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• Introduction
• Conclusion
• Bibliography
• Introduction
• Currently, serious attention is paid to the fundamental issues of the development of effective forms of organization of production, their impact on the quality and dynamics of macroeconomic results. One of the most important ways to overcome the negative aspects of the reform is the formation of corporations - scientific, industrial, financial structures that would be able to ensure the growth and development of the economy in market conditions.
• As world and domestic experience shows, corporations, due to the high level of concentration of production and centralization of capital, create the basis for continuous scientific and technological development, provide the best mechanism for linking the interests of all participants in a single production and commercial process, and increase the level of manageability of the economy at the intersectoral and territorial levels.
• The association of a corporation with financial and commercial structures is based on the principle that each economic unit is engaged only in activities that bring it maximum profit, cooperating on mutually beneficial terms with other members of the association. This gives the association additional profit from the mobilization of large capitals and the specialization of all its members. In general, such associations of corporations provide their members with easier access to financial resources and transactions with securities, reliable and continuous control over the use of these resources, the ability to receive constant and objective information about the economic situation, the ability to coordinate actions, pool funds, provide real help firms in difficult economic conditions.
• Thus, we can conclude that corporations are one of the most important subjects of the economy. In this regard, a corporation is understood as a complex system with many elements, interacting with the external environment at different levels. The most important, in our opinion, is the analysis economic mechanisms operating within the corporation, and primarily domestic markets.
• In any corporation, two main functions of the internal market can be distinguished: 1) the internal market helps to maximize the income of the corporation and achieve greater efficiency in its functioning, while the transfer pricing system becomes especially important; 2) the internal market is one of the mechanisms for integrating individual enterprises within a corporation.
• However, the practice of functioning of Russian corporations indicates that today their potential advantages are not fully manifested. Radical transformations of ownership were not accompanied by the creation of adequate mechanisms for the organization and management of corporations.
• The organizational mechanism for the formation and functioning of corporations has not been sufficiently developed, as a result of which intra-corporate interaction does not allow to fully realize the goals of joint activities.
• The need to address these issues determined the relevance of the study, its goals and objectives.
• The purpose of the work is to analyze the types of corporations and determine their role in the country's economy.
• The goal set determined the solution of the following tasks:
• * clarification of the concept of a corporation;
• * studying the principles and methods of creating corporations in modern conditions.

1. The concept and main forms of corporate entities

A corporation is an association, a union of enterprises or individual entrepreneurs (as a rule) based on private group interests), one of the main forms of entrepreneurship. In the US, corporations are legal entities. They include the right to own, borrow, mortgage and liquidate property, manage one's own affairs, and go to court. On the other hand, corporations are legally liable and can therefore be sued. Entrepreneurs wishing to form a corporation apply to the relevant state institutions for registration of a charter, which discusses the rights and obligations of the corporation, the duration of its life (usually about 35 years). In the US, for example, corporations make up a relatively small percentage of all campaigns, but they control a significant portion of US business.

There are the following types of corporations: a) non-profit - formations that are not designed to make a profit. These are usually governmental, city, municipal, political associations, as well as charitable, religious, educational and other similar institutions; b) commercial, which, in turn, differ in the type of liability: corporations with liability limited by the financial resources of the corporation, determined by the size of the share capital; with liability limited to the sums which each member of the corporation has agreed to invest in the property and share capital of the company; with unlimited liability, i.e. with liability for all property or financial assets of the members of the corporation. Utkin E.A. Company management. - M.: Akalis, 2005. - S. 77

The classification of corporations is carried out in different ways, sometimes the classifications overlap. The first classification distinguishes between "local" and "foreign" corporations. A local corporation is one that is formed under the laws of the state by filing a Certificate of Incorporation with the Department of State and complying with other requirements of the law, which will be dealt with later. A corporation formed in another state is considered an overseas corporation.

Corporations are also divided into business corporations, non-profit corporations, professional corporations, and the like.

The scope of activities of transnational corporations is characterized by a huge scale. The largest TNCs (for example, General Motors, Ford, IBM, Royal Dutch Shell) manage funds in excess of the national income of many sovereign nation-states, and the international nature of their operations puts them practically beyond the control of any national authorities.

The world's largest transnational corporations are increasingly penetrating the Russian market, and the entire post-war history of Western European countries, Japan and the "new industrial countries" testifies to the fact that national capital is able to compete with them only if it itself is structured into powerful financial institutions. -industrial formations that are adequate to international analogues and capable of pursuing an active foreign economic policy.

In our country, large Russian corporations - financial and industrial groups (FIGs) - are already beginning to emerge and develop, which in the future should take their rightful place among the largest transnational corporations in the world. In this regard, it is very useful to turn to foreign experience, to consider the criteria for classifying companies as TNCs, their stages of development and types, especially since most Western corporations belong to more mature types of TNCs compared to our Russian ones.

TNCs control up to 40% of industrial production in the world, half of international trade. The volume of manufactured products at the enterprises of TNCs annually exceeds 6 trillion. dollars. They employ 73 million employees, i.е. every tenth employed in the world, excluding agriculture. The number of employees of transnational firms is very large.

The 500 most powerful TNCs sell 80% of all manufactured products of electronics and chemistry, 95% of pharmaceuticals, and 76% of engineering products. 85 of them control 70% of all foreign investment.

Diagram 1 - Distribution of the 500 largest TNCs by country (according to the "Financial times" rating for 2006)

Diagram 2 - Distribution of the 1000 largest TNCs in the manufacturing sector by country (according to the rating of "Industry Week" for 2005)

The sectoral structure of production of TNCs is quite wide. 60% of international companies are employed in manufacturing, 37% in services and 3% in mining and agriculture. There is a tendency to increase foreign investment in the service sector and technologically intensive production. At the same time, their share in the extractive industry, agriculture and resource-intensive production is decreasing. Golubkov E.P. Strategic planning and the role of marketing in an organization // Marketing in Russia and abroad. 2006. No. 10 (15). - S. 103-123.

TNCs are, as a rule, multi-product corporations, their activities are diversified. Each of the 500 largest multinational corporations in the United States has on average divisions in 11 industries, and the most powerful cover 30-50 industries. In the group of 100 leading industrial firms in Great Britain, 96 are diversified, in Germany - 78, in France - 84, in Italy - 90. The Swedish automobile concern Volvo, for example, in addition to cars widely known all over the world, produces motors for boats, aircraft engines, groceries and even beer. This corporation has more than 30 large subsidiaries of various profiles in Sweden and several dozen abroad.

So what are TNCs and how can they be distinguished from other corporations?

As a rule, the term corporation is used for firms, concerns, etc., which operate with the participation of share capital. Corporation - the name of a joint-stock company that has established itself in English-speaking countries.

A transnational corporation is a complex that uses an international approach in its activities and involves the formation of a transnational production, trade and financial complex with a single decision-making center in the home country and with branches in other countries.

A characteristic feature of TNCs is the combination of centralized management with a certain degree of independence of its constituent legal entities and structural units located in different countries (branches, representative offices).

In practice, the following levers of control of the parent company over subsidiaries are used: Sheremet A.D., Saifulin R.S. Enterprise finance. M.: Finance and statistics, 2006. - S. 94

Dominant share in the authorized capital;

Possession of the necessary resources (technological, raw materials, etc.);

Appointment of personnel to key positions;

Information (marketing, scientific and technical, etc.);

Special agreements, for example, on the provision of sales markets;

informal arrangements.

TNCs use a comprehensive global business philosophy that provides for the functioning of the company both at home and abroad. Usually companies of this kind resort in their economic activity to virtually all available international business transactions.

Transnational corporations are international companies. They are international in nature of their activities: they own or control the production of products (or services) outside the home country, in different countries of the world, having their branches there, functioning in accordance with the global strategy developed by the parent company. Thus, the “international approach” of TNCs is determined by the role played by foreign operations in all aspects of the economic life of these companies. If in the early stages of this process, foreign production was only episodic, then later it became a significant and even determining factor.

The “multinationality” of the company can also be manifested in the field of ownership. Although the criterion of this “internationality”, as a rule, is not the ownership of capital. Apart from a few multinational companies in terms of capital, in all the rest the core of ownership is based on the capital of one, and not different countries.

There are still disputes about the definition of the concept of “TNC”, the criteria for separating them from other firms. Since it is difficult to determine with certainty whether a company is using an “international approach”, narrower working definitions of transnational corporations are applied.

We list the criteria used and proposed for use for classifying corporations as transnational:

Number of countries in which the company operates (according to the various proposed approaches, the minimum is from 2 to 6 countries);

A certain minimum number of countries in which the company's production facilities are located;

A certain size that the company has reached;

Minimum share of foreign operations in the income or sales of the firm (usually 25%);

Ownership of at least 25% of the "voting" shares in three or more countries - the minimum equity participation in foreign equity capital, which would provide the firm with control over economic activity a foreign enterprise and would represent foreign direct investment;

The multinational composition of the company's staff, the composition of its top management.

The United Nations, which studies the activities of international corporations, for a long time referred to them such firms that had an annual turnover exceeding 100 million dollars and branches in at least 6 countries. In recent years, some refinement has been made: the international status of the firm is now indicated by such an indicator as the percentage of its sales sold outside the parent company's home country. According to this indicator, one of the world leaders is the Swiss company Nestle (98.2%).

The international corporation according to the UN methodology can also be recognized by the structure of its assets. 40% of the property value of the 100 largest international companies (including financial ones) is based in the territories of other states. The largest foreign assets (over 80% of all assets of companies) among TNCs (except for the financial sector) are Bayer (89.8%), Nestle (86.9%), Volkswagen (84.8%) and ABB (84.7%).

The most common reason for the emergence of transnational corporations is the internationalization of production and capital based on the development of productive forces that outgrow national-state boundaries. The most important factor in the formation and development of international corporations is the export of capital.

The reasons for the emergence of TNCs include their desire to resist fierce competition, the need to withstand competition on an international scale.

The formation of TNCs is also connected with the fact that it provides great advantages in the field of international trade, allowing more successfully to overcome numerous trade and political barriers. Instead of traditional exports, which encounter numerous customs and tariff obstacles, TNCs use foreign subsidiaries as their external foothold within the customs territory of other countries, from which they freely penetrate their domestic markets. However, here I would like to note that in modern conditions this driving force for the creation of transnational corporations has its own characteristics. Often, TNCs operating within integration groupings created in the form of free trade zones, customs or economic unions, characterized by the complete abolition of customs barriers, it is more profitable to export goods than to create a subsidiary abroad.

The factor that influenced the emergence of TNCs, of course, is their desire to obtain excess profits.

In the course of the development of TNCs, a fundamentally new phenomenon arose - international production, which gives corporations advantages arising from differences in the economic conditions of the parent company's home country and host countries, i.e. countries where its branches and subsidiaries are located. Additional profit of TNCs can be obtained through differences: Sheremet A.D., Saifulin R.S. Enterprise finance. M.: Finance and statistics, 2006. - S. 102

In the availability and cost of natural resources;

In the qualification of the labor force and in the level of wages;

In the ongoing depreciation policy and, in particular, in the rates of depreciation;

Antimonopoly and labor legislation;

In the level of taxation;

environmental standards;

currency stability, etc.

Differences in the economic situation of individual countries are also taken into account, which enable TNCs to maneuver the loading of production capacities and adapt their production programs to the changing conditions of the current situation, to the demand for a particular product in each specific market.

In Western economic literature, you can find many names of international monopolies: multinational corporations, international corporations, transnational corporations, global corporations, etc.

We believe that it is most appropriate to adhere to the following classification: all corporations can be divided into national and transnational, and transnational, in turn, into international, multinational (multinational) and global corporations. All these four types of corporations reflect in reality the stages of their development: from the national to the international company, from the international to the multinational and from the latter to the global corporation. Let us dwell on the types of transnational corporations (see Table 1). We hope that the reader will be interested in comparing different types of TNCs, especially since our largest companies are, at best, at the initial stage of development of international corporations and are international corporations. Comparing the types of transnational corporations, we will pay considerable attention, first of all, to the principles of the relationship between the parent company and subsidiaries. Depending on this, the following types of relationships (or even types of TNCs) are distinguished in the theory of TNCs: ethnocentric, polycentric, regiocentric and geocentric.

Table 1. Characteristics of the types of TNCs

Characteristic features	International corporations	multinational corporations	Global corporations
1. Type of relationship between the parent company and foreign affiliates	ethnocentric	polycentric or regiocentric	Geocentric
2. Orientation	The absolute growth of the parent company, foreign branches are created, as a rule, only to ensure supply or sales.	Consolidation of companies from a number of countries on a production or scientific and technical basis. Greater degree of independence in conducting operations in each of the countries. Branches are large and carry out a variety of activities, incl. and production.	Integration together activities carried out in different countries. For example, parts of the same product may be produced in different countries. The parent company considers itself not as a center, but as one of the constituent parts of the corporation.
3. Attitude to foreign market	Foreign markets are considered only as an extension of the parent company's home market.	Foreign markets are often viewed as a more important sector of TNC activity compared to the domestic market.	The arena of activity is the whole world.
4. The level of centralization of managerial decision-making	High centralization of managerial decision-making at the level of the parent company.	Decentralization of individual management functions. Delegation of powers to subsidiaries. Management decisions are made on the basis of close coordination between the parent company and branches.	High decentralization of decision-making with close coordination between the parent company and branches
5. Control over the activities of foreign affiliates	Strong control by the parent company.	Branches are usually autonomous.	Branches are usually autonomous
6. Personnel policy	Preference is given to compatriots in foreign branches. Employees of the home country of the TNC are assigned to all possible posts abroad.	Foreign affiliates are dominated by local managers. Local cadres of the host country are appointed to key positions.	The best workers from all countries are appointed to any posts.
7. Organizational structure	The complex organizational structure of the parent company is simple for foreign affiliates.	Organizational structure with high level branch independence.	A very complex organizational structure with autonomous branches.
8. Information flows	A large volume of orders and instructions to the branches.	Little flow of information to and from the parent company, little flow between branches.	Significant information flows to and from the parent company and between all affiliates.

The legal regime of TNCs involves business activity carried out in various countries through the formation of foreign branches in them in the form of structural units without legal independence and subsidiaries. These companies have relatively independent services for the production and marketing of finished products, research and development.

In general, they constitute a large value chain with ownership of the share capital only by representatives of the founding country.

International companies are characterized by an ethnocentric type of relationship. Under it, top management is guided by the absolute priority of the base (parent) firm.

With the ethnocentric type, foreign markets remain for corporations primarily a continuation of the domestic market of the home country of the parent company. TNCs establish subsidiaries abroad mainly to secure reliable supplies of cheap raw materials or to secure foreign markets. This type of TNC is characterized by the adoption of managerial decisions mainly in the parent company, preference for compatriots in foreign branches. Thus, the hallmarks of an international corporation are the high centralization of decision-making and strong control over the activities of foreign affiliates by the parent company. In Russia, the accumulated experience of relations between parent companies and foreign affiliates refers mainly to the type of TNC under consideration.

Multinational (multinational) corporations (MNCs) are actually international corporations that unite national companies of a number of states on an industrial, scientific and technical basis.

A multinational company allows for a greater degree of independence in its operations in each country.

An example of such a company is the already mentioned Anglo-Dutch concern Royal Dutch Shell, which has existed since 1907. The current capital of this company is divided in the proportion of 60:40. An example of a multinational corporation is the Swiss-Swedish company ABB (Asea Brown Bovery), widely known in Europe, specializing in mechanical engineering and electronic engineering. ABB has several branches in the form of joint ventures in the CIS countries.

Multinational corporations are characterized by polycentric (polycentric) or regiocentric types of relationships between the parent and subsidiaries. The polycentric type is characterized by the fact that the external market is no less, and often a more important sector of TNC activity compared to the domestic market. These multinational corporations have larger and more diverse overseas subsidiaries, who do not sell the products of the parent company so much as produce them locally in accordance with the needs of their markets. Foreign branches are dominated by local managers, the branches themselves are autonomous. This type of TNC is characterized by a fairly high level of decentralization of management functions, delegation of authority to subsidiaries.

With a regiocentric approach, TNCs no longer focus on the markets of individual countries, but on regions, for example, on the whole of Western Europe, and not on France or Great Britain. Although foreign branches in this case are also located in individual countries, they are oriented towards the entire region. This type of TNC is especially popular in integration groupings and therefore may be of particular interest to those Russian TNCs that rely on the CIS market.

A global corporation is one that integrates together economic activities carried out in different countries. Such a company designs a product or a scheme for the provision of services in relation to a certain segment of the world market or manufactures components of a single product in different countries.

Global corporations emerged in the 1980s and continue to gain momentum. They represent the full power of modern world financial capital. The chemical, electrical, electronic, oil, automotive, information, banking and some other industries gravitate towards globalization to the greatest extent.

The most mature type of TNCs - global corporations - is characterized by a geocentric (geocentric) approach to the relationship between the parent company and its affiliates. These TNCs are like a decentralized federation of regional branches. The parent company considers itself not as the center of the TNC, but only as one of its parts. The arena of geocentric TNC activity is the whole world. Only a company whose senior management staff adheres to a geocentric position can be called multinational or global.

In general, the boundaries between these groups of international companies are very fluid, and one form can change into another.

It is clear that the complication of foreign activities and the growth of its scope lead to a weakening of centralization and, accordingly, the transition of TNCs to the use of less centralized organizational structures.

In conclusion, let us dwell very briefly on the formation of TNCs in Russia.

Before the formation of FIGs, Russia already had its own transnational corporations. An example of a Russian TNK is the state concern Nafta Moskva (former Soyuznefteexport) with its subsidiaries in Finland, Belgium, Great Britain, Denmark, Italy and other countries.

Some Russian TNCs have appeared relatively recently. These include Eye Microsurgery with a large number of its branches around the world, AvtoVAZ, LUKoil (it includes Russian oil producing, oil refining enterprises and oil engineering enterprises) and a number of others.

What is meant by financial and industrial groups in Russia?

A financial and industrial group (FIG) is a set of legal entities acting as a parent company and subsidiaries, or who have fully or partially combined their material and intangible assets(participation system) on the basis of an agreement on the creation of FIGs for the purpose of technological and economic integration for the implementation of investment and other projects and programs aimed at increasing competitiveness and expanding markets for goods and services, increasing production efficiency, and creating new jobs. Bolshakov S.V. Problems of strengthening the finances of enterprises // Finance. 2006. No. 2. - S. 30 - 35.

Among the participants in FIGs, there must be organizations operating in the production of goods and services, as well as banks or other credit organizations.

The concept of creating financial and industrial groups is to unite enterprises of the same technological chain, related and related industries, supply and trade enterprises and, most importantly, organizations capable of providing financing and attracting outside investors. One of the priority tasks of FIGs is to coordinate the activities of its enterprises, conduct a unified pricing policy, redistribute financial and managerial resources, develop investment programs designed to improve the condition of the group as a whole, and not just individual enterprises.

It is important to single out in the Russian legislation the concepts of “transnational financial and industrial group” and “interstate financial and industrial group”.

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

The role of TPPG is great in the integration of the economies of the CIS member states. They should contribute to the restoration and development within the framework of new economic structures of the historically established cooperation of industrial production.

If a TFPG is created on the basis of an intergovernmental agreement, it is given the status of an interstate (international) financial and industrial group.

Practice shows that the formation of transnational and international FIGs should go through two stages. At the first stage, a Russian financial and industrial group is being created; at the second, issues of its expansion by including enterprises and financial and credit structures of other states are being worked out.

2. The role of corporations in the activities of the Russian economy

corporation entrepreneur economy

Even if one is very critical of large corporations, one cannot deny their defining role in the economy. The four hundred largest corporations create more than half of GDP: only the top ten account for 22% of GDP, 31% tax revenue and 32% of exports. Large companies are growing rapidly: over the past six years, they have more than tripled revenue growth. They form the demand for equipment and services. They are no longer as tied to raw materials as is commonly thought. The revenue of industrial holdings outside the fuel and energy complex has grown 18.5 times over the decade. And the share of revenues of large companies created in the post-perestroika period (this is primarily financial services, high tech, telecommunications, trade), only for Last year doubled and now accounts for 12% of the revenue of all companies.

However, our companies need globalization not only to obtain new markets. Many Russian companies lack raw materials or production capacity. Finally, a transnational presence makes it possible to diversify business and reduce risks. And in a global context, companies are already concerned about larger issues. turn from their risks and, to a lesser extent, from those ideas, processes that are thrown to us by neighbors on the right and on the left.

Several sectors can become generators of economic growth within the framework of a public-private partnership. The first is housing and communal services.

The second sector is a market comparable to housing and communal services - housing construction. The national project "Affordable and Comfortable Housing for the Citizens of Russia" is one of the examples when it is possible to attract big business for the active development of construction. The total budget of this national project only at the first stage of implementation in 2006-2007 is approximately 213 billion rubles. Another sector is transport. It is in transport projects that the interests of the market and private business are intertwined.

The weakness or absence of property ties between the participants in corporations can lead to the collapse of the corporation as an organizational structure. The members of the group remain really independent partners, and such associations are characterized by obvious centrifugal tendencies, i.e. individual organizations of the group begin to work, focusing mainly on their own interests, often neglecting the general interests of the corporation.

Rice. 1. Organization of property (capital) relations within corporate structures: holding companies (1) and FIGs (2).

Along with the problem of the weakness of property (capital) ties, there is a more significant problem - the inadequacy of the organizational structure of corporations to the ownership structure and, as a result, inconsistencies between the legal structure of the group and the decision-making structure. The formal structures of corporations do not unequivocally reflect the structure of decision-making. In most cases, the Central Company, even if it is at the center of the group, is often so weak that it does not play any strategic role in the activities of the group, it is not the center for making group decisions. All decisions are made outside the Central Company. This may be the dominant industrial or financial company of a corporation.

Conclusion

The development of the corporate form of management in Russia was quite rapid. In a short period of time, Russian enterprises have gone through a path that took decades for foreign firms. because of deadlines During privatization, the main attention of property purchasers was given to the very process of property formation. At the same time, there was no time left for other aspects of business organization. The main task is to take possession of as much property as possible in a short time. Naturally, under these conditions, many aspects, such as the legal purity of transactions, the organization of possessory control, the building of corporate relations, the protection of property, and business structuring faded into the background.

By now, corporate ownership has largely taken shape. At the same time, as it turned out, the very fact of owning property does not guarantee income and welfare growth, regular management is necessary, including streamlining corporate relations. Corporate finance includes various aspects, including the relationship of the owners and managers of the corporation, the relationship between the shareholders of the enterprise, the relationship between the business units of the corporate association, the relationship between the top management of companies and middle and lower managers, etc. Important role in the functioning of corporations play, first of all, relations on top level corporate governance between the shareholders themselves, as well as shareholders and managers. The very existence of the enterprise, the choice of the direction of its development depends on their condition. That's why corporate finance is one of the key factors successful activity enterprises.

According to what constitutes corporate relations, many market participants - owners of free cash form their preferences in relation to investment objects. This becomes especially relevant in conditions of limited investment resources. Access to stock exchanges, public offering of shares, activation of the processes of mergers, acquisitions, purchase and sale of businesses, the development of the collective investment market, the growing role of private investors - all this forces corporations to increase investment attractiveness, one of the main components of which is, precisely, the observance of interests participants in corporate relations. Understanding that a conflict of interest destroys a firm leads to a smooth transition of enterprises from the state of corporate conflict to the formation of a balance of interests.

There is another important trend - the departure from the operational management of the corporation by its owners, which is observed today. There is a separation of ownership and management functions, which is noted by many experts as a positive thing.

Under these conditions, there is a growing need for market entities to assess the state of corporate relations and the achieved balance of interests. The main problem of establishing a balance of corporate relations is a wide range of financial and other, and very heterogeneous, interests of the owners of the enterprise and the managers they hire. As a result, there is uncertainty about what constitutes, in the end, the balance of the majority of participants in corporate relations.

Bibliography

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Management in organizations, their functions, properties and distinctive features. Organizational and legal forms of corporations. The role and structure of corporate governance in the functioning of the corporation. Principles of corporate governance on the example of a joint-stock company.

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The concept, signs and types of enterprise. Distinctive features of limited and additional liability companies, joint-stock, full and limited associations. Conditions for the creation of associations, corporations, consortiums, cartels, syndicates.

As a result of the economic reforms carried out in Russia, the terms "corporation", "corporate governance" began to be used more and more often in the media and in the literature, gradually forming an idea of ​​the management system adopted by corporations as one of the magical ways effective management and output Russian enterprises from the crisis. Along with this, active cooperation with foreign partners provided an opportunity for Russian leaders of various ranks to study the experience of corporations in leading foreign countries, and the Russian legislation being developed gave rise to many questions and doubts about this.

From the definition of a corporation (lecture 1), it follows that there are at least several fundamental conditions for the successful functioning of a corporation: the development of the economy, entrepreneurship mastered by the population, the coexistence of various forms of ownership (protected by the state and respected by the population), a sufficient number of professional managers (managers). Therefore, without fulfilling these conditions and as long as on a national scale ( separate region) or in a particular industry the necessary regulatory and economic prerequisites for the successful operation of corporations will not be created, talk about effective implementation principles of corporate governance prematurely.

In this regard, the generalization of the experience accumulated over the years of economic reforms will help, in our opinion, to understand the essence of the ongoing processes in the formation of the Russian corporate environment. Despite the relatively short duration of the process of property redistribution in Russia, it is already possible to single out certain stages in the formation of corporate governance structures, identify the sources of errors and misconceptions, and suggest ways to overcome them.

Stages of formation of corporate governance:

1. Period before 1987

The corporate environment during this period was similar to the system of party and economic assets: all key posts at enterprises were distributed not in accordance with the professionalism of managers, but according to the old party and nomenklatura ties. There are three reasons for this, in our opinion:

1. Lack of domestic highly qualified independent managers in the labor market. 2. The unwillingness of enterprises to pay highly for the skilled labor of foreign managers. 3. The remnants of a totalitarian worldview in both systems and, in connection with this, a low desire for mutual exchange of accumulated experience between countries with a developed market economy and countries of the former socialist camp.

2. Period from 1987 to 1991

During this period, the foundations of the corporatism of the directors' corps and structures close to the party-nomenklatura governing bodies were laid, but the sprouts of the nascent corporate environment had already appeared. In addition to industrial capital, financial capital arose and began to develop in Russia in the banking and insurance sectors of the economy. Sources and the first instruments of capital accumulation appeared.

3. Period from 1991 to 1994

At the same time, a certain corporate style of relations between individual structures, such as banking capital, oil and gas enterprises, and others, began to take shape, when self-managed corporations replace government bodies. The alienation of the majority of the population from the active processes of participation in property management, the loss of jobs and economic illiteracy have formed a negative attitude towards all processes of economic reform.

But it was during this period that the foundations of real corporatism were laid among new entrepreneurial structures created by young (educated, ambitious) entrepreneurs who had only two ways: either to enter into cooperation with former state structures, or to oppose them with a civilized business based on the experience of foreign corporations. In addition, the decisions made in corporations began to be influenced by the already received high-quality foreign education in areas new to the Russian economy: in the financial and stock markets, in the liability market, in marketing, and management. Active interpenetration of Western and Russian corporations, joint work on the Russian stock market inevitably pushed Russian corporations to understand the peculiarities of corporate governance.

4. Period from 1994 to August 1998

Large foreign corporations open their branches, representative offices or create joint ventures in Russia.

The main burden of the problem of attracting investments is shifting from the federal center to the regions. Regional authorities adopt local laws on the formation of insurance funds to attract investment, and in accordance with the adopted regional laws, land and other real estate objects become the object of sale and purchase.

5. Period from August 1998 to the present.

Corporate governance is built on the basis of well-established and effective norms in the field of finance, valuable papers, management, labor relations, contractual obligations, contractual activities, organizational structures, marketing. In the presence of basic government documents and accumulated experience, it is possible to build a system of corporate relations at the level of a particular corporation, thus setting guidelines for the entire Russian economy.

At the same time, components of all traditional models are formally present in Russia at present: relatively dispersed ownership (but an illiquid market and weak institutional investors), a clear and stable trend towards concentration of ownership and control (but in the absence of adequate funding and effective monitoring), elements of cross-ownership and the formation of complex corporate structures different type(but in the absence of attraction to any type). Before changing anything, one should be quite clear about who, from whom, why and to what extent it is necessary to protect within the framework of the national model of corporate governance.

In Russia, among key features development of the national model of corporate governance in the 90s. need to highlight:

Permanent process of property redistribution in corporations; - specific motivations of many insiders (managers and major shareholders) related to the control of financial flows and the "withdrawal" of the corporation's assets; - weak or atypical role of traditional "external" corporate governance mechanisms (securities market, bankruptcy, corporate control market); a significant share of the state in the share capital and the resulting problems of management and control; - a federal structure and an active role of regional authorities as an independent subject of corporate relations (moreover, a subject acting within the framework of a conflict of interest - as an owner, as a regulator through administrative leverage, as a commercial / economic agent); - ineffective and/or selective (politicized) state enforcement (with relatively developed legislation in the field of protection of shareholders' rights).

4. Types of corporate associations

The most common forms of corporate associations in the world practice are:

1. Cartel - a form of an agreement on the monopolization of the market that does not affect the production and commercial independence of entrepreneurs who have joined the association, agreeing among themselves on monopolization and market division, on volumes (quotas) of production and sales of products, conditions for the sale of goods and hiring labor, prices and terms of payment, rationalization of production and management, exchange of partners.

2. Corner - a form of corporate associations for the purpose of transferring, accumulating, using capital to master the markets of any product. The combined capital is used to buy shares of individual corporations of interest to the corner in order to subsequently resell them or take control of the shares.

3. Syndicate - an association of enterprises producing homogeneous products in order to organize their collective sale through a single trading network. Merged corporations lose their commercial independence. The main purpose of creating a syndicate is to solve sales issues.

4. Trust - an association of enterprises, firms, within which the participants who are part of it lose their production and technical independence, are guided in their activities by the decisions of the managing center.

5. Concern - a voluntary association of enterprises, carrying out joint activities based on the centralization of the functions of scientific, technical and industrial development, as well as investment, financial and foreign economic activity, and the organization of self-supporting services for enterprises.

6. Consortium - a temporary association of corporations, banks and other independent economic entities. It is created to solve specific problems (for example, the joint conduct of large financial transactions for the placement of loans, shares, the implementation of science-intensive or capital-intensive projects, etc.).

7. FIG - a group of legally independent enterprises, financial and investment institutions, registered in accordance with the established procedure in the relevant departments, which have combined their material resources and capital to achieve a common economic goal.

8a. A conglomerate association is a group of enterprises owned by one firm and carrying out one or more stages of production of heterogeneous products (not competing with each other).

8b. A conglomerate merger is the merger of a firm in one industry with a firm in another industry (which is neither a supplier, nor a client, nor a competitor).

9. Holding - a joint-stock company that owns controlling stakes in one or more corporations, manages or controls their activities and determines the overall development strategy.

10. Union - an association on a branch, territorial and other basis in order to ensure the common interests of participants in state, international and other organizations.

11. Association - a voluntary association of individuals and / or legal entities for the purpose of mutual cooperation while maintaining the independence and independence of the members of the association.

12. Franchise - an association in accordance with which a large corporation undertakes to supply a small company with its goods, advertising services, technologies, provide services in the field of management, marketing, taking into account local conditions or the characteristics of the serviced company.

5. Main directions state regulation corporate governance.

None of the countries are currently working external mechanisms corporate governance (financial market control, acquisitions, bankruptcy). This situation is especially typical not only for countries with concentrated ownership, but also for those countries in which an amorphous (opaque) ownership structure has developed. This means that active shareholder control should become the dominant form. It also creates a special burden for external (legislative) and internal (boards of directors) corporate control mechanisms. At present, the degree of state intervention in economic life in Russia is determined mainly by the specific conditions of the transition period, and not theoretical models and conditional economic calculations. circuit diagram interaction between federal and local authorities, for example, with industrial entities, is shown in fig. The privatization and mass corporatization of Russian enterprises led to the creation of no longer state-owned, but also not entirely market-oriented, independent economic entities, which, on the one hand, seek to maximize profits, and on the other hand, have not yet adapted to the needs of the market. If we add to this the absence of a market mentality, the desire of a number of economic managers and collectives - owners of shares for momentary enrichment, then it becomes quite obvious that the state present stage should not lose control of the "supporting structures" of the economic complex. During the entire transitional period, the state is called upon to play a significant role in regulating economic processes. Thus, as long as market relations do not take a dominant position, the management of enterprises and the role of the state in it will differ significantly, in particular, from Western prototypes. The prospect of development is, apparently, in the creation of a mechanism that combines market and state control levers. In a transitional economy, the state acts, firstly, as a power structure that establishes the "rules of the game" in the market and determines the conditions for the functioning of market entities; secondly, as a mechanism for economic regulation, support and stimulation, and thirdly, as an owner state property acting on the market along with other business entities. The balance of all three approaches is extremely important in this case. Predominance of any one approach leads to weakness state power, hinders the economic activity of market agents.

6. Corporate management principles. Essence and criteria of corporate governance

The essence of corporate governance is the implementation of the corporate governance cycle to achieve the maximum efficiency of the corporation, which is the main criterion for corporate governance.

There are two schemes that characterize the management cycle of a firm:

01. Variant of Western scientists (Mescon, Albert, Hedouri). Planning - Organization - Motivation - Control (the scheme-cycle is looped).

02. Option proposed by Russian scientists (to implement the management cycle, the management company must determine and agree with subordinate enterprises on the list, structure and scope of information on the functioning).

Opportunity analysis - Planning - Organization - Motivation - Dispatching - Control - Regulation (scheme-cycle - looped).

The list should contain sufficient information to obtain a complete and reliable picture of the situation at the enterprise, and at the same time be concise.

One of the levers of influence on the head of a subordinate enterprise may be the procedure for distributing profits from the project to participating enterprises. Another lever may be the delegation of specific powers from the corporation to the enterprise. Management Company determines the policy of the corporation as a whole, and the heads of enterprises determine the policy of the activities of their enterprises in accordance with the general policy and interests. The corporation, in turn, can act as a representative of enterprises before the state, for example, as a single taxpayer. Since each corporate association has certain goals of functioning, it must be managed in accordance with these goals.

The stages of management by goals are presented: setting goals - planning actions - corrective measures - checking and evaluating work (the scheme is looped).

In order to manage efficiency, it is necessary to clearly define what corporate efficiency is, how to combine various commercial structures, and also be able to measure the value of operational efficiency. To measure the effectiveness of the functioning of the corporation, it is necessary to determine the effectiveness of the enterprises-participants. Efficiency of the enterprise functioning, profit/catch assets.

A comprehensive set of criteria for the effectiveness of the management system is formed taking into account two areas for assessing its functioning:

Objectives of the achieved results - Compliance of the process of functioning of the system of the object with the organization and results that require its creation

The principles of corporate governance are:

Maintaining a balance of interests of various groups; - Rights of shareholders; - Equality of shareholders; - The role of stakeholders in the management of the corporation; - Information disclosure and transparency; - Duties of the board of directors.

Shareholders' rights: Reliability of ownership registration; Alienation or transfer of shares; Obtaining the necessary information; Participation in the meeting of shareholders; Participation in board elections; Share of profits in corporations.

Corporate governance is based on strategy and methods: - Corporate values; - Clearly formulated strategy; - Internal control; - Stimulation; - Availability and analysis of information.

7. Analysis of the capabilities of the corporation. Analysis of products, internal structure, external environment

Opportunity analysis is a comprehensive study that is carried out in order to determine the main aspects of the functioning of a corporation. The results of the analysis make it possible to judge the current financial and economic state, to cut off starting points for determining efficiency. In general, the analysis of the capabilities of the corporation allows management to determine the tactics in accordance with which the corporation will operate. Opportunity analysis includes the study of three components: product analysis, analysis of the internal structure, analysis of the external environment of the corporation.

The purpose of the product analysis (produced by the enterprises participating in the corporation) is to determine the direction of entry into the market, the strategy for promoting types of products, to assess the volume of consumer demand and the amount of products produced within the corporation at the time of the analysis. This allows you to group enterprises into organizational modules for subsequent planning of technological chains. The organizational module is a set of enterprises participating in the shopping center, whose products have the same industrial or commercial purpose in the interests of the corporation. The products of the enterprises of the module can be used for the following purposes:

firstly, by other enterprises participating in the shopping center for the manufacture of final products within the shopping center;

secondly, by external consumers of the final product.

In this regard, the products produced within the corporation can be divided into two parts in accordance with the purposes of use:

1. Technological products (semi-finished products). The quality and range is evaluated. Both the product itself and the demand for it are evaluated.

2. Commercial products (The volume of effective demand for products is estimated, if the production is efficient, the management of the corporation decides on the organization of the technological chain.).

An analysis of the internal structure of the corporation is carried out to identify those internal reserves that can be used to improve the efficiency of functioning and ensure the release of the required amount of commercial products. To analyze the internal structure, it is necessary to assess the potential of the enterprises participating in the corporation. It is advisable to assess the potential of an enterprise in several sections:

1. Production (volume, structure, rate of production; product range of the enterprise, degree of renewal, breadth and depth of assortment; availability of raw materials and materials, level of stocks, speed of their use; ecology of production; location of production and availability of infrastructure, etc.) .

2. Distribution and marketing of products (Transportation of products, transport possibilities and cost estimation; storage of commodity stocks; possibility of completion, packaging and packaging of goods; sale, etc.).

3. Organizational structure and management (organization and management system; quantitative and professional composition of employees; labor cost, staff turnover, labor productivity; level of management; corporate culture).

4. Marketing (research of the market, channel, sales products; sales promotion and advertising, pricing; innovation; communication links and information; marketing budget and its execution; marketing plans and programs).

5. Finance ( financial stability and solvency; profitability and profitability; own and borrowed funds and their ratio).

Information for an integrated analysis of the enterprise's capabilities may contain data on: the location of the enterprise; degree of fame; production potential; technological equipment; the duration of the production of the type of product; product quality; staff; spending level.

The analysis of the internal structure is carried out on the basis of the listed information by comparing the values ​​of the relevant indicators of a particular enterprise with the average corporate indicators and indicators of other enterprises participating in the corporation. To study each of the above components of the internal structure of the enterprise, a number of indicators are used. For ease of comparison, some indicators are calculated in terms of value.

Location indicator (allows you to compare the transportation costs of enterprises participating in the corporation and plan the functioning process more competently) = the sum of delivery prices from the enterprise to the i-th transport hub / the number of transport hubs to which the enterprise's products can be delivered for subsequent shipment to consumers.

The indicator of the degree of fame (allows in digital terms to evaluate the effectiveness of the marketing policy of the enterprise, as well as the share of the market of manufactured products occupied by the enterprise. If the value of the SI indicator is 1, the enterprise under study is a monopolist in this species products) = the number of enterprises cooperating with the enterprise under study / the number of enterprises-consumers of the type of product produced by the enterprise under study.

Product quality is determined by the return ratio (Kreturn) and is calculated as the ratio of the cost of repairing or replacing products returned by consumers as defective, and the total amount of shipped products.

In the process of analyzing the external environment, information is prepared on all aspects related to enterprises that supply raw materials and consumers of the corporation's products. The study of suppliers of raw materials is carried out in order to identify the most profitable according to the criterion "price in the warehouse of the enterprise-participant of the corporation." This is due to the fact that the selling prices of different manufacturers differ from one another. But it is a mistake to choose raw materials only at the selling price, since it increases significantly due to the cost of transportation from the supplier's warehouse to the warehouse of the enterprise-member of the corporation. Thus, it is possible to increase production efficiency through the formation of a clear supply policy.

When conducting an analysis of the external environment, suppliers of raw materials, suppliers of energy resources, other contractors, as well as those aspects of the corporation's activities that mainly depend on external influences in relation to the corporation are also studied.

The results of the three components of the opportunity analysis are used in the next stages of management. In particular, the results of assessing the potential of enterprises participating in the corporation are used at the planning stage, information about the market share is used when setting the task of creating a shopping center. Thus, the analysis of the capabilities of a corporation is the initial stage of the management cycle, in accordance with the results of which a corporate strategy is developed.

8. Tactics of mergers and acquisitions in the system of corporate governance. Basic concepts and definitions

Merger (foreign approach) - any association of economic entities, as a result of which a single economic unit is formed.

Merger (Russian legislation) - reorganization of legal entities, in which the rights and obligations of each of them are transferred to a newly emerged legal entity in accordance with the deed of transfer. The new company takes control and management of all the assets and liabilities of the companies, after which the latter cease to exist.

Absorption - the taking of one company by another under its control, its management with the acquisition of absolute or partial ownership of it. It is often carried out by buying up all the shares of the enterprise on the stock exchange.

Under the activity of mergers and acquisitions is understood not only the acquisition of all or most of any economic entity, but also the alienation, sale of divisions, subsidiaries, change in the ownership structure of the company.

The goal is to increase the welfare of shareholders and achieve competitive advantage on the market.

Merger types:

1. horizontal (association of companies in the same industry that produce the same product or carry out the same stages of production). 2.vertical (association of corporations of various industries related technological process production of products, i.e. expansion by the corporation by the buyer of its activities either to the previous production stages, up to the sources of raw materials, or to the subsequent ones - to the final consumer). 3. generic (association of corporations that produce related products). 4. conglomerate (association of corporations of various industries without the presence of a production community, i.e. the merger of corporations in one industry with a corporation in another industry that is not a supplier, consumer, or competitor.

Distinguish:

1. merger with the expansion of the product line - the unification of non-competing products with similar sales channels and production processes). 2. merger with market expansion - the acquisition of additional channels for the sale of products. 3. pure conglomerate mergers - not involving any commonality.

Depending on nationality:

1. national (within the boundaries of one state). 2. transnational (merger of companies located in different countries, acquisition of companies in other countries).

Depending on the attitude of the management personnel of the corporation to the merger or acquisition transaction:

1.friendly. 2. hostile.

Depending on the method of combining the potential:

1.corporate alliances (an association of two or more companies focused on a particular line of business). 2. corporation (all assets of firms involved in the transaction are combined).

Depending on what potential is combined during the merger:

1.production. 2.financial.

Mergers can be carried out on parity terms (50X50). However, experience has shown that this is the most difficult integration option. Any merger can result in a takeover. The type of mergers depends on the situation on the market, as well as on the strategy of the companies and the resources they have.

Separation of business as component corporate strategy, can also be carried out through the use of the mechanism of mergers and acquisitions. For these purposes, the company may carry out a spin-off and sale of individual divisions.

Spinoff - the creation of a separate legal entity from the existing branch of the company.

Sale of a company division (divestment) - sale of a division to a third party.

9. Balance of interests: top management, shareholders, employees

The main task in building relationships with investors is to minimize the discrepancy between the expectations of investors and the subsequent results of the corporation. This is achieved by establishing a continuous flow of reliable information between them. The result is a reduction in the degree of risk in the eyes of investors and the simultaneous establishment of the maximum favorable prices for the corporation for a long time. Corporations develop communications programs that include publications, presentations, personal visits, and conference calls to communicate with shareholders, securities specialists, and stockbrokers. To build an investor relations program, it is necessary to create an accurate and permanent image of the corporation.

It is necessary to evaluate what the corporation offers to shareholders and investors: high return on shares, stability, high profits, growth, work in a certain market segment, access to the global market.

It is necessary to determine the type of shareholders whose investment objectives are compatible with what the corporation can provide them.

In order to improve the efficiency of corporate governance, it is advisable to provide public disclosure of the following information:

1. structure of the board of directors (composition and professional qualifications of board members, committees). 2. management structure (duties, accountability, qualifications and work experience). 3.organizational structure of corporation management. 4.information about the system of material incentives used. 5. the nature and volume of transactions with affiliates and related parties (parent and subsidiaries, legal entities under common control, business partners, etc.).

10. Development and improvement of corporate standards. corporate climate. Corporate culture.

General signs of corporate norms:

1. Regulation of typical situations, relationships that take place in a corporation 2. Repeated repetition, with a single application, they also act in the future in similar situations 3. General character - the extension of the scope to many people, and not to one or several people.

The subject of a corporate norm has an exact quantitative characteristic: a collective of employees of a corporation, limited by the staffing table, a certain number of shareholders. Qualitative characteristics can change: hiring, dismissal, membership, purchase and sale of shares. The scope of corporate norms is not determined by the territory of the corporation, but is limited to the membership and belonging of the subject to the team for various reasons.

Corporate normative act- a document issued by the governing bodies of the corporation, competent in resolving certain issues of production and social life team containing corporate standards. Signs:

1.legislative nature (establishes, changes or terminates the rules), 2.published by the governing body within its competence, 3.have a documentary form, 4.absence of contradictions to the law and corporate acts that have greater legal force.

Corporate norms:

1. Non-social (human impact on technical means and objects) - technical, sanitary-hygienic, physiological, biological. 2. Social (implement relations between participants in corporate relations) - corporate customs, corporate traditions, corporate ethics, aesthetic standards, corporate business habits, corporate business norms.

Principles of building corporate norms:

1. Democracy 2. Humanism 3. Equality 4. Legality 5. Science

Corporate climate - features of employees' perception of the priority tasks of the corporation, the success of which depends on the stimulation of employees and the strategic goals of the corporation. It is a function of the immeasurable variety of accumulated experience. A variety of experiences, on the basis of which the perception of employees about the degree of favorable corporate climate, includes:

1. way of structuring activities. 2.character of formal and informal interpersonal relationships. 3.procedures according to which rewards are distributed, including financial incentives.

Corporate culture includes a list of issues that form the basis of the beliefs and values ​​of management. Corporate culture is a set of ideas, corporate values ​​and norms of behavior that are unique to a given corporation and are formed in the course of joint activities to achieve common goals.

Corporate values ​​- all the objects surrounding the corporation and within it, in relation to which the members of the corporation take a position of evaluation in accordance with their needs and goals of the corporation.

Organizational norms are generally accepted patterns of behavior in a given corporation.

Classification of corporate cultures:

1.individualist (a subculture based on the values ​​of personal achievement and associated with goals-orientations). 2. collectivist (focused on group activity, its values ​​and norms are associated with the identification of individuals with the organization or their group in the organization).

By the nature of power relations:

1.democratic (the presence of trusting and soft relations between leaders and subordinates). 2.authoritarian (presence of norms of direct regulation and strict control).

The following factors influence corporate culture:

ideal goals; - Dominant ideas and role models; - Accepted standards and rules; - Informal communication channels; - Corporate culture is distinguished by the following properties: generality, informality, sustainability.

The most complete corporate culture is characterized by its following functions:

Security; - Integrating; - Regulatory; - Substitute; - Adaptive; - Educational and developing; - Focusing on clients and partners; - Quality control.

Corporation(lat. corporatio - association) is a single set of three types of commercial structures:

· Joint stock company;

· Commercial production enterprise;

· Banking capital seeking to enrich itself at the expense of profits.

Such an association was originally - in the period of industrialization of production (the onset of the second stage of economic development) objectively necessary. In order to create large enterprises equipped with machine technology, it was necessary to sharply increase money capital by creating joint-stock companies. The owners of enterprises began to invest part of their profits in the organization of joint-stock companies (JSC) - to issue shares and other securities.

Stock- such a security, which indicates that its owner has contributed his share to the capital of the JSC, which gives him the right to receive dividend - Earnings per share.

The joint-stock form of the economy sharply accelerated the consolidation of the size of enterprises. Large banks are actively involved in this process. They were transformed into joint-stock companies and began to issue and sell securities - shares and bonds.

Bond(lat. obligatio - obligation) - a type of security (debt), on which its owner is paid an annual income in the form of a predetermined percentage of the face value of the bond. Banks buy and sell bonds of joint-stock companies and government bonds. The latter gives the state the means by which it covers the deficit (lat. deficit - lacking) - the lack of its budget funds.

About specific gravity new corporate capital in the national economy can be judged by the following US data at the beginning of the XXI century.

In the US share different types businesses in the entire national product were distributed as follows: corporations - 20%, partnerships (joint ventures of shareholders) - 8%, individual private firms (independent business entities) - 72%. These types of businesses were divided by sales revenue: corporations - 87%, partnerships - 9%, individual private firms - 4%.

It is clear that corporations have become the dominant form of business in the United States. The situation was similar in other Western countries.

As for Russia, the rapid creation of joint-stock companies (and, accordingly, corporations) began in 1992 during the privatization of state and municipal property. The statistics for this process are given in Table 11.

The essence of a corporation

The object of the economy of the enterprise are separately, independently managing organizations. For example, firms, organizations. Such objects can be both commercial and non-commercial type. Objects also differ in forms of management. For example, public joint stock companies or open joint stock companies. In the Russian Federation, the Civil Code establishes such a form of association and management as a corporation.

To study the corporation as an object of the enterprise economy, the same methods and market laws are applied as for other commercial enterprises. Features appear only in connection with aspects of the corporation.

Also, under the economics of corporate governance, such a concept and field of knowledge as corporate governance is often used.

Definition 1

A corporation is an economic entity that has the properties of a legal entity. Created on the basis of the legislative framework. Ownership in a corporation belongs to the shareholders on a collective basis. The board of directors is responsible for economic policy. A feature is the bringing together of various parties in order to achieve common goals.

Examples of the largest corporations in the world: Unilever, Nestle, Procter & Gamble, Johnson & Johnson. In the Russian Federation, corporations are developing in such industries as insurance, finance and credit, and the fuel and energy industry. Examples of corporations in Russia: OAO Gazprom, OAO Severstal.

Features of corporations

The main features and properties of corporations are manifested in the following:

• pooled resources;
• information monopoly;
• performance standards without the admission of internal competitors;
• separation of the capital of corporations from the personal capital of the subjects of the corporation;
• opportunity to raise capital;
• increased liquidity;
• legal entity status;
• often the center of economic interest in the country;
• there is a system of delegation of authority;
• may include several enterprises in the group;
• a large number of employees and a leading position in the market.

Depending on the specifics and form of activity (commercial or non-commercial firms), the signs of a corporation may also change. The laws of a particular country also greatly influence the legal aspects of corporate activities.

There were three main corporate systems: German, Anglo-American and Japanese. The Anglo-American model is characterized by the presence of many small shareholders, while the economy of the enterprise is managed by the top management of the corporation. In the German model, on the contrary, all participating parties can take part in making and finding decisions. In the Japanese model, a feature is social community, corporate culture and solidarity.

Remark 1

The main element of the corporation is the main company and many subsidiaries. The main company is responsible for strategy development, planning, control. For example, OJSC Gazprom is the main company in the corporation, and such companies as Gazprom Neft, Burgaz and others are responsible for oil exploration and production, Gazprom Pererabotka (and others) are responsible for processing, and regional companies in Russia are responsible for marketing and gas distribution.

Classification

Consider the main classification of corporations.

Can be divided into three main groups:

• by scope;
• according to the form of organization of financial and industrial capital;
• for the purpose of creation.

In the first group, there are: transnational, interstate, national, sectoral, diversified, regional, enterprises. In the second group, there are: associations, syndicates, trusts, holdings, concerns. In the third group, there are: commercial and non-profit corporations.

ESSAY
Large corporations and their role in the modern economy
Coursework, contains 30 pages, 3 tables, 14 sources

Key words: CORPORATION, JOINT STOCK COMPANY, EFFECTS OF SCALE, INNOVATION, SOCIAL CAPITAL, R&D

Object of study: large corporations and their role in the modern economy.
Subject of research: large enterprises in the economy of the Republic of Belarus and their realization of the advantages of large business.
Research methods: analysis, synthesis, statistical method, comparison method.
The purpose of the study: to analyze the place of large enterprises in the economy of the Republic of Belarus based on the study of world experience.
Research objectives:

INTRODUCTION 4
1 The process of becoming corporations 6
2 Benefits of Large Enterprises 13
2.1 Scale effect as a factor in the advantage of large enterprises 13
2.2 The scope of R&D in ensuring the competitive advantages of a large enterprise 15
2.3 Accumulation of social capital 18
3 Large corporations in the economy of the Republic of Belarus 23
CONCLUSION 28
LIST OF SOURCES 29

INTRODUCTION

The modern market economy is distinguished by a variety of forms of enterprises. At the same time, its successful existence is ensured by the optimal combination of various types of firms and the use of their advantages.
This work is devoted to the study of the role of large companies in a market economy, consideration of the advantages inherent in them.
The relevance of the research topic is primarily due to the following circumstances. Large companies form the basis of the economic potential of any state. Occupying a small share in total strength companies (from 0.1% in France to 2% in the US), they create a significant part of the country's national wealth (about 50% of GNP).
Using the advantages of large enterprises allows the giant firm not only to take a leading position in the economy, but also helps to maintain leadership in the future. This is evidenced by the stability of the list of the corporate elite, which includes for decades almost the same set of the largest firms.
It should be noted that the role of large enterprises in the national economy is assessed ambiguously in economic theory. Some scholars believe that today a large firm is the core of the economy of any state and it is precisely this company that predetermines the main directions and proportions of economic development. According to the opposite point of view, the disadvantages of large firms outweigh the existing advantages and thus cause great harm to the economy as a whole.
The problem of sources of advantages of large enterprises is also debatable. In Western economic literature, the competitive advantage of giant firms over other types of firms is traditionally explained by their gaining economies of scale. However, highlighting economies of scale as the only factor that ensures the competitiveness of a large firm is not enough. A large company has come a long way of development, during which a number of new factors have been identified that can increase its competitiveness. Therefore, it is necessary to take into account modern approaches to the advantages of large enterprises.
The role of large enterprises in the economy has attracted the attention of major theorists since the birth of the first giant firms. Even A. Smith proved the futility of large enterprises, in particular, he explained this by a decrease in the motivation to work among the workers employed in them. J.S. Mill, one of the first in the economic literature, raised the question of the forces that contribute to the emergence of economies of scale in production. At the same time, Mill paid attention not only to the advantages associated with increasing the size of firms (economy of scale), but also pointed out the negative aspects of consolidation, namely the emergence of monopoly.
J. Robinson and E. Chamberlin considered the behavior of a company in conditions of imperfect and monopolistic competition with the determination of the optimal size of the company, production volumes, and the amount of profit received. At the same time, Chamberlin, when analyzing costs, took into account the costs of distribution. They give an explanation for the higher price under monopolistic competition compared to simple competition.
The disadvantages characteristic of a giant firm are the following: X-inefficiency, uncontrollability, inability to dynamically respond to market conditions, inflexibility, ignoring which makes the company vulnerable to competitors. But despite the presence weaknesses in its activities, a large firm firmly holds a dominant position in the economy.
The object of the study is large enterprises, their role in a market economy. The subject of the study is the industrial sector of the Republic of Belarus, represented mainly by large companies.
The purpose of the study: to analyze the place of large enterprises in the economy of the Republic of Belarus based on the study of world experience.
Research objectives:
- to analyze the process of creation and formation of large corporations;
- reveal the main advantages of large corporations;
- explore the current situation of big business in the Republic of Belarus;
- to analyze the implementation of advantages by large enterprises of the Republic of Belarus.

The process of becoming corporations

Joint-stock companies did not exist throughout the history of mankind or from the beginning of the emergence of a commodity economy. They are the result of a very high level of development of commodity-money relations.
The main historical prerequisites for the emergence of joint-stock companies are:

development large-scale production based on the achievements of scientific and technological progress, the transformation of all basic types of human activity into a completely social process, into the joint activity of many people;
the development of capitalist relations, which leads to the transformation of all goods and money into forms of the existence of capital, or into assets, the purpose of which is the production of any form of income for their owners;
the emergence of organizational possibilities for combining many private capitals into a single and indivisible total capital;
the emergence of a securities market in the form of a bill market and a government bond market.

The formation of joint-stock companies is the result of the centuries-old development of entrepreneurship. With the growth of the scale of production activity and the expansion of trade, an objective need arose both for more and more capital, and for the availability of perfect forms of their organization.
Collective forms of labor organization have been known since time immemorial. Since ancient times, people have realized that hard and time-consuming types of work are best done together. However, such associations were of a short-term nature, were aimed at solving a specific problem, while the participants were often not bound by property and financial obligations both in relation to each other and in relations with third parties. In these forms of association, personal labor principles prevailed. Only in the presence of commodity-money relations do the collective forms of labor organization take the form of combining not labor itself, but the forms of combining goods, money, property rights, which in its development leads to the development of capitalist relations, and the pooled resources turn into capital.
The organizational and legal basis for the development of joint-stock companies was the experience of conducting joint affairs, which was developed in their centuries-old activities by various types of business associations that existed in many European countries.
The main predecessors of modern joint-stock companies are considered to be:

medieval flour-grinding associations of France;
mining associations of Germany;
maritime partnerships;
trade guilds and other similar associations.

Each of the medieval forms of association of entrepreneurs and their capital put into the common piggy bank its own particle of that invaluable experience, on the basis of which, evolving, the modern design of a joint-stock company appeared.
If various types of commercial partnerships gave rise to the organizational and legal foundations of a corporate structure, then the securities market offered a mechanism for exchanging shares and shares for cash and vice versa, thereby creating conditions for the free circulation of private capital while simultaneously involving them in the production process itself. The contradiction between the production and circulation of capital was resolved through the securities market, insofar as capital was divided into capital permanently employed in production and capital permanently in circulation.
Merchant guilds are considered one of the initial origins of corporations. They laid the foundation for doing business together. In the trade guilds, the process of developing relations regarding the combination of personal labor and capital and ways to manage them begins.
The guilds of merchants did not participate in trade transactions and did not conduct trade affairs on their own. Their overall costs were covered by membership dues paid by the participants. Trade guilds of foreign trade had common property in the form of warehouses or representative offices, but at the same time there was no common capital, and each of the participants conducted business at their own expense, at their own peril and risk. In some cases, members of the guild were collectively responsible for the obligations of its individual members. The trade guild is an association that had the same management structure in almost all countries, represented by a leader and a council from among the guild members, which resolved the most important issues, organized general meetings of the guild members.
Partnerships for the construction and operation of the ship, or maritime partnerships, in contrast to the merchant guilds, no longer required personal participation in the business, but the presence of a large joint capital. Therefore, relations concerning the formation and management of common capital begin to prevail in them, and the role of personal participation is sharply reduced.
The construction of a ship for the implementation of maritime trade required significant funds that one person was either unable to provide, or the risk of losing capital was very high for one person. Therefore, partners were invited to participate in this project. The person who initiated the construction of the ship was called a "patron". The patron became the head of the maritime partnership, determined the number of shares into which the property of the partnership was divided, contributed his own and collected the funds due from the partners.
The number of shares, as a rule, was not large and amounted to no more than one and a half dozen, while the shares were equal. Any further costs associated with the operation of the ship were recognized as general. The patron in the partnership performed the functions of the sole executive body, represented the interests of the partnership in relations with other persons. The supreme governing body was the general meeting of partners. It determined issues related to the development of trade, the expenditure of funds for the repair and operation of the ship, and the introduction, as necessary, of additional funds.
Medieval mining partnerships, just like maritime ones, required significant funds to organize the business, but unlike the latter, these funds were required regularly. Imperfect technologies and primitive tools of labor did not allow deep developments, hence the need to develop new areas constantly arose. Funds from the sale of ore did not meet these needs, there was a need for other sources of capital. The possibility of free sale of their shares leads to the emergence of capitalist investors, and the constant fluctuation of prices - to the emergence of various kinds of intermediaries and speculators. The freedom to alienate shares was also inherent in other types of partnerships, in particular, partnerships for the operation of mills.
The property of the mining association was the common property of its members. The management of the affairs of the partnership was under the jurisdiction of the general meeting. Questions at the meeting were adopted by a simple majority of votes. The executive body of the mining partnership was its leader - the chess master, who in some cases was appointed to this position by the decision of the meeting of comrades, in others - by the state, or the candidate proposed by the meeting was subject to approval by the state.
A distinctive feature of the mining partnership was that its participants were not personally liable for the obligations of the partnership. Mining partnerships had many signs of a future joint-stock company and made a great contribution to its formation.
A major step that marked the transition from medieval partnerships to a joint-stock form was the Genoese Bank of St. George, created at the beginning of the 15th century, which many researchers consider the first joint-stock company.
The Bank of St. George was originally created as a special institution designed to service government loans. The basis on which it was created were the Genoese maons. They were associations of creditors who lent their capital to the state, and the state settled accounts with them by granting the right to receive a corresponding part of state revenues. The cities of Italy waged constant wars, the source of funds for their conduct was state loans, which were both voluntary and compulsory. The constant growth of loans and the complexity of their maintenance and served as the reason for the emergence of the bank.
The organization of the Bank of Genoa was based on the principles characteristic of a modern joint-stock company:

the highest governing body was the meeting of participants, which was held once a year, with the exception of emergency. Decisions at the meeting were made by voting, while bank officials did not have the right to participate in the meeting. The functions of the executive body were performed by the Council of Protectors, which was elected by a special board of 32 participants. In its activities, the council of protectors was subordinate to the general meeting of participants;
the capital of the bank was divided into equal shares, which were alienable and had free circulation;
Bank members accrued and paid interest on their shares. Their size depended on the income received by the bank, i.e., in their economic essence, they were already dividends.

Thus, the Genoese Bank of St. George gave examples of the organization of joint-stock business, which were further developed in Holland and England. However, this form of organization was somewhat ahead of its time, since there was no developed stock market yet, and the pooling of capital had non-economic reasons and did not follow from the needs of the economy itself, its material foundation.
The era of the great geographical discoveries that began in the 16th century. and opened up new markets for Europe, sharply accelerated the growth of industry and trade. Maritime trade developed especially rapidly, mastering the Chinese and Indian markets, and then the American one. The former forms of organization of trade associations in the form of maritime partnerships and trade guilds could no longer ensure the economic interests of the largest shopping centers in Europe, it was required new form organizations, a new type of entrepreneurial association, capable of more effectively solving the tasks. Historically, this form was the colonial company.
The first colonial companies appeared in England, Holland and France, i.e., in the countries that most actively pursued a colonial policy in relation to new lands. The development of the colonies required significant funds, which the governments did not have. Therefore, any private initiative in this direction was welcomed. The combination of private capital with the military and diplomatic support of the state made it possible to create an effective economic tool for subjugating new territories: English, Dutch and French East India and West India companies, English companies for the development of North America appeared. Colonial companies were also created in other European states, and their total number was about 60 units.

At the time of their emergence, colonial companies were not considered as a new, special organizational and legal form, since they grew out of those trading and maritime partnerships that already existed. However, as they developed, those features were developed more and more, which later became the qualifying signs of a joint-stock company. The practice of organizing business by the two first and largest colonial companies - the Dutch and English East India Companies - essentially developed the organizational and legal foundations of a joint-stock company.
The Dutch East India Company was created in 1602 by amalgamation of already existing trading companies at the request of the Dutch government. The trading partnerships included in the company had in it shares of different sizes and representation in the management bodies in accordance with the volumes of their trade. Subsequently, the shares of all participants were equalized and they received the right to freely alienate them to third parties. The shares of the company's participants were called "shares" and became the subject of trading on the Amsterdam Stock Exchange. The alienation of shares took place by making an entry in the books of the company in the presence of the seller, buyer and director of the company. The shares were a document confirming the right of the person owning them to a share in the company.
The freedom and ease of alienation gave rise to stock speculation on such a scale that government intervention was required to neutralize the negative effects of this phenomenon. The government had to issue a number of decrees that established prohibitions in order to prevent the abuse of capital. The prices for the company's shares largely depended on how successful the next trading expedition was.
Unlike the Dutch, the English East India Company had a more developed system of corporate governance. Thus, meetings of company members were held annually, and extraordinary meetings could be held to resolve urgent issues. Decisions were taken by majority vote. Only those who had a capital of at least a certain amount and owned shares for at least a year had the right to vote at the meetings of participants.
The current management of the company's affairs was carried out by a council consisting of 15 members, the personal composition of which was elected by the general meeting of participants. The general meeting also elected the chief director of the company and a candidate for the position of chief director, who replaced him in case of absence. The internal organization of the company was formed gradually, taking into account the existing development conditions and with little or no interference from government bodies. The basic principles of company management developed by practice were subsequently consolidated in the form of legislative acts.
Mass emergence and development of joint-stock companies in the XIX century. was dictated by social needs associated with the need to accelerate economic development based on centralization, the unification of private capital. Under the conditions of increasing industrial growth, the funds of the sole proprietor were not enough for the further development of the business, and this problem could be solved only by attracting and pooling the material and financial resources of many individuals and individual organizations.
The joint-stock company turned out to be the most versatile and effective organizational instrument of capital, allowing in a short time to mobilize huge funds of individuals for investing in industrial and commercial enterprises. The construction of railways or metallurgical enterprises in the same Germany or Great Britain was absolutely impossible without share capital.
At the same time, the appearance of joint-stock companies was accompanied by a trail of fraud, stock speculation, economic upheavals and crises. Joint stock companies have shown that they are not only effective tool acceleration of economic development, but can also be a destructive force if there are no reliable systems of state regulation and regulation in the joint-stock companies themselves. It took time to develop legal, organizational and financial mechanisms that maintain the optimal balance between private and public interests, between the freedom of entrepreneurial activity and ways to regulate it.
The transformation of a firm into a corporation (incorporation procedure) gives it new features. What are they, or, what is the same thing, what is the nature of a joint-stock company? The fact that it is a legal entity and that the shareholders have limited liability is widely known, but is this enough to understand the nature of this form of enterprise? What are the motives of the initiators of the formation of a corporation, what underlies its emergence? Is it possible, turning to history, to give the phenomenon under consideration a rational explanation?
The answer to the last question is in the affirmative: yes, you can. To see this, let us turn to the background against which the emergence of corporations in the West. His salient feature- rationality, covering the enterprise, accounting, technology, law, way of thinking and life, business ethics.
The most important prerequisites for the formation of capitalism in the 19th century, in the depths of which the corporate form of enterprises was born, include:

reasonable calculation of capital as the norm for all large industrial enterprises working to meet daily needs;
appropriation by autonomous private industrial enterprises of ownership of material means of production (land, instruments, machines, implements, etc.);
a market that has got rid of irrational moments of exchange;
a strictly calculated technique of production and exchange, and not only in the field of the costs of production itself, but also in the circulation of goods;
firmly established law; the presence of people who not only have the right to freely sell their labor force on the market, but are also economically forced to do so;
the commercial organization of the economy, which is understood as the widespread use of securities to establish the rights to participate in enterprises and rights to property - in a word, the possibility of an exclusive orientation in covering the needs of market demand and the profitability of the enterprise.

Mentioned rationality firmly entered the classical, and then neoclassical theories, in which the central place is given to the rationally thinking and acting “economic man”. This creation turned out to be a godsend for Western economic science, many areas of which are unthinkable without it: it is enough to mention the theory of consumption and the firm. But the fact that in the XIX century. was quite acceptable, ceases to be so at the end of the 20th century, not to mention the 21st century.
The corporation today is the dominant form of business, and it no longer fits within individual states. The world of free competition and trade is increasingly being replaced by the world of transnational corporations (TNCs), which have divided among themselves more than a third of the labor market, half of the capital market, two thirds of the total sales of high technology products and the bulk of financial capital. Since TNCs represent mainly the countries of the “golden billion”, the latter get the opportunity to accumulate the vast majority of the added value created in other regions of the globe through appropriate financial mechanisms and institutions.

Benefits of Large Enterprises

Scale effect as a factor in the advantage of large enterprises

Firms differ from each other, in particular, in their production capacity, that is, they are focused on the production of various volumes of products. Along with fairly large firms, numbering tens of thousands of employees, there are medium-sized, small and tiny firms. The firm may consist of one employee or members of the same family.
Each operating firm strives to produce output in such a volume that average costs are minimal. But in the short run, the firm is limited by the existing production capacity, primarily by the amount of its capital. Meanwhile, at enterprises of different production capacities operating within the same industry, the volumes of product output at which average costs are minimized are different, i.e., each firm has its own average cost curve. It can choose the optimal output within its average cost curve.
Any firm, operating in the short term, and therefore, being limited by its production capacity, plans its activities for the future. This means that it proceeds from the fact that in the long run it can change its production capacity indefinitely. When planning its activities, the firm models average cost curves for various options for production capacity. This allows you to set the volume of production at which the average cost will be minimal, and, therefore, choose a production capacity option that will minimize the average cost.
It is sometimes believed that the larger the enterprise, the cheaper the products it produces. But it's not. There are different scale effects of production: positive, negative and unchanged.
In some cases, the growth of total costs lags behind the growth of product output. As a result, there is a positive effect of scale in production. If the growth of total costs outstrips the growth of output, then there is a negative effect of scale in production. If the increase in total costs is equal to the increase in output, then there is a constant effect of scale in production.
This or that type of economies of scale in production determines the size of the minimum effective size of the enterprise. The minimum efficient size of a firm is the size at which output minimizes average cost. Different industries have different minimum efficient enterprise sizes.
In some industries, they are characterized by quite significant volumes of output. These are mainly branches of heavy industry, such as metallurgy and engineering. These industries have developed an oligopolistic structure. It is impossible to imagine a competitive small enterprise in these industries.
But along with such industries, there are industries in which the minimum effective size of the enterprise is low. These include, first of all, service industries, retail trade, light industry, baking industry, and construction. They are dominated by small businesses, which are often more viable than large firms.
There are also industries in which both small and large firms coexist. This is a woodworking, furniture industry, and the production of containers.
What factors determine the positive economies of scale of production?
Firstly, specialization, which allows individual production operations to be performed on various types of specialized equipment, often in specialized units, by workers with a narrow profession, but who have achieved a high degree of professionalism. The specialization of management personnel also plays an important role. For example, in small firms, it is usually the entrepreneur himself who develops the strategy for the development of the firm, examines costs, carries out current operational planning, etc. In larger firms, he already hires an economist to perform these functions, and in even larger firms there are economic departments. Anyone who has been to the largest enterprises could see that there is an economic department, which usually includes departments for the prospective development of the company, cost analysis and pricing, operational planning, finance, etc. The costs associated with maintaining management personnel in large firms usually pay off by increasing the efficiency of production and the competitiveness of products.
Secondly, the positive economies of scale of production are achieved due to the possibility of using high-performance and expensive equipment, which is effectively used only with a full load and the latest technology. In this case, the costs associated with the operation of the equipment are reduced, since, per unit of production, the price of high-performance equipment is usually lower than that of low-performance equipment.
Third, large firms have significant market advantages. The purchase of raw materials and the sale of products in large quantities are usually associated with a lower average cost than in small quantities. Large firms also significantly expand the boundaries of the market for their products; they often sell it not only on the national, but also on the world market.
Fourth, as a rule, large firms have an advantage in obtaining bank loans, which are provided to them at lower interest rates than small firms, since they usually have a reputation for reliable borrowers.

The scope of R&D in ensuring the competitive advantages of a large enterprise

Recently, innovations have become a kind of "common place" of social and political life. Politicians and journalists, economists and public figures consider it their duty to sing the mantras of innovation, innovation policy and economics in their speeches, speeches and articles. But in fact, not everyone understands the meaning and mechanisms of the impact of innovations on the economic growth. This is especially true for corporate innovation and investment in research and development.
In 2009, total corporate investment in R&D by the world's largest companies was $503 billion, down 2% from 2008 levels. This slight decline as a result of the severe financial and economic crisis interrupted strong growth over the past five years .
The industry structure of corporate research and development costs is presented in the table:
Table 2.1 - Sectoral structure of corporate R&D costs

	Industry	Investment volume tions in R&D, billion dollars	Share, %
1	Computer productionhardware and software	132,5	26,3
2	Pharmaceuticals and Biotechnology	112,8	22,4
3	Automotive industry	73,1	14,5
4	General mechanical engineering	50,7	10,1
5	Electronics industry	37,7	7,5
6	Chemical industry	36,6	7,3
7	Aerospace	21,7	4,3
8	Consumer goods production ares	19,5	3,9
9	Telecommunications	10,5	2,1
10	Other*	8,3	1,6
Total	503,4	100
Note -

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