IBL is the body of rules and norms that regulates international business trade and international business organizations.
Sources of IBL
What does it mean by source of law
National law
International treaties and conventions
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Trade customs and usages
International model law
打电话的英文翻译
Common law system
Common law is the law as developed and pronounced by the courts in deciding cas;
Competent court
The reasoning of an adjudication
premiPrecedent
Civil law system
inherit Civil law is the codified law which is made by legislature to regulate specific relationships;
1. Roman law2. Made and statute
definition of partnership
Defined as a Profit-making economic organization which is Established of a partnership agreement, Make a Joint capital contributions, conduct business jointly,Share incomes and risks and bear unlimited joint and veral liabilities for debts of the partnership enterpri.
特点：Profit-making economic organization;
Establishment of a partnership agreement;
Joint capital contribution;
Sharing of incomes and risks;
Bearing of unlimited joint and veral liabilities for debts
Creation of a partnership:①an association of two of more persons②carrying on a business ③co-ownership④for profit⑤intent目的⑥partnership by estoppel
Limited liability partnership有限责任合伙的责任承担: In a limited liability partnership, some partners have limited liability,some partners have unlimited liability.
General partnership普通合伙的责任承担:Bearing of unlimited joint and veral liabilities for debts.
出资方式：Capital contribution:in cash; tangible goods; land or land u rights; intellectual property; or other proprietary rights; or in the form of labor rvice if it is agree分贝的意思
d by all of the partners;
partners’ rights and duties：①A partner has the right of compensation补偿 from the partnershipThe amount of compensation is decided by how the partners agreed in the partnership agreement②A partner has the right of sharing profit from the partnership③Partners owe a duty to devote full time and best efforts to the affairs of the partnership;④Self-interest is prohibited;⑤Secret profits in dealing with the partnership is prohibited;⑥Partners owes a duty to disclo all information and facts from a third party to other partners;⑦Concealment of information and facts is prohibited;⑧That partners work hand in glove with in collusion with others for lfish purpo is prohibited;⑨Partners have a duty to account for any expenditures they make of the partnership funds;Partners have the duty to be joined as plaintiffs or defendants in legal suits
合伙企业的管理：co-management
Dissolution of the partnership means that the economic organization ceas to be ass
ociated as an entity to carry on a business;
1.Non-wrongful dissolution
dissolution
death or bankruptcy of any partner automatically dissolves the partnership;
court order or decree dissolves a partnership;
Winding up:liquidation of the asts of the business of the partnership after dissolution happens;
Continuation of the partnership by the remaining partners;
Completion of work by the partnership before dissolution;
Sharing of profits, bearing of debts, returning of asts;
Definition of corporation:
A corporation is a form of an economic organization in which the shareholders make investment, elect management and take limited liability for the debts of the corporation.
特征： legal status;
must be permitted by government;
is accomplished through the election of the shareholders;
shareholders take limited liability;
上海专科学校 ownership interest of the corporation is freely transferable;
taxation;
legal status:A corporation is a legal person and a legal entity independent of its owners shareholders and its managers officers and the board of directors. Its life is unaffected by the retirement or death of its shareholders, officers, and directors.
we are ready
“Piercing the corporation veil” theory Means to prevent the company's independent personality abu and protect the interests of the creditors and social public interests, the specific legal relationship of specific facts, denied that the company and its shareholders behind the independent personality and limited liability of shareholders, shall be ordered to the shareholder of the company including natural person shareholders and legal person shareholders to the company creditors or directly responsible for public interests, to achieve fairness and justice of the requirements and t up a kind of legal action.
滥用权力的表现 legal personality is capable of abu by shareholders to evade legal obligations;
of the corporation by shareholders;
of corporation asts;
Management of corporations：Management agencies；Board of directors;officers of the corporation; board of supervisors;Management of a corporation is elected by the shareholders;
Termination of corporation:
①Voluntary termination:
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Maturity of pre-agreed period; Completion of pre-agreed project;
Agreement of the shareholders to terminate
②Involuntary termination：
residentWrongful trading;Unable to pay its debts; Business of the corporation is not commenced within;Tax evasion;Court resolution;
Shareholders’ rights :
①shareholders’ meeting
②shareholders’ election of directors
③fundamental corporate changes
④shareholders’ inspection and information rights
⑤distribution to shareholders
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