The dissertation is the first complex research in the civil law science of Ukraine about the legal nature of the contributions to the statutory (folding) capital, the legal regime of the contributions, and the transactions on making contributions to the business company.
The dissertation is devoted to the study of the transactions on making contributions to the statutory (folding) capital of a business company during the initial creation of a business company when a person enters a business company, when the participants make the additional contributions to a business company.
The dissertation theoretically generalizes and proposes the solution of the scientific problem, which consists in determining the legal nature of the contributions to the statutory (folding) capital, their legal regime, and the legal arrangements on making contributions to the business companies. The purpose of the study is to find out the theoretical aspects of the legal nature of the founders’/participants’ contributions and transactions on making contributions, as well as to find the ways of improving the legislation that is governing the legal relations on making contributions to the statutory (folding) capital at different stages of creation and activity of the business companies, with the development of scientifically substantiated proposals to improve the Ukrainian legislation and to achieve an effective level the legal regulation of the civil legal relations on making contributions and corresponding law enforcement.
To accomplish these tasks and achieve the goal of the research, the dissertation gives a general characteristic of the contribution to the business company. It is determined that the contribution to the statutory (folding) capital is the property, which is made by the founders (participants) to the business company, but doesn’t have a meaning of the separate object of the right that is different from the object of the right that constitutes it, and after the contributing it becomes another object of the right – a share in the statutory (folding) capital. It can be things, property rights, business, etc.
At the same time, it turns out that the legal regime of the contribution to the business company is a combination of methods and means of the regulatory influence on the civil relations that arise, change and terminate concerning the contributions to the statutory (folding) capital. And the order of making contributions reflects a certain sequence of founders’/participants’ actions and consists of the following founders’/participants’ actions: evaluation of the contribution, transfer/alienation of the contribution and confirmation of the contribution.
Based on the general characteristic of the contribution, the dissertation defines that the actions of the founders on making contributions should be considered as a real (disposed) transfer transaction, which accompanies the obligatory contract of the founders or acts on its implementation and mediates the transition of the contribution from the property sphere of the alienator (founder) to the property sphere of the recipient (created business company). In this case, it becomes clear that the action of the sole founder is the unilateral real (disposed) transaction, which is performed by him to execute his own decision to create a company (Joint Stock Company, Limited Liability Company, Additional Liability Company).
It is determined that making additional contributions by the participants (new participants) to the Limited Liability Company/Additional Liability Company is a bilateral real (disposed) transaction, which is performed to implement the decision of the general meeting of participants to attract the additional contributions or an agreement to make the additional contributions if such agreement concludes.
