents and materials of a consultative and promotional nature;

5) to obtain a certificate of a dealer of the established sample.

The dealer agreement is concluded for 1 year and does not contain an automatic extension of the dealership.

2. Distributor agreement

Under a distribution agreement, one person (grantor) grants the rights to distribute goods in a certain territory to another person (distributor). Grantor is a manufacturer, exporter, seller of goods. The distributor is not a consumer of the product, because he buys the product for resale.

A distribution agreement combines elements of an agency agreement, a supply agreement and a commercial concession agreement.

Rights and obligations of the distributor:

1) purchase and sell goods on their own behalf and at their own expense;

2) take over the organization of sales in a certain territory and not create obligations for the manufacturer of products;

3) carry out activities in a certain territory.

The grantor is obliged to provide technical and commercial information, including the transfer of know-how to the distributor, to organize trainings and seminars for the distributor. In addition, when determining the procedure for providing the distributor with products, the grantor is obliged to provide the distributor with the exclusive transfer of rights to sell these goods.

In relation to the participants of the distribution agreement, sanctions may be provided that occur in the event of:

1) non-compliance with the minimum level of sales;

2) sales of products at reduced prices;

3) reduction of the established stock of goods.

LECTURE No. 56. Contract for the carriage of goods by sea

Sea shipping is one of the most common types of transportation. Most of the sea cargo traffic is transported by sea. There are two types of cargo transportation by sea:

1) international shipping;

2) cabotage - transportation of goods and passengers carried out within the same sea, in coastal waters, most often between ports of the same state.

Sea carriage of goods is carried out on the basis of a sea carriage contract. The content of the contract of carriage by sea:

1) the carrier is obliged to deliver the cargo entrusted to him to the port of destination;

2) the carrier of the cargo is obliged to release the cargo to the person authorized to receive the cargo;

3) the sender of the cargo is obliged to pay for this transportation.

The parties to the contract of carriage by sea are:

1) carrier. This is a person who has concluded a contract for the carriage of goods by sea with a consignor or on whose behalf such a contract has been concluded;

2) shipper. A person who has entered into a contract for the carriage of goods by sea, as well as any person who has delivered the goods to the carrier on his own behalf;

3) charterer. This is a person who has concluded a contract for the carriage of goods by sea.

The contract for the carriage of goods by sea is called a charter contract. The fee that the sender is obliged to pay to the carrier of the goods is called "freight". There are the following features of the payment of freight for the carriage of goods by sea (Article 164 of the CTM RF):

1) the amount of freight is established by agreement of the parties;

2) in the absence of an agreement between the parties, the amount of freight is calculated on the basis of the rates applied at the place of loading of the cargo and during the loading of the cargo;

3) in the event that the cargo is loaded onto the ship in a larger quantity than provided for by the contract for the carriage of cargo by sea, the amount of freight increases accordingly;

4) in the event that instead of the cargo provided for by the contract of carriage by sea, another cargo is loaded onto the ship, the amount of freight for the carriage of which is greater than that provided for by the contract of carriage of goods by sea, the freight is paid for the carriage of actually loaded cargo;

5) freight lost during its transportation is not charged, and if it was paid in advance, it is returned;

6) for cargo lost or damaged due to its natural properties or circumstances depending on the consignor, the freight is paid in full.

Charter - an agreement between the owner of the vehicle and the lessee (charterer) on the lease of the vehicle or part of it for a certain period or flight. The charter must meet the following requirements:

1) it must be signed by the carrier and the charterer or their representatives;

2) contain the name of the parties to the agreement;

3) contain the name of the vessel;

4) contain an indication of the type and type of cargo;

5) contain an indication of the amount of the freight;

6) contain the name of the place of cargo loading;

7) contain the name of the destination or direction of the vessel;

8) by agreement of the parties, other conditions and reservations may be included in the charter.

There are basic conditions for the delivery and loading of the vessel:

1) the ship must be delivered in seaworthy condition;

2) it must be delivered strictly to the port specified in the charter or charter;

3) the vessel must be delivered at the time strictly specified in the charter or charter;

4) the cargo must be properly packaged and marked and fully prepared for loading;

5) the ship must be brought to a pier that is equipped with everything necessary for loading and where there are no barriers preventing loading;

6) if the whole ship is chartered, the consignor of the cargo has the right to demand the removal of foreign cargo on the ship;

7) Carrying cargo on deck is possible only with the permission of the shipper.

From the moment of acceptance of the goods for transportation until the moment of its issuance, the carrier is responsible for:

1) ensure the safety of the cargo along the way;

2) ensure the unloading of cargo;

3) ensure the transportation of cargo in accordance with its characteristics.

The term and route for the transportation of cargo are established by agreement of the parties, and in the absence of such an agreement, the cargo must be delivered within the time period that is reasonable to require from the carrier, taking into account the specific circumstances and the usual route.

Dangerous goods are goods that:

1) highly flammable;

2) is an explosive;

3) was handed over under the wrong name, and upon acceptance of the cargo, the carrier could not verify its properties by external examination.

If the vessel is unable to enter the port of destination and unload the cargo as a result of force majeure (war, natural disasters, strikes, etc.), the carrier is obliged to:

1) send an urgent message to the sender about the existence of these circumstances and ask the sender for permission to unload in another port;

2) upon receipt of an appropriate instruction, unload at the port and in the manner indicated by the consignor.

In the absence of such an order, within 3 days from the date of sending the notification by the carrier, the captain of the ship has the right to ship the cargo at the nearest port and inform the sender (or the charterer) or a person authorized to dispose of the cargo about it; the captain of the ship has the right to do so if the order received by him cannot be carried out without causing damage to the owners of other cargoes on the ship.

The carrier is liable for the loss or damage of the cargo accepted for transportation in the following amounts (Article 117 of the RF CMTC:

1) for the loss of cargo - in the amount of the value of the lost cargo;

2) for damage to cargo - in the amount by which its value has decreased;

3) in case of loss of cargo accepted for transportation with the declaration of its value - in the amount of the declared value of the cargo;

4) for the carriage of goods with a declared value, the sender or recipient is charged an additional fee, the amount of which is determined by the contract for the carriage of goods by sea;

5) the carrier returns the freight received by him, if it is not included in the cost of the lost or damaged cargo.

The carrier is not responsible for the loss or damage of the cargo accepted for transportation or for the delay in its delivery, if it proves that the loss, damage or delay occurred as a result of (Article 166 of the CTM RF):

1) force majeure;

2) dangers or accidents at sea and in other navigable waters;

3) any measures to save people or reasonable measures to save property at sea;

4) a fire that has arisen through no fault of the carrier;

5) actions and orders of the relevant authorities;

6) hostilities and popular unrest;

7) actions or omissions of the sender or recipient;

8) hidden defects of the cargo, its properties or natural loss;

9) imperceptible in appearance defects in the container and packaging of the cargo;

10) insufficiency or ambiguity of marks;

11) strikes or other circumstances that caused the suspension or restriction of work in whole or in part;

12) other circumstances arising through no fault of the carrier, its employees or agents.

The contract for the carriage of goods by sea is terminated without the obligation of one party to the contract to compensate the other party to the contract for the losses caused by the termination of the contract, if, after its conclusion and before the ship leaves the place of loading of cargo due to circumstances beyond the control of the parties:

1) the ship will perish or be forcibly seized;

2) the ship is declared unseaworthy;

3) the cargo perishes, individually determined;

4) the cargo, determined by generic characteristics, perishes after its delivery for loading and the sender will not have time to hand over another cargo for loading.

LECTURE No. 57. Transportation of goods by rail

Transportation of goods by rail is one of the most common types of transportation in the Russian Federation. Rail transportation is carried out in accordance with applications for the transportation of goods, which are submitted by consignors to the railway department.

Consignors and the railway, in the case of regular transportation of goods, can conclude long-term contracts for the organization of transportation. Transportation arrangements define:

1) traffic volumes;

2) the terms and conditions for the provision of vehicles and the presentation of goods for transportation;

3) procedure for settlements;

4) other conditions for organizing transportation.

In accordance with the contracts for the carriage of goods by rail, the railways undertake to accept goods in the stipulated volume within the established time limits, and the consignors undertake to present them for transportation.

When preparing for the acceptance of cargo, the railway is obliged to submit wagons for loading in the following condition:

1) serviceable;

2) cleaned inside and outside;

3) if necessary, washed and disinfected;

4) suitable for the carriage of specific goods;

5) containers with removed fixing devices, except for non-removable ones.

Commercial suitability of wagons, containers (the condition of the cargo compartments of wagons, containers, suitable for the carriage of specific goods, as well as the absence of foreign smell inside them, other adverse factors affecting the state of the cargo during loading, unloading and en route; features of internal body structures wagons, containers (Article 20 of the Federal Law of January 10, 2003 No. 18-FZ "Charter of the Railway Transport of the Russian Federation")) for the transportation of specific goods is determined by the consignors.

About the time of submission of wagons, containers for loading carried out by consignors, employees of railway stations notify consignors no later than 2 hours before the submission of wagons, containers for loading. Consignors have the right to refuse wagons, containers unsuitable for the carriage of specific goods, and the railway is obliged to replace the specified wagons, containers with serviceable wagons, containers suitable for the carriage of such goods (Article 20 of the Federal Law "Charter of Railway Transport of the Russian Federation").

The shipper must:

1) prepare cargo for transportation in such a way as to ensure traffic safety, safety of cargo, wagons, containers;

2) submit a railway bill of lading and other documents for each shipment of cargo.

Loaded wagons, containers must be sealed by the railways, if the goods are loaded by the railways, or by shippers, if the goods are loaded by the shippers. Covered wagons, containers, when transporting goods in them for personal needs, must be sealed by railways or freight forwarding organizations at the discretion and at the expense of consignors (Article 28 of the Federal Law "Charter of Railway Transport of the Russian Federation").

When the cargo arrives at the destination, the rules for issuing the cargo to the consignee are established:

1) the railway is obliged to notify the consignee of the goods that have arrived at his address no later than at 12 noon on the day following the day of the arrival of the goods (Article 34 of the Federal Law "Charter of the Railway Transport of the Russian Federation"); the cargo is issued at the railway station of destination to the consignee after he has paid the payment for the carriage of the cargo and other payments due to the railway (Article 35 of the Federal Law "Charter of the Railway Transport of the Russian Federation");

2) the signature of the consignee in the road manifest is a direct confirmation of the release of the goods;

3) in the event that the consignee evades payment for the carriage of cargo and other payments due to the railway, the railway has the right to retain the cargo with a written notification of this to the consignor, who is obliged to dispose of the cargo within 4 days after receiving such notification (Article 35 of the Federal Law " Charter of railway transport of the Russian Federation");

4) if within the specified period the consignee does not take appropriate measures to pay the payment for the carriage of cargo and other payments due to the railway and the consignor does not dispose of the cargo, the railway has the right, unless otherwise provided by the contract of carriage, to sell the retained cargo, with the exception of cargo, withdrawn from circulation, and cargo, the sale of which is prohibited (Article 35 of the Federal Law "Charter of Railway Transport of the Russian Federation");

5) after unloading the goods, the wagons and containers must be cleaned inside and out, the fastening devices must be removed from them, with the exception of non-removable ones, and they must also be brought into good technical condition (Article 44 of the Federal Law "Charter of Railway Transport of the Russian Federation").

The carrier is liable for the failure of the cargo that occurred after it was accepted for transportation and before it was released to the consignee, a person authorized by him, unless he proves that the loss, shortage or damage to the cargo occurred due to circumstances that the cargo carrier could not prevent and the elimination of which did not depend on him ( article 95 of the Federal Law "Charter of Railway Transport of the Russian Federation"). Damage caused during the carriage of goods shall be compensated by the carrier:

1) in case of loss or shortage of cargo - in the amount of the value of the lost or missing cargo;

2) in case of damage to the cargo - in the amount by which its value has decreased, and if it is impossible to restore the damaged cargo - in the amount of its value;

3) in case of loss of cargo handed over for transportation with the declaration of its value - in the amount of the declared value of the cargo or baggage (Article 96 of the Federal Law "Charter of Railway Transport of the Russian Federation").

Before filing a claim against the carrier arising from the carriage of goods, it is mandatory to present a claim to him (Article 120 of the Federal Law "Charter of the Railway Transport of the Russian Federation"). A claim against the carrier may be brought by the consignor or consignee in the event of a complete or partial refusal to satisfy the claim or failure to receive a response from the carrier within thirty days. The limitation period for claims arising from the carriage of goods by rail is set at 1 year from the moment determined by the Charter of rail transport.

LECTURE No. 58. The concept and forms of cashless payments

In commercial activities between entities, it is customary to use non-cash forms of payment. Non-cash payments are banking operations that consist in the transfer of conditional monetary forms from the payer's account to the recipient's account, bypassing the direct exchange of cash between them. Non-cash settlements are carried out through credit institutions or the Bank of Russia on accounts opened on the basis of a bank account agreement or a correspondent account (subaccount) agreement, unless otherwise established by law and not stipulated by the form of payment used. Non-cash payments are made between legal entities in the amount of more than 60 thousand rubles. Each enterprise, organization can have only one current account. A current account is opened for all enterprises, regardless of the form of ownership, operating on the principle of commercial settlement and having the status of a legal entity. The owner of the current account manages his funds on the account, acts as an independent payer of payments due from him to the budget, has the right to enter into other relations with the bank. A current account is opened by an organization or institution that is not engaged in commercial activities. Current accounts are opened by public organizations. The independence of the owner of the current account is severely limited: he can manage the funds only in accordance with the estimates of the higher organization. To open a current account, you must submit the following documents:

1) an application for opening a current account;

2) a copy of the memorandum of association;

3) a copy of the articles of association;

4) a document confirming the powers of the head;

5) a document confirming the powers of the chief accountant;

6) two cards with samples of signatures of officials of the organization and seal imprints;

7) certificate of tax registration.

The main types of transactions carried out with non-cash payments are:

1) the order of the payer (client or bank) to write off funds from his account and transfer them to the account of the recipient of funds;

2) an order from the recipient of funds (collector) to write off funds from the payer's account and transfer them to the account indicated by the recipient of funds (collector).

Forms of non-cash payments are:

1) payment orders;

2) payment requests;

3) settlements under a letter of credit;

4) settlements for collection;

5) settlements by checks;

6) in other forms (for example, by credit cards).

Forms of non-cash payments are chosen by bank customers independently and are provided for in contracts they conclude with their counterparties.

LECTURE No. 59. Payment order. Payment request

1. Payment order

Payment order - a document, a written order of the account holder to the bank serving him on the transfer of a certain amount of money from the account of its owner to the account of the recipient of funds in the same or another bank institution. A payment order is issued on a strictly prescribed form, which contains all the necessary details for making a payment. The federal law "On the Central Bank of the Russian Federation" establishes the terms for non-cash payments. The total period should not exceed within the subject of the Russian Federation - 2 business days; throughout the territory of the Russian Federation - 5 business days.

Settlements by payment orders are applied when:

1) transfer of funds for goods supplied, work performed, services rendered;

2) making prepayments for goods delivered, works performed, services rendered;

3) transfer of funds to the budgets of all levels and extra-budgetary funds;

4) transfer of funds for the purpose of repayment, placement of credits (loans), deposits and payment of interest on them;

5) transfer of funds for other purposes provided for by law or the contract.

The Bank is liable for non-execution or improper execution of the order, if this resulted in unlawful deduction, then it pays interest for the use of other people's funds. The amount of interest is determined by the discount rate of bank interest existing at the location of the bank.

2. Payment request

Payment request - a settlement document that contains the requirement of the creditor (recipient of funds) under the agreement to the debtor (payer) to pay a certain amount of money through the bank. Settlements by payment claims are used in settlements for goods supplied, work performed, services rendered, as well as in other cases provided for by the main contract.

There are two types of payment requests:

1) with the payer's acceptance;

2) without the payer's acceptance.

When using claims with the payer's acceptance, the creditor sends a claim to the bank indicating:

1) terms of payment;

2) the term for acceptance;

3) the dates of sending (delivery) to the payer of the documents provided for by the agreement, if these documents were sent (handed over) by him to the payer;

4) product name;

5) numbers and dates of the contract;

6) numbers of documents confirming the delivery of goods;

7) numbers of documents confirming the dates of delivery of goods, methods of delivery of goods and other details.

The payer must send a reasoned refusal of acceptance within the prescribed period. In the absence of a refusal of acceptance within this period or its lack of motivation, the bank writes off the corresponding amount from the payer's account if there are funds on it.

In the case of direct debiting, the creditor sends a payment request to the bank without acceptance, accompanied by the documents on the basis of which this debiting should take place.

LECTURE No. 60. Letter of credit

A letter of credit is a conditional monetary obligation accepted by the issuing bank on behalf of the payer, to make payments in favor of the recipient of funds upon presentation by the latter of documents that comply with the terms of the letter of credit, or to authorize another bank (executing bank) to make such payments (Article 867 of the Civil Code of the Russian Federation). With a letter of credit form of payment, the movement of money is carried out under certain conditions - the conditions of a letter of credit - by the main bank where the client is served (issuing bank), or by another bank on behalf of the main bank. Payment is made by non-cash payment, by transferring the amount of the letter of credit to the account of the recipient of funds.

A letter of credit is a fairly common form of payment, especially in international trade. The popularity of the letter of credit lies in the fact that with this form of payment, both parties to the contract have certain guarantees. The main legal acts of applying a letter of credit are:

1) GCRF;

2) Regulations on non-cash payments in the Russian Federation;

3) Uniform Rules for Documentary Credits published by the International Chamber of Commerce in 1993.

Letters of credit are of the following types:

1) covered (deposited);

2) uncovered (guaranteed);

3) revocable;

4) irrevocable.

A covered (deposited) letter of credit is a type of letter of credit when the issuing bank is obliged to transfer the amount of the letter of credit (coverage) at the expense of the payer or the loan granted to him at the disposal of the executing bank for the entire duration of the obligation of the issuing bank (clause 2, article 867 of the Civil Code of the Russian Federation).

An uncovered (guaranteed) letter of credit is a type of letter of credit when the executing bank is given the right to write off the entire amount of the letter of credit from the account of the issuing bank maintained by it (clause 2 of article 867 of the Civil Code of the Russian Federation).

A revocable letter of credit is a letter of credit that can be changed or canceled by the issuing bank on the basis of a written order of the payer without prior agreement with the recipient of funds and without any obligations of the issuing bank to the recipient of funds after the withdrawal of the letter of credit. The executing bank is obliged to make a payment or other operations under a revocable letter of credit, if by the time they are made it has not received notification of a change in the terms or cancellation of the letter of credit. A letter of credit is revocable, unless otherwise expressly stated in its text (Article 868 of the Civil Code of the Russian Federation).

Irrevocable is a letter of credit that cannot be canceled without the consent of the recipient of funds. At the request of the issuing bank, the executing bank participating in the letter of credit transaction may confirm an irrevocable letter of credit (confirmed letter of credit). Such confirmation means the acceptance by the executing bank of an additional obligation to the obligation of the issuing bank to make payment in accordance with the terms of the letter of credit. An irrevocable letter of credit confirmed by the nominated bank cannot be changed or canceled without the consent of the nominated bank (Article 869 of the Civil Code of the Russian Federation). The procedure for providing confirmation on an irrevocable confirmed letter of credit is determined by agreement between the banks.

When the parties reach an agreement on a letter of credit form of payment, they must provide for the following terms of the letter of credit:

1) the name of the issuing bank;

2) the name of the bank servicing the recipient of funds;

3) the name of the recipient of funds;

4) the amount of the letter of credit;

5) type of letter of credit;

6) method of notifying the recipient of funds about the opening of a letter of credit;

7) method of notifying the payer about the account number for depositing funds opened by the executing bank;

8) a complete list and precise description of the documents submitted by the recipient of funds;

9) the validity period of the letter of credit, the submission of documents confirming the delivery of goods, and the requirements for execution of these documents;

10) terms of payment;

11) liability for non-performance or improper performance of obligations.

The most common payment terms for a letter of credit form of payment:

1) shipment of goods to certain destinations;

2) submission of documents certifying the quality of products, or acts of acceptance of goods for sending them through the executing bank and the issuing bank to the payer;

3) prohibition of partial payments under a letter of credit;

4) compliance with certain requirements for the method of transportation;

5) other conditions stipulated by the main contract.

For the execution of the letter of credit, the recipient of funds submits to the executing bank documents confirming the fulfillment of all the conditions of the letter of credit. If at least one of these conditions is violated, the letter of credit will not be executed (clause 1, article 870 of the Civil Code of the Russian Federation).

The responsibility for violation of the terms of the letter of credit to the payer shall be borne by the issuing bank, and to the issuing bank - by the executing bank, except for the cases provided for by this article. In the event of an unreasonable refusal of the nominated bank to pay funds under a covered or confirmed letter of credit, liability to the recipient of funds may be assigned to the nominated bank. In case of incorrect payment by the executing bank of funds under a covered or confirmed letter of credit due to violation of the terms of the letter of credit, the responsibility to the payer may be assigned to the executing bank (clause 1 of article 872 of the Civil Code of the Russian Federation).

Closing of a letter of credit in the executing bank is carried out:

1) upon expiration of the term of the letter of credit;

2) at the request of the recipient of funds to refuse to use the letter of credit before its expiration, if the possibility of such refusal is provided for by the terms of the letter of credit;

3) at the request of the payer for full or partial withdrawal of the letter of credit, if such withdrawal is possible under the terms of the letter of credit. The executing bank must inform the issuing bank about the closing of the letter of credit (clause 1 of article 873 of the Civil Code of the Russian Federation).

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