Claim for payment of debt under a supply agreement

Supply contract

- this is a special case of purchase and sale, which is addressed in Chapter 30 of the Civil Code. Under a supply agreement, a supplier-seller engaged in business activities undertakes to transfer, within a specified period or terms, the goods produced or purchased by him to the buyer for use in business activities or for other purposes not related to personal, family, home and other similar use (Article 506 Civil Code of the Russian Federation). The main responsibilities of the buyer when purchasing goods are acceptance of goods and payment for them (Article 516 of the Civil Code of the Russian Federation). That is, both parties to the supply agreement must be business entities.

On a note

If the party to the purchase and sale is a private person purchasing goods from a seller-entrepreneur for personal, family, home and other similar use, then in this case a relationship arises within the framework of a retail purchase and sale agreement. The buyer's rights under such an agreement are regulated by the Consumer Protection Law.

Thus, the main violations under the supply agreement on the part of the supplier are delays in delivery, failure to notify the buyer about the readiness and shipment of goods, violations of the agreement on the quantity, quality, assortment and completeness of goods, as well as conditions on containers and packaging. On the buyer’s part, this means late payment for goods and refusal to accept them.

Claim for non-delivery of goods, non-payment of debt, etc.

According to Article 506 of the Civil Code of the Russian Federation, a supply agreement involves the transfer of goods by the supplier to the buyer, who can use the received products exclusively for business purposes.
In this case, the buyer, in accordance with Article 516 of the Civil Code of the Russian Federation, undertakes to transfer money to the supplier for the products received. Thus, the main responsibilities of the supplier and buyer when executing a supply contract include delivery and subsequent payment for the goods received, respectively. In addition to the main obligations of the parties, the contract may also include additional ones - for example, on the shipment of goods:

• within a certain period of time;
• to a certain place;
• in the assortment specified in the agreement, etc.

Since business activity is inherently risky, neither party to the contract can be completely confident that the counterparty will fulfill its obligations in full. Consequently, at any time a situation may arise when the goods have not been shipped (not fully shipped), payment has not been made (only partially made), conditions regarding the quality, completeness or range of transferred products, delivery times, etc. have not been fulfilled.

If the listed violations are discovered, the entrepreneur can go to court, which requires time and financial costs and often negates the possibility of further cooperation. To avoid such complications, the law provides for another option for resolving a controversial issue - holding negotiations by sending the parties claims to each other.

Claim dispute resolution procedure

It should be remembered that the law does not provide for the mandatory submission of claims by the parties when executing a supply agreement. However, this does not prevent us from stipulating in the contract both such an obligation in the event of violations on the part of the counterparty, and the period for consideration of claims.

IMPORTANT! The arbitration court, in accordance with Part 5 of Article 4 of the Arbitration Procedure Code of the Russian Federation, has the right to accept a claim only if the claim (pre-trial) procedure for resolving disagreements that has arisen is observed, which may be provided for both by law and by an agreement between the parties.

Choosing a claim procedure

For a supply contract, the Civil Code determined its essential conditions (without them, this contract is considered not concluded) (Article 432 of the Civil Code of the Russian Federation). These are the conditions relating to the subject of the contract:

• Name of product;
• quantity of goods.

In addition to these two conditions, in practice, the assortment and completeness of the goods, the delivery time, as well as any other conditions that the parties consider significant and are written down in the contract are considered essential. First of all, such conditions may be the price of the goods and the payment term.

Failure to comply with any of the terms of the contract has a negative impact on the financial and economic activities of both the buyer and the supplier. Therefore, one of the clauses of the contract can stipulate methods for pre-trial settlement of controversial issues. This will allow you to know exactly when the claim needs to be submitted, and within what time the counterparty must respond to it, which means that the conflict situation can be resolved without wasting money and time on legal proceedings.

For your information

A claim can be submitted regardless of whether it is provided for in the contract or not. But if the supply agreement provides for a claim procedure, then without compliance with it the court will not consider your claim (Resolution of the Federal Antimonopoly Service of the Volgo-Vyatka District dated February 13, 2013 No. A29-923/2012).

So, you have agreed with the counterparty under the supply contract on the claims procedure for resolving controversial issues. In the contract you can write something like the following:

<…>

6. Dispute resolution

6.1. All disagreements and disputes arising during the execution of this Agreement are resolved by the parties through negotiations in compliance with the claims procedure.

6.2. If a claim is received, the party is obliged to consider it and send a response to the party making the claim within 10 business days from the date of receipt of the claim.

6.3. If the claim is left without consideration, as well as in the event of refusal to satisfy it (full or partial), the party that sent the claim, within 30 business days from the date of receipt of the claim by the other party, has the right to submit the dispute for consideration to an arbitration court.

<…>

Claims can be made by both parties that are parties to the supply agreement. Let's look at how to handle claims against a supplier who is not receiving their money.

Requirements for the content of a claim for debt repayment

In modern civil law, there is often a need to draw up various claims, in the preparation of which it is necessary to take into account certain requirements, since we are talking about official documents of the organization. In particular, a claim for payment of debt under a supply agreement must meet the following requirements:

1. Must contain details (name, address, TIN, full name and position of the person authorized to conduct correspondence in the organization), sender and recipient of the letter.
2. Signature of the official and seal of the sending organization;
3. In the text of the claim itself, it is necessary to indicate the requirements for the counterparty, justifying them with the provisions of the law or the supply agreement.
4. When filing a claim for repayment of the resulting debt, you should also remember the provisions of Article 395 of the Civil Code of the Russian Federation, which provides for the need to pay interest in case of delay in payment of the obligation.
5. When making financial claims, it is necessary to calculate the total amount of the claim.

For greater clarity, we present you with a sample claim, which can be a good help for practitioners.

So that receivables do not exceed revenue

In practice, the supplier’s claims work does not always mean issuing a claim to the buyer. This action can be the final stage of the claim work, and before that it is work with debtors to reduce their debts to your company. It is no secret that cash receipts from counterparties are the company’s main sources of financing. And if shipments are made systematically, and at the same time systematically do not receive money for it, accounts receivable will exceed revenue. And this will indicate your unstable financial situation and may even lead to bankruptcy.

Claim work begins a few days before the payment deadline - of course, after notifying the buyer about shipment and issuing an invoice for payment. The buyer needs to be reminded that he must make payment for the shipped goods within the established period. This can be done by email (preferably with a message read receipt) or by phone.

If payment is not received on time, you can send an official notification letter stating that the counterparty is in debt under the supply agreement and that in case of non-payment the company will be forced to take countermeasures (for example, suspend deliveries). A statement of reconciliation of mutual settlements should be attached to the letter. If the debtor signs it, it will mean that he acknowledges his debt.

Well, if he still doesn’t pay off his debt, you can start filing a claim.

Note that Article 395 of the Civil Code establishes liability for failure to fulfill a monetary obligation. Therefore, it is not necessary to separately stipulate in the supply agreement the payment of interest in the event of non-payment of goods by the buyer. But in the calculation for the use of funds, you must indicate the amount of interest as of the date of calculation (the date of the claim).

It is important to know

The claim must be made in writing, signed by the manager and stamped (if any), on company letterhead. In general, the text should contain:

• details of the organization to which the claim is sent;
• reasons for making claims;
• references to violated legal norms, clauses of the contract;
• elimination requirement and deadlines;
• the amount of the claim, if expressed in cash;
• details of the claimant;
• list of documents attached to the claim.

The supplier's claim to the buyer about late payment for the delivered goods, payment and interest may look like this:

Sample:

Thus, the total amount of this claim is RUB 65,879. (sixty-five thousand eight hundred seventy-nine rubles 00 kopecks), including:

• cost of goods subject to payment - 65,000 rubles;
• the amount of interest is 879 rubles.

Applications:

1. copy of the Supply Agreement dated January 22, 2014 No. 17/1; 2. copy of the invoice dated January 28, 2014 No. 17/1; 3. copy of the invoice for payment dated January 28, 2014 No. 17/1; 4. Power of attorney of the representative dated 04/07/2014 No. 12.

07.04.2014

Head of Vector LLC Gromov / B. G. Gromov /

MP

Let’s imagine the supplier’s claims process in the form of a diagram:

The buyer's claims work is much more complicated than that of the supplier, and is associated with a large number of actions when accepting the goods. We will talk about this in the next issue of the magazine.

Olga Kruzhilina,

Editorial Board of the magazine "Practical Accounting"

Lawyer at the enterprise

With the “Lawyer at the Enterprise” berator, you will easily resolve any conflict with counterparties and pass any inspection procedure with honor. You will also quickly find the form of any document, the required article of law, and an example from arbitration practice. Find out more about the publication >>

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Note to you - advice from a lawyer

After sending the document, do not rush to go to court, since the opponent by law has three days to send his representative to you. The correct sample claim under a supply agreement should become a standard for the correct preparation of the document.

If no response has been received from the opponent within the designated period, you can contact the appropriate organization to draw up an inspection report for poor quality goods.

A situation may also arise when you need to file a claim with the supplier. The main thing is that the document reflects evidence of failure to fulfill deadlines or other obligations of one of the parties.

ATTENTION: submit an application and we will file a claim for you today!!!

What to pay attention to when filing a claim

To resolve disputes, you should refer to the conditions specified in the contract. A claim under a contract for the supply of goods is drawn up and delivered to the opposite party to resolve all issues. Consider the following recommendations:

1. In order for the document to reach the addressee without fail, it must be sent by a valuable letter or in the form of a telegram (there must be a receipt receipt).
2. Any claim for failure to fulfill obligations under a supply contract must contain detailed information about the name of the addressee’s organization and a full description of the non-compliance of the goods received with generally accepted standards.
3. The document also needs to reflect a proposal to create a special commission that can accurately record the failure to fulfill certain obligations under the contract.
4. A claim regarding delivery times must include contact details of third parties and offer subsequent settlement of disputes.
5. The organization's seal, date and signature are important information for sending a claim for non-fulfillment of the supply agreement.

What to do if they don't respond?

No response from the seller may mean:

• He didn't receive the claim;
• The answer has not yet arrived;
• The supplier is dishonest and ignores the request.

1. Make sure there is documentary evidence of shipments.
2. Call or personally contact the supplier, clarify the reason for the delay in responding.
3. Write a complaint to regulatory organizations.

In the second case, you can wait for the letter if it objectively did not arrive by mail. To remove suspicions, the sender should be asked for copies of the response (or scans or digital photographs). If the claim is denied, and the time period after sending the claim exceeded 40 days, you should file a complaint .

It must be sent to the following organizations:

• Antimonopoly Committee;
• Gosstandart of Russia;
• State Sanitary and Epidemiological Supervision;
• Authorities for the protection of the environment and natural resources of the Russian Federation;
• Local executive authorities and departments responsible for protecting consumer rights.

The complaint is drawn up alone, only the addressee is changed in it, or all the authorities to which the appeal is sent are indicated in the header of the document. Additionally, you can submit an application :

• About violation of tax discipline - to the Federal Tax Service;
• Report signs of fraud to the police and prosecutor's office.

After filing complaints and statements, copies of them can be sent to the supplier. Such a step will speed it up and force it to comply with the buyer's requirements. Otherwise, all that remains is to draw up a statement of claim, send it to the court and resolve the dispute during meetings.

How to send a document

You can forward your claim in the following ways:

1. By registered mail with return receipt requested.
2. Deliver by courier or company employee. In this case, you should obtain an autograph from a representative of the counterparty confirming receipt of the document.
3. Today, the development of technology allows the transfer of such documents through electronic means of communication, but only if the sender has an officially registered digital signature (although even this will not guarantee that the letter will be received and read by the recipient).

Claim under a supply agreement

Legal entities and individual entrepreneurs who enter into a standard contract for the supply of goods must fulfill all existing obligations in a timely manner. They have specific responsibilities to a client who requires specific products, but do not always adhere to deadlines. If you encounter a problem with non-fulfillment of the agreed terms of the contract, you should make a claim under the supply contract in writing. Such an agreement is controlled by the standards of the Civil Code, but it will not be possible to use legislative acts to protect consumer rights.

A claim for the supply of products may arise from one of the parties in the event of failure to fulfill obligations. Collection of debt of a legal entity from an affiliate or directly from an organization without following the claim procedure is impossible.

ATTENTION: when drawing up a claim yourself, take into account the provisions of your contract; if questions arise, it is better to seek the help of a professional lawyer to avoid the risks of the case.