SHARES AND INVESTMENT CERTIFICATES AS LEGAL CONSTRUCTION OF SECURITIES
Abstract
Problem setting. The issue of review of securities in aspect of its instrumental role in legal mechanisms of establishing and realization of economic rights that certified by such securities have already been and object of researches and now has a status of contentious issue. In particular D. Murzin analyzes securities as legal constructions of civil law. Scientist focuses on established complex of relationships in which construction of rights, duties and responsibility of its participants modeled according to determined scheme. That’s why retention of name "securities" for such construction of an object of civil rights is crutial.
Analysis of resent researches and publications. Among domestic legal scientists L. Panova also determines securities as legal constructions. It also has to be noted that O. Mozgova argues against such a view and admits that securities hardly can be attributed to legal constructions.
Target of the research is conducting legal analyses of shares and investment certificates as legal constructions of securities.
Article's main body. As rule legal constructions are establishing within process of provisions modeling. In sphere of private legal modeling not only Verkhovna Rada can be the subject of modeling. There also Cabinet of Ministers, Ministry of finance, State commission of securities and stock market and other state bodies.
Legal constructions are widely used for modeling of provisions for rights, duties and responsibility of participants of civil legal relations. Such constructions are determined by totality of interconnected legislative provisions and can be simple of complicated. Separate simple civil construction is determined by organic compound of certain complex of legislative provisions, which provides legal regulation of local sphere of relations. But within separate complicated civil constructions can be connected some simpler single model schemes of construction of rights, duties and responsibility of participants of civil legal relationships.
Typical scheme of construction of economic and personal rights and duties of shareholder that embodied in construction of a share is the most demonstrative specific construction of securities from the point of view of its content-combined instrumental capabilities. Combination of two kinds of rights and duties of shareholder within model options of share is a confirmation of flexibility and universalism of a type of modeling that is being researched.
The main difference between shares and investment certificates from the point of view of its constructions is the subject that issues such securities. Despite of that both securities establish rights of private limited participation in companies, the kinds of such companies are different. Moreover share always provides dividend payment.
Conclusions and prospects for the development. As a result of research we have to conclude that according to aforementioned individual types of securities constructions form by the issuer that mixes normatively-defined, basically-static and variably-specific model schemes of origination of rights on security and rights of the securities respectively. Each specific construction of securities always bases on features of form of fixation of an economic right certified by such a security (documentary or non-documentary) and then determines the form of emission and circulation of such securities and form of legal establishing of single model schemes of economic right of securities. Eventually exactly form of fixation of economic right determines the individual types of securities such as shares, investment certificate etc.
