Affiliation in the Corporate Law: Aims of Regulation

The question of reforming of the legal regulation of the affiliated persons was in the center of heated debates during the preparation of the amendments to the Chapter 4 of the Civil Code of the Russian Federation, which governs legal entities. Unfortunately, the reformers did not reach a consensus. The Сivil Сode was supplemented with the article 53.2 which simply refers to the article 4 of the Law of the RSFSR № 948-1 (22.03.1991). The failure of the urgent reform shows that clear understanding of the affiliated persons under Russian law is not developed. There is no comprehensive study in the Russian legal doctrine that explains what is affiliation. The purpose of this work is to determine the aim of the regulation of the affiliation in the corporate law. To achieve this goal I have examined legal construction of the affiliated persons in the Russian law. I came to the conclusion that legal construction of the affiliated persons as well as similar constructions which typify relations of the connectedness ("group of persons", "related parties", "banking group", "related borrowers") are used for common purpose in Russian law. They make an occurrence of the legal consequences conditional on the presence of the relations of the connectedness between persons. Connectedness of the persons on the grounds provided by legal construction of the affiliated persons is a affiliation (article 53.2 of the Civil Code).