Scientific Center of Innovative Researches, International Conference on Corporation Management-2020

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SOME ASPECTS OF CRYPTOCURRENCY INTRODUCTION TO THE AUTHORIZED CAPITAL OF BUSINESS ENTITIES
Alla Dombrovska

Building: International Conference on Corporation Management
Room: on-line
Date: 2020-12-03 01:40 PM – 01:44 PM

Abstract


For the first time in the world, the cryptocurrency of 45 bitcoins was contributed to the authorized capital of Oracle Srl by Italian entrepreneur Thomas Bertani in 2015. It was governed by Article 2464 of the Italian Civil Code, according to which any assets with an economic value may be considered capital. In Ukraine the authorized capital of a legal entity with the help of cryptocurrency Bitcoin firstly was formed in 2016. The law firm Axon Partners was the pioneer in this matter was the law firm Axon Partners [1].

The question of legal regulation of the possibility of introducing cryptocurrency to the authorized capital of a legal entity and reflecting it on the company's balance sheet remains unsolved.

According to Article 13 of the Law of Ukraine "On Limited and Additional Liability Companies", the contribution of a member of the company may be money, securities, other property, unless otherwise is provided by law. The non-monetary contribution must have a monetary value, which is approved by a unanimous decision of the general meeting of participants, which was attended by all members of the company. When creating a company, such an assessment is determined by the decision of the founders of a company [2].

Therefore, the requirements of the Law of Ukraine "On Limited and Additional Liability Companies" do not prohibit such an operation.

In order to determine the legal status of cryptocurrency and the possibility of adding cryptocurrencies to the authorized capital of companies, it is necessary to answer the question of whether cryptocurrency, in particular Bitcoin, is an object of civil law.

Article 177 of the Civil Code [3] contains a list of objects of civil rights, according to which these are: things, including money and securities (according to Article 179 of the Civil Code, a thing is the subject of the material world, regarding which civil rights and obligations may arise); other property (according to Article 190 of the Civil Code); results of works (chapters 61, 63 of the Civil Code); services (Chapter 63 of the Civil Code); the results of intellectual, creative activity (in accordance with Article 199 of the Civil Code, the results of intellectual, creative activity and other objects of intellectual property rights create civil rights and obligations in accordance with Book IV of the Civil Code (intellectual property rights)); information (according to Part 1 of Article 200 of the Civil Code, information is any information and / or data that can be stored on physical media or displayed electronically. The legal status of information is determined by the Law of Ukraine "On Information" [4]; other tangible and intangible benefits (among the latter personal intangible assets protected by civil law can be identified. In particular, in accordance with Part 1 of Article 201 of the Civil Code, such are life and health, honor, dignity and business reputation, name (title), authorship, freedom of literary, artistic, scientific and technical creativity, as well as other goods protected by civil law).

As it can be seen from the above, it is difficult to attribute cryptocurrency to any type of objects of civil law, and therefore, this situation means a gap in the law: to legal relations with cryptocurrency can not be directly applied to any rule of law. Therefore, the only option for applying the analogy of law is as follows: if civil relations are not regulated by this Code, other acts of civil law or contract, they are governed by the legal norms of this Code, other acts of civil law governing similar civil relations. If it is impossible to use the analogy of law to regulate civil relations, they are regulated in accordance with the general principles of civil law (Article 8 of the Civil Code). However, the question remains, what kind of legal relationship can be applied by analogy to cryptocurrencies?

The legislator took an attempt to define cryptocurrency as an object of property rights, a means of exchange and a financial asset. These are the bills on cryptocurrency circulation registered in the Verkhovna Rada of Ukraine: the draft Law of Ukraine №7183 “On cryptocurrency circulation in Ukraine” [5] and the alternative draft Law of Ukraine № 7183-1 “On stimulating the market of cryptocurrencies and their derivatives in Ukraine” [6 ].

These bills were withdrawn, and the problems of normative definition and legislative consolidation of cryptocurrencies remained unsolved.

REFERENCES

  1. Oleksandr Tkachuk. Statutny`j kapital i kry`ptovalyuta. // YURY`ST&ZAKON. 2017. # 36.  See at: https://uz.ligazakon.ua/ua/magazine_article/EA010798
  2. Pro tovary`stva z obmezhenoyu ta dodatkovoyu vidpovidal`nistyu: Zakon Ukrayiny` vid 06.02.2018r. // Vidomosti Verxovnoyi Rady` Ukrayiny`. – 2018. – # 13. – St.69
  3. Cy`vil`ny`j kodeks Ukrayiny` vid 16.01.2003 r. // Oficijny`j visny`k Ukrayiny`. – 2003. – # 11. – St. 461.
  4. Pro informaciyu: Zakon Ukrayiny` vid 02.10.1992r. // Vidomosti Verxovnoyi Rady` Ukrayiny`. – 1992. – # 48. – St.650
  5. Pro obig kry`ptovalyuty` v Ukrayini. – Proekt Zakonu Ukrayiny` vid 06.10.2017. – #7183. – See at: http://w1.c1.rada.gov.ua/pls/zweb2/webproc4_1?pf3511=62684
  6. Pro sty`mulyuvannya ry`nku kry`ptovalyut ta yix poxidny`x v Ukrayini. – Proekt Zakonu Ukrayiny` vid 10.10.2017. – #7183-1. – See at: http://w1.c1.rada.gov.ua/pls/zweb2/webproc4_1?pf3511=62710

Keywords


cryptocurrency; legal regulation; capital