This article could not have come to light and be of any interest for both theory and practice, if not for the changes in recent years that have occurred in the corporate law of Russia. It was they who served as the driving motive for writing this article, in which the author, discouraged by the sudden change of the legislator to a seemingly ordinary and already largely compromised design of a simple partnership in the field of corporate construction and corporate finance (an updated model of an investment partnership), did not dare to try to find the reasons for such a change in the systemic features of an ordinary simple partnership. This forced him to turn to the difficult history of the formation of this contractual obligation in the Russian legal system and, following some other (however, few) authors, led to the conclusion about the corporate nature of this contract, which alone allows explaining most of its «strange» features that distinguish it from synallagmatic contracts, and the cause of many fears, misunderstandings and conflicts related to its practical application.
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