The dissertation deals with complex theoretic and practical issues, related to the legal reasons of creation of corporate rights (civil aspect). The actuality of problem is based on real life processes in Ukraine, as the result of its economy’ transformation according to European integration strategy of Ukraine.
The problem of creation, transformation, and protection of corporate rights remains the problem in Ukrainian law system and still there are a lot of problems of describing corporate law and corporate rights as civil or commercial object. One of the essential features of the research is to show the civil entity of corporate rights in Ukraine, because it remains one of the problems of modern Ukrainian law and science.
The subject and targets of research was the reason to perform work, dividing it on 3 chapters. In the dissertation, it is established that the corporate rights of the participant are certain opportunities of the person with respect to the entity arising out of and as a result of acquiring the right to a certain share in the property of such entity. By using the term "corporation" in this study, the author refers to such corporate entities (companies) which registered capital is divided into shares or shares. That includes joint stock companies, limited liability companies and subsidiaries, full partnerships. The basis for the reference of a legal entity to a "corporate" one is the presence of corporate rights in the form of shares.
The civilistic nature of corporate legal relations is emphasized by the following features: 1. They arise between entities endowed with corporate personality as an element of civil person. 2. On the one hand, an entrepreneurial entity of private law (business organization), and on the other – its participants – individuals, legal entities, the state, territorial communities in the person of the bodies authorized by them. The content of these relations is constituted by subjective corporate rights and obligations of property and personal non-property (organizational) nature on the basis of legal equality, free will and property independence of their participants. reorganization, corporate agreements, agreements on assignment of corporate rights, unilateral transactions (wills, acceptance of inheritance, executive act on creation of a partnership of one persons, court decisions, etc.) 4. the corporate rights of the participants and the obligations of the subjects of these relations are conditioned by the presence of a participant’s share in the statutory (compound fund) corporation, which he may execute in a certain civil form (purchase, order, etc.) 5. protection of violated corporate rights and interests of subjects of corporate relations is carried out in the forms provided by civil or civil procedural legislation, in particular in the form of court procedure, through self-defense, operational protection or application of procedures mediation.
The research novelty of the obtained results consist of the fact, that the dissertation is one of the first complex researches of the reasons of corporate rights creation.
The first chapter of the dissertation observes the pre-history of business law and corporate companies around the word and in Ukraine in particular, the matter of the legal sense and bodies of corporate rights, the mechanism of corporate rights. The second chapter observes the contract as one of the prominent legal reasons of creation of corporate rights. There second chapter observes establishment contract, reorganization contracts, corporate acts and transactions. The third chapter is dedicated to the inheritance as the reasons of creation of corporate rights
Because of the absence of legal definition of establishment contract in Ukrainian corporate law author proposed definition of it and project of Civil code amendments as well.
As the result of research, it is proposed the definition of transformation contract and amendments to civil law acts.
It is proved that the obtaining of corporate rights as the result of inheritance is the absolute one and it does not need any confirmation of other shareholders.
It is suggested that the person has corporate right by the inheritance since the moment of receiving inheritance, not by the moment of registration of changing owner of corporate rights.
It is suggested that shareholder-the owner of 50% +1 share as the result of inheritance, has direct right to become the member of this society.
