Economic Law Assignment 5, Finding Economic Law Answers

Summary. Hello, economic law topics sent out to take a look and do your best.

Hello, economic law topics sent out to take a look and do your best.

In June 2005, Meiye Company A signed a Sino-foreign joint venture contract with China B Gongpao Division, and jointly invested in the establishment of a Sino-foreign joint venture to produce new batteries. Joint venture contracts.

The registered capital of the joint venture company is US$1.6 million, Company A contributes US$1.2 million in cash, accounting for 75% of the total registered capital, and Company B is in the form of plant and equipment.

The capital is 400,000 US dollars, which accounts for 25% of the total registered capital, and the two parties share profits and risks according to the proportion of capital contribution. In August 2005, the company was formally established after receiving the business license with the approval of the relevant authorities. Subsequently, companies A and B fulfilled their capital contribution obligations in a timely manner in accordance with the agreement.

In March 2006, the board of directors of the joint venture company was convened, and in view of the fact that the shareholder company A was in the United States and it was inconvenient to participate in the operation and management of the joint venture company, the board of directors made a resolution that company B would be solely responsible for the production and operation management of the joint venture company, and that company A would take the form of guaranteed dividends to share the profits, that is, company A could share 25% of the profits of its capital contribution every year, and company A would not bear the risks of enterprise operation, and the profits and losses would be borne unilaterally by company B. In the first three years after the resolution was made, the joint venture performed well, and Company A achieved the agreed profits. In the following years, the joint venture company was in a state of loss for a long time, and did not pay the profits agreed in the resolution to Company A.

In December 2011, the board of directors of the joint venture company held a meeting and made a resolution to terminate the joint venture contract ahead of schedule and cancel the joint venture company. Company A then filed an arbitration with the Arbitration Commission in accordance with the arbitration clause in the joint venture contract, demanding that the joint venture contract be terminated and that Company B return its capital contribution of US$1.2 million and pay the guaranteed profits owed. Read the case study and ask yourself the following questions:

Do you think it is reasonable and legal for company A in the United States to divide profits in the form of guaranteed dividends, that is, it can share 25% of its capital contribution every year? Does U.S. Company A not bear the risks of business operation and the unilateral assumption of profits and losses by Company B is in line with the provisions of the Contract Law? Can U.S. Company A's request to terminate the joint venture contract and demand the return of the $1.2 million it contributed can be legally supported?

Exam questions, please.

According to the change of qualifications in the future, Company A is only a shareholder, and Company B is a legal person, and when it is profitable, Company A can pay dividends according to the minimum guarantee. Secondly, the question of whether the company does not bear the risk is in accordance with the contract law is in accordance with the contract law, as long as the contract is not fraudulent, both parties are voluntary, and it does not violate public order and good customs, it is protected by the contract law. Finally, Company A requested to terminate the contract and return the capital contribution, and if the contract clearly stipulates this, it shall be executed in accordance with the contract.

If there is no agreement in the contract, it will not be supported by law in accordance with the provisions of the Company Law, and the shareholders shall bear the risk of investment under the Company Law.

Article 102 of China's Negotiable Instruments Law stipulates that criminal liability shall be pursued for forgery, alteration or intentional forgery. Article 177 of the Criminal Law stipulates that a person who forges or alters a bill of exchange shall be sentenced to fixed-term imprisonment of not more than 5 years or criminal detention, and/or a fine of not less than 20,000 yuan but not more than 200,000 yuan; where the circumstances are especially serious, the sentence is to be 10 or more years imprisonment or indefinite, and a concurrent fine of between 50,000 and 500,000 RMB or confiscation of property.

(1) A's letter is an offer, B's reply is a new offer, and C's act constitutes the contract coming into effect;

2) A's letter is an offer, A's act is to recognize B's promise, B's act is a promise, and the promise takes effect, but the contract has not yet been formed;

3) Ding is an offer; A's act is to disagree with the offer because A does not express whether he agrees or not, and if he does not expressly agree, he is deemed to have disagreed. Humble opinion.

(1) D has no right to subrogate A's rights in the partnership, and can only use A's share of the profits from the partnership to pay off debts or request the people's court to enforce A's share of property in the partnership.

2) A believes that the profits and losses should be shared in accordance with the proportion of capital contribution as agreed in the partnership agreement, and shall not bear the liability for the part exceeding its capital contribution. This cannot be upheld by the people's courts. According to the Partnership Law, the general partner is jointly and severally liable for the debts of the partnership, and Bank B can require either general partner to pay off the debts that the partnership cannot pay.

3) "B thinks that he has withdrawn from the partnership and is no longer liable" is unreasonable. If the general partner withdraws from the partnership, he shall bear unlimited joint and several liability for the debts of the partnership arising from the reasons before the withdrawal.

4) "E believes that enterprise A borrowed money from bank B before the occupation and it is not liable". According to the regulations, the new general partner shall be jointly and severally liable for the debts of the partnership before the occupation.