Theoretical and Legal Foundations of the Legal Nature of a Corporate Contract

From a theoretical point of view, a corporate contract is a category characterized as a «construction», «institution», «agreement», which is characterized by the dispositive nature of the conclusion in order to achieve a balance of the legal interests of the company's participants. The participants of the corporate agreement, which can be both individuals and legal entities, make a profit. Traditional ideas about a corporate contract have been shunned for a long time in Russia for its practical application, which is why entrepreneurs did not have the opportunity to fully rely on the judicial protection of such contracts and until 2014 there was no single term «corporate contract». The single term «corporate contract» appeared only in 2014 through the unification of the concept under Article 67.2 of the Civil Code of the Russian Federation. A corporate contract is characterized by the nature of an obligation relationship, which means that the rules on obligations under civil law can be applied to it. The article includes sections devoted to the first manifestations of corporate disputes in Russia, the analysis of the theoretical and legal principles of the category «corporate contract», the consideration of a corporate contract as a kind of civil law contract, scientific disputes on the problems of the possibility of applying rules on obligations to corporate contracts. Before the legal consolidation, the corporate contract was positioned by the courts as a violation of public order, which means it could not be concluded on the principle of freedom of contract, which is unfair and incorrect. However, the practice of courts after the «legalization» of corporate contracts shows the same attitude of courts to this type of agreements, which is also important to focus on.

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