ИСТИНА

The research in this field in Russia is very important because now corporate groups are quite widespread forms of large scale business organization. The legal framework which should set certain rules for the activity of such holdings practically does not exist. The term “holding” is also absent as well as the term “holding or corporate group insolvency” instead of which Russian bankruptcy law uses the general one “legal entity insolvency”. Such situation obviously obstructs the effectiveness of existing insolvency system which only allows declaring bankrupt separate legal entities whereas they might not even own any assets but bad debts that will never be covered. Recently in Russia the following scheme has become widespread: major obligations of a single “holding” are thrown down to the one enterprise of the group which enters the bankruptcy procedure to be liquidated as a result. In this case creditors can hardly get their money back. If it is even possible to find a real owner the creditors will hardly get something because of the absence of appropriate legal provisions. In Russian practice the bankruptcy procedure can be used for a merger or an acquisition of middle-sized companies which is not possible by usual way of buying because of the antimonopoly restrictions. The draft of the Federal Law “On financial rehabilitation and insolvency (bankruptcy)” proposed by the Ministry of Economy in 2009 should amend (and change the title of) an effective Federal Insolvency Law passed in 2002 and amended in 2009. This law draft which introduces legal provisions for holdings was not accepted by the Government from the first, has been amended some times to the date and still is not passed. It contains certain provisions making a parent company liable for its subsidiaries’ debts, some of which can be hardly used in practice. If the law draft is passed the courts must detect all relations within a holding and its final owners. The main problem here will be to prove that this or that entity in reality controls the whole group. Our practice of law enforcement needs significant amendments providing an increase of transparency and making possible the detection of real holdings owners.