Financial and industrial groups in Russia (analytical review)

Today, one of the actively growing forms of organizing interaction between financial and industrial organizations not only in our country, but also abroad is Financial-Industrial Groups (FIGs).

The activities of a financial industrial group are the activities of its participants, which they carry out in accordance with the agreement on the creation of the group and / or its organizational project when using separate assets.

Participants of a financial-industrial group are legal entities that have signed an agreement on the creation of a financial-industrial group, the central company of a financial-industrial group established by them, or the main and subsidiary companies that form the financial-industrial group.

Financial industrial groups may include commercial and non-profit organizations, including foreign ones, with the exception of public and religious organizations (associations), namely:

State and municipal unitary enterprises - in the manner and on the terms determined by the owner of their property;

Subsidiary business companies and enterprises - only together with the main company (unitary founding enterprise);

Investment institutions, non-state pension funds, Insurance companies, whose participation is due to their role in ensuring the investment process in financial industrial groups.

Financial and industrial groups have one characteristic feature - the absence of any formally established organizational structure.

The extreme complexity and ramification of the internal structure of financial industrial groups is caused by the desire to confuse accounting as much as possible and minimize tax payments on this basis, as well as to circumvent existing state regulation requirements, including restrictions on investment activities.

It should also be emphasized that the formation of a financial industrial group is not just an organizational and legal process of formalizing the interaction of financial and industrial companies, it is connections between industrial, trading, financial firms and organizations that have been developing over a long period of time. These ties are formed through a system of participation (including cross-shareholding), personal union, long-term credit obligations and other forms of dependence.

A company is allowed to participate in only one financial and industrial group officially registered in State Register. Subsidiaries have the right to enter financial industrial groups only together with their parent companies.

The key concept of the law is the “central company of the financial industrial group,” which can be an investment institution, business entity, association or union.

Joint activity within the framework of a simple partnership involves the selection of a participant who is entrusted with the conduct of common affairs, but not all partners are ready to trust one participant. In this case, a joint establishment of a central company controlled by a board of managers is more appropriate.

The Board of Governors is the highest governing body of the group. Through it, control of participants over joint activities and the use of allocated resources is ensured. Each member sends a representative to the governing board. For such financial and industrial groups, the agreement on the creation of a group is a kind of memorandum of association a simple partnership, the general affairs of which are carried out by a central company. In particular, it determines the volume, procedure and conditions for the merger of assets, as well as the procedure for the formation, scope of powers and other conditions for the activities of the board of governors.

The central company is authorized by law or agreement to conduct the affairs of the group, so, in particular, it maintains consolidated accounting, reporting and balance sheet of the financial industrial group, prepares an annual report on the activities of the group, and carries out certain banking operations in the interests of the participants of the financial industrial group. For the obligations of the central company arising as a result of participation in the activities of the financial-industrial group, the participants bear joint liability, the specifics of the fulfillment of which are established by the agreement on the creation of the group.

The right to maintain a consolidated balance sheet gives the central company the ability to distribute financial resources among financial industrial group participants without any hindrance from the point of view of tax legislation. This, in turn, makes it possible to talk about the central company as an institution for the formation and distribution of financial resources within financial industrial groups and as an investment institution.

The nomination by a financial-industrial group participant of a representative to the board of directors of the financial-industrial group is carried out by a decision of the competent management body of the financial-industrial group participant. The competence of the FIG governing board is established by the agreement on the creation of the FIG.

Among the participants of the financial industrial group, there must be organizations operating in the production of goods and services, as well as banks or other credit organizations. Participants of financial industrial groups producing goods and services can be recognized as a consolidated group of taxpayers and maintain consolidated accounting, reporting and balance sheets of financial industrial groups, and they also have the right to cross-own shares.

FIGs, among the participants, which include legal entities under the jurisdiction of member states of the Commonwealth of Independent States, having separate units on the territory of these states or making capital investments on their territory are registered as transnational financial and industrial groups.

If a transnational financial-industrial group is created on the basis of an intergovernmental agreement, it is assigned the status of an interstate or international financial-industrial group.

For participants in an interstate financial and industrial group, national treatment is established by intergovernmental agreements on the basis of reciprocity. Makarova G.L. Organization of financial and industrial groups. - M., 2003. - P. 120.

Structural elements of emerging financial and industrial groups

In order to highlight the main elements of specifically domestic financial and industrial groups, it is necessary to trace how large private capitals were formed, since it is the fact of the availability of capital that is fundamental in the formation of financial industrial groups.

The weakness of state power and legislation, the embryonic state of market institutions, the rapid pace of privatization and opening of the economy, and the inexperience of the population have created a fertile environment for the spontaneous formation of large private capital. The public sector has become a kind of incubator for private firms. Preferential, privileged access to state resources has become a necessary condition for the successful development of large private businesses.

The banking sector is characterized by a high pace of market transformations. However, the real flowering of banks is associated with liberalization in 1992. The banking sector has benefited the most from inflation. The situation was aggravated by the ineffective payment system, the underdevelopment of the foreign exchange market and the unstable exchange rate of the ruble. Banks used all this to their advantage.

The expansion of large banks within the banking sector itself, the formation of networks of capital banks in the regions is one of the features of the current stage of development of financial industrial groups. It should also be taken into account that banks have more qualified personnel than other economic entities. This allows them to formulate their own investment strategies aimed at acquiring a significant share in sectors that have opportunities for growth in the medium term.

Thus, one of essential elements The emerging domestic financial and industrial groups are banks.

The second area of ​​rapid capital accumulation is trade. The high profitability of the trading business is associated with huge differences in the structures of domestic and world prices, which made foreign trade very effective immediately after the abandonment of the state monopoly in this area.

In many cases, trading structures appeared earlier than financial ones and acted as parent companies to the latter. However, given the profitability of the banking business, almost all prominent trading companies have not only opened their own banks, but also consider their own banking activities as a priority area of ​​development.

In turn, banks directly penetrate the trading services market by creating subsidiaries. Banks are also actively involved in acquiring shares in major retailers.

Thus, banks and trading companies are in today's conditions the main structure-forming elements of financial industrial groups. This is where the main source of income for the group (which can be partially redistributed in favor of other enterprises included in the group, including for the development of new markets).

Besides, in modern structure FIGs, as a rule, have two more “standard” elements - an insurance company and a checking investment fund. In conditions of inflation and in the absence of traditions in society for the consumption of insurance services, the development of insurance faces demand restrictions. However, within larger structures, insurance companies turn out to be extremely useful, including for tax-free increases in cash payments to those working in financial industrial groups (through insurance payments) and organizing the legal export of capital (through reinsurance abroad).

Today, investment funds play a major role in the practical implementation of the investment strategy of financial industrial groups in terms of the acquisition of blocks of shares and individual enterprises during privatization.

To a lesser extent, such transformations as, for example, real estate firms are common in the structure of modern financial industrial groups. A relatively new trend that will intensify is the formation of private pension funds. Medvedev N.A. Problems of formation and development paths of financial and industrial groups / Medvedev N.A., Oblivin A.A. - M., 2000. - P. 204.

Based on all of the above, we can conclude that participants in a financial-industrial group can be various industrial enterprises, financial institutions and other legal entities. However, at present, the main elements of financial industrial groups are banks, so it is necessary to reflect in more detail the role of financial and credit institutions in the formation and development of financial and industrial groups.

Financial-industrial groups can be classified as follows, based on what exactly the founders want:

1. The first type of financial industrial group can be formed on the initiative of financial institutions interested in a reliable and fairly profitable investment of funds. Purposefully consolidating shares of trade, industrial, transport enterprises (directly or through the creation of holding structures), financial companies become the core of the group.

Financial industrial groups of this type are distinguished by a wide variety of enterprises included in them, which may be completely unrelated to each other either in production cooperation or in other economic interests. This type of financial industrial group arises as a result of diversification of the capital of financial and credit institutions, increasing its reliability in changing market conditions. In today's conditions, the formation of financial industrial groups of this kind is doubtful, since banks avoid long-term investments in industrial enterprises, especially large ones.

2. The second type of financial industrial group may arise if it is necessary to ensure the production and technical development of a group of industrial enterprises and research organizations that have common interests in technological interaction in the creation of certain products and the development of new technologies.

The organizers of this form of financial industrial group are industrial enterprises, but they need investments available from banks, insurance and investment companies.

Since financial and credit institutions are particularly unwilling to finance industry, industrial enterprises are forced to create their own banks. Now, wanting to create financial industrial groups, many are also going to establish new banks as part of these groups. These banks are usually low-power. In addition, the Central Bank of the Russian Federation has now set a lower limit of authorized capital for commercial banks, which is difficult to overcome.

These types of financial industrial groups are focused on the interests of private enterprises and the actual market conditions of their work.

3. This type of financial industrial group is designed to promote the formation of the public sector in the economy. The embryos of such financial industrial groups have already been created in the form of holding companies. To turn them into financial industrial groups, it is necessary to introduce a large financial and credit institution into their composition.

These financial industrial groups are focused on enterprises, either state-owned or corporatized, but with a high proportion of federal ownership.

This type includes financial industrial groups that intend to create regional administrations in their territories and regions, wanting to use a new structural form to achieve their goals.

4. This type is intended to be created on the basis of intergovernmental agreements. It is assumed that these financial and industrial groups have two features: firstly, they are created with the participation of foreign capital attracted by intergovernmental agreements in various forms, secondly, the list of Russian financial industrial group participants is determined by the Government of the Russian Federation from among enterprises with a state ownership share in their capital of at least 25%. However, many do not consider the creation of financial industrial groups based on state enterprises promising. It is also necessary to distinguish between formal and informal financial and industrial groups.

Most industrial FIGs are officially registered, while most banking FIGs are informal.

Integration in informal groups is based on cross-ownership, while coordination of the activities of members of formally registered groups is carried out through long-term contracts. Integration in officially registered groups is less deep. Instead of mutual exchange of shares, members of officially registered financial and industrial groups enter into cooperation agreements that help them coordinate their activities and ensure an interest in the results of each other's economic activities.

According to statistics today, due to the formation of financial industrial groups, the volumes of shipped products, revenue from product sales, balance sheet profit, and profitability increase.

It would seem that this indicates the fruitfulness of the idea of ​​​​official status for financial industrial groups. However, there is still a lot to be done to ensure that the integration of industrial and banking capital within the framework of the majority of structures that have received this status ceases to be a declaration.

World experience in the activities of financial and industrial groups.

A market-oriented financial system is characterized by a high level of development of the capital market and a wide range of different financial instruments. In addition, the initially high level of development of industrial corporations, the reliability of whose shares were not in doubt, greatly facilitated the process of attracting additional capital. Industrial enterprises increased their capital mainly through new issues of shares, so there was virtually no need for long-term lending as a way to increase their fixed capital. Therefore, in the current conditions, the functions of banks were limited to accumulating savings, providing short-term loans, and carrying out transactions with securities on the foreign market, but without direct participation in the management of enterprises. Another distinctive feature The largest corporations in a market-oriented financial system is a significant degree of dispersion of share capital. A typical corporation in a market-oriented financial system has many owners, each of whom owns a relatively small share of corporate capital. As a result, no group of shareholders can claim special rights to manage the company.

In addition, the integration processes in countries with a market-oriented financial system were greatly influenced by antimonopoly legislation. Thus, in the American economy, antimonopoly legislation not only made it difficult to concentrate industrial capital, but also created additional obstacles to the merging of banking capital with industrial capital.

Now, using the example of US corporate structures, let’s look at characteristics their organizational structure and management. Financial and industrial associations existing in the United States can be divided into two groups: the first includes structures dominated by banks, while control over enterprises is exercised by banks (for example, Chase, Morgan, Mellon, Leeman-Goldman , Sax").

The organizational structure of banking financial and industrial groups is a horizontal association of large oligopolistic firms, in the center of which is a leading commercial bank. In most cases, these groups have a similar history of creation and development and have the same structure.

In addition, the United States is also characterized by a tendency to increase activity and trading capital both in penetration into industry and financial institutions. Trading concerns are moving along the path of creating, if not financial and industrial groups, then certainly along the path of forming subgroups in which they play a very significant role.

Concluding our examination of US financial and industrial associations, it is necessary to make a number of comments.

A characteristic feature of the American corporate business model is the principle of strict separation between the financial and production sectors of the economy, which has recently increasingly become the object of criticism as contradicting the fact of the very successful functioning of countries with bank-oriented financial systems.

The economic policy of the American state, contrary to “antitrust laws,” not only did not prevent the spread of control by banking structures over industrial ones, but even contributed to this process.

Financial and industrial associations of continental Europe

The total number of financial and industrial groups in the Federal Republic of Germany today that have general economic significance does not reach ten. The three leading financial industrial groups are headed by the largest national banks: Deutsche Bank AG, Dresdner Bank AG and Commerzbank AG. They account for, respectively, 1/3, 1/4 and 1/8 of the country's share capital.

The core of financial industrial groups created on the basis of bank data is formed by several (from 3-5 to 10) banking, industrial, trade, insurance and transport monopolies, often penetrating into other areas of the economy.

Commercial banks, which are the undisputed center of the group, are universal credit and financial complexes combining credit and settlement activities with a wide range of services. In fact, German banks are the main source and “relay” of financial “energy”.

The production activities of industrial concerns mainly cover one specific industry or sub-sector of the economy, where large and mass production is developed based on the use of high technology(primarily ferrous and non-ferrous metallurgy; steel, chemical and electrical industries; automotive and mechanical engineering). The exceptions are the Siemens concern, which extends its activities to the entire electrical industry, and the Thissen concern, which covers the steel industry.

In turn, many large and medium-sized companies are grouped around a relatively stable core, forming a rather amorphous periphery compared to the core. On average, the group's parent holdings own shares and control the activities of about 150 companies.

In addition to the three largest financial industrial groups in Germany, which are headed by the country's leading banks, there are also financial industrial groups where banking capital has several representatives equal in strength and importance, and the cementing link is an industrial association (concern).

Along with national banking groups, regional banking groups occupy a special position in the German economy. Their most noticeable development is observed in Bavaria. Bavarian industrial enterprises, which are fairly medium in size, traditionally maintain ties with Bavarian banks even when they are part of concerns that are structural elements of the financial groups of large German banks.

In France, the most widespread are financial and industrial associations created around the largest industrial complexes (for example, Elf Aquitane, Company Française de Petrole (petrochemical industry); Company Generale Electricité (electronics and electrical engineering) and etc.) Tsvetkov V.A. Financial and industrial groups: Experience and prospects // Probl. forecasting. - 2000. - N 1. - P. 284.

The industrial component of these associations is, as a rule, a single whole in production terms - formed on the basis of technologically interconnected enterprises. Groups can include from several dozen to several hundred legally independent firms. Banking institutions that are part of groups are quite often controlled by the main industrial enterprises of the group.

Along with industrial groups, trade groups also became widespread in France. Large trading companies (Cora, Intermarche, Oshan) were at the origins, and subsequently controlled a number of banks (Bank Accord, Bank Chabrier), extending their influence to some sectors of the French economy.

A characteristic feature of financial and industrial groups in Sweden is the predominance of industrial associations associated with the families of large Swedish businessmen and financiers. In general, financial industrial group data demonstrate characteristics similar to financial and industrial associations in Germany. As in German groups, cross-shareholding is widespread, reaching up to 25%.

In the Italian economy, banking financial and industrial groups occupy a dominant position. First of all, this is due to the fact that raising capital through additional issues of shares by industrial enterprises did not lead to the expected results. Therefore, Italian concerns, in order to increase capital investments, were forced to resort to the use of bank loans, in turn, becoming more and more dependent on the banks lending to them.

In addition to private companies, state-owned concerns, which form the basis of state financial and industrial associations, have become quite widespread in Western European countries.

The organizational structure for managing state property of numerous private joint-stock companies, whose controlling stakes were purchased by the state, are state holding companies, which allow the government to consistently implement its economic policies in various areas of economic and social development.

All state holding companies are financed by the state, are exempt from paying interest on capital received, and have the right to issue state-guaranteed bonds, with 65% of annual profits transferred to the state treasury. They are given greater autonomy to develop their own market strategy.

Examples of such structures involved in the management of state property operating in other countries include the National Institute of Industry (INI) in Spain - the largest state holding in Western Europe, formed in 1941 on Franco’s personal initiative. In France it is Renault (National Directorate of Renault Plants). Agafonov V.I. Large industrial associations and financial and industrial groups. - Kaluga, 2007. - P. 240.

The results of a number of studies, summarizing the world and first domestic experience in the development of financial and industrial groups, show: the large-scale formation of such large organizational and economic structures is one of the key directions for bringing the economy out of the crisis and reforming it on a truly market basis.

Currently, objective conditions have arisen for the formation and activities of financial and industrial groups in our country. In the current conditions, the formation of financial and industrial groups is one of the ways for the survival of industrial enterprises. Great hopes are placed on the activities of financial and industrial groups in the branches of the military-industrial complex.

Today, our country has created the necessary legal framework for the creation of financial and industrial groups and already has some experience in the field of their activities. We hope that financial and industrial groups, with the help of the state, will help stabilize the economic situation in the country.

However, the formation of groups cannot be turned into another voluntaristic campaign and this form cannot be imposed on enterprises. The formation of financial industrial groups and the choice of their specific variant is a matter for the enterprises themselves.

It would be wrong to say that large corporations and financial industrial groups do not include negative aspects and trends. The point, however, is that ideal social forms that do not contain negative potentials do not exist at all. It is therefore important, first of all, to soberly determine what exactly the formation of financial and industrial groups can give to the Russian economy in its current state.

Persons responsible for making decisions in the field economic policy, must take into account the listed positive and negative consequences of the activities of financial and industrial groups. Until now, the government has not prevented the development of these groups (and even encouraged it). This approach may be fully justified given the benefits that financial industrial groups provide to their members. However, it must be remembered that FIGs have a negative impact on market competitiveness and flexibility economic system, which are key in terms of long-term economic growth.

MINISTRY OF EDUCATION OF THE REPUBLIC OF BELARUS

"BELARUSIAN STATE ECONOMIC UNIVERSITY"

Department of Economics of Industrial Enterprises

Discipline: Economics of organization (enterprise)

On the topic: "Financial and industrial groups"

Minsk 2015

1. Financial-industrial group (FIG) as a form of enterprise association

2. Combining industrial and financial capital

3. Advantages of financial industrial group participants

4. Features of FPG

5. Prerequisites for the formation of financial industrial groups in Belarus

6. Financial industrial groups in Belarus

List of sources used

Financial-industrial group (FIG) as a form of enterprise association

According to the Law of the Republic of Belarus dated 04.06.1999 No. 265-Z “On Financial-Industrial Groups”, a financial-industrial group is an association of legal entities (group members) carrying out economic activities on the basis of an agreement on the creation of a financial-industrial group.

The financial and industrial group is created in order to ensure the economic integration of its participants for the implementation of investment projects and programs aimed at increasing the competitiveness of goods (works, services) and expanding their sales markets, increasing production efficiency, and creating new jobs.

The financial and industrial group is not a legal entity.

There is also such a concept as a transnational financial and industrial group - a financial and industrial group, among whose members there are legal entities - residents and non-residents of the Republic of Belarus.

The founders of the analysis and study of the essence of capital, basic concepts modern theory integration of financial and industrial capital are Hilferding R., Lenin V.I., Marshall A., Hayek F., Chamberlin E.

The process of creating a financial industrial group requires significant assistance from the state. This poses the following tasks for government authorities: to remove all artificial obstacles to the pooling of capital, to develop measures to promptly support this process, and to ensure its uniform distribution in various fields of activity.

Combining industrial and financial capital

Let's consider industrial and financial capital separately. Industrial capital serves the production sector, banking capital provides the credit sector. Investments in the real sector of the economy are accompanied by the acquisition of material resources and work force, their production consumption, accumulation of depreciation charges and final stage receipt of increased capital as a result of the sale of finished products, which is again used for the purpose of renewing and expanding production. The circulation of banking capital is characterized by the acquisition of increased capital as a result of financial transactions or the provision of a loan. The turnover rate of banking capital is significantly higher than that of industrial capital.

In financial-industrial groups, these two forms of capital are combined into financial-industrial capital, which has a specific nature of movement and special shape circulation. Its use allows you to significantly increase returns and receive increased income as a result of their combined operation. Temporarily released funds at one enterprise - a member of a financial-industrial group - can be used to cover the cash needs of other enterprises - members of the group, since the movement of their capital and the speed of turnover are different. This saves money because borrowed capital is not attracted from outside. In addition, temporarily free funds of enterprises, already as bank capital, can be used for issuing securities, speculative transactions, foreign exchange transactions, complex and unconventional commercial schemes and combinations, placing loans and other assets anywhere, etc. The effect of the combined use of capital (banking and industrial) is significantly greater than the sum of the results of their separate functioning.

Distinctive features of the financial and industrial group are:

· mandatory presence of banks, other financial and credit institutions and industrial organizations;

· the presence of a main, central campaign;

· state examination of the organizational project;

· state registration as a financial and industrial group.

Advantages of financial industrial group participants

Participants of the financial and industrial group are legal entities engaged in any type of economic activity not prohibited by the legislation of the Republic of Belarus, and producing goods (work, services), as well as banks and (or) non-banking financial institutions.

Participants in a financial-industrial group, to coordinate their economic activities and conduct business, establish a central company or, with the consent of all, one of the participants in this financial-industrial group (parent company). Participation of a legal entity in more than one financial and industrial group is not permitted.

Participation in financial and industrial groups gives enterprisescertain advantages:

· pooling of capital for the development and implementation of promising programs;

· accumulation of resources for the maintenance of research units, for carrying out scientific research work, developing new technologies, etc.

· the possibility of transferring capital from less profitable industries to more profitable ones;

· possibility of mutual settlements;

· provision of credit resources for investment;

· organization of a unified marketing service for market research to improve the sale of products and services;

Attractiveness of FIG participation for bankslies in the opportunity to directly participate in production activities, and, consequently, obtain new sources of profit and expand banking activities. Joining financial industrial groups is of interest to pension funds, investment and insurance companies. For example, in case of participation in a financial industrial group, the insurance company receives:

· the right to service enterprises that are members of the group and their personnel;

· the possibility of concluding large insurance contracts;

· the possibility of concluding group contracts (for example, for health insurance);

· significant reduction in risk due to the availability of information about clients - participants of the financial industrial group;

· the possibility of concluding a "bank-client-insurance company" agreement as additional remedy building mutually beneficial relationships with the bank.

The joint operation of enterprises, banks, pension funds, insurance and investment companies gives them additional advantages, since the main strategy of the financial and industrial group is to maximize the profits of all its participants. Pension and insurance funds accumulate long-term resources. They have the opportunity to invest them in long-term projects. Banks and investment companies still predominantly give preference to short- and medium-term projects. Thus, the group members complement each other. Maximizing the profit of an individual participant ultimately acts as the total income of the financial and industrial group as a whole.

Features of FPG

Unlike other forms of integration and organization of production common in modern market economies (such as concerns, cartels, industrial holdings), financial and industrial groups merged under the control of the parent companylegally and economically independent firms and enterprises belonging to various sectors of the economy - banks and other credit institutions, industrial, trade, transport and other corporations. FIG participants operate independently in the domestic market and participate in international trade transactions; The functions of financial control and strategic investment management are transferred to the parent company.

In my own way legal statusfinancial-industrial groups are a corporation, that is, a joint-stock company. By nature of ownershipthese are, as a rule, private firms, although financial industrial groups may also include state or semi-state (mixed) corporations; by capital ownership- national (the capital belongs to entrepreneurs of their own country) and mixed transnational (they have a wide network of subsidiaries abroad and the capital belongs to entrepreneurs of two or more countries).

FIGs are complex multi-stage formations that arose as a result of the highest stage of market development and, in particular, the joint-stock form of formation and movement of banking industrial and commercial capital. In relation to other types of associations (cartels, concerns, holdings), they stand last in the row as the highest level of capital integration, concentration of economic power, control and influence. Modern financial groups control the largest concerns (financial and industrial group of companies in different industries, which distinguishes it from other forms of associations) and trusts (one of the forms of monopolistic associations, within which participants lose production, commercial, and sometimes even legal independence), use for their formation holdings and, of course, use cartel agreements. For example, the American financial group Morgan ( official name- Cowdray (Lazir) Morgan Grenfell - Morgan USA, assets - $18-20 billion) controls such major concerns as General Electric and Vickers. The core of Germany's most powerful financial group, Deutsche Bank, includes the concerns Simmens, Bosch, Mannesmann and others.

The basis for the creation of financial industrial groups, as well as other business structures, is a participation system, which makes it possible to unite a significant number of firms under the auspices of the parent company by acquiring part of their share capital and thus obtaining the rights to manage them. Its essence lies in the fact that in order to control a joint-stock company, it is enough to own a certain proportion of its shares.

5. Prerequisites for the formation of financial industrial groups in Belarus

In the context of the transition to a market economy, it became obvious that the industrial complex of the Republic of Belarus cannot sufficiently satisfy the needs of society and compete in the world market. The state of the industrial complex was aggravated by the lack of appropriate elements of market infrastructure, unpreparedness for the opening of economic borders, a sharp reduction in effective demand, inflation, the insufficiently rapid formation of effective financial and credit institutions, the aggravation of the problem of mutual debt of the enterprise, and external debts.

The prerequisites for the formation of financial industrial groups in the Republic of Belarus include the following:

· urgent need to create new system investing in industrial development, in the formation of integrated structures capable of self-development in market conditions;

· increase in financial assets of commercial banks and trading firms that are potential investors in industry;

· the presence of a serious structural and financial-investment crisis in industry, especially in the field of R&D and high technology;

· complexity and lack of experience in independent entry of domestic enterprises into foreign markets;

· loss of a significant share of the domestic goods market of Belarus due to the appearance of products of large foreign, including transnational companies (owning production units in several countries).

The priority direction for the formation of financial industrial groups in Belarus today is the organization of production of microelectronics products, diesel engineering, chemical industry, complex agricultural equipment. Already in 1997, the formation of three financial and industrial groups was completed - Format, Granit and BelRusAvto. The next stage is the creation of four more financial and industrial groups - "Belarusian Bus", "Radio Navigation", "Development of Electronic Industries", "Mezhgosmetiz". The experience of creating financial industrial groups predetermined the need to harmonize the regulatory framework in this area.

The first agrarian-financial-industrial group in Belarus was the Agricultural Financial-Industrial Company Zhlobin Meat Processing Plant JSC in the Gomel Region. In addition to the meat processing plant itself, it also included a feed mill and an agricultural enterprise for fattening cattle Stepskoye.

List of sources used

financial industrial capital bank

1.Enterprise economics: textbook. Benefit / L.N. Nekhorosheva, N.B. Antonova, L.V. Grintsevich (and others); by ed. Doctor of Economics Sciences, prof. L.N. Not good. - Minsk: BSEU, 2008.-719 p.

Http://www.levonevski.net/pravo/norm2013/num55/d55889.html

Http://base.spinform.ru/show_doc.fwx?rgn=2032

Modern financial and industrial groups (FIGs) are diversified multifunctional structures formed as a result of combining the capital of enterprises, financial and investment institutions, as well as other organizations with the aim of maximizing profits, increasing the efficiency of production and financial operations, enhancing competitiveness on the domestic and foreign markets. markets, strengthening technological and cooperative ties, growing the economic potential of their participants. The development of financial and industrial groups is becoming a promising way to form modern large-scale production.

A characteristic feature of the current stage of development of financial and industrial groups is their diversified focus, which allows them to quickly respond to changes in market conditions. At the same time, despite the steady trend towards diversification of activities, the creation and functioning of financial and industrial groups with pronounced specialization is observed. We are talking primarily about the formation of financial and industrial groups based on technologically related enterprises. Thanks to this, material and financial resources are concentrated as much as possible on any one or several areas that give the greatest effect, and secondary, ineffective areas of activity are cut off. This approach is quite justified in cases of formation of financial industrial groups based on enterprises of the most advanced, knowledge-intensive industries that determine priority areas scientific and technological progress(for example, in the fuel and energy complex, electronics industry and a number of others). It allows, without violating industry specialization, to expand the scope of operation of financial industrial groups by penetrating into related areas of activity.

The types of financial and industrial groups and the criteria for their formation are presented on rice. 25.1. The nature of the activities of financial industrial groups and the degree of their universalization are predetermined economic feasibility, on the one hand, and the degree of development of market relations in the country, on the other. As experience shows, there is currently a steady trend towards universalization of leading financial and industrial groups.

Rice. 25.1.
Classification of financial and industrial groups

The creation of financial and industrial groups is carried out in several ways: on the initiative of participants, by decision of government bodies, by intergovernmental agreements. The most common is the voluntary pooling of capital of individual participants and the establishment of a joint stock company, which is a newly created organizational structure with all economic and legal powers and corresponding legal and economic responsibility. The second method is the voluntary transfer by the participants of the created financial-industrial group of blocks of their shares for the management of one of the group members, as a rule, a bank or financial-credit institution. The third method consists in the acquisition by one of the group members of stakes in other enterprises and organizations, which as a result become members of the financial and industrial group. Such acquisition of shares is not always voluntary and may be organically connected with the processes of mergers and acquisitions of one company by another.

Trends in the formation of financial and industrial groups reflect the patterns of development of world production and are universal in nature. These patterns include: concentration of capital (mergers and acquisitions, creation of strategic alliances); integration of industrial and financial capital; diversification of forms and areas of activity. In the same row are the globalization of activities (distribution of goods and services, creation of subsidiaries in the most attractive foreign markets), internationalization of capital (growth of transnational companies, attraction of foreign investment, etc.). It is also necessary to highlight the securitization of company assets, the use of the latest information technologies, dissemination of international standards for regulating national markets (capital, goods, services, labor).

The international financial and industrial group is a structure consisting of a parent company and branches, branches, and subsidiaries in other countries. The higher the degree of internationalization of the capital of a financial industrial group, the more, other things being equal, the greater the number of foreign branches included in its structure. It is characteristic that not only the production divisions of financial and industrial groups are transferred abroad, as was observed earlier, but also their financial links, which helps to accelerate the financial transactions of the group and makes it possible to take advantage of the peculiarities of the market conditions in various countries With maximum effect(different exchange rates, unequal inflation rates, tax benefits, etc.).

FIGs are large integrated structures of various types, in which financial institutions play no less a role than industrial ones. They are organized according to the horizontal principle - the unification of multi-industry industries (Fig. 25.2), and vertical integration -

Rice. 25.2.
Associative form of associations of organizations

(horizontal type of integration)

along technological chains (Fig. 25.3). The creation of FP G implies the unification “under one roof” of three structures: financial- bank, investment company, pension fund, consulting firm, brokerage houses, foreign trade, information and advertising departments; production- manufacturing enterprises; commercial- foreign trade companies, commodity exchange, insurance, transport and service companies.

Rice. 25.3.
Vertically integrated financial and industrial group with one leading link

In developed countries, banks are centers of financial and industrial structures (Fig. 25.4). Working for a certain range of enterprises, the bank has a good

Rice. 25.4.
Conditional organizational structure of “banking” financial and industrial groups

sho is aware of the processes of movement of their funds. If any problems arise, he immediately accepts necessary measures, because the results of a particular production process affect his own economic interests. On the other hand, the legal and regulatory system presupposes the bank's responsibility to society: if the financial situation of an enterprise that is a member of a financial industrial group worsens, the bank takes an active part in reorganization, i.e., carrying out structural changes and certain cash injections that require the bank to have a stable financial position. Financial stability can be different and is influenced by a combination of many factors, but only it creates a favorable climate for the integration of banking and industrial capital. The level of financial stability of the bank determines the level of its “competence” as a participant in the financial industrial group. In vertical financial industrial groups operating on the principle of a closed technological chain, as well as horizontal cartel-type associations, the bank is intended purely for internal settlements.

The creation and operation of financial industrial groups makes it possible to resolve issues of more efficient investment of enterprises by attracting internal and external investments by obtaining loans, placing securities issues, and concentrating funds of group members in order to produce competitive products. A modern financial and industrial group is characterized by efficiency and agility in managing the flow of financial resources both between the parent company and branches, and between the branches (divisions) themselves. The choice of financing option for any operation - from the center (parent company) or at the branch level - is predetermined overall strategy firms, as well as tactical preferences in the field of organizing internal financial flows. Expansion of the scale of financial and industrial groups due to an increase in the number of foreign divisions can be carried out through an increase in direct foreign investment. This could be financing the construction of new production facilities abroad or the purchase of a controlling stake in existing enterprises.

Financial and industrial groups have a number of advantages over other market entities in economic and financial terms:

The technological chain from the extraction of raw materials to the release of final products is being strengthened, and the integration of production is increasing;

Diversification of activities gives greater stability to the group's enterprises and increases the competitiveness of their products;

Real prerequisites and opportunities for structural restructuring of production are being created;

There are prospects for accumulating significant capital to achieve set production and financial goals;

Real opportunities arise for maneuvering financial resources both within the financial industrial group itself and outside it, expanding the scale of activity and spheres of influence;

There is a redistribution of capital between various divisions of the financial industrial group in accordance with the strategic choice of the group;

The financial strength of the group, its financial stability and ability to maximum efficiency use advanced capital.

The organizational structure of financial industrial groups is characterized by decentralization of management while simultaneously increasing efficiency organizational structures individual units included in the group, a clear distribution of powers and responsibilities, reliable mechanisms for accepting agreed management decisions. By including research and development units in the structure of financial industrial groups, and therefore bringing them closer to the direct consumer, the time frame for introducing scientific and technical developments into production is reduced. Thanks to the presence of a unified marketing service, gaps in the supply and distribution chain are eliminated, which helps to accelerate capital turnover.

Making economically sound investment decisions is essential to the sustainability of the financial position of the group as a whole. Therefore, the structure of financial industrial groups, as a rule, has special analytical units, which include highly qualified experts responsible for assessing investment projects and the validity of decision-making.

Among the areas of activity that contribute to the revitalization of investment processes, the following have a major role to play:

♦ formation within the framework of financial industrial groups of investment companies created on the principle of direct financing, i.e., under equity securities. In order to increase the interest of credited organizations in this process, it is necessary to provide for the possibility of subsequent repurchase of securities;

♦ creation of venture funds at the expense of all FIG participants, whose task is to finance the most risky investment projects;

♦ widespread use of the mechanism for creating joint ventures and subsidiaries in order to organic compound financial resources of financial industrial group members.

To increase the efficiency of FIG, it is advisable to solve the following problems:

Actively include not only large, but also medium-sized and even small enterprises in financial industrial groups, turning them into large satellites and developing close cooperative ties;

Expand the mechanism for creating subsidiaries and joint ventures within financial industrial groups, including with the attraction of foreign capital;

Expand the corporate basis for creating financial and industrial groups, which will make it possible to restore technological chains on a reliable economic basis and develop cooperation between enterprises;

♦ diversify the types and forms of activity financial organizations within groups, including not only universal, but also specialized banks, investment funds and financial companies, which make it possible to widely attract temporarily free financial resources while reducing the risk of losses;

♦ expand state participation in investing in projects within the financial industrial group, but not through the direct allocation of budgetary allocations, but through an interbank loan;

♦ to intensify the creation of regional financial industrial groups with the attraction of funds from local budgets and regional branches of banks.

Experience shows that recently the motivation of enterprises to join financial and industrial groups has sharply increased. This is due to the opportunity to ensure shareholder control over enterprises and financial and credit institutions in the interests of establishing profitable technological and economic ties. Many are attracted by the prospect of joint implementation of priority federal and regional programs, receiving the necessary government support, and resources to replenish working capital and technical re-equipment of production, development of long-term and promising investment projects.

The incentives for the creation of financial and industrial groups currently include:

♦ the desire to make real investments in production as a result of association with financial and credit institutions;

♦ state guarantees for external investments;

♦ the opportunity to receive government support provided for by law;

The existing financial and industrial groups are widely diversified: they cover about 100 areas of industrial activity. The priority areas are: production passenger cars; aircraft manufacturing; production of cast iron and metal products; production of iron ore concentrate; non-ferrous metallurgy (production of nickel, copper, aluminum); production of rolled metal, pipe production; production of chemical products, etc.

The formation of Russian financial industrial groups occurs on the basis of a holding or a combination of capital (participation system). A holding presupposes the presence of a parent and subsidiary companies, where the first owns controlling stakes in the others. This is achieved in two ways:

1) the creation of new enterprises with a decisive voting right in the management structure of financial industrial groups;

2) purchasing controlling stakes in operating enterprises directly or through subsidiaries.

The idea of ​​creating a holding company is to combine different types of businesses so that synergy arises between them or their mutual influence increases. One of the varieties of such an association is the formation of a holding-type industrial and financial group under the control of a bank. In this case, enterprises seem to acquire an effective owner who can provide them with sustainable development and having the necessary resources for this. To coordinate the investment activities of the group, a single holding company is formed, exercising control through the boards of directors of banks and enterprises. There are a number of types of holdings: state holding structures; holdings in integrated companies; holdings in conglomerates; bank holding structures.

Russian financial industrial groups are formed mainly by merging large enterprises that already have a dominant or significant position in certain market segments, but are gradually losing it, at least in relation to Western producers. By uniting into financial and industrial groups, enterprises gain the opportunity to control certain sectors of the economy. However, the inclusion of mainly large enterprises in financial industrial groups negatively affects the flexibility and dynamism of their management structure.

In a number of cases, financial and industrial groups in Russia are created on the initiative of government bodies and are a reflection of the selective policy of the state in the field of structural restructuring of the economy. The state strives to make financial industrial groups strongholds of industrial policy in order to implement macroeconomic policy by influencing their activities. In addition, a financial-industrial group is a structure that, due to its special position in the market, allows for the redistribution of investment funds from developed industries to lagging ones (subject to the principles of interaction between the financial-industrial group and the state). In order for FIGs to actually perform the function of a structure-forming element of the modern Russian economy, it is necessary to proceed from following principles public policy:

Creation of a favorable environment and special selective support for the formation of financial industrial groups in accordance with the strategic directions of industrial and social policy, the tasks of raising and equalizing living standards in different regions;

♦ ensuring the public legal nature of the FIG’s activities and its transparency;

♦ development of a special mechanism for influence and cooperation between the state and financial industrial groups, based not so much on the provision of benefits and direct subsidies from the state, but on a system of compliance with mutual rights and obligations.

Often, on the initiative of the local administration and under its control, financial and industrial groups are created to solve the socio-economic problems of the region (Fig. 25.5). The local administration provides a system of financial support measures for financial industrial groups:

♦ exemption in whole or in part from property taxes;

♦ preferential rent or transfer for temporary free use of property that is the property of the region;

♦ transfer to trust management of blocks of shares (regionally owned) of enterprises that are technologically related to the main activities of the group, but are not part of it;

♦ provision of investment tax credit.

The main sources of financing the activities of the financial and industrial group are investment loans from participating banks, financing from the budget for targeted programs, loans and direct investments from banks that are not participants in this financial industrial group, and the own funds of enterprises.

World experience shows that financial and industrial groups, including industrial enterprises, research organizations, trading firms and banks, many associative structures based on

Rice. 25.5.
Conditional organizational structure of “regional” financial and industrial groups

internal contractual relations, have become a kind of framework market economy a number of countries. It is at this level of organization of production potential that rational partnerships and contractual relations with government bodies are ensured, preparation, coordination and control of the implementation of corporate plans and programs is carried out joint activities a number of business entities. At the same time, the attraction of external investors, the development and implementation of a corporate strategy for activity in the stock market, and the performance of other management functions related to the implementation and protection of the interests of shareholders are intensified.

• Subject and course system
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      • Classification of holdings
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Financial and industrial groups

Analysis modern trends in the economic sphere shows that the integration of financial (banking) capital and industrial potential is an objective pattern of the emergence and development of powerful financial and industrial associations. In industrialized countries, this integration is almost complete; a few (compared to other business structures) transnational companies (TNCs), financial-industrial groups (FIGs), as well as other financial-industrial associations have been created and are successfully operating in the domestic and foreign markets.

Thus, as a result of the union of US banking and industrial capital, large financial associations were created in the form of family groups (Morgans, Rockefellers, Mellons, etc.). The practice of merging of the largest concerns and banks in Germany is interesting (for example, the financial groups Deutsche Bank, Dresdner Bank, Commerce Bank). Large financial associations operate in France and other European countries.

According to estimates by O. N. Soskovets, President of the Association of Financial and Industrial Groups of Russia, more than 80 groups have currently received official financial-industrial status. They included, on a voluntary basis, 1000 industrial enterprises and organizations, more than 80 financial and credit institutions. The total number of employed is approaching 4 million people. The groups ensured an increase in product output by 3.5%, the volume of products sold - by 5%, exports - by 10%, investments - by 6%. These are the statistics that hide the positive dynamics of the development of financial and industrial groups in Russia.

In this regard, one remark: FIG is, figuratively speaking, a piece product, and therefore one should not get carried away with quantitative indicators. Our country has already experienced a stock exchange and banking boom.

Legislation on financial industrial groups. The problem of the formation and development of financial and industrial associations in the Russian Federation is associated not only with political, socio-economic, but also with legal issues. Relatively recently (November 30, 1995), Russia adopted the Federal Law “On Financial and Industrial Groups” (hereinafter referred to as the FIG Law), which established the legal basis for the creation, activities and liquidation of financial and industrial groups. With its adoption, Decree of the President of the Russian Federation of December 5, 1993 No. 2096 “On the creation of financial and industrial groups in the Russian Federation” lost its legal force. Due to the adoption of Federal Law No. 115-FZ of June 22, 2007, the Law on Financial Industrial Groups ceased to apply. What does this turn of events mean in practice?

Firstly, the legislator abandoned the idea of ​​​​existence of a special law on financial industrial groups (as well as the Law on holdings) for various reasons. The FIG Law, despite its youth, has been the subject of criticism not only from lawyers, but also from economists. Thus, V.D. Rudashevsky rightly noted that the said Law should be an act of direct action, but half of its 22 articles contain references to administrative acts, decisions of the constituent entities of the Federation and international agreements on almost all issues of fundamental importance. There were also specific gaps and shortcomings in the Law.

Secondly, the Law on Financial Industrial Groups played a role in the conditions of Russia's transition to a market economy. Then he found himself unclaimed. Not a single change or addition was made to it. As they say, the law has done its job, the law can retire!

Thirdly, Art. 15 of the Law provided for measures of state support for the activities of financial industrial groups. Among them is the provision of investment loans and other financial support for the implementation of financial industrial group projects, as well as government guarantees to attract various types of investments. The Bank of Russia was able to provide banks participating in financial industrial groups with benefits that included reducing mandatory reserve requirements and changing other standards in order to increase their investment activity.

The Government of the Russian Federation and the executive bodies of the constituent entities of the Federation could provide other benefits for participants of financial industrial groups. State support for the activities of financial industrial groups is the next direction for improving legislation.

In real life, the state does not fulfill its obligations to state support FIG. The situation with financial and industrial groups is reminiscent of the situation with small businesses. The current legislation on small business proclaims a number of measures for state support and stimulation of small businesses. However, there is more legislative rhetoric and pathos here.

Fourthly, in the real Russian economy, holding structures have noticeably “gained weight” and ousted financial industrial groups from the ranks of business associations. To some extent, this was facilitated by the existing confusion in the status of the holding and the financial and industrial group. A simple example: holdings are not registered, but financial-industrial groups were subject to registration in the manner prescribed by the Law on Financial-Industrial Groups. Now they (holdings and financial industrial groups) are placed in an equal position. There was a mixture of holdings and financial industrial groups at other points of intersection. For example, when creating a financial industrial group, a holding model of constructing and managing a group of individuals was often used.

Fifthly, judging by the speed of adoption of the law on the loss of legal force of the Law on Financial Industrial Groups, the Russian business community agrees with this decision, if not more. It is safe to say that those controlled by big business public entities lobbied in State Duma the final act of liquidation of the Law on Financial Industrial Groups.

However, we believe that with the loss of the Law on Financial Industrial Groups, registered financial and industrial groups in Russia continue to exist. Consequently, their status and characteristics need to be disclosed.

Further, we cannot exclude the possibility that the legislator will find a replacement for the financial industrial group with another business association. Even in the absence of a Law on Financial Industrial Groups, the possibility of the emergence (creation) of new groups in a market economy cannot be ruled out. In our opinion, the Russian economy is not yet ready to use only market regulators. Thus, in industrialized countries, the legislator does not seek to “regulate” the status of business associations and, in order to maintain freedom of market relations, tries to give flexibility and elasticity to legal structures. Our option for improving the legislation on financial industrial groups is the adoption of a law on business associations; it would be advisable to include both general rules and rules on certain types of associations (holdings, financial industrial groups, navels, concerns, etc.).

Now let's briefly look at the main features of FIG.

1. FIG - a set of legal entities operating as main and subsidiary companies or who have fully or partially combined their tangible and intangible assets (participation system) on the basis of an agreement on the creation of such a group for the purpose of technological or economic integration for the implementation of relevant goals. FIG is not a legal entity and cannot be considered as an association of legal entities in the context of Art. 121 Civil Code of the Russian Federation. From the point of view of Art. 121 commercial and non-profit organizations can voluntarily unite into associations (unions) of these organizations. Legal entities are the participants of the financial and industrial group, as well as the central company of the financial industrial group, formed by all its participants.

2. A financial-industrial group is an organization in the form of a business association, which includes legal entities (there must be organizations operating in the production of goods and services, as well as banks or other credit organizations), created by group members, as a rule, on on a contractual basis or according to a holding model by combining industrial potential and financial (banking) capital in order to protect common interests, coordinate the actions of its participants, implement investment and other projects and programs and pursue a unified economic policy, as well as aimed at increasing competitiveness and expanding sales markets goods and services, increasing production efficiency, creating new jobs.

The dispute about the subject composition of financial industrial groups will be scholastic until the state, represented by the competent authorities, clearly defines its position in relation to these special business entities: financial industrial groups are either “piece goods” or “goods” mass production" In the first case, the subject composition of the financial industrial group should be noticeably limited. In our opinion, only commercial organizations can be members of the group. With this approach, there is no place in the financial industrial group non-profit organizations, individual entrepreneurs, as well as individuals(to citizens). On the contrary, in the second case, the FIG turns into a product of wide application, in the creation and activities of which anyone who wants can take part.

3. Before the repeal of the Law on Financial Industrial Groups, there was mandatory registration of a financial and industrial group by decision of an authorized state body. FIGs acquired group status from the moment of state registration. This registration has now been cancelled.

4. As part of a financial industrial group, the leading role is played by the central company of the group, established by all participants in the agreement on the creation of a financial and industrial group or being the main company in relation to them and authorized by law or agreement to conduct the affairs of the group. In other words, the central company is, as a rule, the parent company (the main business entity).

Classification of financial and industrial groups. FIGs can be divided into types based on different criteria.

Depending on the method of their formation, we can distinguish groups created:

1. according to the classic holding model;
2. “participation system” on a contractual basis;
3. a mixed principle using elements of a holding model and a “participation system” on a contractual basis.

Financial industrial groups of the first type are an entrepreneurial entity based on a “system of participation,” economic subordination and corporate control. The financial industrial group of the second type is a voluntary contractual entrepreneurial entity. It is this classification that is of fundamental importance for understanding the legal nature of financial and industrial groups.

Based on the nature of specialization and cooperation, financial industrial groups can be classified into vertical, horizontal and diversified groups. FIGs of a vertical type are a set of participating enterprises involved in the production of the same products, but at different stages of production. An example of such a group is the Magnitogorsk Steel financial and industrial group. Vertical groups are characterized by the presence of broad economic ties between participants.

In horizontal financial industrial groups, participating enterprises carry out production at the same stages or produce the same products. There are no longer close cooperation ties to ensure the production of final (finished) products. The consolidating principle in these financial industrial groups is the development and implementation by group members of an agreed marketing policy, the organization of research and development work in fundamental areas of updating manufactured products, etc.

Diversified financial-industrial groups are groups that include, on the one hand, single-profile or interconnected enterprises, and on the other, enterprises that do not interact with other group members, as well as with each other. An example of this type of group is the Interros financial and industrial group, which includes enterprises of metallurgy, chemical industry, mechanical engineering, transport, etc.

According to the creation procedure, there are: groups created voluntarily; groups formed on the initiative of federal executive authorities or relevant bodies of the constituent entities of the Federation.

Taking into account the so-called center of formation of financial industrial groups, they distinguish: groups formed by one company, which can be headed by an industrial enterprise, a credit and investment organization, a research institute, or a trading company.

Based on the location and registration of participants, financial and industrial groups are divided into transnational, national (federal) and regional.

Along with the main types of FIGs in the literature, there are: a) large, medium and small FIGs (depending on the size and production potential) FIGs de jure and FIGs de facto. The first groups are registered in accordance with the procedure established by law, the second are not registered (informal financial and industrial groups). There are also other types of FIGs.

So, from the point of view of civil legislation, financial and industrial groups are not legal entities, i.e., subjects of civil law. However, this does not exclude the possibility of considering them as subjects of entrepreneurial activity, as well as subjects of other branches of law (mainly public law). FIG participants retain their legal independence when joining the group.

In the 90s XX century As a result of large-scale processes of privatization of state-owned enterprises in Russia, the collapse of industrial and production associations began, which led to the disintegration of the economy. One of the main prerequisites for the legislative regulation of associations of legal entities in the form of financial and industrial groups was the recognition of the necessity of functioning in the economy of our country along with small and medium-sized business structures of large industrial and economic complexes. Since it is large structures that ensure the competitiveness of the products of enterprises in knowledge-intensive industrial sectors and intensify the processes of investment in the spheres of the real economy.

Financial and industrial groups (hereinafter referred to as FIGs) are often called “special economic zones”, as they allow one to minimize many risks and obtain a favorable tax regime. FIGs are also quite attractive for foreign investors. In Russia there are now about 100 officially registered financial and industrial groups (Interros, Nizhny Novgorod Automobiles, Mostatnafta, Magnitogorsk Steel, Sibagromash, etc.), and there are several times more unofficial groups (for example, "Alfa Group"). At their core, many business associations meet all the characteristics of a financial-industrial group, but are not such because they have not gone through the state registration process.

Financial and industrial groups are created in all member states of the CIS, but in Western economies this special organizational type of association is absent. Foreign analogues of domestic financial industrial groups can be considered related enterprises or concerns in Germany, groups of partnerships in France, holding companies in the UK and the USA. The essence of such entities is that it is an association of participants that does not have the status of a legal entity, which is based on economic subordination and control of one participant over others.

Currently, the main regulatory act regulating the organization and activities of financial and industrial groups is the Law on Financial and Industrial Groups.

A financial-industrial group is a set of legal entities operating as main and subsidiary companies or who have fully or partially combined their tangible and intangible assets on the basis of an agreement to create a financial industrial group for the purpose of technological or economic integration for the implementation of investment and other projects and programs aimed at increasing competitiveness and expansion of markets for goods and services, increasing production efficiency, creating new jobs.

From the legal definition of a financial-industrial group it follows that it is not one of the organizational and legal forms of legal entities. The impossibility of giving financial-industrial groups the status of a legal entity is due to the desire to preserve for their participants the legal personality of a legal entity, ensuring the conduct of business activities. Despite the absence of a financial industrial group as a complex formation of a set of rights and obligations inherent in a legal entity, it can be noted individual elements legal personality of financial industrial groups in relations regulated by antimonopoly and tax laws.

Firstly, group members involved in production can be recognized as a consolidated group of taxpayers, i.e. a single subject of tax legal relations.

Secondly, in Art. 20 of the Tax Code of the Russian Federation contains the concept of “interdependent persons,” which, among other things, can be organizations if one of them participates in the authorized capital of the other and the total share of such participation is more than 20%. The identification of the category of interdependent persons turned out to be necessary for the tax authorities to be able to exercise control over pricing in transactions carried out between interdependent persons. The use of “transfer pricing” between participants in business associations makes it possible to underestimate the tax base, which, of course, does not meet the interests of the state. Consequently, tax authorities control interdependent persons as a single entity.

From the point of view of antimonopoly legislation, group members, even if they are formally autonomous (independent) legal entities, are integral parts of the overall structure, are managed from a single center and are engaged in entrepreneurial activities to achieve the interests of the group as a whole. Therefore, in antimonopoly legislation, financial industrial groups are recognized as a single economic entity.

Based on the forms of production and economic integration, a distinction is made between “vertical”, “horizontal” financial and industrial groups and conglomerates. According to statistics in Russia, the majority of registered financial and industrial groups are distinguished by a vertical type of association (Aerofin, Defensive Style groups). Horizontal integration involves the merger of enterprises focused on producing homogeneous products (Rosstroy, BelRusAvto groups). Conglomerates are considered the most stable form of association, which has enterprises in different, unrelated business sectors, in order not to depend on the economic situation in a particular industry (the “United Industrial and Construction Company” group).

Based on industry affiliation, it is customary to distinguish industry and inter-industry groups; according to the degree of business diversification - single-industry and multi-industry; by scale of activity - regional, interregional and interstate (transnational). Financial and industrial groups are considered transnational if among their participants there are legal entities that are under the jurisdiction of the CIS member states, or have divisions on the territory of these states, or carry out capital construction there. A transnational company created on the basis of an intergovernmental agreement acquires the status of an interstate financial and industrial group.

Participants in a financial-industrial group can build their relationships in two ways: either as interaction between the main and subsidiaries, or as interaction on the terms of full or partial unification of their tangible and intangible assets. In the first case, we are dealing with an actual holding model, when the main (parent) company has the opportunity through its block of shares (shares) in subsidiaries, i.e. by virtue of the predominant participation in their authorized capital, manage the activities of each of them. We can say that the financial industrial group of the first type is a business association based on a “participation system”, economic subordination and corporate control. In such an association, the main company performs the functions of a central company, through which, in essence, the activities of the group as a whole are conducted.

The financial industrial group of the second type is a voluntary contractual entrepreneurial association of legal entities independent from each other. According to statistics, the majority of registered (official) financial and industrial groups are created precisely according to the type of association based on an agreement; they are sometimes referred to as "soft non-holding corporations" or "contractual holdings." A financial-industrial group of this type is created by concluding an agreement on the creation of a financial industrial group by group members, in accordance with which a central company is established. That is, the central company, in fact, is a subsidiary or dependent company in relation to all participants of the financial industrial group. By its legal nature, the agreement on the creation of a financial and industrial group is a type of simple partnership agreement (Articles 1041-1054 of the Civil Code of the Russian Federation).

Current legislation provides for a number of restrictions on participation in a financial and industrial group.

Thus, state and municipal unitary enterprises can be part of financial industrial groups on conditions determined by the owner of the property. A financial-industrial group involves the combination of tangible and intangible assets, but a unitary enterprise, not having the right of ownership to the property assigned to it, cannot independently dispose of its assets; it requires coordination of its transactions with the owner of the property. However, despite these restrictions, in Russia more than 10% of the total number of participants in all registered financial and industrial groups are enterprises in the public sector of the economy.

Subsidiaries can be part of a financial and industrial group only together with their main company. Decisions, actions, transactions of subsidiaries can be quite strictly predetermined by the main (parent) companies. Therefore, a situation cannot be ruled out in which a subsidiary will be forced to choose between the decisions of the governing bodies of the financial industrial group and the main (parent) company that are mandatory for it, but contradictory to each other. Thus, this limitation is due to the desire to ensure proper controllability in the execution of decisions in the financial industrial group system by its participants.

Legislation prohibits a legal entity from participating in more than one financial and industrial group. This restriction prevents monopolization of the market, since groups with the same composition of participants do not create conditions for free competition. However, it is obvious that participants in financial industrial groups have the right to be members of other types of associations, for example, banking groups.

Public and religious associations cannot be participants in financial and industrial groups, since the goals of the activities of these organizations (taking into account restrictions on engaging in entrepreneurship) do not imply the possibility of their participation in industrial and financial complexes.

Regardless of the type of financial and industrial group organized (holding or contractual association), it consists of obligatory and initiative (optional) participants. Mandatory participants in the financial and industrial group are enterprises operating in the field of production, as well as banks and credit organizations. For enterprises production profile functions for the manufacture and release of commercial products or the provision of services are assigned, banks or credit organizations are assigned the role of investment structures.

Optional participants in financial industrial groups may include investment funds, insurance companies, non-state pension funds, as well as any other organizations.

The first stage of creating a financial and industrial group is the development of its local acts. In all types of financial industrial groups Mandatory local documents include the organizational project of the group, i.e. a package of documents containing the necessary information about the goals and objectives, investment and other projects and programs, the expected economic, social and other results of the financial industrial group. An organizational project usually includes explanatory note and feasibility study future activities FIG.

In the case of a contractual type of merger into a financial-industrial group, local documents also include the agreement on the creation of a financial industrial group and the charter of the central company. The agreement on the creation of a financial industrial group is a type of agreement on joint activities (simple partnership). Along with essential conditions, mandatory for a simple partnership agreement, it must contain information about the name of the financial-industrial group, the procedure and conditions for the establishment of the central company, the procedure for formation, the scope of powers of the board of directors of the financial-industrial group, the procedure for making changes to the composition of participants, the volume, procedure and conditions for combining assets, the purpose of the association of participants , contract time. Other terms of the agreement on the creation of a financial-industrial group are established by the participants, based on the goals and objectives of a particular financial-industrial group, taking into account industry, regional and other specifics.

The financial and industrial group is registered by a central company, which, being a separate legal entity, is created and registered earlier than the group itself. The group is registered by the Ministry of Economic Development and Trade of the Russian Federation in a separate state register.

To register, the central company of a financial-industrial group submits an application for registration, an agreement on the creation of a financial industrial group (an agreement is not required if the group is formed as a combination of main and subsidiary companies), notarized copies of registration certificates, constituent documents, copies of registers of shareholders of each of the participants, including the central company, organizational project, notarized and legalized documents of foreign group members. In addition, it is necessary to submit a conclusion from the Federal Antimonopoly Service confirming that the creation of a financial and industrial group will not lead to restriction of competition in product or financial markets.

After examination of the submitted documents, state registration of the financial and industrial group is carried out.