Sue a Chinese company: tap the pockets of its shareholders and even directors

More than often, when you deal with a Chinese company, supplier, business partner or contractors, you are dealing with a China limited liability company incorporated under China Company Law. As a universal principle, the limited liability doctrine offers the “veil” protection for the shareholders or members of the those limited liability…

最高人民法院关于适用《中华人民共和国物权法》若干问题的解释(一)

 

最高人民法院关于适用《中华人民共和国物权法》若干问题的解释(一)

(2015年12月10日最高人民法院审判委员会第1670次会议通过,自2016年3月1日起施行)
为正确审理物权纠纷案件,根据《中华人民共和国物权法》的相关规定,结合民事审判实践,制定本解释。…

OEM定牌加工过程中的商标侵权问题:重要判例解读

上海律师点评本案是有关OEM定牌加工业务中涉及的法律问题的典型案例,也是具有重要转折意义的重大案例。在某种意义上,这一判决是平衡各方利益的结果,既要维护国内商标专用权人的合法利益,打击真正的商标侵权行为,又要维护国内目前还大量存在的代工厂的经济利益。一概认定为侵权,则将会极大打击国内的定牌加工等外贸经济行业的利益。本博主认为,这一认定本身是合理的,其说理也是充分,应该得以推广,并结束实践中对这一问题的争议。

Issues related to sale of Chinese properties by foreign corporate owners

I have been helping foreign owners in selling more than a dozen of their Chinese properties in the past years. In practice, there is no big roadblock on the way including the final step of converting and repatriating their sale proceeds denominated in Chinese currency, namely, Renminbi, or RMB.

However, sale of China properties owned by foreign companies…

关于抵押房屋买卖之法律问题

当下,上海房地产市场的热度可以用“火爆”二字形容。随之而来的就是有关房地产买卖合同纠纷的案件增多。

笔者最近接连帮助两位客户处理房地产买卖纠纷中均遇到卖方违约不愿或不能配合进行产权过户交易,因为涉案房屋存在抵押权或法院查封等情形,在此情况下,买方如何选择诉讼策略,如何最大化维护自身利益,有时颇为纠结。…

Property Sale in China: Mind the Realtors Who are not just in-betweens

Like in the west, when you purchase properties in China, you would in most cases need the help of realtors or real estate brokers or agents (whatever names you call them) who match deals. However unlike in the west (I so assume), Chinese realtors may not act as true in-between but side with buyers.

According to the rules and old practice, realtors in Shanghai, Beijing…

China Company Registered Capital Reform and its Implications on Your China Business

It has been more than two years since China launched its reform on corporate registered capital (also termed as legal capital) regime with a view to reviving and boosting investment by the grassroots people. Apparently, it has been a successful reform so far. But in the meantime, this reform has its far-reaching bearing on the way companies are funded and on …

中国公司法下的股东知情权诉讼的注意要点

下述文字是助理律师张雅璐的法律研究结果。对股东行使知情权要求查询公司财务状况的诉讼的要点问题进行归纳和总结

所引述的案例如下:

Case1:李淑君、吴湘、孙杰、王国兴诉江苏佳德置业发展有限公司股东知情权纠纷案

Case2:上海联华新新超市有限责任公司与上海新吴淞商贸总公司股东知情权纠纷上诉案…

the Pitfall of Period of Challenge in the case of Termination of Contract in China

A typical contract dispute is that one party unilaterally rescinds a valid contract by serving a termination notice to the other party citing some or no reasons. This drastic action often causes turmoil and substantial loss to the other party.

What can the non-terminating party do when caught in such a situation under Chinese contract laws? The answer is not…

Dacheng and Dentons merge into the world’s biggest law firm

Today, Dacheng Law Offices and Dentons formalize their marriage resulting in the world’s biggest law firm.

The Firm will be known as “Dentons” in English and all other languages, except for Chinese. In Chinese, the Firm will be known as “大成;” the Firm’s logo unites the two in a design that features both as “大成Dentons.”…

China to allow its citizens to purchase overseas properties 中国政府即将放开公民个人境外购房的限制

As a part of the China's planned financial reforms on the so called capital account, China has not expressly allowed its citizens to purchase overseas properties, despite some attempts in the past by some local government, which were called off by the central government.

October 30, China Central Bank together with some other central ministries issued a new…

Tax issues in inheritance of estate properties in China

Many foreigners are concerned with China estate taxes when they inherit estates in China.

As a matter of Law, China has not formally enacted estate tax laws despite rumor about it for many years. I personally don’t foresee this enactment any time soon. After all, without this law, Chinese rich people are already fleeing this country for various reasons.…

In China, don’t readily think you can manage businesses yourself

I don't write on business culture or business environment much on this blog. But recent experience in helping two clients from the United States  warrants and prompts one.

First Story: an old couple in their eighties, who are Chinese but migrated to USA thirty years ago wish to sell their old lane house in the heart of Shanghai, the French Concession area. It…

Update on Jahwa General Manager Employment Case

January this year, I wrote a post commenting on the then ongoing high-profile employment dispute involving the general manager, Mr. Wang Zhuo and his employer, Shanghai Jahwa Corporation, a listed company in China. You can click here for more: http://www.sinoblawg.com/?cat=7.

Today, a piece of news ran on a news website shedding the final lights on the case.…

Here it comes again: China property market to collapse

China’s economy is having a rough ride at the moment and it’s only get to get worse.

China’s economy grew at its slowest rate in 24 years in 2014, just 7.4%. Its stock market has fallen around 40% since hitting multi-year highs in mid-June. And the government is burning through cash reserves to prop it up. China’s debt is also twice the

Corporate deadlock – a reason to dissolve your China company

It is not rare to see a Sino-foreign joint venture company (indeed any type of company) to run into a stalemate where the operation comes to halt or the minority shareholder(s) is marginalized with no rescue. For the victims in such deadlock, there should be a way out of it. After all, justice should be upheld.

I. The Law and Judicial Interpretation

As a remedy to…

Chinese central government to welcome foreign investors, buyers for Chinese properties

Apparently this is an effort to bail out or keep afloat the ailing Chinese property market on a national scale. Unfortunately, hot markets in the first-tiered cities are still closed to foreign buyers like Shanghai. However, it is very likely that local governments in Shanghai may loosen the regulation to have more foreign buyers.

The main benefits of the change…

Jurisdiction agreement under China Laws

International business contracts often include an jurisdiction clause in which the parties agree to submit the disputes arising from such contracts to certain courts.

Since there are so many international business contracts with China, it is of particular importance for foreign legal counsels to know the rules under Chinese laws and judicial practice…

Legal personality of Corporation and limited liability

Companies or corporations (in this text, a company is the same as a corporation unless otherwise indicated in the context) are so ubiquitous in our life and yet at law, companies are so elusive to define.

I am reading the book “Business Persons-A legal theory of the Firm” by Eric W. Orts, a law and economic professor at Wharton School, a nice piece …