Foreign Investment in China

OEM定牌加工过程中的商标侵权问题:重要判例解读

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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。

上海市高级人民法院
民事判决书

(2009)沪高民三(知)终字第65号

上诉人(原审原告)上海申达音响电子有限公司。
法定代表人陈静国,该公司董事长。

被上诉人(原审被告)玖丽得电子(上海)有限公司。…

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

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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

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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

Case3: 徐尚忠诉北京永盛联机电产品有限公司股东知情权纠纷案

Case4:重庆会山置业发展有限公司与汪建国股东查阅权纠纷上诉案

Case5:张旭与上海望春花服装贸易有限公司股东知情权纠纷案

Case6:源铭咖啡(上海)有限公司与张凯莉(CHANGKHAILEEKELLY)股东知情权纠纷上诉案

Case7:上海中友实业有限公司与上海金蕾丝花边绣品有限公司股东知情权纠纷上诉案…

Jurisdiction agreement under China Laws

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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

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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 …

Agency between Shareholders and Companies

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This is more an academic thought than a practical tip.

I am reading the book “Agency, Partnership and the LLC” (2nd ed, West Nutshell Series)  by J. Dennis Hynes in particular to find support for my personal understanding of the agency relationship between shareholders/members and the companies/corporations they invest.

In China, law scholars seldom shed…

Answer to a question posed by a blog reader regarding legal representative of China company

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Here is the question:

Dear Jason,

Today I was doing some research on the legal representative of WFOE’s. During my research I came across the following article:

In your article you mention the following:

When this legal representative resigned by submitting his resignation letter to board of

Trademark issue in OEM production arrangement in China

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OEM production is an important way of China collaborating with foreign businesses where a Chinese factory is requested to produce certain parts or end products under an OEM contract under which such parts or products will all be shipped to foreign markets. In this post, OEM production we discuss refers particularly to an OEM arrangement where the China OEM …

Chinese FDI in Africa

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Overview of overseas business of Chinese companies

China’s role in the global economy has rapidly changed. As Chinese FDI outflows are rapidly closing the gap with inflows, the country is expected to be the most important net investor in the world in the coming two years (Unctad, 2014).

The increasing importance of state-owned enterprises (国有企业,国营企业) in …

Never forget to add a clear liquidated damage clause in your business contracts with China

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The world is now sourcing various products in and from China. You may be one of them.

Wherever you do business with China (I mean, Chinese businessmen), you need to sign a contract with your Chinese counterparts.

Unfortunately, as a new market economy where most businesses esp the small ones don’t really know much about market, Chinese businesses don’t…

Dispute resolution where international lawyers may be weak in China

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International law firms and lawyers are thriving in China for long. Foreign investors generally come into China hand in hand with a foreign law firm.

International law firms are appealing to foreign investors in China for various reasons: feeling more bonded with each other due to language skills and culture, having global connections and resources to serve…

Pitfall for buyers of Chinese trademarks

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Here is the story:

A foreign investor wishes to buy a Chinese local brand in respect of certain products falling within Class A, and at the time of executing the trademark transfer agreement, the seller doesn’t disclose that he has a very similar trademark in Class B products which are similar products with those in Class A. After partial payment of the …

When does a share buyer become shareholder in a Chinese company when buying its shares?

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To many, it may seem a simple and even stupid question. But it is not.

I   In the Case of Domestic Company

In a country with the tradition of statute laws, when a statute law fails to offer a clear answer to a certain legal issue, it can be a problem in practice.

With respect to the captioned question, China Company Law does not provide clearly for when a buyer of the equity…

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