International Legal Perspective | A Comparative Analysis of Market Definition in the Context of Antitrust between China, the United States, and Europe

在反垄断法的框架下，相关市场界定是评估企业行为是否构成垄断的核心环节。然而，中国、美国、欧洲在此问题上展现出了一定差异，不仅体现在各自构建的相关市场界定的法律体系上，还深入到指导原则、具体方法和实践案例之中。本文旨在通过对比分析这些差异，揭示其背后的法律逻辑、经济考量及实践挑战，以期为中国企业在国际市场中合规经营、有效应对反垄断审查提供有益的参考。

2025-01-02

Perspective | A New Execution Model for Real Estate "Transfer with Seal"

During the execution process, the auction and sale procedures for seized properties are often uncertain, making it difficult to achieve the execution objectives. To optimize the disposal process, the Lixia District People's Court in Jinan has innovatively proposed new business methods for real estate, including "transfer with seizure" and "financing with seizure."

2025-01-02

Perspective | How to Identify Unauthorized Representatives and Apparent Representatives in Commercial Contracts

Introduction: Article 11 of the "Company Law of the People's Republic of China (2023 Revision)" states: "The legal consequences of civil activities conducted by the legal representative in the name of the company shall be borne by the company. Restrictions on the powers of the legal representative set forth in the articles of association or by the shareholders' meeting shall not be opposed to good faith counterparties. If the legal representative causes damage to others while performing their duties, the company shall bear civil liability. After the company bears civil liability, it may seek recourse from the legal representative at fault in accordance with the law or the provisions of the articles of association." This article is a new provision in the Company Law, incorporating content from Articles 61(2-3), 62, and 1191 of the Civil Code. The first paragraph clarifies the attribution of legal effects of representative actions, which is essentially consistent with Article 61(2) of the Civil Code, except that the Civil Code applies to all legal persons, while this article of the Company Law applies only to companies. Representative actions and agency actions differ as companies are not natural persons. A company's external expressions of intent rely on its internal organizational structure, and all intentions and actions of the company arise from its organizational structure. The company's organizational structure is necessarily composed of different natural persons, including the legal representative, directors, managers, supervisors, and staff, who together form the shareholders' meeting, board of directors, and board of supervisors. The expressions of intent generated by various organizational structures within the company are externally expressed by the legal representative. However, our country not only establishes the representative power enjoyed by the legal representative but also sets up agency power. The legal basis for representative power is provided in Article 61 of the Civil Code, which states: "The person who represents a legal person in civil activities according to the law or the articles of association is the legal representative of the legal person. The legal consequences of civil activities conducted by the legal representative in the name of the legal person shall be borne by the legal person. Restrictions on the representative power of the legal representative set forth in the articles of association or by the legal person's power institutions shall not be opposed to good faith counterparties." Article 62 states: "If the legal representative causes damage to others while performing their duties, the legal person shall bear civil liability. After the legal person bears civil liability, it may seek recourse from the legal representative at fault in accordance with the law or the articles of association." Agency power comes from two aspects: civil agency and duty agency. The legal basis for duty agency is provided in Article 170 of the Civil Code, which states: "Personnel executing the work tasks of a legal person or an unincorporated organization shall implement civil legal acts in the name of the legal person or unincorporated organization within the scope of their authority, which shall be effective for the legal person or unincorporated organization. Restrictions on the scope of authority of personnel executing the work tasks of the legal person or unincorporated organization shall not be opposed to good faith counterparties." By comparing the provisions, it can be found that the content of Article 61 of the Civil Code states "the legal consequences shall be borne by the legal person," while Article 170 states "shall be effective for the legal person or unincorporated organization." The normative language of these two provisions represents different connotations. In the relationship of representative actions, there are only the represented party and the counterparty; the representative is not an independent subject. When the legal representative conducts civil activities in the name of the company, their representative power comes from the authorization of the law and the articles of association, thus no authorization letter from the company is required. Therefore, the external duties of the legal representative are company actions, and the consequences are naturally borne by the company. In contrast, in the agency relationship, there is a three-party relationship: the agent, the principal, and the counterparty. The agent is an independent subject, so Article 170 emphasizes that it must be within the scope of authority for it to be effective for the principal. From this, it can be seen that the legal representative is the legally designated expression organ of the legal person, but the legal representative is only an expression organ and is not the decision-making body of the company. The functions of the legal representative are primarily external. The powers exclusive to the legal representative can generally be summarized as follows: (1) External judicial litigation (signature of the legal representative on the complaint and identification); (2) Administrative applications (signature of the legal representative on commercial change registration and identification); (3) Non-routine significant business management actions: external investment, guarantees, financial support, donations; (4) Major actions of the company: company mergers and acquisitions, significant asset transfers, etc.; (5) Important internal document signing: capital contribution certificates, stocks, bonds, etc. Common situations of exceeding authority can be summarized as follows: the legal representative resigns but does not timely change the registration, or although registered, the actual legal representative has been dismissed. Alternatively, according to Article 10 of the Company Law, if the company does not determine a new legal representative within 30 days after the resignation of the legal representative. By comparing Article 11(2) of the Company Law: "Restrictions on the powers of the legal representative set forth in the articles of association or by the shareholders' meeting shall not be opposed to good faith counterparties," and Article 61(3) of the Civil Code: "Restrictions on the representative power of the legal representative set forth in the articles of association or by the legal person's power institutions shall not be opposed to good faith counterparties," it is not difficult to conclude that the restrictions on powers that cannot be opposed to good faith third parties come from the articles of association and the shareholders' meeting, excluding laws and provisions mentioned in the law. For instance, the provisions in Article 15 of the Company Law regarding external investment and guarantees imply that everyone should be aware of the restrictions on the representative power of the legal representative in such situations, thus allowing them to oppose any counterparties. The validity of contracts exceeding authority is addressed in Article 504 of the Civil Code: "Contracts entered into by the legal representative of a legal person or the head of an unincorporated organization that exceed their authority shall be valid unless the counterparty knows or should have known that they exceeded their authority." The Supreme People's Court's interpretation regarding the application of the General Principles of the Contract Compilation of the Civil Code (2023) No. 13, Article 20 states: "If laws and administrative regulations restrict the representative power of the legal representative of a legal person or the head of an unincorporated organization, stipulating that matters involved in the contract should be resolved by the power institutions or decision-making bodies of the legal person or unincorporated organization, or should be decided by the executive institutions of the legal person or unincorporated organization, if the legal representative or head has not obtained authorization and enters into a contract in the name of the legal person or unincorporated organization without fulfilling reasonable review obligations, the people's court will not support the counterparty's claim that the contract is effective for the legal person or unincorporated organization and that it bears liability for breach of contract. However, if the legal person or unincorporated organization is at fault, it may be judged to bear corresponding compensation liability according to Article 157 of the Civil Code. If the counterparty has fulfilled reasonable review obligations and constitutes apparent representation, the people's court shall handle it according to Article 504 of the Civil Code. If the matters involved in the contract do not exceed the legal and administrative regulations regarding the representative authority of the legal representative or head, but exceed the restrictions on representative power set forth in the articles of association or by the power institutions, the people's court shall support the counterparty's claim that the contract is effective for the legal person or unincorporated organization and that it bears liability for breach of contract, unless the legal person or unincorporated organization can prove that the counterparty knew or should have known of such restrictions. After the legal person or unincorporated organization bears civil liability, it may seek recourse from the legal representative or head at fault for losses caused by exceeding authority, and the people's court shall support this according to the law. If there are other provisions regarding the civil liability of the legal representative or head in the law or judicial interpretations, those provisions shall apply. Through the analysis of the above Article 20 provisions, for the first paragraph, the legal limits of the legal representative do not generally constitute apparent representation, except in cases where the counterparty is acting in good faith, which may constitute apparent representation; for the second paragraph, the intentional limits of the legal representative generally do not oppose good faith counterparties, constituting apparent representation; for the third paragraph, after the company bears external liability, it can internally hold the at-fault legal representative accountable, and the accountability principle generally applies to Article 62 of the Civil Code. However, attention should be paid to Article 191 of the Company Law: "If directors or senior management personnel cause damage to others while performing their duties, the company shall bear compensation liability; if directors or senior management personnel are found to have acted with intent or gross negligence, they shall also bear compensation liability." When these provisions are in conflict, the provisions of Article 191 shall apply as the special law.

2024-12-31

Perspective | Discussion on the Identification of Nominal Shareholders in Equity Transfer Guarantees and Practical Analysis

1. Introduction With the development of the market economy, equity transfer guarantees, as a non-typical guarantee method, have increasingly attracted attention in financing activities and have gradually become popular and applied in judicial practice in recent years. However, due to its dual characteristics of equity transfer and guarantee, it faces many legal issues in theory and practice. This article aims to explore the concept, characteristics, and judicial practice recognition of equity transfer guarantees. 2. Overview of Equity Transfer Guarantees (1) Definition and Characteristics Equity transfer guarantees refer to the debtor or a third party transferring their company equity to the creditor as a security measure for debt performance. Unlike traditional pledges, equity transfer guarantees do not change the ownership of the equity but achieve the purpose of guarantee through the transfer of equity. This method can provide strong protection for creditors while avoiding interference with the normal operation of the enterprise. (2) Legal Status The Supreme People's Court issued the "Notice on Printing and Distributing the &lt;Minutes of the National Court Civil and Commercial Trial Work Conference&gt;" (hereinafter referred to as the "Nine Civil Minutes") in 2019 and 2020, and the "Interpretation on the Application of the &lt;Civil Code of the People's Republic of China&gt; Related to Guarantee Systems" (hereinafter referred to as the "Guarantee System Interpretation"), clarifying the issues related to transfer guarantees and resolving the problem of lack of legal basis for transfer guarantees. Article 71 of the Nine Civil Minutes stipulates that the transfer guarantee contract is valid, and if the contract stipulates that the debtor has not repaid the debt upon maturity, the property belongs to the creditor, that part of the stipulation is invalid, but it does not affect the validity of other parts of the contract. Articles 68 and 69 of the Guarantee System Interpretation follow the provisions of the Nine Civil Minutes regarding the effectiveness of transfer guarantees and further clarify the legal status and responsibilities of nominal shareholders in transfer guarantees, stating that nominal shareholders do not bear joint liability for the actual shareholders' failure to fulfill or fully fulfill their capital contribution obligations or for withdrawing capital. (3) Basic Characteristics First, there is a creditor-debtor relationship between the parties. This debt can be a certain debt or an uncertain future debt. As a non-typical guarantee, it falls under the category of contracts, so whether a main contract exists is key to determining whether an agreement is an equity transfer agreement or an equity transfer guarantee. Second, there is an appearance of equity change between the parties, but there is no true intention to transfer equity. The transferor and transferee have reached an agreement that meets the conditions and procedures for equity transfer under company law, and it has been publicly announced and registered in the name of the transferee, achieving the appearance of rights transfer. Third, although the equity has been registered in the name of the creditor, the transfer is for the purpose of securing the debt. In other words, the purpose of equity transfer guarantees is to provide security for the main debt, and the creditor, as the equity transferee, usually does not pay consideration for this. Additionally, before the debt repayment period, the transferee cannot exercise shareholder rights or dispose of the transferred equity. 3. Recognition of Equity Transfer Guarantees in Judicial Practice (1) Existence of Basic Creditor-Debtor Relationship When determining whether an equity transfer guarantee exists, the court usually first examines whether there is a basic creditor-debtor relationship, such as a loan agreement. If it cannot be proven that the equity transfer was made to secure the loan, it cannot be recognized as an established equity transfer guarantee. Case 1: [Judgment Summary] Whether a private lending contract has been established, is effective, and has been fully performed should be judged from both the signing and performance aspects. The lender should provide evidence such as the loan contract, bank transaction records, and reconciliation records, and the relevant evidence should corroborate each other. If the parties use the signing of an equity transfer agreement to secure private lending claims, this non-typical guarantee method is a transfer guarantee. Provided that it does not violate the mandatory provisions of laws and administrative regulations, the relevant equity transfer agreement is valid. After signing the equity transfer guarantee agreement and completing the equity registration change as agreed, if the borrower fails to repay on time, the parties agree to evaluate the equity and assets of the target company, offset the corresponding amount of debt, confirm the validity of the previous equity change, and actually transfer control of the target company, it should be recognized that the parties have reached an agreement on the real transfer of equity and have actually performed it. One year after this starting point, the borrower enters the reorganization process, and the borrower's claim to revoke the debt settlement behavior based on bankruptcy law should not be supported. Whether the equity transfer guarantee has property rights effectiveness should be judged based on whether it has been publicly announced according to the property rights publicity principle. In equity pledges, the pledgee can prioritize compensation for the equity that has been registered as pledged. In equity transfer guarantees where the equity as collateral has been registered in the name of the guarantor, the guarantor is formally the holder of the shares that are the subject of the guarantee, and their right to priority compensation for the equity as collateral should be protected, and in principle, they enjoy property rights effectiveness against third parties. When the borrower enters the reorganization process, confirming that the equity transfer guarantee holder enjoys the right to priority compensation does not constitute the individual compensation behavior referred to in Article 16 of the Bankruptcy Law. After establishing an equity transfer guarantee and completing the change registration, if the transfer guarantee holder agrees to use that equity to pledge the debt owed to the debtor by a third party and completes the pledge registration, the third party's claim to that equity should take precedence over the transfer guarantee holder's compensation. [Case Document Number]: (2019) Supreme Court Civil Final 133 (2) No True Intention of Equity Transfer The parties lack a true intention to transfer equity. In the case of equity transfer guarantees, there is no genuine intention to transfer equity between the transferor and transferee, but rather the form of equity transfer is used to provide security for the creditor's claim. In fact, the transferring shareholder remains the actual rights holder of the equity and continues to exercise corresponding shareholder rights and fulfill shareholder obligations as the actual shareholder. Case 2: [Judgment Summary] When the debtor and creditor use equity transfer as a guarantee for the realization of claims, it belongs to a special type of guarantee in the development of the market economy, which can compensate for the shortcomings of typical guarantees and other non-typical guarantee methods, serving as a beneficial supplement to equity pledges. The contract signed by the creditor and debtor, which is named an equity transfer but is actually an equity transfer guarantee, reflects the true intention of both parties and does not violate the mandatory provisions of laws and administrative regulations; this guarantee method is legal and valid. If the debtor fails to repay the debt as agreed, they cannot request the return of equity on the grounds of invalid equity transfer. However, the liquidated damages clause in the loan agreement is invalid, and after the debtor repays the debt according to law, they have the right to request the creditor to return the equity. [Case Document Number]: (2013) Huai Commercial First 0295 (3) Typically Involves Equity Buyback/Return After Basic Debt Elimination The typical structure of equity transfer guarantees is to return the equity after the basic creditor-debtor relationship is terminated. Typically, the creditor will set terms stipulating that when there is a significant change in the operating conditions of the target company, the transfer of important assets, or other situations that may affect the realization of claims, the transferor has the obligation to buy back the equity. In equity transfers with buyback conditions, similar agreements may also be included, which makes the boundary between equity transfers with buyback conditions and equity transfer guarantees blurred in certain cases. Therefore, when dealing with actual cases involving equity transfer guarantees and equity buybacks, there may be situations where disputes over equity transfer guarantees are mistakenly regarded as equity buyback cases. Case 3: [Judgment Summary] The nature of the "equity transfer agreement" signed by the parties should be determined from whether the agreement has a subordinate nature and whether the parties have made arrangements regarding equity buyback and other matters, exploring the true intention of the parties in signing the agreement, and thus determining whether the agreement is an "equity transfer" agreement or an equity transfer guarantee for "another transaction." Regarding the effectiveness of equity transfer guarantees, it should be distinguished from the perspective of the equity interest holder, namely the company: the internal effectiveness should define the boundaries of rights according to the separation rules of equity rights enjoyment and exercise, balancing the interests of all parties; the external effectiveness should protect good faith third parties according to the appearance principle. [Case Document Number]: (2019) Jing 01 Civil Final 2736 (4) Agreement on Nominal Shareholder Rights There is no disagreement in judicial rulings that nominal shareholders do not enjoy shareholder rights, but there is a divergence on whether nominal shareholders can exercise shareholder identity rights or agree on shareholder identity rights when they actually exercise them. Viewpoint 1: Nominal shareholders do not enjoy shareholder identity rights and cannot agree on shareholder identity rights. Case 4: [Judgment Summary] The relevant content in Article 6, Section 3.2 of the involved "Agreement" regarding the "Board of Directors" and Section 3.3 regarding the "Management Organization" clearly states that Pan American Company sends personnel to serve as the executive director and general manager of Yinjian Company, indicating that Pan American Company participates in the business decision-making and management of Yinjian Company, obtaining benefits and safeguarding interests through joint cooperation, which is different from the rights enjoyed by the guarantor in a transfer guarantee relationship and does not constitute a transfer guarantee. [Case Document Number]: (2020) Supreme Court Civil Application 4636 Case 5: [Judgment Summary] During the period when the equity transferee, Yin Certain Partnership, held equity in Meng Certain Oriental Culture Company, the loan was repaid, indicating that the equity held by Yin Certain Partnership reflected its guarantee function. The court accepted the opinion that the equity held by Yin Certain Partnership on behalf of a certain company in Meng Certain Oriental Culture Company was actually a transfer guarantee for the debt formed by Bang Certain Company due to entrusted loans. Yin Certain Partnership factually appointed directors to Meng Certain Oriental Culture Company, becoming one of the three directors of Meng Oriental Partnership, participating in the voting on major decision-making matters of the company, and having the same "one vote veto" right as other directors. This arrangement effectively granted the directors appointed by Yin Certain Partnership the right to participate in the company's operations. In this case, merely recognizing Yin Certain Partnership as a nominal shareholder or nominal holder of shares clearly damages the trust interests of external third parties and does not align with the actual rights enjoyed by Yin Certain Partnership. The provision in Article 69 of the "Interpretation on the Application of the &lt;Civil Code of the People's Republic of China&gt; Related to Guarantee Systems" that "shareholders provide guarantees for debt performance by transferring their equity to the creditor's name, and the company or the company's creditors request the nominal shareholder to bear joint liability for the shareholder's failure to fulfill or fully fulfill their capital contribution obligations or for withdrawing capital, the people's court will not support" does not apply to this case. [Case Document Number]: (2022) Jing 02 Civil First 28 Viewpoint 2: Nominal shareholders can agree on certain shareholder identity rights. Case 6: [Judgment Summary] The involved equity transfer has a consideration of 0 yuan, and the exercise of shareholder rights is restricted, such as the transferee not participating in company operations or enjoying dividend rights unless otherwise agreed, and if the buyback conditions are triggered, the buyback price for the equity will be 0 yuan if Hengyue Company has already paid the agreed buyback price in the "Debt Buyback Agreement." The above agreements have characteristics different from a simple equity transfer, and their rights and obligations are more in line with the situation of equity transfer guarantees. The argument by Dingxin Company that the timing of the signing of the involved equity transfer agreement was earlier, thus causing disputes in the expression of relevant terms, but the true intention of both parties was to guarantee the debt buyback obligation of Zhujing Company through equity transfer, is more likely. Regarding the claim by Chengnan Company that Dingxin Company actually manages Zhuheng Company, Dingxin Company argued that as a nominal shareholder and substantial guarantor, it dispatched personnel to serve as directors of Zhuheng Company only to supervise and take timely measures when the company encountered significant adverse events, which is reasonable. The involved equity transfer behavior conforms to the situation of equity transfer guarantees. [Case Document Number]: (2023) Su 0205 Civil First 129 4. Conclusion The "Guarantee System Interpretation" clearly states that nominal shareholders in equity transfer guarantees do not need to bear the responsibility for capital contribution defects. However, it does not specifically stipulate whether nominal shareholders can agree on or exercise certain management rights (such as dispatching personnel to key positions like directors and finance for supervision), leading to divergent views in the courts on this issue. Most courts believe that if the equity transfer agreement or other documents stipulate management-type rights, then the transaction is not regarded as an equity transfer guarantee; however, some courts believe that it is reasonable for nominal shareholders to agree on certain shareholder identity rights to safeguard the realization of claims, and this situation still constitutes an equity transfer guarantee. Ensuring that contract terms are clear and reasonable, and clarifying the rights and obligations of all parties, is key to preventing legal disputes and protecting the rights and interests of all parties. Looking ahead, as relevant laws and regulations gradually improve, the legal relationship of equity transfer guarantees will become clearer and more standardized, thus providing stronger legal protection for market participants.<!--中华人民共和国民法典--><!--全国法院民商事审判工作会议纪要-->

2024-12-31

Perspective | Basic Issues of Corporate Governance Compliance in State-Owned Enterprises

Improving the corporate governance structure of state-owned enterprises is an inherent requirement for comprehensively promoting the rule of law in enterprise management and advancing the modernization of the national governance system and governance capabilities. This article summarizes the basic characteristics of modern corporate governance in state-owned enterprises based on laws and regulations as well as the regulatory system for corporate governance of state-owned enterprises, and proposes opinions and suggestions for improving the modern corporate governance mechanism.

2024-12-31

Perspective | How to Respond When the Defendant in Trademark Infringement Cases Uses Infringement Profits as a Basis for Compensation

In this case, the Administrative Penalty Decision made by the C Supervision and Administration Bureau determined that the value of goods for Company B was 24,500 yuan, the illegal business amount was 31,166 yuan, and the illegal income was 1,018 yuan. However, the aforementioned decision did not actually ascertain and determine the actual profits obtained by Company B during the entire business period due to the infringement of the trademark logo involved in the case of Company A. The purchase lists, sales lists, and explanatory statements provided by Company B were unilaterally prepared by the defendant Company B, without any third-party signatures or seals, and there were no financial books or other evidence to support this. Therefore, it is insufficient to prove their profits from the infringement, and thus, statutory compensation should apply in this case.

2024-12-31

Perspective | The Path of Disposing of Non-Performing Assets in Banks: Breaking Through and Moving Forward from a Legal Perspective

In the financial arena, the issue of non-performing assets in banks is gradually becoming a focal point. In recent years, with the shift in economic growth rates and the increasingly complex market environment, the scale of non-performing assets in banks has shown an upward trend. Non-performing assets are like a "tumor," eroding the healthy body of banks. They not only lead to a decline in asset quality, affecting the profitability of banks, but also weaken their ability to withstand risks. When the proportion of non-performing assets is too high, banks may face difficulties in cash flow, potentially triggering a bank run crisis, which can severely impact the stability of the financial system. At the same time, the increase in non-performing assets will make banks more cautious in credit issuance, thereby reducing support for the real economy and further hindering economic recovery and development.

2024-12-31

Perspective | Legal Protection of Minors' Personal Information on Online Platforms

There are issues of personal information leakage and abuse of minors on online platforms, which greatly affect the physical and mental health of minors. Our country has been continuously promoting the protection of minors' personal information rights from a legal perspective, with minors under the age of 16 being the target of protection. The personal information of minors is considered sensitive information and should be strictly protected. The informed consent mechanism of guardians, as a legal prerequisite for the protection of minors' personal information on online platforms, faces practical difficulties and can be differentiated based on "contextual differences". Furthermore, future legislation on the protection of minors' personal information should be more specialized and refined.

2024-12-31

Perspective | Research on Pre-litigation Procedures of Administrative Public Interest Litigation (Part 2)

The procuratorial organs are participants in the entire process of the administrative public interest litigation system and are also the leaders of the pre-litigation procedures. The author believes that the fundamental reasons for issues such as excessively high standards for the proof of investigation and verification rights, overly specific requirements for the content of pre-litigation procuratorial suggestions, and unclear regulations on the scope of pre-litigation procuratorial suggestions, lie in the procuratorial organs' neglect of the phased characteristics of the administrative public interest litigation system. They have failed to clarify their dual identity as "specialized legal supervision organs" and "public interest representatives," and have not balanced their pursuit of legal supervision and public interest protection in the pre-litigation procedures. This article aims to analyze the operational issues by exploring the phased characteristics of administrative public interest litigation, the role positioning of procuratorial organs as legal supervisors in pre-litigation procedures, and the pursuit of promoting lawful administration. It is hoped that this will provide a simple perspective for solving the challenges in the operation of pre-litigation procedures.

2024-12-31

Perspective | Research on Issues Related to Continuing Performance of Contracts in Bankruptcy Proceedings

After the People's Court accepts the bankruptcy case of a bankrupt enterprise (also known as the "debtor"), one of the primary tasks of the bankruptcy administrator (hereinafter referred to as the "administrator") is to sort through the contracts signed by the bankrupt enterprise with external parties and analyze whether to continue performing them. Article 18 of the Enterprise Bankruptcy Law states: "After the People's Court accepts the bankruptcy application, the administrator has the right to decide whether to terminate or continue performing contracts that were established before the acceptance of the bankruptcy application and that have not been fully performed by both the debtor and the other party, and must notify the other party. If the administrator does not notify the other party within two months from the date of acceptance of the bankruptcy application, or does not respond within thirty days from the date of receiving the other party's notice, it is deemed that the contract is terminated. If the administrator decides to continue performing the contract, the other party must perform; however, the other party has the right to request the administrator to provide a guarantee. If the administrator does not provide a guarantee, it is deemed that the contract is terminated." The above provisions are referred to as the "rules for unperformed contracts." The law is specific and clear, but there are still many questions and disputes in practice. This article combines legal provisions, relevant case law, and practical experience to study related issues for critical discussion.

2024-12-31