Research institutes and universities were allowed to earn without the consent of the state

Brand Law for ScienceNatalia Bykova, STRF.ru
Research institutes and universities are now allowed to establish economic societies without the consent of the state — the State Duma has adopted a revolutionary bill for science.

Will scientists be able to use the proposed schemes for the development of innovative business?

Russian legislation imposes serious restrictions on institutions to independently dispose of developments created at the expense of the state budget. The fourth part of the Civil Code (CC) secured the rights to the results of intellectual activity for the contractor, but this is not enough incentive for research organizations to commercialize their developments: they were given the rights, but they did not create legal opportunities to dispose of these rights.

All over the world, large and not very large companies entrust work with projects that are fundamentally new to them to specially created individual small companies, the so-called spin-offs, this practice reduces the risk for the parent company, facilitates the attraction of external sources of funds for the development of the project. In Russia, until recently, state research organizations could create such spin-offs only with the consent of the founder, that is, the state, and getting this consent was very problematic for many reasons. One of the main ones is that by allowing any institution such economic activity, the state formally assumed obligations to finance it, paying for the hiring of employees, rental of premises, purchase of equipment. At the same time, the institute itself, due to the direct prohibitions of the Budget Code, could not transfer funds to the enterprise established by it.

This legislative trap has been discussed many times, and the authorities responsible for science and the most active representatives of the scientific community have been looking for ways out of it. Both sides agreed (which happens extremely rarely) on the need to develop a new law legalizing the scheme of creation of economic societies at scientific institutions. In October last year, at one of the meetings of the Committee on Science and High-tech Technologies of the State Duma, Deputy Minister of Education and Science Alexander Khlunov said that such work had begun.

Yesterday, the Duma presented the result of this work — the draft Federal Law "On amendments to certain legislative acts of the Russian Federation on the creation of budgetary institutions of science and education of business companies for the practical application (implementation) of the results of intellectual activity." He amends four laws at once: "On Education", "On Science and State Scientific and Technical Policy", "On Higher and postgraduate professional education", "On the development of small and medium-sized businesses in the Russian Federation". According to the draft, state organizations of science and education have the right to create business companies, contributing to their authorized capitals not money from the budget, but the right to use the results of intellectual activity without the consent of the owner of the property, i.e. the state. Note that in this case, the rights to the results of intellectual activity are not alienated, the exclusive right to technology remains with the developers.

In order to obtain direct financing for the activities of a business company, institutes and universities will be able to attract co-founders (investors), but on condition that the share of shares of institutes and universities in the established enterprise is not less than 25 percent, and the co-founders will contribute at least half of the money to the authorized capital.

Scientific and educational institutions will be able to sell their share in the economic society only with the consent of the state. But they will manage the income from them independently, however, with some restrictions: the income will be recorded on a separate balance sheet and directed only to the implementation of the statutory activities of institutions, including the patenting of developments and the payment of remuneration to their authors.

The draft law does not specify in what organizational form economic societies should be created. By indirect signs, one can guess that the form of limited liability companies is assumed; the profile committee again indirectly confirmed this assumption. The question of possible forms will be discussed as practice develops on the draft law.

We will add that by order of the Ministry of Education and Science, a textbook explaining the procedure for the new rules will also be issued.

The plans include tax benefitsWhen the project was still being prepared, some experts, mainly representing government departments, insisted that science and education organizations should own at least a blocking package in spin-offs.

Otherwise, they noted, economic societies created with the participation of research organizations will uncontrollably dispose of the intellectual developments transferred to them.

Fortunately, this proposal, inconvenient for potential investors, was not supported. Most experts considered that under the current legislation, it is no longer possible, as in the 90s of the last century, to "take away" developments created at public expense into a private innovative firm created by the heads of the institute.

But opinions are divided as to how effective the new rules will be.

Comments of expertsChairman of the Committee on Science and High-Tech Technologies of the State Duma of the Russian Federation, Director of the Institute of Immunology and Physiology of the Ural Branch of the Russian Academy of Sciences Academician Valery Chereshnev:

"We managed to reach an understanding with the Ministry of Finance on all issues. The adventures of the 90s took place due to the imperfection of legislation. Now we clearly state: 25 percent of the shares and exclusive rights to the results of intellectual activity belong to the founders of business companies, that is, organizations of science and higher education. Following this law, already during the autumn session there will be a bill on granting tax benefits to small enterprises created at research institutes and universities, in particular, we will insist on the abolition of VAT for them. I am also interested in such innovations as the head of the institute. We will definitely create enterprises and attract investors. I think this activity will be effective. We will direct part of the profits from it to support postgraduate studies."

According to the representative of university science, Rector of Kazan State Technological University Herman Dyakonov, the current draft law, although it is "generally a very positive step," contains at least one serious limitation that complicates the process of creating business companies.:
"My regret is that institutes and universities are not allowed to invest their own funds in the organization of small enterprises. I suspect that it will be difficult to find co-investors for such projects. But, of course, we will try. I think our university will be able to open about ten enterprises. We have projects for this. We are even ready to take on the experience of pioneers."

Sergey Vartapetov, Director of the Center for Physical Instrumentation at the Institute of General Physics of the Russian Academy of Sciences, gave an even more restrained assessment of the bill:
"I am sure that this is a step forward, but very small! I think this law will not bring anything fundamentally new to the development of the innovative economy of Russia.  The passage of legislators seemed very curious: it is possible to organize an economic entity without the owner's decision, but it is possible to sell a share in the created entity only with the owner's permission! I think this is not very correct. A normal commercial organization cannot function like this — it still turns out somehow outside the "economic space"!"

Portal "Eternal youth" http://vechnayamolodost.ru16.07.2009