On the labor market today you can find a lot of unusual offers, including the position of a nominal director of an enterprise. And it is often not clear what exactly this offer implies and whether it is a scam.

From the point of view of modern legislation, such a phenomenon as a nominal position is not in itself a violation. At the same time, not only directors, but also shareholders or even secretaries are attracted to such positions. There are special companies that do what they have legal staff. and physical persons who are appointed to nominal positions.

Such an employee has a limited range of rights and obligations, coordinates his activities with the real management of the enterprise and performs the functions assigned to him by the employer. At the same time, he is often given the right to sign internal documents and most importantly, take responsibility for your actions.

It is important to consider that such employees have limited access to information about the activities of the company. Therefore, in order to carry out such activities, they must be well versed in the area where the organization operates.

A nominee director is a person who often works under a power of attorney, in which the range of his rights and obligations is fixed. The person holding this position carries out the orders of the employer and manages the company in a predetermined manner. All significant issues are agreed with the actual head of the company.

It happens that the nominee director is generally used only as a person signing documents and papers that the employer sends him. He may not even know where the office of the firm is located.

In addition to the director, a shareholder can be nominal. IN this case a part of the company's shares is issued on it, if their true owner does not want to appear in the official state. register. At the same time, an agreement is concluded between the parties under which the rights of a nominal shareholder are limited, and it is also indicated that the right to dividends on shares belongs to their real owner.

Other nominal positions are used quite rarely and only in cases where, according to the law, they must be present at the enterprise, although in fact there is no need for them.

When may a nominee (fictitious) director be required?

The nominee director is a figure who manages the enterprise, without having a real intention to engage in this activity. Also, the fictitious boss does not have sufficient authority, since in practice he performs the tasks of the employer.

Based on this, it becomes clear that a fictitious director is a person appointed to this position only nominally. In practice, this employee does not fulfill the duties provided for this position. In this case, the real management is carried out by the owner of the company, who for some reason did not want to advertise his data.

The need for the services of a fictitious director, conceived, arises when necessary:

• Hide information about the real owner of the enterprise or the person who manages the company;
• Create conditions for maintaining the confidentiality of transactions;
• Managing a company whose owner is located in another country or is a non-resident of the Russian Federation;
• Avoid being held liable for transactions between relatives;
• Include the “necessary” people in the staff of the company and so on.

One of the distinguishing features of a nominal position is that a fictitious director is responsible for the actions of the actual leader. And since it can be problematic to prove the involvement of the real owner of the company in the actions taken, the punishment is imposed on the person holding the managerial position and whose signatures are on the documents.

Therefore, special companies are often engaged in the provision of services of nominee workers, having specialists and lawyers in their staff who are able to realistically assess the risks. They also study the specifics of the company, the nuances of its work, and so on. In such companies, several fictitious positions can be registered per employee, the number of which can reach up to 20.

Possible risks of a nominal leader

There is an opinion that nominal positions and their use is a fraud. But in the current legislation, such a concept does not appear and in itself is not an offense. Accordingly, the possibility of bringing to responsibility for the use or work in a nominal position is not provided.

At the same time, operating regulations it is forbidden to organize a firm with the involvement of figureheads. But in practice, it is almost impossible to prove that a hired director is such. Therefore, in this area, the risks of the parties are minimal.

The danger lies in the very implementation of labor activity by a fictitious leader. Since work in a nominal position involves the signing of documents and the performance of actions specified by the employer, the person occupying it often cannot control this process.

The main and main risk that is inherent in the position of a nominally director is that, in fact, he is responsible for the decisions made by other people. The owner of the company may decide to carry out an illegal transaction or use fraud. But if this is revealed, then the fictitious director will be held liable for illegal actions, since it is his signature that is on the documents.

It is practically impossible to prove that a nominee director is not responsible for the actions taken. In addition, for this he will have to reveal that he is a figurehead, for which he will also be held accountable.

Therefore, a citizen who agrees to work as a nominee director should take into account all the risks and possible consequences such a decision. Before giving consent, it is necessary to study the activities of the company, its specifics, understand why exactly he is hired and what goals they pursue.

Liability of a nominee (fictitious) director

The main task of a fictitious director, in fact, is to keep secret information about the real head or owner of the company. Both parties are interested in this, since if this fact is revealed, they can be held liable for organizing the enterprise with the involvement of a nominee.

As for the movement of funds through the accounts of the organization, in this case, the responsibility will be not so much the director, but the enterprise itself within the framework of its property. At the same time, when committing illegal actions with the participation of a nominee director, he can be held administratively or criminally liable based on the specifics of the offenses committed.

In the event that the fact of using it as a face value is revealed, then measures of administrative or criminal punishment will be applied to the fictitious director. According to the current legislation, he will be involved in the creation or reorganization of a company, without a real intention to carry out activities in this area.

Violation of the norms of administrative legislation, namely Part 4 of Article 14.25 of the Code of Administrative Offenses, entails the imposition of a penalty in the form of a fine in the amount of 5 thousand rubles to 10 thousand rubles. In case of repeated commission of similar actions against the guilty person, disqualification for up to 3 years can be used.

Criminal punishment against a nominee director is provided for in Articles 170.1, 171.1, 173.2 of the Criminal Code of the Russian Federation. In this case, both a fine of up to 300 thousand rubles and correctional labor for up to 3 years can be used as a penalty. In especially serious cases, the guilty person may be sentenced to imprisonment for up to 5 years.

At the same time, it is much more difficult to prove the involvement of the employer of the fictitious director in the offense than the person who was registered in this position. Therefore, the responsibility in the end can only be borne by the employee.

In the literature in the last decade, the issue of qualification under the articles of the Special Part of the Criminal Code with a special subject of actions of the actual (shadow) leaders of organizations that are not special subjects of crimes, but commit illegal actions on behalf of and in favor of legal entities that fall under the signs of this or that crime with a special subject. This applies, in particular, to crimes committed on behalf of and (or) in the interests of legal entity(organization), which is characterized by a rather complex system of management and representation of its interests in relations both with other legal entities and with government bodies regulated by the norms of labor and civil, corporate law, which are not always properly coordinated with each other. Based on these norms, Russian criminologists substantiate the need to bring to criminal responsibility not only the head of a legal entity (the theory of the head), but also any employee of the legal entity (the theory of the employee), as well as any authorized representative legal entity, provided that he acted within his competence (powers) and had the right to perform legally significant actions on behalf of and (or) in the interests of the organization (functional connection theory).

Belarusian researchers also pay attention to the problem of qualification under the articles of the Special Part of the Criminal Code of the Republic of Belarus (hereinafter - the Criminal Code of the Republic of Belarus) with a special subject of actions of the actual (shadow) leaders of organizations who are not special subjects of crimes.

This problem, which is not directly regulated in the criminal law, has acquired particular relevance in the field of law enforcement, especially in the qualification of crimes against the order of implementation. economic activity. This article is devoted to the content of this problem and possible ways to solve it.

1. Legislative regulation of criminal liability for committing crimes with a special subject

In theory and judicial practice, a special subject of a crime is usually understood as an individual who, along with the general characteristics of the subject of a crime (a physical sane person who has reached the age of criminal responsibility), must have mandatory additional features (gender, citizenship, profession, special legal status, etc.) , allowing him to commit a crime with a special subject as a perpetrator, and the criminal prosecution body and the court to qualify his actions as a perpetrator of a crime with a special subject. Accordingly, the corpus delicti with a special subject is a system of objective and subjective features that are necessary and sufficient for recognizing a specific act as a crime of this type, among which one or more of the specified features of a special subject are included as mandatory. Such elements of crimes with a special composition may include, in particular, the illegal issue (issue) of securities (Article 226 of the Criminal Code of the Republic of Belarus), evasion of customs payments (Article 231 of the Criminal Code of the Republic of Belarus), different kinds criminal bankruptcies (Articles 238-241 of the Criminal Code of the Republic of Belarus), evasion of taxes and fees (Article 243 of the Criminal Code of the Republic of Belarus).

The general rule of criminal liability for the commission of these crimes is as follows: if the composition of a crime is formulated as a crime with a special subject, then only a person with the signs of a special subject is subject to criminal liability for the commission of such a crime as its perpetrator.

However, what if the actions envisaged by the corpus delicti with a special subject are committed by a person who does not have the features of a special subject? Is the criminal liability of the so-called mediocre perpetrator of a crime, i.e. a person who actually performed actions recognized as a crime, although the criminal law does not recognize him as the perpetrator of the crime?

The actualization of these issues related to the concept of mediocre execution of a crime with a special subject is due to the needs of the practice of legal assessment of the actions of a person who does not have the signs of a special subject of a crime and uses other persons endowed with such signs to commit a crime with a special subject.

Unfortunately, the issues of criminal liability of a mediocre perpetrator of a crime are resolved in the criminal law (part 3 of article 16 of the Criminal Code of the Republic of Belarus, articles 33, 34 of the Criminal Code Russian Federation(hereinafter - the Criminal Code of the Russian Federation)) only in relation to crimes with a common subject. Not finding answers to these questions in the criminal law, some criminal prosecution bodies and courts try to solve them from the standpoint of the analogy of the law, applying the relevant norms of the institute of mediocre execution of a crime with a common subject, although, as prescribed by the legislator, the application of the criminal law by analogy is not allowed ( part 2 article 3 of the Criminal Code of the Republic of Belarus). Six months after the adoption of the Criminal Code of the Republic of Belarus, this prohibition was confirmed in part 3 of Article 72 of the Law of the Republic of Belarus dated 10.01.2000 N 361-Z "On regulatory legal acts of the Republic of Belarus" (hereinafter - Law N 361-Z) and extended to administrative responsibility: "The use of institutions of analogy of law and analogy of law is prohibited in cases of criminal or administrative liability." In 2008, the ban on the use of analogy was extended to all types of legal liability and all branches of legislation: “The use of institutions of analogy of law and analogy of law is prohibited in case of prosecution, restriction of rights and establishment of obligations” (see paragraph 31 of Article 1 of the Law of the Republic of Belarus dated 15.07.2008 N 410-Z "On the introduction of amendments and additions to certain laws of the Republic of Belarus on issues of rule-making activities").

2. Criminal liability of the de facto leader: pros and cons

The above-mentioned Russian authors, offering, in fact, expanding the range of special subjects in relation to a particular type of crime committed on behalf of and (or) in the interests of an organization, consider it possible in some cases to use the institution of mediocre execution of a crime for the criminal-legal assessment of a person's actions who does not have the features of a special subject of a crime and uses other persons endowed with such features to commit a crime with a special subject. In particular, according to G.A. Esakov, if there is a shadow leader and a wedding general in a legal entity, i.e. respectively, the person actually exercising the strategic and operational management of this legal entity, and the person nominally meeting the signs of a special subject of the crime provided for in the law, criminal liability is possible within the following two options: a) an innocently acting wedding general is not subject to criminal liability, and a shadow leader is subject to criminal liability as a mediocre performer by virtue of part 2 of article 33 of the Criminal Code of the Russian Federation (similar to part 3 of article 16 of the Criminal Code of the Republic of Belarus); b) if there are all signs of a crime in the actions of the wedding general, he is subject to criminal liability as the perpetrator of the crime, and the shadow leader - by virtue of the rule enshrined in part 4 of article 34 of the Criminal Code of the Russian Federation (there is no such rule in article 16 of the Criminal Code of the Republic of Belarus), as organizer, instigator or accomplice. But, since this proposal currently does not have a legislative basis, the author proposes to amend Part 2 of Article 33 of the Criminal Code of the Russian Federation, supplementing it with a provision according to which a person will be recognized as a perpetrator of a crime “regardless of whether this person may be subject to criminal liability in the event of direct commission of such a crime or direct participation in its commission together with other persons (co-perpetrators).

The possibility of using the institution of mediocre performance in such cases was also supported by Belarusian researchers.

So, in the Belarusian literature, proposals appeared that were not supported by any argumentation to recognize persons who do not have the signs of a special subject as the subject of a crime with a special subject (for example, recommendations to prosecute for tax evasion, shadow fees, actual leaders of the organization). Despite the reasoned criticism, this position has supporters among practicing lawyers who are trying to find a scientific justification for it.

So, according to the Deputy Head of the Department of the General Prosecutor's Office of the Republic of Belarus M.E. Denisyuk, “since the indirect perpetrator in the structure of the crime takes the place of the person who directly committed the act and is actually used as a tool (slave person), he should be endowed with all the signs of a led person, including special, defining it as a special subject. At the same time, in his opinion, part 3 of article 16 of the Criminal Code of the Republic of Belarus does not limit indirect execution only to a general subject, on the basis of this statement he concludes that there are no legal obstacles to bringing to justice persons who indirectly committed a crime with a special subject. The author supports this conclusion with references to the emerging (but, we note, not based on the law) investigative and judicial practice. At the same time, they are invited to correct Part 3 of Article 16 of the Criminal Code of the Republic of Belarus, supplementing it with the words “including through the use of persons endowed with special features provided for by Article of the Special Part of this Code” . The very fact of such a de lega ferenda (proposal to the legislator) is evidence of the recognition by its author of the absence at present, within the framework of the current Criminal Code of the Republic of Belarus, of legal grounds for applying the institute of mediocre execution to cases of committing acts covered by the signs of crimes with a special subject.

Unfortunately, the Plenum of the Supreme Court of the Republic of Belarus, in part one of paragraph 7 of the resolution dated March 26, 2015 N 1 “On the practice of application by courts of legislation in cases of tax evasion (Article 243 of the Criminal Code)” indicated: “The person who actually carried out the leadership organization-payer, may be recognized as the perpetrator of the crime provided for in Article 243 of the Criminal Code, provided that the authorized person of this organization, whose duties included signing documents tax accounting and (or) reporting, was not aware of his participation in the evasion of taxes and fees. In other words, the Plenum of the Supreme Court of the Republic of Belarus considered it possible to apply the provisions of Part 3 of Article 16 of the Criminal Code of the Republic of Belarus to situations that are not currently regulated by the said article of the Criminal Code of the Republic of Belarus, considered it possible to ignore the above prohibition on the application of the criminal law by analogy.

Giving such an explanation, the Plenum of the Supreme Court of the Republic of Belarus, in fact, assumed the functions of a legislator, violated the principle of separation of powers enshrined in Article 6 of the Constitution of the Republic of Belarus, questioned the principle of the rule of law, reflected in Article 7 of the Basic Law of the Republic of Belarus. The Constitutional Court of the Republic of Belarus once already pointed out to the Supreme Court of the Republic of Belarus the inadmissibility of such a judicial interpretation (see the decision of the Constitutional Court of the Republic of Belarus dated 12.11. criminal liability”), but for some reason this circumstance was not taken into account by the Supreme Court of the Republic of Belarus.

Without dwelling on the arguments cited by M.E. Denisyuk in favor of his position, which do not seem convincing to us and which have been criticized, we note that this and similar proposals for resolving the issues of qualifying the actions of a person using a special subject as an instrument of crime follow from essentially incorrect or inaccurate understanding of the institution of mediocre execution of a crime as a universal concept of the General Part of Criminal Law, applicable, in our opinion, only to cases of a general, and not a special, subject of a crime.

The institute of mediocre execution of a crime for the first time found legislative regulation in the Criminal Code of the Russian Federation and the Criminal Code of the Republic of Belarus, adopted respectively in 1996 and 1999. According to Part 2 of Article 33 of the Criminal Code of the Russian Federation, a perpetrator is a person who directly committed a crime or directly participated in its commission together with other persons (co-perpetrators), as well as a person who committed a crime through the use of other persons who are not subject to criminal liability due to age, insanity or other circumstances provided for by the Criminal Code of the Russian Federation. In accordance with Part 3 of Article 16 of the Criminal Code of the Republic of Belarus, a perpetrator is a person who directly committed a crime, or who directly participated in its commission together with other persons, or who committed a crime through the use of other persons who are not subject to criminal liability by law or who committed the crime through negligence.

From the above norms of the Criminal Code of the Russian Federation and the Criminal Code of the Republic of Belarus it follows that the execution of a crime can be both direct, i.e. when the objective side of the crime is performed by the person himself, and by the mediocre one. At the same time, mediocre execution is understood as the deliberate use by a person for the actual commission of a crime of another person who is not subject to criminal liability due to underachievement of the established age or insanity, or who committed a crime by negligence (according to the Criminal Code of the Republic of Belarus), who committed a crime through the use of other persons who are not subject to criminal liability. due to age, insanity or other circumstances provided for by the Criminal Code of the Russian Federation (according to the Criminal Code of the Russian Federation).

We note right away that, despite the fact that the concept of the perpetrator as a type of accomplice is disclosed in the article on complicity in a crime, mediocre performance excludes complicity due to the use by a person of an improper subject to commit the corresponding crime. The institution of mediocre execution is an independent institution of criminal law, not included in the institution of complicity, as experts rightly point out. Although the institution of mediocre execution is regulated in the articles of the Criminal Code of the Russian Federation and the Criminal Code of the Republic of Belarus on complicity, its placement in them is intended to distinguish complicity in a crime from cases where, although several persons are involved in the commission of a crime, none of those who actually performs the objective side of the crime, does not have the signs of the subject of this crime or other circumstances provided for by both the Criminal Code of the Russian Federation and the Criminal Code of the Republic of Belarus, or is not subject to criminal liability due to the lack of intent to commit it (acts through negligence). In fact, in this case, the crime is committed indirectly by the hands of persons directly performing the objective side of the crime.

Meanwhile, in the literature, this necessary property of mediocre performance, which delimits it from complicity, is not always interpreted correctly. For example, according to Russian researchers R. Osokin and A. Kursaev, mediocre execution is theoretically possible in two cases: 1) actual mediocre infliction, when a socially dangerous act is committed by persons with a defect of will (juvenile, insane, acting in a state of delusion, physical or mental coercion); 2) legal mediocre infliction, when a socially dangerous act is committed by a person who does not meet the characteristics of a special subject. In confirmation of the possibility of a mediocre execution of the second type, the authors cite excerpts from paragraph 20 of the resolution of the Plenum of the Supreme Court of the Russian Federation dated May 27, 2008 N 6 “On judicial practice in cases of smuggling” and paragraph 12 of the resolution of the Plenum of the Supreme Court of the Russian Federation dated February 10, 2000 N 6 “ On judicial practice in cases of bribery and commercial bribery”, concerning the qualification of the actions of a person who carried out the movement of goods across the customs border through a nominee, as well as an official who offered his subordinate employee to bribe an official<1>. However, in both of these cases, the Plenum of the Supreme Court of the Russian Federation proposed to qualify the actions of persons as accomplices, which, of course, has nothing to do with the mediocre execution of the crime. Position of the Plenum of the Supreme Court of the Russian Federation on this issue preserved in the current Resolution of the Plenum of the Supreme Court of the Russian Federation dated 09.07.2013 N 24 “On judicial practice in cases of bribery and other corruption crimes” (see paragraphs 15 and 19) .

<1>Both of these resolutions of the Plenum of the Supreme Court of the Russian Federation have now lost their force. — Approx. ed.

We also note the obvious inconsistency of the above position of the authors, who formulated in another place of this article the categorical statement that mediocre execution is impossible in crimes with a special subject, in which the specifics of a socially dangerous act does not allow shifting its commission to other persons.

In the literature, to confirm the conclusion about the possibility of a mediocre execution of a crime with a special subject, other decisions of the Plenum of the Supreme Court of the Russian Federation are also given.

So, for example, reference is made to paragraph 7 of the Resolution of the Plenum of the Supreme Court of the Russian Federation of December 28, 2006 N 64 “On the practice of application by the courts of criminal legislation on liability for tax crimes” (hereinafter - Resolution of the Plenum N 64), according to which the subjects of the crime provided for article 199 of the Criminal Code of the Russian Federation, not only the head of the taxpayer organization, Chief Accountant(an accountant in the absence of a position of chief accountant in the state), whose duties include signing the reporting documentation submitted to the tax authorities, ensuring the full and timely payment of taxes and fees, as well as other persons, if they were specially authorized by the management body of the organization to perform such actions , but also persons who actually performed the duties of a manager or chief accountant (accountant). However, this clarification of the Plenum of the Supreme Court of the Russian Federation is not about the indirect perpetrator of the crime, but about the persons who should be attributed to the special subject of this crime. In a similar context, other decisions of the Plenum of the Supreme Court of the Russian Federation are cited, which also deal with the list of persons falling under the concept of a special subject.

We note in this regard that, in contrast to the Belarusian approach (resolutions of the Plenum of the Supreme Court of the Republic of Belarus are normative legal acts that should not contradict normative legal acts of greater legal force ( legislative acts), see Part 11 of Article 2 of Law N 361-З), Russian legislation does not give the decisions of the supreme judicial body of the Russian Federation the status of a normative legal act. They are clarifications to the courts on issues of judicial practice in order to ensure the uniform application of the legislation of the Russian Federation (see subparagraph 1 of paragraph 7 of Article 2, paragraph 3 of Article 5 of the Federal Constitutional Law of 05.02.2014 N 3-FKZ "On the Supreme Court of the Russian Federation", paragraph 4 Article 19 of the Federal Constitutional Law of December 31, 1996 N 1-FKZ "On judicial system Russian Federation") and are advisory in nature. In addition, the recommendation of the Plenum of the Supreme Court of the Russian Federation to recognize as a special subject of a crime a person who does not have the signs of a special subject of a crime, who actually performed actions that only an authorized person (special subject) was entitled to commit, is hardly a strict interpretation of the criminal law and, moreover, blurs the above foundations of criminal law in terms of criminal liability of a special subject of a crime. Such approaches did not find support among Belarusian and Ukrainian specialists dealing with the problems of criminal liability for economic crimes.

In support of the above, we refer to the ruling of the Constitutional Court of the Russian Federation of June 21, 2011 N 852-0-0, adopted in connection with the complaint of Lyasnikova G.O., who challenged the constitutionality of part 1 of Article 199 of the Criminal Code of the Russian Federation, which, in her opinion, does not Articles 18, 46 (Part 1) and 55 (Parts 2 and 3) of the Constitution of the Russian Federation, since it does not contain a definition of the subject of this crime and thus allows for the possibility of arbitrary prosecution.

In refusing to consider this complaint, the Constitutional Court of the Russian Federation noted that the subjects of the crime provided for in Article 199 “Evasion of taxes and (or) fees from an organization” of the Criminal Code of the Russian Federation may include the head of a taxpaying organization, the chief accountant (accountant at in the absence of the position of chief accountant in the state), whose duties include signing the reporting documentation submitted to the tax authorities, ensuring the full and timely payment of taxes and fees, as well as other persons, if they were specially authorized by the management body of the organization to perform such actions. In other words, the Constitutional Court of the Russian Federation partially reproduced in its decision paragraph 7 of Resolution of the Plenum No. 64 and indicated the source of such borrowing. The rest of paragraph 7 of Resolution of the Plenum No. 64, which admits, as the subject of this crime, also persons who actually performed the duties of the head or chief accountant (accountant), i.e. persons who do not have the characteristics of a special subject of the specified crime, was not reproduced by the Constitutional Court of the Russian Federation, which, we believe, was done deliberately due to the controversy of such a recommendation of the Plenum of the Supreme Court of the Russian Federation, which is not based on criminal law.

3. Legislation on mediocre enforcement and its assessment in the science of criminal law

Misunderstanding (distortion) of the meaning of a mediocre performance also takes place in Belarusian sources. Thus, according to the Belarusian researcher A.M. Brausov, the subject of a crime under Article 398 “Knowingly illegal search” of the Criminal Code of the Republic of Belarus can be a prosecutor both in the case when he personally performs this investigative action, and in indirect execution (for example , when the prosecutor gives imperative instructions on the conduct of this investigative action). This statement seems to follow from a misunderstanding of the criminal procedure law. The conclusion about the prosecutor being an indirect executor does not fully comply with the provisions of clause 6 of part 5 of article 34 of the Code of Criminal Procedure of the Republic of Belarus (hereinafter referred to as the Code of Criminal Procedure of the Republic of Belarus), according to which the written instructions of the prosecutor on the performance of investigative actions, which include a search, are binding on the lower prosecutor, the body of inquiry and the person conducting the inquiry. Since such an order is mandatory, then, following it, the named persons must submit to the prosecutor for authorization the appropriate resolution on the conduct of the search, this procedure will end with the prosecutor giving the sanction to conduct the search.

By giving such an instruction, the prosecutor closes the decision on the issue of conducting a search. The last word in this procedure remains with him. And the decision of the question of whether or not to be searched remains with the prosecutor, and not with those whom he obliged to bring him a resolution on the conduct of the search.

In the above situation, the actions of the prosecutor are the actions of a special subject of the crime, that is, the actions of the perpetrator of the crime.

In this case, there is no reason to talk about indirect execution, since, according to part 1 of article 210 of the Code of Criminal Procedure of the Republic of Belarus, the decision to conduct a search must be authorized by the prosecutor or his deputy (according to parts 2 and 3 of article 182 of the Code of Criminal Procedure of the Russian Federation, a search is carried out on the basis of an investigator’s decision , and a search in the dwelling - on the basis of a court decision). Giving permission to conduct a search is an integral part of the search. The participation of the prosecutor in authorizing the search is the direct participation in the crime as the perpetrator of the crime, if the giving of the sanction is obviously illegal for the prosecutor. The exception is cases of conducting a search provided for by parts 1 and 3 of Article 210 of the Code of Criminal Procedure of the Republic of Belarus, which do not require the sanction of the prosecutor, in which the prosecutor cannot act as its executor (the search is carried out by order of the Chairman Investigative Committee of the Republic of Belarus, the Chairman of the State Security Committee of the Republic of Belarus or persons performing their duties, or in exceptional cases, when there is a real fear that the object being sought and subject to seizure may be lost, damaged or used for criminal purposes due to delay in its discovery, or the wanted person may abscond).

But let's get back to Russian sources, addressed either to a special subject or to a mediocre perpetrator of a crime.

As we indicated at the beginning of the article, such questions most often arise when qualifying actions performed on behalf of and (or) in the interests of a legal entity (organization), when qualifying crimes against the procedure for carrying out economic activity (economic crimes). In our opinion, even in those cases when, for the criminal-legal assessment of these crimes, the authors turn to the institution of mediocre execution of a crime, we are still talking not about mediocre execution, but about expanding the circle of special subjects. For example, I.V. Shishko proposes to broadly interpret the concept of a special subject for a number of economic crimes, referring to the complex management structure commercial organizations. In her opinion, the subject of such can be not only the head, but also any person providing management of the legal entity. It all depends on the duties assigned to that person. In the context of his reasoning, the author proposes to supplement Chapter 4 “Persons subject to criminal liability” of the Criminal Code of the Russian Federation with Article 19.1 “Responsibility of an individual representing a legal entity”, in which to fix the provision that if an individual represents the interests of a legal entity, then he bears responsibility for a crime even when it does not have the features of a special subject described in the relevant article of the Special Part of the Criminal Code of the Russian Federation. At the same time, the author considers the purpose of such an innovation to exclude the possibility of such persons avoiding criminal liability under the pretext that they do not have the features of a special subject of a crime, and proposes to recognize them as such if they represent the interests of a legal entity and act on its behalf.

In support of this proposal, which provides for the liability of persons acting on behalf of a legal or natural person, references are made to the criminal legislation of Germany, Latvia and Spain. Thus, in paragraph (3) of paragraph 14 of the German Criminal Code, it is provided that a person acting as a representative of a legal or natural person or on their behalf, is also liable in cases “... when a legal action that should justify the authority to represent or relation of the commission is invalid". According to Article 12 “Responsibility of a natural person as a representative of a legal entity” of the Criminal Code of the Republic of Latvia, responsibility for a criminal act in the case of a legal entity shall be borne by a natural person who has committed this act as a representative of this legal entity or on his behalf or while in the service of a legal entity, as well as an accomplice of such an individual. Article 31 of the Spanish Penal Code prescribes that whoever acts as the head or on behalf of a legal entity, or on behalf of or as a representative of another person (by law or at the will of that person), is liable personally, even if he is subject to conditions, properties or relationships , the presence of which is necessary for the subjects of the crime, if an organization or a person falls under them, on whose behalf or as a representative of which this person acts. However, it is quite obvious that in all these cases we are not talking about the mediocre execution of a crime, but about the representation of a business entity or individual, both official and based on the authority to represent or the relation of the commission, which are invalid. In all these cases, a rule is established at the legislative level, according to which the named subjects are included in the number of special subjects of the crime.

We also note that the well-known Russian scientist V.G. , due to various circumstances, performs the functions or duties of a special subject, but when a crime is committed, it cannot be held criminally liable due to the fact that it is an improper subject. At the same time, the author notes that among Russian researchers there are those who believe that in such cases a person cannot be held liable under articles on crimes with a special subject, since he is an inappropriate subject, although liability under other articles of the Criminal Code of the Russian Federation is not excluded in some cases. as a general subject of the crime. V.G. Pavlov did not give an assessment of this phenomenon, believing that this problem requires further study, as well as modern theoretical and practical understanding in the new conditions of the fight against crime.

V.B. Volzhenkin acted just as cautiously when analyzing the situation of tax evasion and (or) fees from an organization (Article 199 of the Criminal Code of the Russian Federation) committed by shadow actual leaders who mislead the official head of the organization or use the state of insanity that the official has. leader. He only stated the fact of the mediocre commission of the specified crime, but did not go further than this and did not indicate that the actual leader should be held criminally liable for the commission of the specified crime as its executor.

Let us also refer to the dissertation research carried out under the scientific guidance of Professor B.V. Volzhenkin, which is specially devoted to the mediocre execution of a crime. Its author N.V.Barankov formulated a provision submitted for defense, directly related to the concept under consideration, by which he proposed to understand the intentional commission of a crime through the deliberate use of other persons who are not subject to criminal liability due to age, insanity or other circumstances provided for by the Criminal Code of the Russian Federation , as well as through the use of persons who have committed a socially dangerous act through negligence. In developing this provision, he points out the impossibility of a mediocre execution of a crime with a special subject: “if a person is not able to directly commit any crime, based on the fact that he is not endowed with a certain social role or legal status, then he cannot be a mediocre performer. such a crime, because the nature of the social role and legal status is personal (it is impossible to violate duties, not to fulfill a duty without having them) ".

USED ​​SOURCES

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2. Klepitsky, I.A. System of economic crimes / I.A. Klepitsky. — M.: Statut, 2005. — 572 p.

3. Esakov, G.A. Criminal legal impact and legal entities / G.A. Esakov // Criminal legal impact: monograph / ed. A.I. Raroga. — M.: Prospekt, 2012. — S. 252 — 284.

4. Khilyuta, V.V. Tax evasion: who is responsible? / V.V.Khilyuta // Industrial and commercial law. - 2013. - N 3. - S. 48 - 49.

5. Khilyuta, V.V. Subjects of tax crimes (as of November 18, 2013) [ Electronic resource] / V.V. Khilyuta // IB “ConsultantPlus. Comments of the Legislation Belarusian Issue” / “YurSpektr” LLC. — Minsk, 2014.

6. Lukashov, A.I. Criminal liability for tax evasion (part 1) (as of 01/09/2014) [Electronic resource] / A.I. Lukashov // IB “ConsultantPlus. Comments of the Legislation Belarusian Issue” / “YurSpektr” LLC. — Minsk, 2014.

7. Denisyuk, M.E. Indirect (mediocre) execution of crimes with a special subject / M.E. Denisyuk // Industrial and Commercial Law. - 2014. - N 7. - S. 83 - 86.

8. Lukashov, A.I. Mediocre perpetrator of a crime with a special subject: on the issue of breaking the conceptual foundations of criminal law / A.I. Lukashov, E.A. Sarkisova // Justice of Belarus. - 2014. - N 9. - S. 10 - 16.

9. Nikulin, S.I. Types of accomplices in crime / S.I. Nikulin // Encyclopedia of criminal law. T. 6: Complicity in a crime. - St. Petersburg: Professor Malinin's edition - St. Petersburg GKA, 2007. - S. 123 - 189.

10. Osokin, R. Mediocre performance / R. Osokin, A. Kursaev // Criminal law. - 2011. - N 2. - S. 64 - 68.

11. Bulletin of the Supreme Court of the Russian Federation. - 2013. - N 9.

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13. Lukashov, A. Accountant as a subject of tax evasion / A. Lukashov // Economic newspaper. Informbank. - 2010. - N 36. - S. 15 - 19.

14. Dudorov, O.O. Uhilennya type of payment of taxes: criminal and legal aspects: monograph. - K .: Istin, 2006. - 648 p.

15. Ruling of the Constitutional Court of the Russian Federation dated June 21, 2011 N 852-О-О “On the refusal to accept for consideration the complaint of a citizen Lyasnikova Gulnisa ​​Omarovna about the violation of her constitutional rights by the first part of Article 199 of the Criminal Code of the Russian Federation” [Electronic resource] // ConsultantPlus . Russia / ZAO ConsultantPlus. - M., 2015.

16. Brausov, A.M. Commentary “Production of a knowingly illegal search (Article 398 of the Criminal Code of the Republic of Belarus)” [Electronic resource] / A.M. Brausov // IB “ConsultantPlus. Comments of the Legislation Belarusian Issue” / “YurSpektr” LLC. — Minsk, 2014.

17. The Criminal Code of Germany: Per. with him. - M .: IKD "Zertsalo-M", 2001. - 208 p.

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When the real owner and head of the organization wants to remain anonymous while doing business, he resorts to the services of the so-called nominee director. The nominal head does not actually manage the company and is not engaged in this business. In what cases do organizations need such a director, how legal is such an activity, and what kind of nominal CEO Responsibility, see below.

When is the position of nominee director used?

A fictitious leader may most often be needed by organizations whose activities are not entirely legal. However, firms whose business is completely legal may also need it. For example, in cases where the actual owner of the company wants to remain anonymous and hide his participation in management from other persons. But often this is still a violation of the law:

• a real business leader cannot be the head of the company due to his special status (civil servant, deputy, etc.);
• restrictions have been placed on the actual leader by the court, and therefore he cannot hold a leadership position for some time;
• the same person actually manages the firm and its foreign partner - an offshore company;
• it is required to hide the interdependence of organizations and natural persons-close relatives, so as not to draw the attention of the tax authorities to the transactions concluded between them;
• the company was originally created to implement illegal schemes, and the founders want to remain in the shadows.

Powers of nominee director

In fact, such a director does not decide anything in the company, doing for a certain fee what the real leader dictates to him. He may have the right to sign documents, open bank accounts, enter into transactions with counterparties, but all these actions are possible only at the direction of this company's management.

The nominal head is appointed to the position in the same way as the real one: general meeting founders by majority vote, with documentation and notification of the tax authorities of the appointment. But at the same time, business owners, as a rule, take the necessary measures so that their dummy director does not get out of control, for example, when they are appointed to a position, they may immediately be asked to fill out a letter of resignation without specifying a date.

Nominee director: responsibility in 2017

A fictitious director, although he does not make independent decisions, can bear real responsibility, since he signs all the documents of the company with his own hand. The real owners can conduct illegal operations, for which the nominee director will be responsible, and it can be very difficult to prove their guilt and bring them to justice.

What is the responsibility of a nominee director in 2017? If the founders of an LLC are threatened only material liability within the limits of their contributions, and they are not responsible for the obligations of the company, then the dummy leader may incur both administrative and criminal penalties.

The whole range of possible violations of the law, for which the pseudo-director will have to answer, is rather difficult to outline. It is obvious that a firm created to implement illegal schemes can knowingly provide false information, evade paying taxes, and so on.

Thus, the Administrative Code provides for the imposition of a fine on the head in the amount of 5,000 to 10,000 rubles for failure to provide or provide false information about the organization to the state registration authorities. In the event of a repeated such violation, as well as the submission of knowingly false information, the nominee leader is already threatened with disqualification for a period of 1 to 3 years (parts 4 and 5 of article 14.25 of the Code of Administrative Offenses of the Russian Federation).

According to the norms of criminal law, a fictitious director will have to answer, for example, for such acts as:

• Falsification of information submitted to the state registration authorities of legal entities or organizations maintaining the register of securities holders and depositary accounting. With proven intent, the punishment will be a fine of up to 300,000 rubles, corrective work or imprisonment for up to 2 years (part 1 of article 170.1 of the Criminal Code of the Russian Federation).
• Evasion of taxes and fees by including deliberately false information in the declaration, or failure to submit it. Punishment in the form of a fine of up to 300,000 rubles, corrective work or up to 2 years in prison, followed by deprivation of the right to hold certain positions for a certain period, and under aggravating circumstances (preliminary conspiracy, especially large size), the punishment is significantly tougher (Article 199 of the Tax Code of the Russian Federation). A similar punishment threatens for failure to fulfill the duties of a tax agent (Article 199.1 of the Tax Code of the Russian Federation).
• Illegal entrepreneurship that caused damage to other persons, or allowed to receive income on a large scale, is punishable by a fine of 300,000 rubles to arrest for up to six months (Article 171 of the Criminal Code of the Russian Federation).

This is not the whole list of punishable acts, for which the one who is listed as the head of an unreliable company will have to answer. When proving even the indirect intent of a nominee director, criminal liability may arise.

The duty of the manager is to resolve issues related to the activities of the company: problems of a financial nature, economic, administrative, related to the selection of employees, their employment and work, etc. In this regard, a very important aspect is the issue of his personal responsibility for the decisions that he makes . Let us consider in detail the responsibility of the head of the organization.

Issues covered in the article:

• What is the responsibility of the head and chief accountant of the organization.
• What is the tax responsibility of the head.
• What and for what administrative responsibility of the head is provided.
• What can a leader be prosecuted for?

Responsibility of the head of the organization and the chief accountant

In case of non-payment of taxes, the chief accountant may be prosecuted together with the general director. In this regard, the chief accountants are reluctant to take risks, and the heads of organizations try to consult with them before conducting dubious or risky operations.

1. Tax evasion.

This article of the Criminal Code of the Russian Federation (Article 199) is the most dangerous for the head and chief accountant. In most cases, they are held liable under this article if declarations were not submitted to the tax office or the reports contain false information (revenues are understated, expenses and tax deductions are overstated).

How to minimize risks. Direct intent is one of the signs of tax evasion, therefore, in order to avoid charges, it must be shown that there is no such intent. The development of a tax protection system will help in this. It is needed to check whether potential partners are bona fide. Also, they are not held liable if taxes were not paid due to technical errors in the declarations, misinterpretation of regulations, etc. To minimize the risk of being held liable due to a misunderstanding of the laws, one can make inquiries to the Ministry of Finance or to the tax authorities. If there were technical errors (or others), then the chief accountant of the organization must prove their origin. In the absence of a transaction in the reports and the presence of primary documents on it, criminal liability is unlawful, since the company's income is reflected in the documents available for verification. To explain the reasons for not entering data into the declaration, the chief accountant can write an explanatory note. In addition, it provides for the responsibility of the head of the organization for accounting and its organization, so the investigators take into account the measures taken by the general director. He can voluntarily conduct an audit, create a service in the company internal control, periodically certify accounting staff. These measures will be interpreted in favor of the manager.

2. Responsibility for tax agents.

Article 199.1 provides for liability for non-payment of tax levies that are withheld from other persons (for example, for non-payment of personal income tax levied on employees). Involvement under this article is possible only if there is evidence of the pursuit of personal goals while evading fees.

How to minimize risks. First of all, it must be proved that non-payment was a temporary necessary measure that allowed the company to continue its activities. For example, if the company transferred money to the tax office, it would not be able to pay wages, pay utility bills or materials that are needed to carry out activities. As a rule, the responsibility for compiling evidence of this kind rests with the chief accountant or chief financial department, which depends on how the responsibilities are distributed in the company. You should also avoid spending that could be seen as being in favor of the CEO. Such expenses include the payment for his education, the purchase of a representative car, a significant increase in the level of his earnings, etc.

3. Responsibility for concealment of property.

It is possible to bring charges under this article (Art. 199.2 of the Criminal Code of the Russian Federation) to the General Director only if there is evidence of his guilt in deliberate concealment Money and other property at the expense of which taxes must be collected from the company.

How to minimize risks. To refute the accusation, evidence is required that the operation has a business purpose and expected profit, which should be visible from the documents drawn up, therefore, in many organizations, transactions that are at risk are identified. They are classified depending on the specifics and scope of the company's activities. For example, if the enterprise is large, then it makes no sense to introduce special rules for each disposal of fixed assets. Preparation of a list of transactions related to the risk group is the responsibility of the chief accountant and lawyers, the general director only approves the list by order. It can indicate in accordance with what requirements it is necessary to draw up documents demonstrating business purpose and expected benefits from operations, assign responsible persons, describe the control mechanism. An example is the memo "On the need to provide a deferred payment to the buyer of goods." It should indicate the business purpose (reason). For example, the amount of the transaction may be significant, beneficial to the tax payer. In the order of the general director, it is possible to designate the persons responsible for the preparation and approval of such "services", indicate possible cases and terms for granting a delay.

4. Responsibility under the Tax Code.

If you do not pay taxes, then your organization will be held liable as a legal entity. The tax code sets the amount of fines.

• Art. 120 of the Tax Code of the Russian Federation - "Responsibility for a gross violation of the rules for accounting for income and expenses." A gross violation is recognized if you distort the amount of taxes or fees accrued to you by 10% or more, or distort any article (line) of the form financial statements(also more than 10%). The fine for such a violation ranges from 10,000 rubles to 20% of the amount of unpaid fees. Responsibility for proper accounting lies not only with the chief accountant, but also with the head of the company.
• Art. 122 of the Tax Code of the Russian Federation - "Non-payment or incomplete payment of tax." If you underestimated the tax base, committed other misconduct or failed to act, resulting in non-payment or underpayment of taxes, you may be charged a penalty of 20% of the unpaid fees. If there is evidence that these actions were intentional, you will have to pay 40% of the unpaid amount.

Tax liability of the head of the organization

According to the Ministry of Internal Affairs, violations of tax laws are very common, but less than 50% of cases reach the court, and compared to offenses of a different nature, this is small. But the CEO should still minimize the risk of being prosecuted.

The cases in which the heads of enterprises were charged include the following:

• Firstly, a guilty verdict is issued on the basis of the evidence base collected by law enforcement officers during searches. Evidence includes seals of dummy contractors found in the office of the organization, drafts, documents not included in the reporting, etc. Currently, law enforcement agencies practice searches without warning, so entrepreneurs do not have time to destroy the evidence.
• Secondly, the prosecution argues that there was no business purpose. Consider, for example, the case of Mikhail Khodorkovsky and Platon Lebedev. The investigation presented, among the evidence, a memo containing an assessment of various taxation options and a proposal to choose the most profitable one (which was done). According to the investigation, this note testifies not only to the fact of a tax crime, but also to the fact that they were preparing for it. The scheme was as follows: transactions were registered for businessmen, which made it possible to reduce tax burden, but there was no business purpose.
• Thirdly, it is taken into account whether the participants in the tax scheme are interconnected and whether they are controlled by one person. Consider the situation on the example of the Yukos company. The fact that the participants in the transaction are interdependent is not evidence of their tax evasion (clause 6 of the Resolution of the Plenum of the Supreme Arbitration Court of the Russian Federation of October 12, 2006 No. 53). However, interdependence can be interpreted as one of the dubious circumstances in the case of suspicions that the organization is involved in the implementation of fraudulent tax schemes.

Let us now consider in more detail what tax crimes are criminally punishable and how to minimize the risk of criminal prosecution of the head of the enterprise. For a criminal offense is not always imprisoned. For each article, a fine can be levied as a punishment. What will be the punishment, the court decides. Another option is to deprive the CEO of the right to hold leadership positions in any organization for up to 3 years or to carry out a certain type of activity.

1. Responsibility under Article 198 of the Criminal Code of the Russian Federation.

Let us make a reservation right away that the application of Article 198 of the Criminal Code of the Russian Federation takes place quite rarely. Those directors of companies who are also businessmen are at risk of being attracted under this article. For example, the general director is at the same time an individual entrepreneur (works under a simplified taxation system) and provides any services to the organization he manages. Their payment allows the company to reduce the income tax base (its rate is 24%). Income received by the manager from the transaction is taxed at a rate of 6%. As a result, the total amount of tax contributions of the organization decreases. Tax inspectors can check whether the declared services are actually provided. If their fictitiousness is proved, then in accordance with Article 122 of the Tax Code of the Russian Federation, a fine will be collected from the company. Its size is 20% of the amount of unpaid tax fees (or 40% if there is evidence of deliberate tax evasion). In addition, the materials of the case may be transferred to the department for combating economic and tax crimes.

How to minimize risks. If the CEO starts entrepreneurial activity and provides services to his enterprise, he needs to show that the transactions have a business purpose and are reliable. As a rule, only the control of the implementation of this task is assigned to the manager, the legal department is engaged in its solution. Its employees prepare answers to 6 main questions asked during inspections.

Article of the Criminal Code of the Russian Federation	Applications	Responsibility
198 "Evasion of taxes and (or) fees from an individual."	Major Evasion: the amount of unpaid tax is more than 300 thousand rubles; the amount of unpaid tax is more than 100 thousand rubles, if this amount is more than 10% of the accrued. Evasion on an especially large scale: the person did not pay more than 1.5 million rubles. taxes; the amount of unpaid taxes is more than 500 thousand rubles, provided that this amount is more than 20% of the accrued.	Fine from 100 to 300 thousand rubles. Penalty in the amount of wages (income) of the convict for 1-2 years Arrest for a period of 4 to 6 months Imprisonment for up to a year Fine from 200 to 500 thousand rubles. Penalty in the amount of wages (income) of the convict accrued to him for 1.5-3 years Imprisonment for up to 3 years
199 "Evasion of taxes and (or) fees from the organization"	Major Evasion: the amount of unpaid tax is more than 1.5 million rubles; the enterprise did not pay taxes in the amount of more than 500 thousand rubles, and this amount is more than 10% of the accrued. The same act that was committed by a group of persons by prior agreement. Evasion on an especially large scale (the amount of unpaid tax fees is more than 7.5 million rubles or more than 2.5 million rubles if this amount is more than 20% of the accrued)	Fine from 100 to 300 thousand rubles. Penalty in the amount of the convict's earnings for 1-2 years Arrest for 4-6 months Imprisonment for up to 2 years In addition, the convict faces a ban on holding certain positions (for example, the general director) or conducting certain types of activities for up to 3 years. Fine from 200 to 500 thousand rubles. Penalty in the amount of wages (income) of the convict for 1-3 years Imprisonment for up to 6 years It is also possible to be banned from holding managerial positions or conducting certain types of activities for up to 3 years.
199.1 "Failure to perform the duties of a tax agent"	Evasion on a large scale (established in Article 199 of the Criminal Code) Evasion on an especially large scale (established in Article 199 of the Criminal Code)	The punishment corresponds to that applied for similar cases in Article 199 of the Criminal Code of the Russian Federation The punishment corresponds to that applied for similar cases in Article 199 of the Criminal Code of the Russian Federation. Exception - according to article 199.1 of the Criminal Code, the amount of the fine is equal to the amount of income of the convicted person for 2-5 years
199.2 "Concealment of funds or property ... at the expense of which taxes and (or) fees should be collected"	Evasion of debt repayment, the amount of which is more than 250 thousand rubles.	Fine from 200 to 500 thousand rubles. Penalty in the amount of wages (income) of the convict for 1.5-3 years Imprisonment for up to 5 years In addition, the leader may be disqualified for up to 3 years.

2. Responsibility for non-payment of taxes by the enterprise.

The most dangerous article for the CEO. Responsibility for it comes if a legal entity led by the head of the organization does not pay taxes. As a rule, article 199 of the Criminal Code of the Russian Federation is applied if declarations were not submitted or information was distorted in the reporting, that is, income was underestimated or expenses were overestimated, tax deductions (see table "Documents, distortions in which can lead to criminal liability" ).

Logically, the chief accountant of the organization should be responsible for this, but in accordance with the law, this is not the case. Decree of the Plenum of the Supreme Court of the Russian Federation of December 28, 2006 No. 64 names the head of the organization among the subjects of the crime if he signs the reporting and ensures the payment of taxes and fees.

Sometimes a CEO runs multiple companies. Then his actions can be “classified according to the totality of several crimes” (paragraph 13 of Resolution No. 64). That is, if a person is the head of two organizations, each of which has not paid taxes in full size(the amount of unpaid funds amounted to 1.3 million rubles each), then he will be charged with tax evasion on an especially large scale, despite the fact that the amount of debt of each company individually speaks of evasion only on a large scale. In this regard, it is undesirable to manage several organizations that have problems with the tax.

It provides not only the responsibility of the head for the debts of the organization, but also the employees or founders of the company, external experts who contributed to "the commission of a crime with advice, instructions, etc." (wording from Article 33 of the Criminal Code of the Russian Federation). It can be lawyers and auditors. For example, they may be involved in the development of deliberately illegal tax evasion schemes, and the manager will apply them, having listened to the advice of these specialists. In this case, the crime may be recognized as committed by a group of persons by prior agreement.

But finding evidence of prior collusion is not easy. No wonder it was said about the deliberate illegality. That is, if the adviser knows that his proposals will be used for the purpose of tax evasion, then the charge of deliberately violating tax laws and committing a crime will be justified. In addition, the consultant should be aware that the application of his advice will result in non-payment of taxes in the amount specified in Art. 199 of the Criminal Code. It is also difficult to prove a prior agreement because the involved experts do not specify the amount that can be saved, but only offer various schemes to reduce the tax burden.

Persons who actually perform the duties of the general director may also be held liable under Article 199 of the Criminal Code. The courts resort to this rule if the general director is a nominee.

How to minimize risks. The presence of direct intent is a sign that the company is evading taxes (clause 8 of Resolution No. 64). Therefore, in order to avoid accusation, it is necessary to show that there was no direct intent. This will require the development of a tax protection system, the purpose of which is to check whether potential suppliers are bona fide taxpayers. The accounting department or the legal department may be responsible for the development. They can find out if the potential partner's TIN is genuine, whether he has state registration. All this will indicate that the company is prudent in choosing counterparties and does not cooperate with those who evade paying taxes. It will not be possible to charge such an organization with cooperation with one-day firms and deliberate tax evasion.

It should be noted that if taxes were not paid due to the presence of technical errors in the declarations or misinterpretation of regulations, then this is not considered a crime. To minimize the risk of misunderstanding the laws, you can send inquiries to the Ministry of Finance or the tax office. And the chief accountant of the enterprise must prove the origin of technical and other errors.

Primary documentation is used as one of the arguments. If the operation was not reflected in the reporting, but there are primary documents on it, bringing the organization's management to criminal responsibility will be unlawful. The company's income is reflected in the documents that are studied by tax officials during the audit, that is, they are not hidden. The reasons for not entering data into the reporting can be indicated in the explanatory note of the chief accountant. They can be different: the reporting period in which income should be reflected is incorrectly defined, explanations are given in the media (articles will need to be attached), there was a failure in the accounting program or in the program for transmitting reporting documents.

You can argue the incorrect filling of declarations by the fact that the chief accountant is very busy. In addition, we can note a small number of errors, indicate the development of new areas of activity. All this will not exempt from paying a fine, which will be charged under Article 122 of the Tax Code of the Russian Federation, but it will help to prove that there was no intent in the actions. Accordingly, there is no reason to prosecute the company. Naturally, if there are a large number of errors, the investigation may have doubts that they were made unintentionally. And isolated errors do not give rise to talk about deliberate tax evasion.

The interrogators also take into account the measures taken by the general director, since he is responsible for the organization of accounting. If he voluntarily conducts an audit, creates an internal control service in the company, periodically evaluates employees, dismissing those who show the worst results, these actions can be interpreted in his favor.

Expert opinion

Punish the actual leader, not the dummy

Artem Rodionov,

tax expert, Moscow

A contract was concluded between the organization and the manager Zhurov, according to which he became the general director. Previously, he had never held such a position, in addition, he had neither a legal nor an economic education. The number of employees of the company, the profile of its activities, development strategy, etc., were not discussed during the appointment. Based on this, the investigators concluded that the lack of such information made it impossible for Zhurov to actually carry out his duties. It was also found out that Zhurov's role was limited to re-registration of the organization's documents in his own name. The documents were handed over to Zhurov by Kurkov, an employee of the company, who invited him to the company. Kurkov, on the other hand, was instructed on emerging issues by another citizen - Timshin. According to the results judicial trial Zhurov was recognized as an ordinary employee, and Timshin - responsible for the activities of the company (verdict of the Tushinsky District Court of Moscow, issued in 2007). This case shows that it is not a fictitious, but a real leader who is responsible.

Administrative responsibility of the head of the organization

An administrative offense leads to high costs, since both an official (for example, a general director) and an organization as a legal entity can be held liable.

In addition, you need to understand that the Code of Administrative Offenses provides, in addition to fines, other penalties, the consequences of which for business can be more significant: administrative suspension of the company and disqualification of the director.

But even in the event of a fine, you should not panic. Sometimes you can change the size of the penalty (reduce the amount) or get the penalty cancelled.

Exist the following types administrative penalties:

• Warning - is expressed in the official reprimand of the director. A warning is issued infrequently, as a rule, only if the offense is of minor gravity (Article 3.4 of the Code of Administrative Offenses of the Russian Federation).
• Fine - this species punishment in case of administrative offenses is applied most often. The fine for officials is no more than 50,000 rubles, and for legal entities - no more than 1 million rubles (Article 3.5 of the Code of Administrative Offenses of the Russian Federation).
• Disqualification - this measure of punishment is applied to the head of the organization; its essence lies in the prohibition to hold a leading position for a certain period of time. A minimum may be disqualified for six months, a maximum for 3 years (Article 3.11 of the Code of Administrative Offenses of the Russian Federation). Disqualification is possible if the manager repeatedly delayed the payment of salaries to employees, did not eliminate the identified violations of fire safety requirements in time, and disseminated false information about a competing company.
• Suspension of activities - this type of punishment provides for suspension for certain time activities of the organization, its branches, representative offices and divisions. This measure is usually applied to manufacturing enterprises. Work can be suspended for up to 90 days (Article 3.12 of the Code of Administrative Offenses of the Russian Federation). The decision to apply this measure is taken by the court, if there is evidence that the enterprise's activities pose a threat to the life or health of people, can lead to an epidemic, a man-made disaster, etc. In exceptional situations, it is allowed to suspend the work of the organization by the persons carrying out the inspection without trial. In this case, the ban on activities can last up to 5 days (Article 27.16 of the Code of Administrative Offenses of the Russian Federation).

In order not to become a violator, it is necessary to exclude the possibility of administrative liability - to strictly comply with the requirements of laws. To do this, you need to know what violations are most often committed by organizations. Among the most frequently recorded offenses are improper conduct of cash transactions, improper organization of work with cash, violations of labor and tax laws.

1. Violation of the rules for working with cash.

All free money should be kept in banks. In addition, certain requirements must be met when equipping the cash desk of the enterprise. The director of the organization is responsible for this. The cashier's room must be isolated, for the storage of funds there must be a safe, which is screwed to the walls or floor. In addition, cash settlements between legal entities are regulated at the state level. The organization does not have the right to pay for the purchase in cash if the transaction amount under one contract is more than 100,000 rubles.

If the rules for working with cash are violated, fines are imposed, the amounts of which are impressive. Legal entities will have to pay from 40 to 50 thousand rubles, and officials - from 4 to 5 thousand rubles. (Article 15.1 of the Code of Administrative Offenses of the Russian Federation). Instruct your lawyer or chief accountant to check whether your organization follows the procedure for conducting cash transactions in the Russian Federation. If for some reason you do not fulfill a number of requirements, then disputes with the tax office or even the imposition of fines are not ruled out. Arbitrage practice indicates that the decision of such cases is usually taken in favor of tax inspectors.

2. Violation of labor laws.

If the requirements of the legislation on labor and labor protection are violated, then the punishment can be different - from a fine to disqualification of the director. If the manager delays the payment of wages to employees, then for the first time he and the company will be fined. The director will have to pay from 1 to 5 thousand rubles, but the size of the fine for the organization is more significant - from 30 to 50 thousand rubles. (Article 5.27 of the Code of Administrative Offenses of the Russian Federation). A repeated delay in salary may be punished by disqualification of the head for a period of 1 to 3 years.

The CEO is responsible for violation of labor laws even after dismissal. The head of one organization delayed the payment of salaries to staff. At the time of the audit, he was no longer a director, but the labor inspectorate still fined him. The court explained that, even if labor Relations with the head of the company are terminated, then an administrative offense case may still be initiated against him. He can also be brought to administrative responsibility (decree of the Presidium of the Supreme Court of the Russian Federation of September 27, 2006).

It is worth noting one more nuance. The following case is known: the justice of the peace decided to disqualify the director of the company for a period of 1 year for a repeated offense. But the judgment was overturned by the Supreme Court. The explanations were as follows: for the first time, the manager was fined 2,000 rubles. because he did not instruct to pay sick leave. The second time the violation was that he did not conclude a written agreement with the employee employment contract. The supreme judges clarified that an offense can be considered similar if an official commits the same offense for the second time, and not any violation of labor legislation (Resolution of the Supreme Court of the Russian Federation of February 28, 2006 No. 59-ad06-1). You need to be careful: if you once violated labor laws and were held accountable for this, then a repeated violation should not be allowed.

3. Work without a cash register.

Working with cash requires the use of cash registers. In case of non-compliance with these requirements by the organization or the use of faulty cash registers / not included in the state register, inspectors may hold the head liable. The fine for officials is from 3 to 4 thousand rubles, and for organizations - from 30 to 40 thousand rubles. (Article 14.5 of the Code of Administrative Offenses of the Russian Federation). It is worth saying that these violations are most often brought to administrative responsibility. Traders are more likely to be offenders, and for many of them the amount recovered is significant.

4. Deception of consumers.

In accordance with the law "On Protection of Consumer Rights", the seller is obliged to provide buyers with the following information: the name of the organization, its legal and actual address, working hours, cost of goods and services. In case of fraud (if the company cheats, shortchanges the client, gives incorrect information about consumer properties and product quality), as well as misleading the consumer, employees of the regulatory body have the right to impose a fine on both the director of the organization and the company itself (Article 14.7 and 14.8 of the Code of Administrative Offenses of the Russian Federation). The size of the fine for the general director is from 10 to 30 thousand rubles, and for the enterprise - from 20 to 50 thousand rubles.

If you are operating in the b2c market, instruct lawyers to check if your company violates the requirements of the Consumer Protection Law.

Often organizations in order to attract the interest of potential buyers and distinguish themselves from competitors conduct provocative advertising campaigns. The authorities are closely monitoring this. The fine for violating the requirements of advertising legislation can be up to 500,000 rubles. From the director can recover from 4 to 20 thousand rubles. (Article 14.3 of the Code of Administrative Offenses of the Russian Federation).

6. Gross violation of accounting rules, failure to submit reports.

If the amounts of accrued taxes and fees were distorted in the reporting by 10% or more, or any article (line) of the accounting form was distorted by at least 10%, this is regarded as a gross violation of accounting rules. According to the Code of Administrative Offenses, the fine in this case is imposed only on the official, as in the case of failure to submit financial statements. Its size is from 5 to 10 thousand rubles. (Article 15.11 of the Code of Administrative Offenses of the Russian Federation). But Art. 120 of the Tax Code provides for the collection of a fine for this violation directly from the organization, while its size is much higher.

7. Violations in the field of construction.

Many companies are building new retail outlets or storage facilities(as well as building renovations) on your own. In certain situations, this requires special permission. Organizations often violate this requirement, and therefore they have to pay fines that are much larger than those charged for violating the rules for working with cash. For the general director, the amount of the fine is from 20 to 50 thousand rubles, and for the organization - from 500,000 to 1 million rubles. It is also allowed for the inspectors to suspend the activities of the company (Article 9.5 of the Code of Administrative Offenses of the Russian Federation).

Before you start building, you need to entrust the legal department with the study of the provisions of the Urban Planning Code of the Russian Federation ( the federal law dated December 29, 2004 No. 190-FZ). Particular attention should be paid to article 51: it spells out cases in which obtaining permission is mandatory. We emphasize that even building on a site that you own, or reconstructing your own building, does not relieve you of responsibility.

Expert opinion

We managed to challenge the fine

Roman Moskvichev,

General Director of Moydodyr LLC, Belgorod

Our organization was fined under article 14.5 of the Code of Administrative Offenses of the Russian Federation, since we sold the goods and did not apply cash machine(the seller did not knock out the check). But we managed to challenge the measure of punishment. Our lawyer noticed procedural violations by the tax service. Firstly, the protocol was drawn up without meeting the deadlines. Secondly, two protocols were drawn up in one case. The decision to cancel the fine from the organization was taken by the arbitration court, and the fine imposed on me as the head of the company was canceled by the civil court, since the director's guilt was not proven.

Criminal liability of the head of the organization

Practice shows that CEOs are often prosecuted. As an example, one can cite the sentences against the heads of the Yukos company, Mikhail Khodorkovsky and Platon Lebedev. Criminal cases brought against small and obscure organizations are not often covered in the media, but this does not mean that one can be irresponsible about the criminal law.

1. Liability for economic crimes

The articles of the Criminal Code included in Chapter 22 “Crimes in the sphere of economic activity” are most often used to bring general directors to criminal liability.

• Illegal entrepreneurship (Article 171 of the Criminal Code of the Russian Federation).

The responsibility of the head of the organization and its founder under this article may arise if it turns out that your company has carried out activities in the absence of state registration or license (if required) or the fact of violation of the requirements or conditions of the license. But punishment under this article is provided only for causing large damage or receiving income on a large scale. The amount of major damage (or income) is more than 250,000 rubles. (Note to Article 169 of the Criminal Code of the Russian Federation). For causing minor damage / receiving a modest income, an administrative fine is imposed (Article 14.1 of the Code of Administrative Offenses of the Russian Federation).

• Illegal receipt of a loan (Article 176 of the Criminal Code of the Russian Federation).

Liability under this article may arise if there is evidence that the borrowing company provided the banking organization with documents that showed its activities in a more favorable light than it really is. And this was done in order to show that the company is able to repay the loan received. They can be held criminally liable only if the consequence of obtaining borrowed funds is the infliction of major damage.

Proving this crime is not easy. In case of successful proof, the judges mainly apply a fine as a punishment. But in Lately there has been a tendency for the courts to apply tougher measures to the perpetrators of this crime (see “False information cost the director four years of freedom”). Please note: if the borrowed funds were obtained illegally and the loan has not yet been repaid, then it is very likely that the director of the organization will be held criminally liable for fraud under article 159 of the Criminal Code of the Russian Federation.

• Malicious evasion of repayment of accounts payable (Article 177 of the Criminal Code of the Russian Federation).

There are articles in the Criminal Code that may come as a complete surprise to the head of a company who is not familiar with criminal law. For example, if a company maliciously evades the execution of a court decision to recover debt on a loan, then the general director may be imprisoned for 2 years. The same measure of punishment is applied to the heads of enterprises that do not extinguish debts on securities (for example, bills of exchange).

It should be borne in mind that criminal liability can only arise if the amount of borrowed funds is more than 250 thousand rubles. But this requirement does not apply in case of evasion of repayment of debt on securities (the amount of debt does not matter here).

Whether evasion is malicious is determined by the court in a number of circumstances. For example, they find out whether the location or name of the company has changed, whether the organization’s funds were transferred to personal accounts in domestic and foreign banks, whether property was alienated and transferred to other persons, etc. (see example: “The director was convicted of debts”) .

• Illegal use of a trademark (Article 180 of the Criminal Code of the Russian Federation).

Liability under this article may arise in the event of a repeated violation or infliction of major damage (more than 250 thousand rubles). Let us give an example: the Maisky District Court of the Kabardino-Balkarian Republic passed a guilty verdict on the head of a food processing plant. He was convicted for the illegal use of someone else's trademark - "Charka" vodka - under Part 1 of Art. 180 of the Criminal Code.

• Deliberate bankruptcy (Article 196 of the Criminal Code of the Russian Federation).

Deliberate bankruptcy is considered to be the commission of actions or omissions that led to the inability of the organization to pay debts to creditors. For example, the director took part in transactions that were unprofitable for him, issued loans to relatives, etc. They can be held criminally liable under this article if creditors have suffered major damage (over 250,000 rubles).

This article is very dangerous, since the court may consider the errors of the general director as deliberate actions. The reason for this is the similarity between intentionality and normal entrepreneurial risk.

• Fictitious bankruptcy (Article 197 of the Criminal Code of the Russian Federation).

According to the legislation, an organization may independently declare its bankruptcy. But if it is announced unreasonably, then the CEO or owner of the organization may be held criminally liable. The Criminal Code provides for punishment in case of major damage (more than 250,000 rubles).

To bring a citizen to criminal responsibility, it is necessary that his actions contain all the signs of a crime (Article 8 of the Criminal Code of the Russian Federation).

The definition of the term "crime" is given in Part 1 of Art. 14 of the Criminal Code of the Russian Federation. Based on this definition, the following features of a crime can be distinguished:

• the act is dangerous for society, that is, it creates a threat to the foundations and rules that are accepted in civil society;
• its consequences are dangerous for society;
• the form in which the crime is committed is prohibited by criminal law;
• a person who has committed a crime is subject to criminal liability (the person must be sane and have reached the age of criminal responsibility).

Also, criminal liability occurs when only guilty acts are committed. Guilt is established in the event that a person commits any acts of a criminal nature intentionally or through negligence.

2. Responsibility for crimes against a person

Along with economic articles, they are often prosecuted under the articles of Chapter 19 "Crimes against the constitutional rights and freedoms of man and citizen" of the Criminal Code of the Russian Federation. Below are some of them.

• Violation of labor protection rules (Article 143 of the Criminal Code of the Russian Federation)

In accordance with the law, it is the responsibility of the employer to monitor compliance by employees with labor protection rules, including safety regulations. The criminal liability of the head of the enterprise may occur if an accident occurs at work.

Various penalties may apply, depending on the severity of the damage to health. If, as a result of an accident, an employee suffered serious bodily harm, then the perpetrator faces a maximum imprisonment of up to a year. In the event of the death of an employee, the punishment is tougher: the manager is imprisoned for up to 3 years and subsequently prohibited from holding leadership positions for the same period.

• Unreasonable refusal to hire or unjustified dismissal (Article 145 of the Criminal Code of the Russian Federation)

This article applies to women who are carrying a child or have children under the age of 3 years. If the law is violated during the dismissal of other categories of workers, criminal liability does not arise. What is meant by unreasonable refusal? Refusal to employ a woman in a position or dismissal of her precisely because of pregnancy or the presence of a small child.

• Non-payment of wages (Article 145.1 of the Criminal Code of the Russian Federation)

If the prosecutor's office receives a complaint from your employees about late payment of wages and its delay for more than 2 months, then the general director may be held criminally liable.

There is one caveat: initiating a criminal case under this article is possible if the investigation has evidence that wages were not issued due to self-interest or due to other personal interests (for example, you bought an apartment or a car with this money). But despite this, the heads of organizations are still held criminally liable if there is a non-payment of wages to employees. For example, by decision of the Oktyabrsky District Court of the city of Saratov, the director of the company was found guilty under Art. 145.1 and was imprisoned for 5 months under Part 1 of Art. 145.1 (decision dated 11/18/2004 in case No. 1-493).

Please note that if the result of late payment of wages was serious consequences (an employee fell ill or died, was evicted from the apartment for non-payment utilities), then the general director faces imprisonment for up to 7 years.

3. Official crimes

Service crimes are described in Chapter 23 "Crimes against the interests of service in commercial and other organizations" of the Criminal Code.

• Abuse of authority (Article 201 of the Criminal Code of the Russian Federation)

If the head of the organization uses his powers, not taking into account legitimate interests firms, this is regarded as an abuse of power. Its purpose is to benefit oneself or others. This may be the illegal acquisition of valuables, promotion, provision of loans on favorable terms to relatives, etc. Note that the damage can be not only material (loss of property), but also intangible (moral, infringement of rights). For example, the head of the municipality commercial enterprise abused her powers by renting out premises outlet, which is the property of the organization, and without properly drawing up a lease agreement. At the same time, the proceeds from the lease were not handed over to the cash desk of the enterprise. Many people know that most of the large domestic manufacturing companies, especially those organized during the Soviet Union, practice renting out premises “by verbal agreement”.

• Commercial bribery (Article 204 of the Criminal Code of the Russian Federation)

This article criminalizes bribery. Any employee who performs "management functions", that is, any manager, including the general director, can be punished. For commercial bribery, they can be imprisoned for up to 3 years.

Expert opinion

It is necessary to follow the "fashion" for certain elements of crimes

Dmitry Zhdanukhin,

General Director of the Center for Humanitarian Legal Technologies, PhD in Law, Moscow

The head of the enterprise should not forget about the legal security of the organization, he needs to follow the "fashion" for certain elements of crime. It consists in active use in certain periods of time, previously almost unused articles of the Criminal Code of the Russian Federation. For example, earlier they were often punished under Article 145.1 “Non-payment of wages, pensions, scholarships, allowances and other payments.” Now, due to the fact that corporate collections are actively developing (technologies for collecting debts from enterprises), a “fashion” is expected at st. 177 "Malicious evasion of repayment of accounts payable".

When searching suitable job many faced with the vacancy "nominee director". The position sounds solid, the reward is worthy. A special attraction of the service is that you don’t have to do almost anything. Looks like the perfect job. But is everything as smooth as it seems? What pitfalls can be encountered? What responsibility for the formal management of the company can come?

Who is a nominee director

The nominal director of the organization is figurehead. He has a solid position, a representative office, a good salary, but is not the actual manager of the company.

To such an activity both legal and individuals . The practice of involving such a person is widespread not only in Russia, but also abroad.

Especially often formal management is used when opening companies in offshore zones or to maintain individual privacy. Such a tool is often used when, according to the laws of the state, only a person with the status of a citizen of the country can manage the company.

Why is it needed

There are several most common reasons that necessitate the involvement of a fictitious manager:

Nominee director provides an opportunity for the real owner not to “shine” under his own name. For the “sale” of his name and passport data, the fictitious leader receives a worthy encouragement. At the same time, he is required to comply with confidentiality conditions and perform some simple functions.

Functional duties of a fictitious leader

When hiring a nominee manager it is necessary to define the scope of his duties. Such relations are formalized by an agreement, which clearly spells out the powers of the fictitious director. Particular importance is given to the clause on property rights and the possibility of disposing of property.

Signing a contract most often accompanied by a power of attorney on the real owner, who, on its basis, can carry out any actions on behalf of the company.

If the holding of a fictitious position provides for the presence of a share of capital or shares in this company, then they are formally transferred to a figurehead. That is, upon receipt of them, the nominal founder waives in writing their rights to own and receive profit.

Typically, the formal manager has the following responsibilities:

• presence at important meetings and negotiations;
• the right to sign contracts and other documents;
• opening sets;
• presence at the workplace during the agreed time.

Nominee leader fully accountable to the real owner. Therefore, any of his actions are predetermined. Without confirmation from the actual owner of the business, he cannot sign anything, be present anywhere, and even more so open accounts.

Depending on the purpose of hiring a nominee manager, his terms of reference also change. The main thing is that he does not have the right to any independent actions in relation to the management of the organization.

What to fear

The nominee director is in plain sight. He signs transactions, payment documents and even financial statements. If the hiring took place in a reputable organization whose goal is to expand the business or hide information about its real owners, the risk for the figurehead is not great.

Contractual relations are signed with him, which describe not only his powers, but also his responsibilities. Often in a contract not only the total amount of remuneration is stipulated, but also incentive payments for certain actions. For example, signing a contract - 3 thousand rubles, a payment document - 500 rubles, and the like.

The contract goes a clear delineation of responsibility and restricts the access of a nominee to work with shares, large monetary and property transactions. That is, an “honest” business is planned, which requires a formal representative. Under such circumstances, the risk of liability for a fictitious director is minimal.

But if a formal leader is needed to create a fictitious company whose goal is tax evasion, fraud and other shadow activities, then responsibility will be higher than the reward for "work".

A fictitious director is necessary precisely so that the real owner can evade administrative or criminal liability.

Therefore, if, for all the attractiveness of the vacancy, it traces the creation of an illegal business, you should not agree to it. Unless the applicant is attracted by the fate of Fuchs, the formal director of the Golden Calf, who professionally served his sentence under any regime for other people's offenses.

How to calculate a dummy general

If we clearly consider the legal side of the issue, then the nominee director is one of the persons of the organization, who is legally responsible. By signing documents, contracts, financial statements, such a "manager" fixes his agreement with their content, so he will not be able to escape responsibility.

We will not consider a legitimate business, where all the actions of a nominee are regulated by the relevant contracts. Consider how to identify a fictitious director of a one-day firm that has come under the attention tax office or other law enforcement agencies.

Usually on such "setups" citizens agree, attracted by a solid reward. They are explained that there can be no criminal liability for nominal management, since the management of the company is carried out formally.

Most often from such a leader signing required constituent documents and personal information: passport, TIN and registration. Further, he receives a monthly bonus without even appearing in the organization.

When investigative measures begin, the first person to whom they turn for clarification of circumstances is the director of the company. It is not difficult to calculate it, since all information about it is reflected in the state register.

As a rule, such a person cannot give any intelligible answers to questions about the activities of the company, the number of employees, their job responsibilities, and interaction with other organizations. He has no idea how the company is managed and what documents are signed.

As a result, the fictitious manager, is indirectly involved in shadow machinations. For such a "relative" participation specific criminal liability. As a result, it is the fictitious director who will have to prove his innocence, since he may simply not know the real owners of the business.

In this situation, it is very difficult to prove your non-involvement in a criminal act. Therefore, verbal statements about: “That I did not sign anything! I didn't participate in anything!" are weak and hard to prove.

What is the responsibility under the laws of the Russian Federation

There is no clear legal definition of the term “nominee director” or “servants of formal management” in Russian legislation. However, the penalties are clearly defined.

Article 173.2 just determines the penalties for citizens who have submitted the original or a copy of their passport to register an enterprise. Persons who issued a power of attorney, which makes it possible on their behalf to open and register a company, are also liable.

If a "nominal director" is found guilty under this article, he faces the following punishment:

• recovery in favor of the state of a fine in the amount of 100 to 300 thousand rubles;
• fine equal to the average annual wages directors for the calendar year;
• compulsory public works for the benefit of the state not more than 240 hours, but not less than 180 hours;
• forced involvement of a "fictitious director" to work for a period of up to 2 years.

Such a punishment can hardly be called a "minor risk" for a small reward.

Article 173.1 provides for severe penalties for the illegal organization or liquidation of a legal entity. That is, a person who is not actually the founder of the company, but who provided information about himself, which was then entered into the state register, is a criminal.

For such an act, the following punishment is provided:

At the same time, Russian legislation clearly defines citizens qualified as nominees. And this is just a “nominee director”, that is, a person who does not actually manage the organization, but “sold” his name.

If it is found that the criminal act was committed by a group of persons, then the level of punishment increases significantly. A dummy figurant can be deprived of liberty for up to 5 years. This is a very expensive fee for their services.

There is no easy money and you have to pay for everything in this life. Before agreeing to be a figurehead for a substantial reward, it is worth considering whether the temporary income is worth imprisonment or significant fines. Don't give in to persuasion. Do not hand over your passport even to friends who persuade you to temporarily be the founder of the company. As soon as the first problems arise, the friends will disappear, and the fictitious director will have to personally bear responsibility for everything.

This video contains Additional Information on the liability of a fictitious director.