How to organize a holding

Russian legislation has not yet defined a clear concept of a "holding", but the Civil Code of the Russian Federation contains only such concepts as a "subsidiary" and "dependent society", on the basis of which scientists construct the definition of "holding".

You will need

• - permission of the Federal Antimonopoly Service;

• - permission of the State Property Committee;

• - the consent of the labor collectives of enterprises.

Instruction manual

1

A holding is called a part of an entrepreneurial association, the participants of which, with formal legal independence, are subordinate to one of the group members - the parent organization, which owns a controlling stake in its other members.

2

To create a holding company, obtain the consent of the Federal Antimonopoly Service of the Russian Federation and its territorial bodies. Do the privatization of enterprises, which will later become part of the holding, on general grounds in accordance with the law

"On the privatization of state and municipal property."

3

In the process of creating a holding, you may encounter some limitations. established by the "Provisional Regulation on Holdings". In particular, it is forbidden to create a holding company that owns a controlling stake in enterprises producing more than 35% of homogeneous or interchangeable products on the market. Creating a holding is impossible if this step can lead to monopolization of the production of certain types of products.

4

To transform the company into a subsidiary, obtain the consent of more than half of its workforce. To do this, conduct a general meeting and fix this decision in the minutes of the meeting.

5

After that, if it comes to the privatization of state and municipal property and the creation of a holding on its basis, make a proposal on the creation of the State Property Committee and property management committees. In the proposal, indicate the rationale for the creation of the holding company, its goals and objectives, the list of enterprises that will be included in the future holding, information on the share of products that these companies produce on the federal and local markets, the draft constituent documents of the holding company.

6

The State Property Committee and the Federal Antimonopoly Service verify the submitted documents and consent to the formation of the holding. However, from time to time, the antimonopoly service has the right to check the holding for compliance with antitrust laws and hold the management of the holding company liable for violations of antitrust laws. The preliminary consent of the Federal Antimonopoly Service is also necessary if new legal entities are created inside the holding.