In the 90s XX century As a result of large-scale processes of privatization of state-owned enterprises in Russia, the collapse of industrial and production associations began, which led to the disintegration of the economy. One of the main prerequisites for legislative regulation associations of legal entities in the form of financial and industrial groups have become recognized as necessary to function in the economy of our country along with small and medium-sized business structures of large industrial and economic complexes. Since it is large structures that ensure the competitiveness of the products of enterprises in knowledge-intensive industrial sectors and intensify the processes of investment in the spheres of the real economy.

Financial-industrial groups (hereinafter referred to as FIGs) are often called “special economic zones”, as they make it possible to minimize many risks and obtain a favorable tax regime. FIGs are also quite attractive for foreign investors. In Russia there are now about 100 officially registered financial and industrial groups (Interros, Nizhny Novgorod Automobiles, Mostatnafta, Magnitogorsk Steel, Sibagromash, etc.), and there are several times more unofficial groups (for example, "Alfa Group"). At their core, many business associations meet all the characteristics of a financial-industrial group, but are not such because they have not gone through the state registration process.

Financial and industrial groups are created in all member states of the CIS, but in the Western economy this special organizational type of association is absent. Foreign analogues domestic financial industrial groups can be considered related enterprises or concerns in Germany, groups of partnerships in France, holding companies in the UK and the USA. The essence of such entities is that it is an association of participants that does not have the status legal entity, which is based on economic subordination and control of one participant over others.

In our country, holding companies are usually created in the form of joint stock companies. The procedure for their organization and activities is now established only in relation to holding companies created during the privatization process, and is regulated by the Temporary Regulations on holding companies created during the transformation state enterprises to joint stock companies, approved. Decree of the President of the Russian Federation of November 16, 1992 N 1392.

According to the Temporary Regulations, a holding company is an enterprise whose assets include controlling stakes in other enterprises. Enterprises whose controlling stakes are part of the holding company's assets are called "subsidiaries." Holding companies and their subsidiaries are created in the form of open joint stock companies.

A holding company is a joint stock company that manages other companies. This leadership is exercised by having a decisive influence on decisions made by general meetings of shareholders and other management bodies of subsidiaries. At the same time, cross-ownership of shares is prohibited, i.e. only the holding company has shares in subsidiaries; The subsidiaries themselves cannot own shares in the holding company.

However, the Temporary Regulations apply only to joint stock companies in which the share of state participation is more than 25%. In case of sale of more than 75% of shares to individuals and organizations, this company is subject to general norms Law on Joint Stock Companies. In addition, special decrees excluded oil holdings from the scope of this Temporary Regulation, including Transneft and Transnefteproduct, coal industry holdings, the Ilyushin aircraft manufacturing holding, etc.

The holding model of business organization undoubtedly has many advantages. However, within the holding, as a rule, there is no competition, which requires constant improvement of the quality of the products produced and services provided. It can artificially support unprofitable enterprises, which reduces the economic efficiency of such an association as a whole. Holding companies, in comparison with independent commercial organizations, have a less favorable tax regime. Any crossing of the “legal entity border” entails the emergence of a taxable base. In a separate legal entity, the losses of one production can be offset by the profits of another, establishing a fair balance of income and expenses. However, in Russia the principle of unitary taxation characteristic of, say, the United States is not applied. In our country, holdings are essentially subject to “double taxation.” A subsidiary, receiving income, pays indirect taxes and income tax, and then transfers this profit to the main company in the form of dividends, which are also subject to income tax as non-operating income of the main company.

Special enforcement rules apply to holding companies. Thus, shares of subsidiaries, which are assets of the main company, belong to the property, the recovery of which in the course of enforcement proceedings comes in third place, because the company’s production activities directly depend on these blocks of shares, since all subsidiaries are vertically integrated into a single economic system. This approach confirms the thesis about the partial legal personality of the holding.

Despite the fact that the law on holdings has not yet been adopted and there is no universal definition of the concept of “holding”, some legislative norms recognize the independent participation of the holding as a subject in certain legal relations. In particular, the Law on Competition and Restriction of Monopolistic Activities in Product Markets names a “group of persons” as one of the types of economic entities in the product market. In Art. 20 of the Tax Code of the Russian Federation talks about " related parties"in cases where one organization directly or indirectly participates in the authorized capital of another legal entity and the total share of this participation is more than 20%. Federal Law of February 25, 1999 N 39-FZ "On investment activities in Russian Federation carried out in the form of capital investments" in Article 4 provides that investors can be associations of legal entities created on the basis of an agreement on joint activities and not having the status of a legal entity. Finally, the Banking Law banking allows the formation of bank holding companies and banking groups. As already mentioned, the holding model can also be implemented within a financial-industrial group in accordance with the Law on Financial-Industrial Groups.

Financial and industrial groups are a number of enterprises united by a common management structure and a source of lending, which is usually a bank. The companies included in the financial industrial group do not necessarily represent the interests of a particular industry. They can perform different functions in the market, producing dissimilar products. However, all capital investments are made from a single source. In addition, financial industrial groups are concerns, sometimes a group of concerns, the majority of shares of which belong to one private person who determines the development strategy of all

Visible autonomy and structure

Formally, from a legal point of view, such enterprises operate autonomously from each other. At the same time, having external management and financing, they form what we used to call “financial-industrial groups”. What is typical is that, despite all their apparent autonomy, companies are focused on fulfilling specific task, which may not be directly related to the requirements for growth of economic income. Financial capitalization often occurs through the concentration of completely different resources.

Financial and industrial groups integrate the efforts of legal, insurance, financial companies, several alternative media resources and, of course, technological production. What can they have in common, other than the owner’s banal desire to earn a little money? Obviously politics. It’s just that at a certain level of business development, it is no longer so much judicial and legal as political and instrumental guarantees of preserving the inviolability of accumulated capital. And this is only possible if industrial, financial, banking and other types of capital are transformed into political capital, that is, into power. As a matter of fact, the activities of any financial and industrial group are aimed at solving such a problem.

• Industrial financial and industrial groups are industrial associations operating on the principle of a concern. It is a rare case that such groups include the advantages of an enterprise of the same
• Classic financial and industrial groups are associations created on a contractual basis and creating a management company as a basic unit. All structural units of the financial industrial group retain their previous

Financial and industrial groups in Russia

In principle, financial industrial groups are a purely Russian phenomenon, which appeared thanks to the corresponding Russian Federation back in the second half of 1993. Initially, it was assumed that by creating such groups, the state would be able to quickly free itself from a series of uncontrollable and by and large unprofitable post-Soviet enterprises, and somehow streamline unhealthy, wild in nature competition. However, the mechanism for creating financial industrial groups did not involve the formation of “friendly integration” mechanisms, which provoked the emergence of super players who occupied a dominant position in various market niches. Thus, instead of a controlled competitive environment, total monopolies were created, controlling entire industries and sectors of the economy. And this, in turn, led to an equally strong dependence of companies on the activities government agencies. It was thanks to the creation of their own political projects that they began to create the “necessary” lobbying political and

Integration processes are very important important questions: from the survival of individual organizations in industry structures to the formation of intersectoral economic complexes.

A financial-industrial group is one of the forms of organization of production and economic complexes.

Financial-industrial group (FIG) is a form of coexistence of entities entrepreneurial activity. This legal and economic “symbiosis” is due to a number of reasons, primarily the need to expand and maintain cooperation between enterprises and develop economic ties. At the same time, a financial-industrial group (FIG) is not just a production and technological complex, but first of all an investment and financial institution or an association of technological and economically related production, trading and financial enterprises.

Financial-industrial group - a set of legal entities operating as main and subsidiary companies or who have fully or partially combined their material and intangible assets(participation system) on the basis of an agreement on the creation of financial industrial groups for the purpose of technological or economic integration for the implementation of investment and other projects and programs aimed at increasing competitiveness and expanding markets for goods and services, increasing production efficiency, and creating new jobs.

In 1997, there were already 47 financial and industrial groups operating, which included 500 enterprises and organizations with more than 3 million employees. These financial industrial groups provided more than 10% of Russia's GNP. Statistics show the sustainable development of financial industrial groups: as of November 1, 2001, 86 financial industrial groups were registered, including 15 transnational ones (among them 10 interstate ones), while their total number in 2003 increased by an average of 104 associations.

In history, modern financial and industrial groups are represented by their prototypes - associations of large trading and financial companies. Therefore on initial stage the development of financial industrial groups was defined as a synthesis of material resources with production and consumption tools. There are echoes of history in modern concept about similar forms of associations of legal entities.

In the post-Soviet economic space, the term “financial-industrial group” is used in several interrelated, but not entirely coinciding, meanings. Most often it denotes any form of relatively stable interpenetration of industrial and financial capital.

On the background existing concept FIGs note some “blurring” of their definition in comparison with other corporate associations. The general features inherent in the concept of corporate structures are easily found in existing forms associations, which sometimes does not allow us to clearly establish the essence of a particular legal formation.

According to a number of authors, such an ambiguous understanding of the status of financial industrial groups is the result of the sectoral division of Russian law that arose during the Soviet period of development of our state. Currently, for example, financial industrial groups are characterized using the terminology of antimonopoly legislation as a “group of persons” and an “economic entity.”

Among the participants of the financial industrial group, there must be organizations operating in the production of goods and services, as well as banks or other credit organizations.

Financial industrial groups can differ: according to the forms of production and economic integration (vertical, horizontal, conglomerate); by industry (industry, inter-industry); by degree of diversification (single-industry, multi-industry); by scale of activity (regional, interregional, interstate or transnational).

The range of activities of financial industrial groups is quite wide.

FIGs pursue socio-economic goals: developing the economy of individual industries, expanding the sales market for products, restoring partnerships between business entities connected by a single production cycle.

The essence of such an association is the consolidation of financial, scientific and production resources of financial industrial group participants. Therefore, companies of the corresponding profile and field of activity can become potential participants in a contractual association: banks, industrial enterprises, research institutes.

Basically, FIGs are created for any major project, the implementation of which requires significant intersectoral economic cooperation. Financial industrial groups act as a “base” for connecting business and science in areas where the predominance of structures of this kind should be significant.

At the initial stage of the emergence of corporate associations legal status FIG did not receive proper regulation. Initially, the vacuum in the legal regulation of the status and activities of financial and industrial groups was filled by the Regulations on financial and industrial groups and the procedure for their creation, approved by Decree of the President of the Russian Federation of December 5, 1993 N 2096 “On the creation of financial and industrial groups in the Russian Federation.”

FIGs received more balanced legal regulation in connection with the adoption of the Federal Law of November 30, 1995 N 190-FZ “On Financial and Industrial Groups”. According to Art. 2 of the Federal Law, a financial-industrial group is understood as a set of legal entities acting as main and subsidiary companies or who have fully or partially combined their tangible and intangible assets (participation system) on the basis of an agreement on the creation of a financial-industrial group for the purpose of technological or economic integration for the implementation investment and other projects and programs aimed at increasing competitiveness and expanding markets for goods and services, increasing production efficiency, and creating new jobs.

Based on the legal definition, a financial industrial group can be formed in two ways. The first is to create a financial industrial group with the formation of a central unit - the main company ( joint stock company) and subsidiaries. In this case, the main company is dominant in the subsidiaries through the implementation of corporate ties mediated by the presence of a package valuable papers such legal entities. The “participation system” - the most common way of merging legal entities today - presupposes dominance in the authorized capital of a legal entity.

The second option is a contractual form of formation of financial industrial groups. In this case, a financial industrial group is created as a legal entity on the basis of a contract (agreement) between legally equal participants. This type is a voluntary contractual business association. In both cases, the association is not a legal entity, and its members do not lose their independence.

The literature notes that the contractual form of creating a financial industrial group is a synthesis of elements of several agreements, at least two - a simple partnership agreement (on joint activities) and a constituent agreement. The legal status, and therefore the competence of the central company, is determined by agreement between all participants of the financial industrial group. According to statistics, the majority of registered (official) financial and industrial groups are created as associations based on an agreement. They are sometimes referred to as "soft non-holding corporations" or "contractual holdings." Mixed contractual structures in this case typify the actual nature of the relationships within the participants of the association.

The financial industrial group does not enjoy the rights of a legal entity, therefore, in legal relations it acts through its central company. The central company of a financial industrial group is a legal entity with “truncated” legal capacity. In a financial industrial group, participants can also transfer part of the management functions to a central company.

The special legal status of a legal entity in association relations must be indicated in its name. The central company of a financial industrial group, as a rule, is an investment institution. It is allowed to create a central financial industrial group company in the form economic company, as well as associations, unions.

For FIGs that are not legal entities, the possibility of forming a board of managers and an executive and administrative body - the central company of the FIG - is established. These bodies are not identical to the bodies of a legal entity, but also consolidate a single organizational structure FIG.

Subordination in a financial industrial group is very conditional, since the powers of the central company of the financial industrial group to conduct business are formed by all its participants.

It is sometimes difficult to discern the current financial industrial group behind the actual capitalization of various forms of integration. Opinions are expressed about the existence of “informal, actual” financial and industrial groups, the legalization of which, for certain reasons, does not represent any necessity.

A financial industrial group can obtain official status through its state registration. Some authors associate the legal personality of an FIG with the fact of its state registration, which serves as confirmation of the legality of the created association.

State registration of financial industrial groups determines guarantees and economic incentives for the existence of the association.

It is no coincidence that I.S. Shitkina determines the possibility of providing measures state support FIG as one of the reasons for the permitting and registration procedure for the emergence of FIG.

It seems that a financial-industrial group acquires legal status only after state registration of the corresponding association of legal entities, which in turn receives the status of a financial-industrial group.

In this case, on the one hand, there is a registration of the agreement on the creation of a financial industrial group, but on the other hand, in the case of the creation of financial industrial groups formed by the main and subsidiary companies, only the “legal status” of the dependence of legal entities is registered.

However, for example, in the future, a possible change in the participants of the FIG is associated with the need for state registration of changes to the terms of the agreement on the creation of the FIG. At the same time, the legal connection of the participants remains, even if the central company is replaced. However, in this case, a change in the composition of participants in such an association is determined by the registration of a new company receiving parent status.

The legislation defines the liquidation (termination) of a financial industrial group according to the rules for terminating a legal entity, in fact proposing such a structure of association.

In general, the status of modern financial and industrial groups is subject to the most detailed legal regulation, which requires significant adjustments to existing regulations in this area of ​​associations of legal entities.

FIG unites industrial enterprises with financial institutions, for example, into holdings or concerns, for maximum concentration and integration of capital. In this article we will look at the largest Russian financial and industrial groups.

Lukoil

OJSC Lukoil is rightfully considered one of the largest vertically integrated oil and gas companies, providing 2.2% of the world's oil.

The financial and industrial group produces 16.6% of “black gold” in Russia and processes 16.7% of Russian oil.

Address of the central office of Lukoil (aka legal address): Moscow, Sretensky Boulevard, 11. In addition, the company has another headquarters located in East Meadow (a suburb of New York, USA).

The company's president is Vagit Alekperov, one of the richest people in the world with an official annual income of around $1.5 million. He owns about 21% of Lukoil shares.

Alekperov's empire owns fields in Siberia, oil refineries throughout Russia, a network of gas stations in Latvia, Lithuania, Ukraine, Iraq, the Czech Republic, Croatia, Poland, America, Romania, as well as offshore companies in Cyprus, the Isle of Man, the Virgin and Cayman Islands and even at Baikonur.

In 2013, the revenue of this financial and industrial group amounted to 3,617.9 billion rubles, and the number of personnel exceeded 112,000 employees.

In addition to exploration, production and refining of oil and gas, Lukoil is involved in the marketing of petroleum products and the electricity sector.

EVRAZ

EVRAZ is the largest vertically integrated mining and metals company. It owns assets not only in Russia, but also in Canada, the USA, Italy, the Czech Republic, South Africa, Kazakhstan and Ukraine.

EVRAZ is one of the twenty largest steel producers in the world. In 2013, the company produced more than 16 million tons of steel. By the way, our own base of coking coal and iron ore almost completely meets the internal needs of Evraz Group.

The company is engaged in the sale and production of steel products, coal and iron ore mining, the production and sale of vanadium and vanadium products, logistics and trade. The financial industrial group includes about 30 enterprises.

The headquarters of the financial and industrial group are located in Moscow (Belovezhskaya str., 4, block “B”), as well as in London and Luxembourg. Throughout the history of the company, it has changed its name and location of the center three times.

In 1992, the company was called Evrazmetall and was managed from its headquarters in Moscow; in 2004, the name changed to Evraz Group, and the management center moved to Luxembourg. In 2011, Evraz Plc appeared with headquarters in London.

The mining and metallurgical holding is owned by Roman Abramovich (32.99%), Alexander Abramov (23.45%), Alexander Frolov (11.72%), Evgeniy Shvidler (3.33%).

Last year, the company's revenue amounted to 457.6 billion rubles, and the number of employees exceeded 110,000 people.

At the moment, Evraz Plc is experiencing better times. Due to an aggressive purchasing strategy, the company entered the crisis with serious debt. A quick solution to this problem is hampered by falling steel prices. As a result, in the first half of 2013 alone, Evraz Plc’s net debt increased by almost 700 million rubles.

Last July, the company's market capitalization fell to a historic low of $1.4. By September, the price of Evraz Plc rose to $2.95, but this is still much lower than pre-crisis values.

Tatneft

OJSC Tatneft is the largest Russian oil company, having the status of a vertically integrated group. Currently, the company accounts for 8% of oil production in Russia and 80% in Tatarstan.

Tatneft specializes in exploration, production, processing and marketing of gas and oil.

In 2013, the company's official revenue amounted to 444.1 billion rubles, and the number of employees exceeded 77,000 people.

The financial industrial group includes about 60 enterprises in the field of geological exploration and drilling, oil production, as well as representative offices in Ukraine and Moscow, branches in Lithuania and Turkmenistan.

The structure of Tatneft includes motor transport enterprises, mechanical plants, a network of gas stations, the Kama Trading House, the TatNIPIneft Institute, tire production enterprises (Nizhnekamskshina), insurance company Chuplan, National Non-State Pension Fund and much more.

The company's headquarters is located in Almetyevsk (Tatarstan).

Former CEO OJSC Tatneft Shafagat Takhautdinov, having worked in the company for 23 years, at the end of autumn 2013, gave up his post to his deputy Nail Maganov.

Tatneft is closely connected with the government of Tatarstan. The company's largest shareholder is the state-owned company Svyazinvestneftekhim, and the board of directors is headed by Tatarstan President Rustam Minikhanov.

Severstal

OJSC Severstal is a Russian vertically integrated mining and steel company. It is this financial and industrial group that owns the Cherepovets Metallurgical Plant in Vologda region– the second largest steel mill in Russia. The company's headquarters is also located in Cherepovets.

OJSC Severstal consists of three divisions: Severstal Resources, Severstal International and Severstal Russian Steel.

In 2013, the company earned 432.8 billion rubles. The number of personnel exceeded 67,000 people.

The main owner of the company is Alexey Mordashov (he owns almost 80% of the shares), who controls the activities of Severstal through the Cyprus offshore company Frontdeal Ltd. In addition, Mordashov owns large blocks of shares in gold mining, media, retail and engineering companies.

Now Severstal owns enterprises in Ukraine, Latvia, Liberia, Poland, the USA and Brazil.

Sibur

Sibur Holding is the largest Russian petrochemical and gas processing holding. The company's headquarters is located in Moscow, and the holding is registered in St. Petersburg.

SIBUR has a unique business model, which is focused on the integrated operation of two main segments. Sibur ranks first in Russia in terms of processing volumes of associated petroleum gas, producing more than a quarter of all liquefied hydrocarbon gases, from 30% to 49% of synthetic rubbers and a sixth of all Russian polyethylene.

The total number of personnel at Sibur enterprises exceeds 30 thousand people.

At the moment, 82.5% of the shares in the authorized capital of OJSC Sibur Holding belong to Gennady Timchenko and Leonid Mikhelson.

TAIF

TAIF Group of Companies is a large Russian holding that controls 96% of the oil and gas refining, petrochemical and chemical industries of Tatarstan. The company was founded in 1995 and is now headquartered in Kazan.

The name stands for “Tatar-American Investments and Finance”.

TAIF includes 34 companies in the field of oil refining and petrochemicals (for example, TAIF - NK), four companies in the field of investment, financial and management services (TAIF - INVEST), 8 companies in the construction industry and 6 companies in the field of telecommunications and integrated services .

The head of the company is Albert Shigabutdinov. His fortune is estimated at 1.15 billion US dollars.

Finally

And (participation system) based on contract. Financial and industrial groups are created for technological purposes or for the implementation of other projects and programs aimed at increasing competitiveness and expanding markets for goods and services, increasing production efficiency, and creating new jobs.

In industrial developed countries financial and industrial groups began to organize at the turn of the 19th and 20th centuries. as a result of the processes of merging production (industrial, transport, trade) and banking capital. For most countries, the formation and development of financial and industrial groups was carried out in an evolutionary way and led to the transformation of financial and industrial groups into the leading link in the global economic system. IN former USSR at high level industrial concentration banking system countries, characterized by a centralized structure, did not create conditions for the integration of industrial and banking capital, characteristic of developed market economy. With the beginning of market reforms in the post-Soviet space, the question arose about the need to organize an accelerated process of forming financial and industrial groups.

There were historical precedents for resolving such problems: after World War II, financial and industrial groups were created in a short time in Japan and South Korea, and for their formation in these countries they had great importance government support and participation.

Basic principles for creating financial and industrial groups:

• the individual nature of the project for the formation of each financial and industrial group on the basis of a unified regulatory framework;
• a variety of formation methods (including the voluntary participation of participants in a financial-industrial group, a variety of forms of consolidation of shareholdings and the possibility of forming financial-industrial groups from among state-owned enterprises);
• usage various forms integration of financial, industrial and commercial capital on the basis of mutual interest in the results of joint activities as a determining condition for formation;
• priority creation of a financial and industrial group on the basis of technologically and cooperatively related industrial enterprises that produce complex, high-tech products that are secured by effective demand and competitive in the foreign and domestic markets, as well as goods for government needs;
• the expedient formation of a number (usually at least three) of financial and industrial groups in one industry (or regional) product market or the presence of competitors in the relevant types of products;
• state assistance and support for the creation and functioning of financial and industrial groups, investment projects and programs of which meet the goals and priorities of socio-economic policy (forms of state support for financial and industrial groups, taking into account both the general economic situation and the specifics of the activities of a particular financial and industrial group determined on the basis of a partnership agreement and mutual obligations between the financial and industrial group and government agency executive power);
• the use, when forming financial and industrial groups, of both market and non-market methods of consolidating blocks of shares owned by the state (the use of non-market methods is allowed in order to maintain state control over the relevant industries);
• the possibility of creating interstate financial and industrial groups, taking into account the direction of existing and projected contractual relations and characteristics of target product markets;
• creation of new investment development mechanisms based on financial and industrial groups industrial production, providing and reducing the load on;
• socio-economic feasibility of projects for creating financial and industrial groups, confirmed by examination.

The composition of participants and organizational and legal forms of financial and industrial groups can be varied, taking into account the stages full cycle reproduction, financial and scientific-production potential of enterprises, their role in mastering specific market segments. The main options are to unite participants of financial and industrial groups around: industrial enterprise, research or development organization, commercial bank, trading company.

Financial and industrial groups may vary:

• by forms of production integration (vertical, horizontal,);
• by industry (inter-industry, sectoral);
• by scale of activity (international, state, regional);
• by degree of diversification (multi-industry, single-industry).

The formation of financial and industrial groups on a voluntary basis can be carried out in the form of establishment by participants of financial and industrial groups open type, which, according to an agreement between the participants, is assigned the functions of the parent company. These functions can also be performed by one of the participants in financial and industrial groups, gaining control over the other participants.

When legal entities are united into financial and industrial groups, its participants delegate, on a contractual basis, issues of decision-making, disposal of property and income, which in many cases leads to the subordination of the interests of the participants to the interests of the association.

The financial and industrial group is not a legal entity.

Participants of the financial and industrial group are legal entities engaged in any type of economic activity, not prohibited by law, and producing goods (work, services), as well as banks and (or) non-banking financial institutions. Participants in a financial-industrial group may be other organizations, whose participation, in accordance with the law, is determined by their role in ensuring the investment process in the financial-industrial group. Participants of a financial-industrial group are legal entities of any organizational and legal forms and forms of ownership - residents and non-residents who have signed an agreement on the creation of a financial-industrial group, and the central company established by them. Participants in a financial-industrial group, in order to coordinate their economic activities and conduct business, establish a central company, which is a legal entity, or, with the consent of all participants in the financial-industrial group, vest the authority to coordinate their economic activities and conduct the affairs of the financial-industrial group on one of the participants in this financial-industrial group. industrial group. In this case, the parent company, in addition to its activities as a business entity, has the powers of the central company.

Participation of a legal entity in more than one financial and industrial group is not permitted.

Subsidiaries can be part of a financial-industrial group only if their founding enterprise is a member of this financial-industrial group.