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§ 1.1. Concept of a legal mechanism of increase of efficiency of activity of members of controls of economic societies.

The legal mechanism of increase of efficiency of activity of members of controls of economic societies represents the complex and many-sided phenomenon. Complexity of the given phenomenon is caused first of all by the specificity of the category "efficiency" having general scientific, interdisciplinary character and including as it will be shown further, both objective and subjective components.

With a view of an exception of terminological and methodological discrepancy further it is obviously important to stop on disclosing of essence of a category «a legal mechanism of increase of efficiency of activity of members of controls of economic societies» in more details.

The word "mechanism" designates system, the internal device defining an order of any kind of activity, process, set of conditions and processes of which there is this or that phenomenon [9 [10]. As synonyms of a word "mechanism" words "device", "adaptation", "organisation", etc. [11] Being in essence technical act, the term "mechanism" was included for a long time into the wide use in sphere of the humanities for a designation of system of tools and means which are used in certain fields of activity of people [12]. The term "mechanism" is widely enough used and in the legal literature (for example, for example, «the mechanism pravoprimenenija», «the law-making mechanism», «the mechanism pravorealizatsii», «the mechanism of maintenance of the rights and freedom of the person and the citizen» [13] [14] [15] [16], «the law-enforcement mechanism» [17], «the mechanism of occurrence of the property right» [18] [19] [20], «the mechanism of protection of the rights and freedom of the person», «the mechanism of civil-law regulation» etc.). Practically each scientific research in the field of jurisprudence anyhow mentions or purposefully studies a certain legal mechanism. According to V.B.Isakova «knowing the mechanism, the lawyer can imagine, what links there will pass process of an embodiment of the rule of law during a life, what stops and failures can occur in this process» [21 [22]. Some researchers investigate mechanisms from the point of view of their statics - as a set

Certain elements, others try to study given legal

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Designs in their dynamics, revealing stages and stages of action of mechanisms.

Most the wide circulation in the legal doctrine was received by the term

«The legal regulation mechanism». The legal regulation mechanism

It is considered in the literature as unity of all legal means, with

By which help are carried out regulation of public relations

And satisfaction of interests of subjects of law. In system of this mechanism

Include rules of law, legal relations, sense of justice, legal culture,

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Certificates of application of the right, legal stimulus and legal restrictions. V.A.Kuchinsky adheres to similar understanding of the given term also: «the legal regulation Mechanism is considered as a complex various on the legal nature, but interconnected and vzaimoobuslovlennyh legal means and ways by means of which legal regulation of public relations is carried out. A.V.Malko understands as the legal regulation mechanism« system of the legal means organised in the most consecutive image with a view of overcoming of obstacles, standing on a way of satisfaction of interests of subjects of law »[23 [24] [25] [26].

According to S.S.Alekseeva« the legal regulation mechanism is the system of legal means taken in unity with which help productive legal influence on public relations »[27] is provided. As marks E.P.Gubin:« The legal means presented in the form of system, are embodied in the legal regulation mechanism, constituting its elements [28]. Thus, in the legal doctrine the uniform understanding of the mechanism of legal regulation as systems of legal means of regulation of public relations dominates as a whole. In the literature also it is noticed, that for the mechanism of legal regulation great value the form has it strukturnofunktsionalnaja. Its essence that changes in separate elements (subjects, means, receptions, actions, etc.) is attracted accordingly with changes and in its other elements (for example, as a result). Paying to this attention, S.S.Alexey writes: «the legal regulation Mechanism covers a complex of fragments of the legal validity - the legal means which are in a consecutive chain, providing in final

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Result the decision of vital situations on the basis of the right ».

«The legal regulation mechanism» it is necessary to distinguish from the term outwardly related to it the term "legal mechanism". Definition and the characteristic of concept "legal mechanism" are enough challenge as in theory of law the category "mechanism" is debatable, despite its frequent enough use. More the wide circulation in a science has received legal mechanism definition with reference to separate kinds of legal relations (a legal mechanism of granting of a compensation, a legal mechanism of use of innovations, a legal mechanism of acceptance of the inheritance, a legal mechanism of increase of efficiency of execution of tax laws [29 [30] [31] [32] [33], a legal mechanism of a recognition of the rights of the innocent purchaser [34],

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Legal mechanism sekjuritizatsii, «a legal mechanism

Enterprise activity »[35 [36] etc.) . In particular, according to O.A.Chvanova, the mechanism pravoprimenenija is «set vzaimoobuslovlennyh and the interconnected legal means used by the state, its bodies, officials, and also public associations with a view of maintenance of the lawful, fair and proved application of the right according to will of the legislator» [37 [38]. A.G.bull understood as a category «a legal mechanism of enterprise activity» set of measures, ways, forms, means, tools of the organisation and direct realisation of enterprise activity, including creation of necessary material, financial and other preconditions and conditions for employment by enterprise activity, formations of subjects of business, definition of their status, the organisation of enterprise activity on manufacture of the goods and its realisation in the market, to performance of works, rendering of services, etc. Application of various measures of regulation of enterprise activity, its coordination, the account, the control and supervision, measures of encouragement and sanctions for inadequate realisation. The so-called tool approach when the legal mechanism is considered as set of the legal means intended for the decision is applied to the legal mechanism characteristic in theory of law also

Corresponding problems in this or that legal area.

Thus, generalising resulted above the point of view, it is possible to notice, that the legal mechanism represents system of the means which are elements of this mechanism with which help legal influence on certain public relations is provided. The main difference of the term "legal mechanism" from an adjacent category «the legal regulation mechanism» consists that the influence legal mechanism on certain relations on the volume is wider, than the mechanism of their legal regulation as the legal mechanism can include as the means fixed in the rule of law, and other legal means (certificates of individual regulation, dogovory, local normative acts etc.) . In particular, passing to object of the present research, it is possible to notice, that the legal mechanism of increase of efficiency of activity of members of controls of economic societies includes not only the means fixed in rules of law, but also such means as the contract with a member of controls, internal documents of an economic society, certificates of individual regulation of relations (for example, the decision of general meeting on payment of compensation to the chairman of board of directors [39] by results of work for a year) etc. One more complexity of a category «a legal mechanism of increase of efficiency of activity of members of controls of economic societies» is caused by that the category «efficiency of activity» is not a legal category under the maintenance, therefore elements of a legal mechanism of increase of efficiency of activity of members of controls of economic societies are as legal means (including The contract, legal responsibility, rights and legal obligations), and other means (economic, organizational, information, etc.), not among legal, but getting in the course of realisation of rules of law the legal form (for example, compensation of members of controls of economic societies, optsionnye programs, bonuses and indemnifications, indemnity against liability of members of controls of economic societies, etc.). Presence of the legal form does possible reference of these means to elements of a legal mechanism of increase of efficiency of activity of members of controls of economic societies.

It is obviously important to consider the specified elements in more details. First of all, we will consider concept and essence of such element of the mechanism of increase of efficiency of activity of members of controls of economic societies as legal means. It is necessary to notice, that as base in relation to a legal category «legal means» acts general scientific, interdisciplinary concept "means". In S.I.Ozhegova's explanatory dictionary "means" it is defined as reception, a way of action for achievement something or the tool (a subject, set of adaptations) for realisation of any activity [40 [41].

Etymologically the word "means" occurs from words "middle", "average". In the literature it is noticed, that «essence of a category of means - in a distance between the purpose and result». As mark N.I.Matuzov and A.V.Malko: «Means - a binding average link between the subject and object of activity, between ideal, mental model and material result» [42]. In "means" philosophy are understood as a subject, the phenomenon or the process, used by the person in its activity, i.e. all that thanks to the properties serves as the tool of actions [43]. The philosophy investigates mainly problems of a parity of the purpose and means in activity of the person. As O.A.Mitroshenkov marks: « At first sight the choice of means depends on the realised purpose. Really, any means of activity is a tool of achievement of the purpose, promoting its realisation by the optimal image. But the choice of means of activity is defined by a level of development of a society and the subject, so, a level of development of requirements. The above requirement of the subject of activity, the above and level of the organisation of used means, that above level of their specialisation. The choice of means of activity is carried out also in connection with will of the subject. For this reason to the same purpose people quite often come different ways, with use of various means of activity. And the structure of activity assumes possibility of alternative of means for realisation of the same purpose. Within these possibilities freedom of choice of means of achievement of the purpose »[44 [45] also is carried out. Thus, the category "means" is a universal scientific category, in various branches of a science various means - technical, transport, information, industrial, medicinal, economic, administrative are investigated, financial, etc. In legal sphere the independent category «legal means» with features inherent in it is used.

The concept «legal means» is the widespread legal category investigated both on branch, and at general-theoretical level. The given category has been entered into a scientific turn in the pre-revolutionary literature and it is at the moment investigated both on general-theoretical [46], and at branch level [47]. Thus, the category «legal means» remains concept theoretical, doktrinalnym and, unlike more universal category "means" (in legal sense), does not find fastening in the current legislation. Despite wide prevalence of the term «legal means» should be established, that in legal science there was no its uniform understanding. As marks a number of the authors, the given term «has

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Known uncertainty "," the concept maintenance «legal means» in the big degree it is amorphous »[48 [49] [50],« legal means - collective concept which does not give in to definition as it is not obviously possible to restore signs specific to it »[51 [52] [53],« any modules of legal system act as means, the intermediary between socially significant

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The purposes, on the one hand, and desirable result - with another »etc.

Despite the specified opinions, in the legal literature the set of definitions of the given concept contains. In particular, D.Lipnitsky under legal means understands some legal institutions, and also methods of realisation of legislative establishments. According to N.A.Barinov, legal means - «the legal possibilities which have been put in pawn in rules of law and its separate institutes which are used in the course of their realisation with a view of maintenance of property and non-property requirements of citizens and the organisations» [54]. JU.B.Baturin considers legal means in quality dejatelnostno-institutsionalnyh the formations showing functionally dynamic party of the phenomena and the right as a whole [55]. It is represented, that designated above definition insufficiently full reflect a category essence «legal means» as, first, characterise only separate properties of investigated concept, and secondly, absence in them instructions on the basic sign as concepts "means" as a whole, and concepts «legal means» in particular, namely their orientation on definite purpose achievement is available.

The category «legal means» has received the widest fastening in B.I.Puginsky's works which characterising concept grazhdanskopravovyh means in economic relations, understands as legal means «combinations (combination) of legally significant actions made by subjects with legal degree of the discretion and serving to achievement of their interests, not contradicting the legislation and interests of a society» [56]. To B.I.Puginsky's legal means carries the contract, not contractual obligation, property responsibility of participants of the civil circulation, the separate means of auxiliary character applied to assistance to use of other means or

To realisation of the civil rights [57]. We will notice, that the definition made to B.I.Puginsky, unlike considered above, contains such sign as an orientation on interest achievement, however, as notices S.J.Filippova: « Hardly pertinently to reduce the right only to the legislation. Probably, legal means should correspond not only the norm containing in the legislation, but also in general any rule of law, including fixed in legal custom, the judicial precedent, the law-making treaty and other legallistic sources of law. Besides, as the interests of a society recognised as the right find reflexion in rules of law specially to allocate necessity of conformity of legal means to interests of a society it is not necessary »[58]. In turn, S.J.Filippova notices, that« because the concept "legal means" consolidates in itself the diverse phenomena, the general in which is only suitability for achievement of the certain legal purpose in wide understanding legal means can be anything you like if it is intended for achievement of the legal purpose »[59]. Being guided by the given thought, S.J.Filippova formulates following definition:« Legal means are the tools not contradicting rules of law intended, suitable and sufficient for achievement of the legal purpose »[60 [61]. It is represented, that the similar understanding of legal means as any tool not contradicting the right is unduly wide as instructions only on not the contradiction of the phenomenon to the right does not allow to allocate it among other tools not contradicting the right, does not reflect its essential signs.

According to S.S.Alekseeva, «the question of legal means - is not so much isolation question in special division of those or other fragments of the legal validity, how many a question of their special vision in strictly certain foreshortening - their functional mission, their role as tools of the optimum decision of social problems». According to the given thesis, S.S.Alexey defines legal means as «obektivirovannye substantsionalnye the legal phenomena possessing fixed properties which allow to realise right potential, its force» [62]. It is necessary to notice, that dejatelnostno-functional character of legal means is marked also by other researchers. So, B.I.Minz considers legal means as ways and the receptions of actions developed by legal practice and expressing optimum variants of behaviour of subjects of relations at a stage of realisation is right [63]. N.I.Matuzov and A.V.Malko formulate following definition: « Legal means are the legal phenomena expressed in tools (establishments) and acts (technology) with which help interests of subjects of law are satisfied, achievement of socially useful purposes »[64 [65] is provided. As legal means, according to the given authors, norms and right principles, pravoprimenitelnye certificates, dogovory, juridical facts, rights, legal obligations, interdictions, privileges, measures of encouragement, the punitive measure, certificates of realisation of the rights and duties, etc. However as fairly marks E.P act. G ubin« means are tools with which help, using which in the course of activity, this or that subject achieves the object also result, but

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Not activity ».

Thus, as it has already been noted by us above, at the moment in legal science there is no uniform understanding of a category «legal means». As marks S.S.Alexey, «legal means do not form any special, essentially distinct from traditional, fixed by dogma of the right, in the standard conceptual device of the phenomena of the legal validity. It is all arsenal, all spectrum of legal phenomena of various levels with that only feature, that they are isolated and considered not from positions of only one needs of legal practice, and from positions of their functional mission, those lines which characterise them as tools of legal regulation, decisions of economic and other social problems» [66]. The author of the present research does not set as the purpose formation of full and exact definition of concept «legal means» and revealing of its signs and features as the given problem is not actually a subject of the present research and should dare in corresponding works on theory of state and law. Within the limits of the given research allocation most the general researchers recognised as overwhelming majority, term signs «legal means» and a formulation with a view of research of definition of concept «legal means» with reference to increase of efficiency of activity of members of controls of economic societies is obviously possible only.

So, it is possible to carry the following to most general signs of legal means:

1) Legal means is the tool of communication ideal (purpose) and real (result) is, otherwise, determined with the legal regulation purposes;

2) Legal means have multilevel character, i.e. can

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To be used as it is up to the standard right, and at local level;

3) Legal means - developed by jurisprudence and practice tools (the contract, legal responsibility, rights and legal obligations, etc.) which serve for achievement of the legal purpose. Their basic difference consists in it from economic, information, organizational and other means.

Legal means as tools of communication of the purpose and result are widely used in economic practice and for increase of efficiency of activity of members of controls of economic societies. Legal means of increase of efficiency of activity of members of controls of economic societies can be fixed as at legislation level (for example, containing in item 71 of the Law on joint-stock company and item 44 of the Law on Open Company the norm about a duty of members of controls to operate in interests of a society honesty and reasonably and responsibility for [67] the losses caused to a society), and at level of internal documents of corporation (for example, fastening in the charter of a society of a duty of the general director to conclude certain transactions only with the consent of board of directors and responsibility for default of the given duty). Thus, all these diverse on the character legal means consolidates an orientation on achievement of one purpose - increase of efficiency of activity of members of controls of economic societies, i.e. formations at members of controls of motivation to operate in interests of a society honesty, reasonably (a subjective component of efficiency) and is productive (an objective component of efficiency). Extrapolating the signs of legal means specified above in area of corporate legal relations, the author of the present research considers, that it is necessary to understand set as legal means of increase of efficiency of activity of members of controls of economic societies developed by jurisprudence and practice of tools (legal toolkit), fixed both at legislative level, and at level of internal documents of corporation, and intended for formation at members of controls of motivation to operate in interests of a society honesty, reasonably and productively. Proceeding from the given definition, to legal means of increase of efficiency of activity of members of controls of economic societies it is necessary to carry such tools developed by legal practice as the contract with a member of controls of economic societies [68], legal responsibility of members of controls of economic societies, and also fixed both at legislative level, and at level of internal documents of a society the interdictions applied to members of controls of economic societies (for example, an interdiction for employment of posts in controls of other organisations), rights or legal obligations of members of controls of economic societies (to operate in interests of a society honesty and reasonably to open the certain information and

Other).

Speaking about a universal general scientific category "means" as the tool of achievement of an object in view, it is necessary to notice, that the problem of means of regulation in the legal literature frequently becomes isolated on a problem of legal means, thus other means forming together with legal means the mechanism of legal regulation far are not always considered. It is a question of the specific means which are not concerning originally neither under the form, nor under the maintenance to number legal, but getting in the course of realisation the legal form. As marks a number of researchers, «in the legal literature frequently it is not spent distinctions between legal means and the legal form, that hardly it is possible to recognise proved» [69 [70], «mixture of concepts" legal means "

And "the legal form" deprives each of them of an originality, does not allow to reveal

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Their value and place in legal regulation ».

As already it has been noted above, for increase of efficiency of members of controls of economic societies along with actually legal means in economic practice the means not concerning initially to number legal, but getting in the course of realisation of rules of law the legal form are used also. It is necessary to notice, that unlike a category «legal means» in the literature dominates as a whole uniform understanding of a category «the legal form». As marks E.P.Gubin, «the legal form, being the difficult phenomenon, on the one hand, it is considered as a way of the organisation, existence, right functioning as independent, self-sufficient and complete phenomenon, and with another is a communication of the right with not legal phenomena requiring a legal regulation» [71]. R.O.Halfina understands as the legal form «the body of rules or legal institutions, oposredstvujushchih a certain kind of economic relations» [72]. According to N.B. Baturinoj «the Legal form is first of all the legal complex category which is carrying out oposredovanie by the right of the various not legal public phenomena, requiring a legal regulation, and also serving by a skeleton in the right, not giving to this phenomenon to be scattered, i.e. it is ordering and fastening concept for all legal phenomena and the right as that» [73 [74]. Thus, practically all researchers recognise, that the legal form is a result oposredovanija in the right of various means (economic, organizational, information etc.), is primary not inherent in the right, but requiring a legal regulation. Thus, as fairly notices E.P.Gubin, it is necessary to differentiate accurately concepts «the legal form» and «the right form» as a category «the right form» is connected with concept "source of law", represents external expression of the right, result pravotvorcheskoj

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State activity.

To means of increase of efficiency of activity of members of controls of the economic societies, not concerning initially to number legal (economic, financial, organizational, information, etc.) But getting in the course of realisation of rules of law the legal form it is necessary to carry compensation of members of controls of economic societies; bonuses and indemnifications; optsionnye programs; indemnity against liability, the accountability of members of controls of economic societies and the control over their activity. Apparently from the specified list rather diverse under the maintenance of means of increase of efficiency of activity of members of controls of economic societies, the general for all of them is that they grow out oposredovanija of various means, is primary not inherent in the right - economic (indemnity against liability, optsionnaja the program), financial (compensation), organizational (for example, such form of prevention of the conflict of interests in corporation as approval of actions at presence at the person of the conflict of interests disinterested persons), information (for example, such form of prevention of the conflict of interests in corporation as disclosing of the information on the available or possible conflict of interests), etc., but getting in the course of introduction in corporate practice the legal form.

Let's return, however, to definition of a subject of the present research. As appears from the name of dissertational research, as its subject the limited circle of means, namely means of increase of efficiency of activity of members of controls of economic societies acts. The concept "efficiency" also is complex and interbranch, as a matter of fact, acting as the universal characteristic of any kind of activity (economic, labour, political, social, technological etc.) . Complexity and many-sided nature of perception of concept of efficiency cause absence of a common opinion concerning essence and a measure of a considered category. The unequivocal, standard treatment of concept "efficiency" does not exist till now. In particular, in S.I.Ozhegova and N.J.Shvedovoj's explanatory dictionary the word "effective" is defined as giving certain effect, effective [75]. In the economic literature efficiency is defined as productivity of process, operation, the project, defined as the relation of effect, result to the expenses which have caused its reception [76]. The concept of efficiency as parities of result (effect) and the expenses causing this result is dominating in the modern economic literature [77]. In the resulted definitions, efficiency as a matter of fact acts as a result parity to the made expenses and is understood as factor which characterises degree of return from the enclosed means.

The similar understanding of an essence of the given term is given and with reference to the right. So, professor L.A.Morozova efficiency of legal regulation considers as «a parity between result of legal regulation and the purpose facing to it» [78]. Similar definition gives to investigated concept A.S.Pigolkin [79 [80]. V.I.Nikitinsky makes following definition of efficiency concerning the rule of law: « Efficiency of the rule of law is not simply result, effect of its action, and a parity between this result and the social purpose taken as a principle of the legal instruction ». According to other point of view efficiency of the right assumes not only conformity of result of the purpose, but also a choice of appropriate ways of achievement of result, and also presence of the minimum expenses for its achievement. In such plan considered efficiency of the right of L.I.Spiridonov [81], A.S.Pashkov and h.p. JAvich [82], G.N.Manov. In particular, G.N.Manov wrote, that efficiency of the right is connected with definition of the purposes of the edition of the legal act, results of its action, soizmereniem results with the purpose and inevitable costs. According to the given author« full efficiency pravoprimenitelnogo the certificate is reached, when all its purposes - both the nearest, and kept away, and final -

Are reached with the minimum damage for a society, small economic expenses, in optimum terms ». L.I.Spiridonov believed, that« efficiency of the right always is connected with reception of the result which is a consequence of conscious activity of the person »[83 [84]. Thus, the majority of researchers notices, that for the legislator, and also for a society as a whole is not indifferent, in which ways and means the legal purposes will be reached. Therefore at the efficiency analysis it is necessary to correlate the received result not only on purpose, but also to means of its realisation, to consider, by means of what expenses it is reached.

On the basis of the spent analysis of the scientific literature it is possible to draw a conclusion, that efficiency - an estimated category and is always connected with the relation of value of result to value of expenses. At efficiency always is present as an objective component: presence of the economic, financial and other quantity indicators which are giving in to measurement (result), and a subjective component: degree of consciousness, rationality and discretion with which has been reached given results. Hence, efficiency has qualitative and quantitative definiteness, quantitatively efficiency always opredelima, and qualitative definition of its essence is difficult opredelimo. Developing the given thought, we will notice, that in English language for a designation of concept "efficiency" there are two terms - «efficiency» and «effectiveness» between which there is a substantial distinction: the term «efficiency» means efficiency in objective sense, i.e. Presence of necessary results while the term «effectiveness» is closer to understanding of efficiency in subjective sense and characterises degree of rationality of use of financial, organizational, material, time and other resources at result achievement. According to known scientist Peter Drukera, the concept «effectiveness» is a consequence of that «the necessary, correct things» («get the right things done») [85 [86] become. Efficiency in the specified sense is something intangible, that it is difficult to define, especially if the organisation is outwardly inefficient.

Considering the categories designated above the concept "efficiency" in a context of a problem investigated in the present dissertational research we will notice, that with reference to members of controls of corporation the concept "efficiency" also can be used both in objective and in subjective sense. Efficiency of activity of members of controls - the difficult social and economic category including, on the one hand, productivity of activity on management by corporation, expressed in achievement certain concrete quantitative and quality indicators (efficiency of activity of members of controls in objective sense), on the other hand - degree of rational use by members of controls of material, financial, legal, organizational, labour and other means, that is, speaking legal language, degree of conscientiousness and

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Rationality of activity of members of controls of the company at achievement of the specified indicators (efficiency of a corporate governance in subjective sense). Thus, it is necessary to understand conformity of productivity of their activity as efficiency of activity of members of controls of economic societies on management of the corporation expressed in achievement in advance certain quantitative and quality indicators, conscientiousness and rationality legal principles at which the specified indicators have been reached.

Complexity of a category «efficiency of a corporate governance» is caused also by that efficiency of a corporate governance always izmenchiva and is defined not only internal factors, but also external - an economy condition, a competition, socially political conditions etc. Besides, estimated result can be both direct (direct), and indirect (kept away), that even more complicates an estimation of efficiency of a corporate governance. Thereupon sharply there is a question on necessity of introduction of system of an estimation of efficiency of a corporate governance. At the moment the estimation of efficiency of a corporate governance is a basis of development of corporation as in Russia, and abroad. In particular, the Code of a corporate governance of the Russian Federation accepted in 2014 recommends to estimate work of board of directors, committees and members of council on an annual basis, including with attraction of the external organisation (adviser) is not more rare than an once in three years. However, in spite of the fact that the large domestic companies even more often reflect on increase of efficiency of the work, Russia in this respect as a whole while lags behind the advanced international practice. According to results of the interrogation spent by company PwC in 2014, only 62 % of boards of directors of the Russian companies regularly spend an estimation of the efficiency whereas in the Great Britain the similar indicator reaches 87 %. Thus more than 93 % of the directors interrogated by company PwC consider activity of council useful an estimation or potentially useful if similar practice in their company still is absent. The problem of rational use of the means influencing efficiency of a corporate governance today is investigated by many sciences: (financial assets), organisation management (organizational means), economy of work and management of the personnel (manpower) and [87] etc. it is necessary to be reserved by micro-economics (material means), the financial analysis, that a subject of the present research is not the system of means of increase of efficiency of a corporate governance in whole (that would do an object of research extraordinary wide [88] [89]), namely a legal mechanism of increase of efficiency of activity of members of controls of economic societies.

Members of controls in the given research are understood as members of boards of directors of economic societies, members of a joint executive office (board, management, etc.), and also the persons who are carrying out functions of an individual executive office (the general director, the director, the director of the operating company etc.). Thus, it is necessary to notice, that if members of board of directors and members of a joint executive office fall under a category «a member of controls» without any reservations, reference of the person,

Individual executive office carrying out function to the given category can is some terminological discrepancy owing to that that the person who is carrying out functions of an individual executive office, is simultaneously and body of the legal person and the hired worker (i.e., as a matter of fact, a member of this body). The specified two-uniform nature of the person who are carrying out functions of the individual

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Executive office time and again it was underlined in the literature, for example, as marks S.D.Mogilyov: «We deal with a legal phenomenon when the individual executive office represents itself as a certain two-faced Janus, simultaneously being both body, and the hired worker. In

The relation of the worker norms of the law of master and servant, but activity of an individual executive office as, however, and any other body of an economic society, for example general meeting or board of directors, it is regulated by norms of the corporate right »[90] are applied. Thus, the term use« a member of controls »concerning the person who are carrying out functions of an individual executive office, not undoubtedly terminologically, as in an individual executive office actually cannot be memberships [91], but is true as a matter of fact, therefore with a view of the present research under members of controls of economic societies will be understood including the persons who are carrying out functions of an individual executive office of an economic society (the general director, the director, the director of the operating company etc.).

Let's notice also, that in the literature there are also other terms for a designation of members of controls: heads [92], directors [93], and also the English-speaking term "management" (or "top management") [94]. Understanding, that

The specified terms are various under the maintenance, volume and use areas, the author will use in the present research terms "heads" and "directors" (as they, unlike the English-speaking term "top-manager" are used in the current legislation of the Russian Federation and judiciary practice) as synonyms to the term «members of controls of economic societies» with a view of tautology avoidance.

Economic societies as appears from item 1 of item 66 of the Civil code of the Russian Federation, the corporate commercial organisations with divided into shares of founders (participants) the charter capital are. According to item 4 of item 66 of the Civil code of the Russian Federation economic societies can be created in the organisation-legal form of joint-stock company or a society with limited liability. Owing to that in our country as the basic organisation-legal forms of business dealing joint-stock companies and societies with limited liability [95 [96] act, the accent in the present research will be made on a legal mechanism of increase of efficiency of activity of members of controls of economic societies.

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A source: Tekutev Dmitry Ivanovich. the LEGAL MECHANISM of INCREASE of EFFICIENCY of ACTIVITY of MEMBERS of CONTROLS of ECONOMIC SOCIETIES. The dissertation on competition of a scientific degree of the master of laws. Moscow -. 2015

More on topic § 1.1. Concept of a legal mechanism of increase of efficiency of activity of members of controls of economic societies.:

  1. § 1.3. System of elements of a legal mechanism of increase of efficiency of activity of members of controls of economic societies.
  2. CHAPTER 1. CONCEPT And ESSENCE of the LEGAL MECHANISM of INCREASE of EFFICIENCY of ACTIVITY of MEMBERS of CONTROLS of ECONOMIC SOCIETIES.
  3. § 1.2. Functions of a legal mechanism of increase of efficiency of activity of members of controls of economic societies.
  4. Tekutev Dmitry Ivanovich. the LEGAL MECHANISM of INCREASE of EFFICIENCY of ACTIVITY of MEMBERS of CONTROLS of ECONOMIC SOCIETIES. The dissertation on competition of a scientific degree of the master of laws. Moscow -, 2015 2015
  5. CHAPTER 2. EXCITANTS of INCREASE of EFFICIENCY of ACTIVITY of MEMBERS of CONTROLS of ECONOMIC SOCIETIES.
  6. Chapter 3. LIMITING MEANS of INCREASE of EFFICIENCY of ACTIVITY of MEMBERS of CONTROLS of ECONOMIC SOCIETIES.
  7. § 3.2. Legal responsibility of members of controls of economic societies.
  8. § 2. Concept and kinds of civil responsibility of members of controls of economic societies
  9. § 3.1. Means of prevention of the conflict of interests in activity of members of controls of economic societies.
  10. §1. Members of controls of economic societies as subjects of civil responsibility
  11. § 1. Joint and several liability of members of controls of economic societies
  12. § 2.4. Indemnity against liability of members of controls of economic societies.
  13. § 3. Subsidiary civil responsibility of members of controls of economic societies at their bankruptcy
  14. Chapter 2. Conditions of civil responsibility of members of controls of economic societies
  15. Chapter 3. Separate kinds of responsibility of members of controls Economic societies
  16. Chapter 1. General provisions on civil responsibility of members of controls of economic societies
  17. Nazarov Elena Nikolaevna. Civil responsibility of members of controls Economic societies. The dissertation on competition of a scientific degree of the master of laws. Ekaterinburg 2015, 2015