The People's Republic of China Civil Code
Published:
2019-05-30
The the People's Republic of China Civil Code, as adopted at the Third Session of the Thirteenth National People's Congress of the People's Republic of China on May 28, 2020, is hereby issued, and shall come into force on January 1, 2021.
the People's Republic of China Presidential Decree
The 45th.
The the People's Republic of China Civil Code, as adopted at the Third Session of the Thirteenth National People's Congress of the People's Republic of China on May 28, 2020, is hereby issued, and shall come into force on January 1, 2021.
the People's Republic of China President Xi Jinping
28 May 2020
the People's Republic of China Civil Code
(28 May 2020 13th National People's Congress
adopted at the third meeting of the congress)
Directory
Part I General Provisions
Chapter I Basic Provisions
Chapter II Natural Persons
Section 1 Capacity for Civil Rights and Capacity for Civil Conduct
Section 2 Guardianship
Section III. Declaration of disappearance and declaration of death
Section 4 Individual Industrial and Commercial Households and Rural Contractual Households
Chapter III Legal Persons
Section 1 General Provisions
Section 2 For-profit Legal Persons
Section 3 Non-profit Legal Persons
Section IV Special Legal Persons
Chapter IV Unincorporated Organizations
Chapter V Civil Rights
Chapter VI Civil Juristic Acts
Section 1 General Provisions
Section 2 Meaning
Section 3 Validity of Civil Juristic Acts
Section IV Conditions and Time Limits Attached to Civil Juristic Acts
Chapter VII Agency
Section 1 General Provisions
Section 2 Proxy
Section 3 Termination of Agency
Chapter VIII Civil Liability
Chapter IX Limitation of Actions
Chapter 10 Period Calculation
Part II Property Rights
Part I General Principles
Chapter I General Provisions
Chapter II Establishment, Alteration, Transfer and Elimination of Real Rights
Section 1 Registration of Real Estate
Section 2 Delivery of movable property
Section 3 Other Provisions
Chapter III Protection of Real Right
Ownership of the second sub-part
Chapter IV General Provisions
Chapter V State Ownership, Collective Ownership and Private Ownership
Chapter 6 The owner's building is divided ownership.
Chapter VII Adjacent Relations
Chapter VIII Common
Chapter IX Special Provisions on the Ownership
Subpart 3 Usufructuary rights
Chapter X General Provisions
Chapter XI Right to the Contracted Management of Land
Chapter XII Right to Use Land for Construction
Chapter XIII Right to Use Homestead
Chapter XIV Right of Residence
Chapter XV Easement
Sub-part 4 Security interests
Chapter XVI General Provisions
Chapter XVII Mortgage
Section 1 General Mortgage
Section 2 Maximum Mortgage
Chapter 18 Right of Pledgement
Section 1 Pledge of movable property
Section 2 Pledged Right
Chapter 19 Lien
Possession of subpart 5
Chapter 20 Possession
Part III Contracts
Part I General Principles
Chapter I General Provisions
Chapter II Conclusion of Contracts
Chapter III Validity of Contracts
Chapter IV Performance of the Contract
Chapter V Preservation of Contracts
Chapter VI Alteration and Assignment of Contracts
Chapter VII Termination of Rights and Obligations of Contracts
Chapter VIII Liability for Breach of Contract
Subpart 2 Typical contracts
Chapter IX Sales Contracts
Chapter X Contracts for the Supply of Electricity, Water, Gas and Heat
Chapter XI Gift Contract
Chapter XII Loan Contracts
Chapter XIII Guarantee Contract
Section 1 General Provisions
Section 2 Liability for Assurance
Chapter XIV Lease Contracts
Chapter XV Financial Lease Contracts
Chapter XVI Factoring Contracts
Chapter XVII Contracts for Work
Chapter XVIII Construction Contract
Chapter XIX Contract of Carriage
Section 1 General Provisions
Section 2 Passenger Transport Contract
Section III Freight Contract
Section IV Multimodal Transport Contracts
Chapter 20 Technology Contracts
Section 1 General Provisions
Section 2 Technology Development Contract
Section 3 Technology Transfer Contracts and Technology Licensing Contracts
Section IV Technical Consulting Contracts and Technical Service Contracts
Chapter XXI Safekeeping Contracts
Chapter 22 Warehousing Contracts
Chapter 23 Entrustment Contract
Chapter 24 Property Service Contracts
Chapter 25 Disciplinary Contracts
Chapter 26 Intermediary Contracts
Chapter 27 Partnership Contracts
Sub-part III Quasi-contract
Chapter 28 Management without cause
Chapter 29 Unjust enrichment
Part IV Right of personality
Chapter I General Provisions
Chapter II Right to Life, Body and Health
Chapter III Right of Name and Name
Chapter IV Portrait Rights
Chapter V Right of Reputation and Honor
Chapter VI Privacy and Protection of Personal Information
Part V Marriage and Family
Chapter I General Provisions
Chapter II Marriage
Chapter III Family Relations
Section 1 Relationship between husband and wife
Section 2 Relationship between Parents and Children and Other Close Relatives
Chapter IV Divorce
Chapter V Adoption
Section 1 Establishment of Adoptive Relationship
Section 2 Effect of Adoption
Section 3 Dissolution of Adoptive Relationship
Part VI Inheritance
Chapter I General Provisions
Chapter II Statutory Succession
Chapter III Testamentary Succession and Legacy
Chapter IV Treatment of Heritage
Part 7 Liability for Tort
Chapter I General Provisions
Chapter II Compensation for Damages
Chapter III Special Provisions on the Subject of Responsibility
Chapter IV Product Liability
Chapter V Liability for Motor Vehicle Traffic Accidents
Chapter VI Liability for Medical Damage
Chapter VII Responsibility for Environmental Pollution and Ecological Damage
Chapter VIII Highly Dangerous Liability
Chapter IX Liability for Damage to Raised Animals
Chapter X Liability for Damage to Buildings and Objects
Supplementary Provisions
Part I General Provisions
Chapter I Basic Provisions
Article 1 [Purpose of Legislation] [1] In order to protect the legitimate rights and interests of civil subjects, adjust civil relations, maintain social and economic order, meet the requirements of the development of socialism with Chinese characteristics, and promote the core values of socialism, this law is formulated in accordance with the Constitution.
Article 2 [Scope of Adjustment] The Civil Law adjusts the personal and property relations between natural persons, legal persons and unincorporated organizations of equal subjects.
Article 3 [Civil rights and interests are protected by law] The personal rights, property rights and other lawful rights and interests of civil subjects are protected by law, and no organization or individual may infringe.
Article 4 [Principle of Equality] All civil subjects have equal legal status in civil activities.
Article 5 When engaging in civil activities, civil subjects shall follow the principle of voluntariness and establish, change or terminate civil legal relations according to their own will.
Article 6 When engaging in civil activities, civil subjects shall follow the principle of fairness and reasonably determine the rights and obligations of all parties.
Article 7 [Principle of Good Faith] When engaging in civil activities, civil subjects shall follow the principle of good faith, uphold honesty and abide by their commitments.
Article 8 [Principles of Law-abiding and Public Order and Good Customs] Civil subjects engaged in civil activities shall not violate the law or violate public order and good customs.
Article 9 [Green Principle] Civil subjects engaged in civil activities shall be conducive to the conservation of resources and the protection of the ecological environment.
Article 10 [Application of Law] Civil disputes shall be handled in accordance with the law; where there are no provisions in the law, customs may be applied, but public order and good customs shall not be violated.
Article 11 Where other laws have special provisions on civil relations, such provisions shall prevail.
Article 12 The the People's Republic of China law shall apply to civil activities in the field of the People's Republic of China. Where the law provides otherwise, such provisions shall prevail.
Chapter II Natural Persons
Section 1 Capacity for Civil Rights and Capacity for Civil Conduct
Article 13 [Beginning and Ending of Natural Person's Capacity for Civil Rights] A natural person has the capacity for civil rights from birth to death, enjoys civil rights and assumes civil obligations in accordance with the law.
Article 14 All natural persons are equal in their capacity for civil rights.
Article 15 [Criteria for Determining the Time of Birth and Death of a Natural Person] The time of birth and death of a natural person shall be subject to the time recorded in the birth certificate or death certificate; if there is no birth certificate or death certificate, the household registration or other valid identity registration The time recorded shall prevail. If there is other evidence sufficient to overturn the above recorded time, the time proved by the evidence shall prevail.
Article 16 [Special protection of the interests of the fetus] Where the protection of the interests of the fetus, such as inheritance and acceptance of gifts, is involved, the fetus shall be deemed to have the capacity for civil rights. However, if the fetus is dead at birth, its capacity for civil rights does not exist from the beginning.
Article 17 [Age Standards for Adults and Minors] Natural persons over the age of 18 are adults. Any natural person under the age of 18 shall be a minor.
Article 18 [Persons with Full Capacity for Civil Conduct] Adults are persons with full capacity for civil conduct and may perform civil juristic acts independently.
Minors over the age of 16 who rely on their own labor income as their main source of livelihood shall be regarded as persons with full capacity for civil conduct.
Article 19 [Minors with limited capacity for civil conduct] Minors over the age of eight shall be persons with limited capacity for civil conduct, and their legal representatives shall act on their behalf or with the consent and ratification of their legal representatives; however, they may independently carry out civil legal acts for pure profit or civil legal acts suitable for their age and intelligence.
Article 20 [Minors without capacity for civil conduct] Minors under the age of eight shall be persons with no capacity for civil conduct and shall be represented by their legal representatives to perform civil juristic acts.
Article 21 [Adults with no capacity for civil conduct] An adult who cannot identify his own conduct shall be a person with no capacity for civil conduct and shall be represented by his legal representative to perform civil juristic acts.
The provisions of the preceding paragraph shall apply to minors over the age of eight who are unable to identify their own conduct.
Article 22 [adults with limited capacity for civil conduct] adults who cannot fully identify their own acts shall be persons with limited capacity for civil conduct, and their legal representatives shall act on their behalf or with the consent and ratification of their legal representatives; however, they may independently carry out civil legal acts for pure profit or civil legal acts commensurate with their intellectual and mental health status.
Article 23 [Legal Representative] The guardian of a person with no capacity for civil conduct or a person with limited capacity for civil conduct shall be his legal representative.
Article 24 [Identification and Restoration of Persons with Incapacity for Civil Conduct or Persons with Limited Capacity for Civil Conduct] For an adult who cannot identify or cannot fully identify his own conduct, his interested parties or relevant organizations may apply to the people's court to identify the adult as a person with no capacity for civil conduct or a person with limited capacity for civil conduct.
If a person is determined by a people's court to be a person with no capacity for civil conduct or a person with limited capacity for civil conduct, the people's court may, upon application by the person, an interested party or a relevant organization, determine that the adult is restored to a person with limited capacity for civil conduct or full capacity for civil conduct on the basis of his intellectual and mental health recovery.
The relevant organizations stipulated in this article include: residents' committees, villagers' committees, schools, medical institutions, women's federations, disabled persons' federations, organizations for the elderly established in accordance with the law, and civil affairs departments.
Article 25 [Residence of natural persons] A natural person shall take the residence recorded in the household registration or other valid identity registration as his residence; if the regular residence is inconsistent with the residence, the regular residence shall be regarded as the residence.
Section 2 Guardianship
Article 26 [Legal Obligations between Parents and Children] Parents shall have the obligation to bring up, educate and protect their minor children.
Adult children have the obligation to support, support and protect their parents.
Article 27 [Guardians of Minors] Parents are the guardians of their minor children.
If the parents of a minor are dead or incapable of guardianship, the following persons capable of guardianship shall act as guardians in order:
(I) grandparents;
(II) elder brother and sister;
(III) other individuals or organizations willing to act as guardians, but only with the consent of the neighborhood committee, village committee or civil affairs department in the place where the minor lives.
Article 28 [Guardians of adults with no or limited capacity for civil conduct] For adults with no or limited capacity for civil conduct, the following persons with guardianship capacity shall serve as guardians in order:
(I) spouse;
(II) parents and children;
(III) other close relatives;
(IV) other individuals or organizations willing to act as guardians, but only with the consent of the residents' committee, villagers' committee or civil affairs department of the place where the ward has his domicile.
Article 29 [Appointment of Guardians by Will] Where the parents of the ward act as guardians, they may appoint guardians through a will.
Article 30 [Determination of Guardians by Agreement] Guardians may be determined by agreement between persons qualified for guardianship in accordance with the law. The agreement determines that the guardian shall respect the true will of the ward.
Article 31 [Procedure for Resolving Guardianship Disputes] If there is a dispute over the determination of a guardian, the neighborhood committee, village committee or civil affairs department of the ward's domicile shall appoint a guardian. If the relevant party is not satisfied with the appointment, he may apply to the people's court for the appointment of a guardian; the relevant party may also directly apply to the people's court for the appointment of a guardian.
Residents' committees, villagers' committees, civil affairs departments or people's courts shall respect the true wishes of the ward and appoint guardians among those who are qualified for guardianship in accordance with the law in accordance with the principle of being most beneficial to the ward.
Before the guardian is appointed in accordance with the provisions of the first paragraph of this article, if the personal rights, property rights and other lawful rights and interests of the ward are in a state of no protection, the neighborhood committee, village committee, relevant organization prescribed by law or civil affairs department of the ward's domicile shall act as temporary guardian.
After the guardian is appointed, it shall not be changed without authorization; if it is changed without authorization, the responsibility of the appointed guardian shall not be exempted.
Article 32 [Public Guardian] If there is no person who is qualified for guardianship in accordance with the law, the guardian shall be held by the civil affairs department, or the neighborhood committee or villagers' committee of the place where the ward has the conditions to perform guardianship duties.
Article 33 [Intended Guardianship] An adult with full capacity for civil conduct may negotiate in advance with his close relatives, other individuals or organizations willing to act as guardians, and determine his own guardian in writing. When he loses or partially loses civil conduct When capacity, the guardian shall perform guardianship duties.
Article 34 [Duties and Rights of Guardians and Temporary Life Care Measures] The duties of guardians are to perform civil legal acts on behalf of the ward and protect the personal rights, property rights and other legitimate rights and interests of the ward.
The rights of guardians arising from the performance of their guardianship duties in accordance with the law shall be protected by law.
If a guardian fails to perform his duty of guardianship or infringes upon the lawful rights and interests of his ward, he shall bear legal responsibility.
Due to emergencies such as emergencies, the guardian is temporarily unable to perform his guardianship duties, and the ward's life is in a state of unattended, the neighborhood committee, village committee or civil affairs department of the ward's domicile shall arrange necessary temporary life care for the ward Measures.
Article 35 [Principles and Requirements for Guardians to Perform Duties] Guardians shall perform their duties of guardianship in accordance with the principle of being most beneficial to their wards. A guardian shall not dispose of the property of his ward except to protect the interests of his ward.
When performing guardianship duties, the guardian of a minor shall, in making decisions related to the interests of the ward, respect the true wishes of the ward in accordance with the age and mental status of the ward.
When performing guardianship duties, adult guardians should respect the true wishes of the ward to the greatest extent, and protect and assist the ward to perform civil legal acts that are compatible with their intellectual and mental health. The guardian shall not interfere in the affairs that the ward has the ability to handle independently.
Article 36 [Revocation of Guardianship] Where a guardian has one of the following circumstances, the people's court shall, on the application of the relevant individual or organization, revoke his guardian qualification, arrange necessary temporary guardianship measures, and appoint a guardian in accordance with the law in accordance with the principle of being most beneficial to the ward:
(I) commit acts that seriously impair the physical and mental health of the ward;
The (II) is lazy in performing his guardianship duties, or is unable to perform his guardianship duties and refuses to entrust part or all of his guardianship duties to others, resulting in the ward being in a state of danger and hardship;
(III) commit other acts that seriously infringe upon the lawful rights and interests of the ward.
The relevant individuals and organizations specified in this article include: other persons who are qualified for guardianship in accordance with the law, residents' committees, villagers' committees, schools, medical institutions, women's federations, disabled persons' federations, minor protection organizations, organizations for the elderly established in accordance with the law, Civil affairs departments, etc.
If the individuals and organizations other than the civil affairs departments mentioned in the preceding paragraph fail to apply to the people's court for the revocation of the guardianship, the civil affairs department shall apply to the people's court.
Article 37 [The obligation to bear after the guardian's qualification is revoked is not exempted] Parents, children, spouses, etc. who bear the guardian's maintenance, alimony, and maintenance according to law shall continue to perform the burden after the guardian's qualification is revoked by the people's court. obligation.
Article 38 [Restoration of Guardian Qualification] After the guardian's parents or children are revoked by the people's court as guardians, except for the intentional crime against the guardian, if they do show repentance, the people's court may, upon its application, respect the guardian's true Will, as the case may be, restore his guardian qualification, and the guardianship relationship between the guardian appointed by the people's court and the ward shall be terminated at the same time.
Article 39 [Circumstances of Termination of Guardianship Relationship] The guardianship relationship shall be terminated under any of the following circumstances:
(I) the ward acquires or regains full capacity for civil conduct;
(II) guardian is incapacitated;
(III) the ward or guardian dies;
Other circumstances (IV) the termination of the guardianship relationship as determined by the people's court.
After the guardianship relationship is terminated, if the ward still needs guardianship, a guardian shall be determined according to law.
Section III. Declaration of disappearance and declaration of death
Article 40 [Conditions for Declaration of Missing] Where the whereabouts of a natural person have not been known for two years, the interested party may apply to the people's court for the declaration of the natural person as a missing person.
Article 41 [Calculation of the time when the whereabouts of a natural person are unknown] The time when the whereabouts of a natural person is unknown shall be calculated from the date of his loss. If the whereabouts of a person are unknown during a war, the period of time during which his whereabouts are unknown shall be counted from the date of the end of the war or from the date on which his whereabouts are determined by the relevant authorities.
Article 42 The property of a missing person shall be placed in the custody of his or her spouse, adult children, parents or other persons willing to act as the custodian of the property.
If there is a dispute over the escrow and there is no person specified in the preceding paragraph, or if the person specified in the preceding paragraph is incapable of escrow, the escrow shall be conducted by a person designated by the people's court.
Article 43 [Duties of Property Escrow] The property escrow shall properly manage the property of the missing person and safeguard his or her property rights and interests.
Taxes, debts and other expenses owed by the missing person shall be paid by the property escrow from the property of the missing person.
If the escrow of property causes damage to the property of the missing person due to intentional or gross negligence, it shall be liable for compensation.
Article 44 [Change of Property Custodian] If the property custodian fails to perform the duties of escrow, infringes on the property rights and interests of the missing person or loses the ability to manage the property, the interested party of the missing person may apply to the people's court to change the property custodian.
If the escrow holder has a valid reason, he may apply to the people's court to change the escrow holder.
If the people's court changes the property escrow, the changed property escrow has the right to request the original property escrow to hand over the relevant property in a timely manner and report the situation of the property escrow.
Article 45 [Revocation of Declaration of Disappearance] If a missing person reappears, the people's court shall revoke the declaration of disappearance upon the application of the missing person or an interested party.
If the missing person reappears, he shall have the right to request the property escrow person to hand over the relevant property in a timely manner and to report the situation of the escrow.
Article 46 [Conditions for Declaring Death] Where a natural person has one of the following circumstances, the interested party may apply to the people's court for a declaration of the natural person's death:
The whereabouts of the (I) have been unknown for four years;
The (II)'s whereabouts have been unknown for two years due to an accident.
If the whereabouts of the natural person are unknown due to an accident and the relevant authorities have proved that it is impossible for the natural person to survive, the application for declaration of death is not subject to the two-year time limit.
Article 47 [Priority Application of Declaration of Death] For the same natural person, if some interested parties apply for declaration of death, and some interested parties apply for declaration of disappearance, and if the conditions for declaration of death as stipulated in this Law are met, the people's court shall declare the death.
Article 48 [Determination of the Date of Death of a Person Declared Dead] For a person who is declared dead, the date on which the judgment of the people's court declares the death shall be deemed to be the date of his death; if the person is declared dead due to an accident, the date of the accident shall be deemed to be the date of his death.
Article 49 [Validity of civil juristic acts during the period of being declared dead] Where a natural person is declared dead but is not dead, the validity of the civil juristic acts performed by the natural person during the period of being declared dead shall not be affected.
Article 50 [Revocation of Declaration of Death] If a person who has been declared dead reappears, the people's court shall revoke the declaration of death upon the application of the person himself or an interested party.
Article 51 [Effect of Declarations of Death and Revocation of Declarations of Death on Marital Relationship] The marital relationship of a person who has been declared dead shall be eliminated from the date of the declaration of death. If the declaration of death is revoked, the marital relationship shall resume on its own initiative from the date of revocation of the declaration of death. However, his or her spouse remarries or declares in writing to the marriage registration office that he or she does not want to resume.
Article 52 [Effect of Revocation of Declaration of Death on Adoption Relationship] If a person who has been declared dead has his or her children adopted by others in accordance with the law during the period of his or her death, after the declaration of death has been revoked, he or she shall not claim that the adoption is invalid on the ground that he or she has not given his or her consent.
Article 53 [Return of Property after Revocation of Declaration of Death] The person whose declaration of death has been revoked shall have the right to request the return of the property by the civil subject who has acquired the property in accordance with Part 6 of this Law; if the return is impossible, appropriate compensation shall be made.
If an interested party conceals the true situation and causes another person to be declared dead and obtains his property, he shall, in addition to returning the property, be liable for compensation for the losses caused thereby.
Section 4 Individual Industrial and Commercial Households and Rural Contractual Households
Article 54 [Definition of Individual Industrial and Commercial Households] A natural person engaged in industrial and commercial operations shall be an individual industrial and commercial household after registration in accordance with the law. Individual industrial and commercial households can have a font size.
Article 55 [Definition of Rural Contracted Management Households] Members of rural collective economic organizations who have obtained the right to contracted management of rural land in accordance with the law and engage in household contracted management are rural contracted management households.
Article 56 [Rules for the assumption of debts] The debts of individual industrial and commercial households shall be borne by personal property if they are operated by individuals; if they are operated by families, they shall be borne by family property; if they cannot be distinguished, they shall be borne by family property.
The debts of rural contracted management households shall be borne by the property of the farmers engaged in rural land contract management; in fact, if they are operated by some members of the farmers, they shall be borne by the property of that part of the members.
Chapter III Legal Persons
Section 1 General Provisions
Article 57 [Definition of Legal Person] A legal person is an organization that has the capacity for civil rights and civil capacity and independently enjoys civil rights and assumes civil obligations in accordance with the law.
Article 58 [Conditions for the Establishment of a Legal Person] A legal person shall be established in accordance with the law.
A legal person shall have its own name, organizational structure, domicile, property or funds. The specific conditions and procedures for the establishment of a legal person shall be in accordance with the provisions of laws and administrative regulations.
Where the establishment of a legal person is subject to the approval of the relevant authorities as provided by laws or administrative regulations, such provisions shall be followed.
Article 59 [Beginning and Ending of Capacity for Civil Rights and Capacity for Civil Conduct of Legal Persons] The capacity for civil rights and capacity for civil conduct of a legal person shall arise at the time of the establishment of the legal person and shall be extinguished at the time of the termination of the legal person.
Article 60 [Civil Liability of Legal Persons] A legal person shall independently bear civil liability with all its property.
Article 61 [Definition of Legal Representative and Legal Consequences of Acts] In accordance with the provisions of the law or the articles of association of a legal person, the person in charge of civil activities on behalf of the legal person shall be the legal representative of the legal person.
Where a legal representative engages in civil activities in the name of a legal person, the legal consequences thereof shall be borne by the legal person.
Restrictions on the representation of the legal representative by the articles of association of the legal person or the authority of the legal person shall not be used against the bona fide counterpart.
Article 62 If the legal representative causes damage to others as a result of the performance of his duties, the legal person shall bear civil liability.
After the legal person has assumed civil liability, it may, in accordance with the law or the articles of association of the legal person, recover the amount from the legal representative at fault.
Article 63 The domicile of a legal person shall be the place where its principal office is located. Where registration as a legal person is required in accordance with the law, the place where the principal office is located shall be registered as the domicile.
Article 64 [Registration of Change of Legal Person] Where the registered items change during the existence of a legal person, an application for registration of change shall be filed with the registration authority in accordance with the law.
Article 65 [Legal consequences of inconsistency between the actual situation of a legal person and the registered matters] If the actual situation of a legal person is inconsistent with the registered matters, it shall not confront a bona fide counterpart.
Article 66 [Publicity of Registration Information] The registration authority shall promptly publicize the relevant information on the registration of legal persons in accordance with the law.
Article 67 [Enjoyment and Undertaking of Rights and Obligations after Merger and Division of Legal Persons] Where a legal person is merged, its rights and obligations shall be enjoyed and assumed by the merged legal person.
Where a legal person is separated, its rights and obligations shall be enjoyed by the separated legal person with joint claims and joint debts, unless otherwise agreed by the creditor and the debtor.
Article 68 [Reasons for Termination of Legal Person] A legal person shall be terminated if the liquidation or cancellation of registration is completed in accordance with the law for one of the following reasons:
Dissolution of the (I) legal person;
The (II) legal person is declared bankrupt;
(III) other reasons prescribed by law.
Where the termination of a legal person is subject to the approval of the relevant authorities as provided by laws or administrative regulations, such provisions shall apply.
Article 69 A legal person shall be dissolved under any of the following circumstances:
(I) the period of existence stipulated in the articles of association of the legal person expires or other reasons for dissolution stipulated in the articles of association of the legal person occur;
The authority of the (II) legal person is dissolved by resolution;
The (III) needs to be dissolved due to the merger or division of the legal person;
The business license and registration certificate of a (IV) legal person are revoked according to law, and the legal person is ordered to close down or be revoked;
(V) other circumstances prescribed by law.
Article 70 [Liquidation after Dissolution of Legal Person] Where a legal person is dissolved, except in the case of merger or division, the liquidation obligor shall promptly form a liquidation group to carry out liquidation.
Members of the executive or decision-making bodies such as directors and directors of a legal person are the liquidation obligors. Where laws and administrative regulations provide otherwise, such provisions shall prevail.
If the liquidation obligor fails to perform the liquidation obligation in time and causes damage, it shall bear civil liability; the competent authority or the interested party may apply to the people's court to designate relevant personnel to form a liquidation team to carry out liquidation.
Article 71 [Legal Basis Applicable to Liquidation] The liquidation procedures of a legal person and the powers of the liquidation group shall be in accordance with the provisions of the relevant laws; if there are no provisions, reference shall be made to the relevant provisions of the applicable company law.
Article 72 [Status of legal person in liquidation, disposition of remaining property after liquidation and termination of legal person] The legal person survives during liquidation, but may not engage in activities unrelated to liquidation.
The remaining property after the liquidation of the legal person shall be disposed of in accordance with the provisions of the legal person's articles of association or the resolution of the legal person's authority. Where the law provides otherwise, such provisions shall prevail.
When the liquidation is completed and the cancellation of registration of the legal person is completed, the legal person shall be terminated; if it is not necessary to register the legal person according to law, the legal person shall be terminated at the end of the liquidation.
Article 73 [Bankruptcy of Legal Person] Where a legal person is declared bankrupt, the legal person shall terminate when the bankruptcy liquidation is carried out in accordance with the law and the cancellation of the registration of the legal person is completed.
Article 74 [Branches of legal persons and their liabilities] A legal person may establish branches in accordance with the law. Where laws and administrative regulations stipulate that a branch shall be registered, such provisions shall be followed.
If a branch engages in civil activities in its own name, the civil liability arising therefrom shall be borne by the legal person; or it may first be borne by the property managed by the branch, and if it is not sufficient to bear it, the legal person shall bear it.
Article 75 [Legal consequences of the act of establishing a legal person] The legal consequences of civil activities undertaken by the establishment person for the establishment of a legal person shall be borne by the legal person; if the legal person is not established, the legal consequences shall be borne by the establishment person, and if the establishment is two or more persons, they shall enjoy joint and several claims and bear joint and several debts.
If the person who establishes a legal person engages in civil activities in its own name, a third party shall have the right to choose to request the legal person or the person who establishes it to bear the civil liability.
Section 2 For-profit Legal Persons
Article 76 [Definition and types of for-profit legal persons] A legal person established for the purpose of obtaining profits and distributing them to shareholders and other contributors shall be a for-profit legal person.
For-profit legal persons include limited liability companies, joint stock limited companies and other enterprise legal persons.
Article 77 [Establishment of for-profit legal persons] A for-profit legal person shall be registered in accordance with the law.
Article 78 The registration authority shall issue a business license to a for-profit legal person established in accordance with the law. The date of issuance of the business license is the date of establishment of the for-profit legal person.
Article 79 [Articles of Association of for-profit Legal Persons] The establishment of a for-profit legal person shall formulate articles of association of the legal person in accordance with the law.
Article 80 [Authority of a for-profit legal person] A for-profit legal person shall establish an authority.
The organ of power shall amend the articles of association of the legal person, elect or replace the members of the executive and supervisory bodies, and exercise other functions and powers as stipulated in the articles of association of the legal person.
Article 81 [Executive Body of a for-profit legal person] A for-profit legal person shall have an executive body.
The executive body exercises the power to convene meetings of the body, decide on the business plan and investment plan of the legal person, decide on the establishment of the internal management body of the legal person, and other functions and powers stipulated in the articles of association of the legal person.
If the executive body is the board of directors or executive director, the chairman, executive director or manager shall serve as the legal representative in accordance with the provisions of the articles of association of the legal person; if there is no board of directors or executive director, the main person in charge as stipulated in the articles of association of the legal person shall be its executive body and legal representative.
Article 82 [Supervisory body of a for-profit legal person] Where a for-profit legal person has a supervisory body such as a board of supervisors or supervisors, the supervisory body shall, in accordance with the law, exercise the inspection of the financial affairs of the legal person, supervise the performance of the duties of the legal person by the members and senior managers of the executive body, and other functions and powers stipulated in the articles of association of the legal person.
Article 83 [Liability for Abuse of Rights by Contributors] Contributors of for-profit legal persons shall not abuse their rights to harm the interests of legal persons or other contributors; if the abuse of their rights causes losses to legal persons or other contributors, they shall bear civil liability in accordance with the law.
The investor of a for-profit legal person shall not abuse the independent status of the legal person and the limited liability of the investor to harm the interests of the creditors of the legal person; abuse the independent status of the legal person and the limited liability of the investor to avoid debts and seriously harm the interests of the creditors of the legal person, shall bear joint and several liability for the debts of the legal person.
Article 84 [Restriction on improper use of related relationships] The controlling investors, actual controllers, directors, supervisors, and senior managers of a for-profit legal person shall not use their related relationships to harm the interests of the legal person; if the use of related relationships causes losses to the legal person, they shall bear Compensation liability.
Article 85 [Revocation of Resolutions] If the meeting convening procedures and voting methods of the for-profit legal person's authority and executive agency make resolutions violate laws, administrative regulations, and legal person's articles of association, or the content of the resolution violates the legal person's articles of association, the investor of the for-profit legal person may Request the people's court to revoke the resolution. However, the civil legal relationship formed between the for-profit legal person and the bona fide counterpart pursuant to the resolution is not affected.
Article 86 [Obligations to be performed by for-profit legal persons] When engaging in business activities, for-profit legal persons shall abide by business ethics, maintain transaction safety, accept supervision by the government and society, and assume social responsibilities.
Section 3 Non-profit Legal Persons
Article 87 [Definition and types of non-profit legal persons] A legal person that is established for public welfare purposes or other non-profit purposes and does not distribute the profits obtained to the funders, establishment persons or members shall be a non-profit legal person.
Non-profit legal persons include institutions, social organizations, foundations, social service agencies, etc.
Article 88 [acquisition of legal person qualification of public institutions] public institutions that meet the requirements of legal person and provide public welfare services to meet the needs of economic and social development shall be registered and established in accordance with the law and obtain the legal person qualification of public institutions; those that do not need to be registered as legal persons in accordance with the law shall have the legal person qualification of public institutions from the date of establishment.
Article 89 [Organizational structure and legal representative of a public institution legal person] Where a public institution legal person establishes a board of directors, the board of directors shall be its decision-making body unless otherwise provided by law. The legal representative of a legal person of a public institution shall be elected in accordance with the provisions of laws, administrative regulations or the articles of association of the legal person.
Article 90 [Acquisition of legal personality of social organization] A social organization that meets the requirements of a legal person and is established for non-profit purposes such as public welfare purposes or the common interests of members based on the common wishes of its members shall be registered and established in accordance with the law and obtain the legal personality of a social organization; if it is not necessary to register as a legal person in accordance with the law, it shall have the legal personality of a social organization from the date of its establishment.
Article 91 [Articles of Association and Organizational Institutions of Social Organizations as Legal Persons] The establishment of a social organization as a legal person shall formulate its articles of association in accordance with the law.
A legal person of a social organization shall have such organs of power as a general assembly or a representative assembly of members.
A legal person of a social organization shall set up an executive body such as a council. The person in charge such as the chairman of the board of directors or the president shall act as the legal representative in accordance with the provisions of the legal person's articles of association.
Article 92 [Acquire the status of a donor legal person] Foundations and social service institutions that have the qualifications of a legal person and are established with donated property for public welfare purposes shall be registered and established in accordance with the law and obtain the status of a donor legal person.
If a religious activity site established according to law meets the requirements of a legal person, it may apply for registration as a legal person and obtain the status of a donor legal person. Where laws and administrative regulations provide for religious venues, they shall be in accordance with their provisions.
Article 93 [Articles of Association and Organization of Donor Legal Persons] The establishment of a donor legal person shall formulate a legal person's articles of association in accordance with the law.
Donor legal persons shall have decision-making bodies such as councils and democratic management organizations, as well as executive bodies. The chairman of the board of directors and other persons in charge shall act as legal representatives in accordance with the provisions of the articles of association of the legal person.
The donating legal person shall have a supervisory body such as a board of supervisors.
Article 94 [Rights of Donors] Donors have the right to inquire of the donating legal person about the use and management of the donated property, and to make comments and suggestions, and the donating legal person shall respond in a timely and truthful manner.
If the decision-making body, executive body or legal representative of the donor legal person makes a decision in violation of laws, administrative regulations, or the articles of association of the legal person, or if the content of the decision violates the articles of association of the legal person, the donor and other interested parties or the competent authority may request the people's court to revoke the decision. However, the civil legal relationship formed by the donor legal person with the bona fide counterpart pursuant to the decision is not affected.
Article 95 [Disposal of surplus property upon termination of a non-profit legal person] When a non-profit legal person established for public welfare purposes terminates, it shall not distribute surplus property to the funder, founder or member. The surplus property shall be used for public welfare purposes in accordance with the provisions of the articles of association of the legal person or the resolution of the authority; if it cannot be disposed of in accordance with the provisions of the articles of association of the legal person or the resolution of the authority, it shall be transferred to a legal person with the same or similar purpose under the auspices of the competent authority and shall be announced to the public.
Section IV Special Legal Persons
Article 96 [Types of Special Legal Persons] The legal persons of government organs, legal persons of rural collective economic organizations, legal persons of urban and rural cooperative economic organizations, and legal persons of grass-roots mass autonomous organizations specified in this section shall be special legal persons.
Article 97 [acquisition of legal person status of an organ] an organ with independent funds and a statutory body undertaking administrative functions shall, from the date of its establishment, have the status of an organ legal person and may engage in civil activities necessary for the performance of its functions.
Article 98 [Enjoyment and assumption of rights and obligations after the termination of an organ legal person] If an organ legal person is revoked, the legal person shall terminate, and its civil rights and obligations shall be enjoyed and assumed by the successor organ legal person; if there is no successor organ legal person, it shall be enjoyed and assumed by the organ legal person that made the revocation decision.
Article 99 Rural collective economic organizations shall acquire the status of legal persons in accordance with the law.
Where laws and administrative regulations have provisions on rural collective economic organizations, such provisions shall be followed.
Article 100 [Legal Person of Urban and Rural Cooperative Economic Organizations] Urban and rural cooperative economic organizations shall obtain legal personality in accordance with the law.
Where laws and administrative regulations have provisions on urban and rural cooperative economic organizations, such provisions shall prevail.
Article 101 [legal person of grass-roots mass autonomous organizations] residents' committees and villagers' committees have the legal person status of grass-roots mass autonomous organizations and may engage in civil activities necessary for the performance of their functions.
If no village collective economic organization has been established, the villagers committee may perform the functions of the village collective economic organization in accordance with the law.
Chapter IV Unincorporated Organizations
Article 102 [Definition and types of unincorporated organizations] An unincorporated organization is an organization that does not have legal personality, but is able to engage in civil activities in its own name in accordance with the law.
Unincorporated organizations include sole proprietorships, partnerships, and professional service organizations that do not have legal personality.
Article 103 [Procedures for the Establishment of Unincorporated Organizations] Unincorporated organizations shall be registered in accordance with the provisions of the law.
Where the establishment of an unincorporated organization is subject to the approval of the relevant authorities as provided by laws or administrative regulations, such provisions shall be followed.
Article 104 [Undertaking of debts of an unincorporated organization] If the property of an unincorporated organization is insufficient to pay off its debts, its contributors or founders shall bear unlimited liability. Where the law provides otherwise, such provisions shall prevail.
Article 105 An unincorporated organization may appoint one or more persons to represent it in civil activities.
Article 106 An unincorporated organization shall be dissolved under any of the following circumstances:
The term of the (I) as stipulated in the articles of association expires or other reasons for dissolution as stipulated in the articles of association occur;
The (II) investor or the establishment person decides to dissolve;
(III) other circumstances prescribed by law.
Article 107 [Liquidation of Unincorporated Organizations] Where an unincorporated organization is dissolved, it shall be liquidated in accordance with the law.
Article 108 [Application by Reference] In addition to the provisions of this Chapter, unincorporated organizations shall apply by reference the relevant provisions of Section 1 of Chapter III of this Part.
Chapter V Civil Rights
Article 109 Personal freedom and personal dignity of natural persons shall be protected by law.
Article 110 [Personality Rights of Civil Subjects] Natural persons enjoy the rights of life, body, health, name, portrait, reputation, honor, privacy, and marriage autonomy.
Legal persons and unincorporated organizations enjoy the right to name, reputation and honor.
Article 111 Personal information of natural persons shall be protected by law. Any organization or individual who needs to obtain other people's personal information shall obtain and ensure the safety of the information in accordance with the law, and shall not illegally collect, use, process, or transmit other people's personal information, and shall not illegally trade, provide or disclose other people's personal information.
Article 112 [Personal rights arising from marriage, family relations, etc. are protected] The personal rights of natural persons arising from marriage and family relations are protected by law.
Article 113 [Equal Protection of Property Rights] The property rights of civil subjects shall be equally protected by law.
Article 114 [Definition and types of property rights] Civil subjects enjoy property rights in accordance with the law.
Property rights are the rights of the right holder to have direct control and exclusive rights over specific things in accordance with the law, including ownership, beneficial rights and security rights.
Article 115 [Objects of property rights] include immovable and movable property. Where the law provides for a right as the object of a property right, it shall be in accordance with its provisions.
Article 116 The types and contents of property rights shall be prescribed by law.
Article 117 [Expropriation and requisition] For the needs of the public interest, if real or movable property is expropriated or requisitioned in accordance with the authority and procedures prescribed by law, fair and reasonable compensation shall be given.
Article 118 [Definition of Claims] Civil subjects shall enjoy claims in accordance with the law.
A claim is the right of a right holder to request a particular obligor to act or not to act as a result of a contract, tort, management without cause, unjust enrichment and other provisions of the law.
Article 119 A lawfully formed contract shall be legally binding on the parties.
Article 120 Where civil rights and interests are infringed upon, the infringed shall have the right to request the infringer to bear tort liability.
Article 121 [Administration without cause] A person who has no statutory or contractual obligation to administer in order to avoid loss of interest to others shall have the right to request reimbursement from the beneficiary of the necessary expenses incurred thereby.
Article 122 [Unjust enrichment] If another person obtains an improper benefit because he has no legal basis, the person who has suffered the loss shall have the right to request the return of the improper benefit.
Article 123 [Definition of Intellectual Property Rights] Civil entities shall enjoy intellectual property rights in accordance with law.
Intellectual property rights are the exclusive rights enjoyed by the right holder in accordance with the law in respect of the following objects:
(I) works;
(II) inventions, utility models and designs;
(III) trademarks;
(IV) geographical indications;
(V) trade secrets;
(VI) integrated circuit layout design;
(VII) new plant varieties;
(VIII) other objects prescribed by law.
Article 124 [Right of Inheritance] Natural persons shall enjoy the right of inheritance in accordance with law.
The lawful private property of a natural person may be inherited in accordance with the law.
Article 125 [Investment Rights] Civil subjects shall enjoy equity and other investment rights in accordance with the law.
Article 126 Civil subjects shall enjoy other civil rights and interests as provided for by law.
Article 127 [Protection of Data and Network Virtual Property] Where the law provides for the protection of data and network virtual property, such provisions shall be followed.
Article 128 [Special Protection of Civil Rights] Where the law has special provisions on the protection of the civil rights of minors, the elderly, the disabled, women, consumers, etc., such provisions shall be followed.
Article 129 [Ways of Obtaining Civil Rights] Civil rights may be obtained by civil juristic acts, factual acts, events prescribed by law or by other means prescribed by law.
Article 130 [Exercise of Civil Rights According to Their Own Will] Civil subjects shall exercise their civil rights according to their own will according to law and shall not be interfered.
Article 131 [Consistency of Rights and Obligations] When exercising rights, civil subjects shall perform the obligations prescribed by law and agreed upon by the parties.
Article 132 [No Abuse of Civil Rights] Civil subjects shall not abuse civil rights to harm the interests of the State, the public interest or the legitimate rights and interests of others.
Chapter VI Civil Juristic Acts
Section 1 General Provisions
Article 133 [Definition of Civil Juristic Acts] A civil juristic act is an act by which a civil subject establishes, alters or terminates a civil legal relationship by expression of will.
Article 134 [Establishment of Civil Juristic Acts] A civil juristic act may be established on the basis of the unanimous expression of intent of both or more parties, or on the basis of a unilateral expression of intent.
If a legal person or an unincorporated organization makes a resolution in accordance with the method of discussion and voting procedures prescribed by law or the articles of association, the act of resolution is established.
Article 135 [Forms of Civil Juristic Acts] Civil juristic acts may be in written, oral or other forms; where laws, administrative regulations or the parties agree to adopt a specific form, it shall adopt a specific form.
Article 136 A civil juristic act shall take effect upon its establishment, unless otherwise provided by law or otherwise agreed by the parties.
The perpetrator shall not change or terminate the civil juristic act without authorization unless in accordance with the provisions of the law or without the consent of the other party.
Section 2 Meaning
Article 137 [Effective Time of Exhibit of Intent of the Opponent] An expression of intent made by means of dialogue shall take effect when the Opponent knows its contents.
A non-conversational expression of meaning takes effect when it reaches the opposite person. A non-conversational expression of meaning in the form of a data message takes effect when the counterpart designates a particular system to receive the data message and when the data message enters that particular system; if no particular system is designated, the counterpart knows or should know that the data message enters its system. If the parties agree otherwise on the effective time of the expression of intention in the form of data messages, they shall follow their agreement.
Article 138 [Effective Time of No Representation of Meaning of Relative Person] No Representation of Meaning of Relative Person shall take effect upon completion. Where the law provides otherwise, such provisions shall prevail.
Article 139 [Effective time of expression of intention made by public announcement] The expression of intention made by public announcement shall take effect when the public announcement is issued.
Article 140 [Mode of Expression of Intention] The perpetrator may express or implicitly express his intention.
Silence can be regarded as an expression of meaning only when there are legal provisions, agreement of the parties or in accordance with the trading habits between the parties.
Article 141 [Withdrawal of expression of intention] The perpetrator may withdraw the expression of intention. The notice of withdrawal of the expression of intention shall reach the counterpart before the expression of intention reaches the counterpart or at the same time as the expression of intention.
Article 142 [Interpretation of the expression of meaning] An interpretation of the expression of meaning of the counterpart shall determine the meaning of the expression of meaning in accordance with the words and expressions used, taking into account the relevant provisions, the nature and purpose of the act, custom and the principle of good faith.
The interpretation of the meaning of the non-relative person should not be completely confined to the words used, but should be combined with the relevant provisions, the nature and purpose of the act, habits and the principle of good faith, to determine the true meaning of the actor.
Section 3 Validity of Civil Juristic Acts
Article 143 A civil juristic act shall be valid when the following conditions are met:
The (I) actor has the corresponding capacity for civil conduct;
(II) meaning is true;
The (III) does not violate the mandatory provisions of laws and administrative regulations, and does not violate public order and good customs.
Article 144 A civil juristic act performed by a person without civil capacity shall be null and void.
Article 145 [the validity of civil juristic acts performed by persons with limited capacity for civil conduct] civil juristic acts performed by persons with limited capacity for civil conduct for pure profit or civil juristic acts commensurate with their age, intelligence and mental health status shall be valid; other civil juristic acts performed shall be valid with the consent or ratification of the legal representative.
The counterpart may urge the legal representative to ratify it within 30 days from the date of receipt of the notice. If the legal representative fails to do so, the ratification shall be deemed to be refused. Before a civil juristic act is ratified, the bona fide counterpart has the right to revoke it. The revocation shall be made by notice.
Article 146 [Effect of False Representation and Concealment] A civil juristic act performed by the perpetrator and the counterparty with a false expression of intent is invalid.
The effect of a civil juristic act that is concealed by a false expression of intent shall be dealt with in accordance with the relevant legal provisions.
Article 147 [Effectiveness of civil juristic acts based on major misunderstandings] For civil juristic acts based on major misunderstandings, the perpetrator has the right to request the people's court or arbitration institution to revoke them.
Article 148 [Effectiveness of civil juristic acts committed by fraudulent means] Where a party fraudulently causes the other party to commit a civil juristic act against its true will, the defrauded party shall have the right to request the people's court or arbitration institution to revoke it.
Article 149 [Effectiveness of civil juristic acts defrauded by a third party] Where a third party commits a fraudulent act, causing one party to commit a civil juristic act against its true will, and the other party knows or should have known of the fraudulent act, the defrauded party has the right to request the people's court or arbitration institution to revoke it.
Article 150 [Effectiveness of Civil Juristic Acts Committed by Coercive Means] Where a party or a third party uses coercive means to cause the other party to commit a civil juristic act against its true will, the coerced party shall have the right to request the people's court or arbitration institution to revoke it.
Article 151 [Effectiveness of obviously unfair civil juristic acts] If one party takes advantage of the other party's situation of being in a state of distress or lacking the ability to judge, resulting in an obviously unfair civil juristic act at the time of its establishment, the injured party shall have the right to request the people's court or arbitration institution to revoke it.
Article 152 The right of revocation shall be extinguished under any of the following circumstances:
(I) the party fails to exercise the right of revocation within one year from the date when he knows or should know the cause of revocation, or within 90 days from the date when he knows or should know the cause of revocation;
(II) the party is coerced and has not exercised the right of rescission within one year from the date of termination of the coercive act;
(III) the parties know the cause of the revocation and expressly or by their own conduct indicate that they have waived the right of revocation.
If the party concerned fails to exercise the right of revocation within five years from the date of the civil juristic act, the right of revocation shall be extinguished.
Article 153 [Effectiveness of Civil Legal Acts Violating Mandatory Provisions and Violating Public Order and Good Customs] Civil legal acts that violate the mandatory provisions of laws and administrative regulations are invalid. However, the mandatory provisions do not cause the civil juristic act to be invalid.
Civil juristic acts that violate public order and good customs are invalid.
Article 154 [Effect of Civil Juristic Acts of Malicious Collusion] A civil juristic act in which the perpetrator and the counterparty maliciously collude to damage the legitimate rights and interests of others is invalid.
Article 155 [Invalid and revoked civil juristic acts shall be invalid from the beginning] Civil juristic acts that are invalid or revoked shall not be legally binding from the beginning.
Article 156 Where a civil juristic act is partially invalid and does not affect the validity of the other parts, the other parts shall remain valid.
Article 157 [legal consequences of invalidation, revocation or determination of invalidity of civil juristic acts] after a civil juristic act is invalid, revoked or determined not to be effective, the property acquired by the actor as a result of the act shall be returned; if it cannot be returned or is not necessary to return it, it shall be compensated at a discount. The party at fault shall compensate the other party for the losses suffered as a result; if all parties are at fault, they shall each bear the corresponding responsibility. Where the law provides otherwise, such provisions shall prevail.
Section 4 Civil Juristic Acts
Article 158 [Conditional Civil Juristic Acts] Civil juristic acts may be subject to conditions, except where, by their nature, no conditions may be attached. A civil juristic act with conditions for entry into force shall take effect from the time the conditions are fulfilled. A civil juristic act with a condition of discharge shall cease to be valid when the condition is fulfilled.
Article 159 [The preparation of conditional achievements and non-achievements] For conditional civil juristic acts, if the parties improperly prevent the achievement of the conditions for their own benefit, the conditions shall be deemed to have been fulfilled; if they improperly contribute to the achievement of the conditions, the conditions shall be deemed not to have been fulfilled.
Article 160 A time limit may be attached to a civil juristic act, except that a time limit may not be attached according to its nature. A civil juristic act with a period of entry into force shall take effect from the end of the period. A civil juristic act with a term of termination shall cease to have effect upon the expiration of the term.
Chapter VII Agency
Section 1 General Provisions
Article 161 [Scope of Application of Agency] Civil subjects may perform civil juristic acts through agents.
In accordance with the provisions of the law, the agreement of the parties or the nature of the civil legal act, the civil legal act that should be performed by himself shall not be represented.
Article 162 [Effectiveness of Agency] A civil juristic act performed by an agent in the name of the principal within the authority of the agent shall be effective against the principal.
Article 163 [Types of Agents] Agents include principal agents and legal agents.
The entrusted agent shall exercise the power of agency in accordance with the entrustment of the agent. The legal representative shall exercise the power of agency in accordance with the provisions of the law.
Article 164 [Legal consequences of an agent's misconduct] If an agent fails to perform or does not fully perform his duties, causing damage to the agent, he shall bear civil liability.
If the agent and the counterparty maliciously collude to damage the legitimate rights and interests of the agent, the agent and the counterparty shall bear joint and several liability.
Section 2 Proxy
Article 165 [Power of Attorney] Where the power of attorney is in writing, the power of attorney shall state the name or names of the agent, the subject matter of the agent, the authority and the term of the agent, and shall be signed or sealed by the agent.
Article 166 [Joint agency] Where several persons are agents for the same agency matter, they shall jointly exercise the power of agency, unless otherwise agreed by the parties.
Article 167 [Illegal agency and its legal consequences] If the agent knows or should know that the agency matter is illegal and still carries out the agency act, or the agent knows or should know that the agent's agency act is illegal and does not make an objection, the agent and the agent shall be jointly and severally liable.
Article 168 [Prohibition of self-representation and representation of both parties and exceptions] An agent may not perform civil juristic acts with himself in the name of the principal, except where the principal agrees or ratify.
An agent may not perform a civil juristic act in the name of the agent with other persons acting for him at the same time, unless both parties to the agent agree or ratify it.
Article 169 [Re-agency] If an agent needs to delegate to a third party, he shall obtain the consent or ratification of the agent.
If the agent is entrusted with the consent or ratification of the agent, the agent may directly instruct the third party to be entrusted with the agency affairs, and the agent shall only be liable for the selection of the third party and the instructions of the third party.
If the agent is transferred without the consent or ratification of the agent, the agent shall be responsible for the acts of the third party entrusted to the agent, except where the agent needs to be transferred to a third party in order to safeguard the interests of the agent in an emergency.
Article 170 [Duty Agency] Civil juristic acts performed in the name of a legal person or an unincorporated organization by a person who performs the work tasks of a legal person or an unincorporated organization with respect to matters within the scope of his or her functions and powers shall be effective against the legal person or the unincorporated organization.
Restrictions by legal persons or unincorporated organizations on the scope of authority of personnel performing their work tasks may not be used against bona fide counterparts.
Article 171 [No Right to Act] If the actor does not have the power of agency, exceeds the power of agency, or after the power of agency is terminated, he still performs the act of agency, and if he has not been ratified by the principal, it shall not have effect on the principal.
The counterparty may urge the agent to ratify it within 30 days from the date of receipt of the notice. If the agent fails to do so, it shall be deemed to have refused ratification. Before the act committed by the perpetrator is ratified, the bona fide counterpart has the right to revoke it. The revocation shall be made by notice.
If the act committed by the perpetrator has not been ratified, the bona fide counterpart shall have the right to request the perpetrator to perform the debt or to request the perpetrator to compensate for the damage suffered. However, the scope of compensation shall not exceed the benefits that the counterparty would have received at the time of the agent's ratification.
If the counterpart knows or should know that the actor has no right to act as an agent, the counterpart and the actor shall be liable according to their respective faults.
Article 172 [Repressive Agency] If the perpetrator does not have the power of agency, exceeds the power of agency, or after the power of agency is terminated, the act of agency is still carried out, and the counterparty has reason to believe that the perpetrator has the power of agency, the act of agency is valid.
Section 3 Termination of Agency
Article 173 [Circumstrations of Termination of a Proxy Agent] A proxy agent shall be terminated under any of the following circumstances:
The term of (I) agency expires or the agency business is completed;
(II) the principal cancels the entrustment or the agent resigns the entrustment;
the (III) agent is incapacitated for civil conduct;
(IV) the death of the agent or agent;
The legal person or unincorporated organization in which the (V) acts as an agent or is represented is terminated.
Article 174 [Exceptions to the termination of a proxy agent] After the death of the agent, the act of agency performed by the proxy agent shall be valid under any of the following circumstances:
(I) the agent did not know and should not have known of the death of the agent;
(II) recognized by the heirs of the principal;
It is specified in the (III) authorization that the agency right is terminated when the agency transaction is completed;
(IV) carried out before the death of the agent, the agent shall continue for the benefit of the heirs of the agent.
Where a legal person or an unincorporated organization as a principal terminates, the provisions of the preceding paragraph shall apply by reference.
Article 175 Termination of Legal Agency Under any of the following circumstances:
(I) the principal to acquire or recover full capacity for civil conduct;
the (II) agent is incapacitated for civil conduct;
(III) the death of the agent or agent;
(IV) other circumstances prescribed by law.
Chapter VIII Civil Liability
Article 176 [Civil Obligations and Liabilities] Civil subjects perform their civil obligations and bear civil liabilities in accordance with the provisions of law or in accordance with the agreement of the parties.
Article 177 [Liability by Share] Two or more persons shall bear the liability by share in accordance with the law, and if the size of the liability can be determined, each shall bear the corresponding liability; if it is difficult to determine the size of the liability, the liability shall be equally borne.
Article 178 [Joint Liability] Where two or more persons are jointly and severally liable in accordance with the law, the right holder shall have the right to request that part or all of the persons jointly and severally liable be held liable.
The share of responsibility of the joint and several responsible persons shall be determined according to the size of their respective responsibilities. The joint and several responsible persons who actually bear more than their share of responsibility shall have the right to recover compensation from other joint and several responsible persons.
Joint and several liability shall be prescribed by law or agreed upon by the parties.
Article 179 [Ways of Incurring Civil Liability] The main ways of bearing civil liability are:
(I) cessation of violations;
(II) removal of obstruction;
(III) elimination of danger;
(IV) return of property;
(V) restitution;
(VI) repair, rework and replacement;
(VII) continued performance;
(VIII) compensation for losses;
(IX) payment of liquidated damages;
(X) to eliminate the influence and restore the reputation;
(11) make an apology.
Where the law provides for punitive damages, such provisions shall prevail.
The means of assuming civil liability provided for in this article may be applied separately or in combination.
Article 180 [Force Majeure] No civil liability shall be borne for the performance of civil obligations due to force majeure. Where the law provides otherwise, such provisions shall prevail.
Force majeure is an objective situation that cannot be foreseen, avoided and overcome.
Article 181 [Justifiable Defense] No civil liability shall be borne for damage caused by justifiable defense.
If justifiable defense exceeds the necessary limit and causes undue damage, the justifiable defender shall bear appropriate civil liability.
Article 182 [Emergency Avoidance] Where damage is caused by emergency avoidance, the person who caused the danger shall bear civil liability.
If the danger is caused by natural causes, the person who takes emergency refuge shall not bear civil liability and may give appropriate compensation.
If the emergency avoidance measures are improper or exceed the necessary limits, causing undue damage, the emergency avoidance person shall bear appropriate civil liability.
Article 183 [Measures for Liability and Compensation for Damage to the Civil Rights and Interests of Others] If one suffers damage to oneself as a result of protecting the civil rights and interests of others, the infringer shall bear civil liability and the beneficiary may give appropriate compensation. If there is no infringer, the infringer escapes or is unable to bear civil liability, and the victim requests compensation, the beneficiary shall give appropriate compensation.
Article 184 [Emergency Salvor shall not bear civil liability] If the act of emergency assistance voluntarily causes damage to the recipient, the salvor shall not bear civil liability.
Article 185 [Civil Liability for Infringing the Names, Portraits, Reputation, and Honors of Heroes and Martyrs] Whoever infringes on the names, portraits, reputation, and honor of heroes and martyrs and harms the public interests of society shall bear civil liability.
Article 186 [Concurrence of Liability] Where the personal rights and interests or property rights and interests of the other party are harmed as a result of a breach of contract by one of the parties, the injured party shall have the right to choose to request it to bear liability for breach of contract or tort liability.
Article 187 [Priority of Civil Liability] Where a civil subject shall bear civil, administrative and criminal liability for the same act, the assumption of administrative or criminal liability shall not affect the assumption of civil liability; if the property of the civil subject is insufficient to pay, priority shall be given to civil liability.
Chapter IX Limitation of Actions
Article 188 [Ordinary Limitation of Actions, Maximum Period of Protection of Rights] The limitation period for requesting protection of civil rights from a people's court is three years. Where the law provides otherwise, such provisions shall prevail.
The period of limitation of action shall be calculated from the date on which the obligee knew or should have known of the damage to the right and the obligor. Where the law provides otherwise, such provisions shall prevail. However, if the period of more than 20 years from the date of damage to the right is over, the people's court shall not protect it. If there are special circumstances, the people's court may decide to extend the period based on the application of the right holder.
Article 189 Where the parties agree to perform the same debt in instalments, the limitation period shall be calculated from the date of expiration of the last period of performance.
Article 190 [Limitation of action on the right to claim a legal representative] The limitation period for a person without civil capacity or a person with limited civil capacity to claim his legal representative shall be calculated from the date of termination of the legal representative.
Article 191 [Limitation of action for the right to claim compensation for minors who have been sexually assaulted] The period of limitation of action for the right to claim compensation for damages suffered by minors who have been sexually assaulted shall be calculated from the date when the victim reaches the age of 18.
Article 192 [Legal Effect of Expiry of Limitation Period] Where the limitation period expires, the obligor may raise a defense of non-performance.
After the expiration of the limitation period, if the obligor agrees to perform, he shall not defend on the ground that the limitation period expires; if the obligor has performed voluntarily, he shall not request return.
Article 193 The people's court shall not apply the provisions of the statute of limitations on its own initiative.
Article 194 [Circumstances of Suspension of Limitation of Action] Within the last six months of the limitation period, if the right of claim cannot be exercised due to the following obstacles, the limitation of action shall be suspended:
(I) force majeure;
(II) person without capacity for civil conduct or with limited capacity for civil conduct has no legal representative, or the legal representative dies, loses capacity for civil conduct, or loses the power of agency;
The successor or administrator of the estate is not determined after the commencement of (III) succession;
(IV) the obligee is controlled by the obligor or other person;
(V) other obstacles that cause the obligee to be unable to exercise the right of claim.
The period of limitation of action expires six months after the date on which the cause of suspension of the limitation of action is eliminated.
Article 195 [Circumstances of Interruption of Limitation of Action] Under any of the following circumstances, the limitation of action shall be interrupted, and the limitation period shall be recalculated from the time of interruption and the termination of the relevant procedure:
(I) the obligee to request the obligor for performance;
The (II) obligor agrees to perform the obligation;
The (III) right holder files a lawsuit or applies for arbitration;
(IV) other circumstances that have the same effect as filing a lawsuit or applying for arbitration.
Article 196 [Circumstances in which the statute of limitations is not applicable] The following claims shall not be subject to the provisions of the statute of limitations:
(I) request to stop the infringement, remove the obstruction and eliminate the danger;
(II) the right holder of the real property right and the registered movable property right to request the return of the property;
(III) request for payment of maintenance, alimony or maintenance;
(IV) other claims to which the statute of limitations is not applicable in accordance with the law.
Article 197 [Statutory limitation of action, prior waiver of invalid benefits of limitation] The period of limitation of action, the method of calculation and the matters of suspension and interruption shall be prescribed by law, and the agreement of the parties shall be invalid.
The prior waiver of the interests of the limitation of action by the parties shall be null and void.
Article 198 [Limitation of Arbitration] If the law has provisions on the limitation of arbitration, such provisions shall apply; if not, the provisions of the limitation of action shall apply.
Article 199 [Except for the period of reprimand] The provisions on suspension, interruption and extension of the statute of limitations shall not apply to the duration of the right of revocation, rescission and other rights stipulated by the law or agreed upon by the parties, except as otherwise provided by law, from the date on which the obligee knew or should have known that the right arose. At the expiration of the period of existence, the right of revocation, the right of discharge and other rights shall be extinguished.
Chapter 10 Period Calculation
Article 200 [Unit of Calculation of Period] The period referred to in the Civil Law shall be calculated in accordance with the year, month, day and hour of the Gregorian calendar.
Article 201 [Period Starting] If the period is calculated according to the year, month and day, the day of the beginning shall not be included and shall be calculated from the next day.
If the period is calculated by hour, it shall be calculated from the time prescribed by law or agreed by the parties.
Article 202 [End of Period] If the period is calculated according to the year and month, the corresponding day of the expiration month shall be the last day of the period; If there is no corresponding day, the end of the month shall be the last day of the period.
Article 203 If the last day of the period is a statutory holiday, the day following the end of the statutory holiday shall be the last day of the period.
The deadline for the last day of the period is 24: 00; If there is business time, the deadline for stopping business activities is the deadline.
Article 204 [Statutory or agreed period] The method of calculating the period shall be in accordance with the provisions of this Law, unless otherwise provided by law or otherwise agreed by the parties.
Part II Property Rights
Part I General Principles
Chapter I General Provisions
Article 205 [Scope of Adjustment of Property Rights] This section adjusts civil relations arising from the ownership and use of property.
Article 206 [Socialist Basic Economic System and Socialist Market Economy] The State adheres to and improves public ownership as the mainstay, the common development of multiple ownership economies, distribution according to work as the mainstay, and the coexistence of multiple distribution methods, the socialist market economic system, etc. The basic socialist economic system.
The State consolidates and develops the public sector of the economy and encourages, supports and guides the development of the non-public sector of the economy.
The state practices a socialist market economy and guarantees the equal legal status and development rights of all market entities.
Article 207 [Principle of Equal Protection of Real Rights] The real rights of the state, collectives, private individuals and other obligees shall be equally protected by law, and no organization or individual may infringe.
Article 208 [Principle of Publicity of Real Rights] The establishment, alteration, transfer and elimination of real property rights shall be registered in accordance with the provisions of the law. The creation and transfer of a real right in movable property shall be delivered in accordance with the provisions of the law.
Chapter II Establishment, Alteration, Transfer and Elimination of Real Rights
Section 1 Registration of Real Estate
Article 209 [Effect of Registration of Real Property Rights] The establishment, alteration, transfer and elimination of real property rights shall take effect upon registration in accordance with the law; without registration, it shall not take effect, unless otherwise provided by law.
The ownership of natural resources that are legally owned by the State may not be registered.
Article 210 [Real Estate Registration Agency and Unified Registration of Real Estate] Real estate registration shall be handled by the registration agency where the real estate is located.
The State implements a unified registration system for immovable property. The scope of unified registration, the registration organization and the registration measures shall be prescribed by laws and administrative regulations.
Article 211 [application materials for real estate registration] when applying for registration, the parties concerned shall provide proof of ownership and necessary materials such as the boundary address and area of the real estate according to different registration items.
Article 212 A registration institution shall perform the following duties:
(I) check the certificate of ownership and other necessary materials provided by the applicant;
the (II) enquires the applicant on the relevant registration matters;
(III) truthfully and timely registration of relevant matters;
(IV) other duties prescribed by laws and administrative regulations.
If the relevant information of the real estate applied for registration needs further proof, the registration agency may require the applicant to supplement the materials, and if necessary, it can check on the spot.
Article 213 [Acts Not to be Engaged by Registration Agencies] Registration agencies shall not commit any of the following acts:
(I) require an appraisal of the real property;
(II) repeated registration in the name of annual inspection;
(III) other acts beyond the scope of registration duties.
Article 214 [Effective time of changes in real property rights] The establishment, alteration, transfer and elimination of real property rights that should be registered in accordance with the law shall take effect when they are recorded in the real property register.
Article 215 [Distinction between the validity of contracts and changes in property rights] A contract between the parties relating to the establishment, alteration, transfer and elimination of real property rights in immovable property shall, unless otherwise provided by law or otherwise agreed by the parties, take effect at the time of the establishment of the contract; failure to register real rights shall not affect the validity of the contract.
Article 216 [Validity and Administration of the Real Estate Register] The real estate register is the basis for the attribution and content of property rights.
The real estate register shall be managed by the registration authority.
Article 217 [Relationship between the real estate register and the real estate ownership certificate] The real estate ownership certificate is the proof that the right holder enjoys the real right of the real property. The matters recorded in the real estate ownership certificate shall be consistent with the real estate register; if the records are inconsistent, the real estate register shall prevail unless there is evidence to prove that the real estate register is wrong.
Article 218 [Inquiry and reproduction of real estate registration materials] Right holders and interested parties may apply for inquiry and reproduction of real estate registration materials, and the registration agency shall provide them.
Article 219 [Reasonable use of real estate registration materials] Interested parties shall not disclose or illegally use the real estate registration materials of the owner.
Article 220 [Correction Registration and Objection Registration] If the right holder or interested party believes that the items recorded in the real estate register are wrong, they may apply for correction registration. If the right holder recorded in the real estate register agrees in writing to make the correction or there is evidence to prove that the registration is indeed wrong, the registration agency shall make the correction.
If the right holder recorded in the real estate register does not agree to the correction, the interested party may apply for registration of objection. If the registration institution registers the objection and the applicant does not file a lawsuit within 15 days from the date of registration of the objection, the registration of the objection shall be invalid. If the registration of the objection is improper and causes damage to the right holder, the right holder may request damages from the applicant.
Article 221 [Advance Notice Registration] If the parties sign an agreement to buy or sell a house or sign an agreement to sign other real property rights, in order to ensure the realization of real rights in the future, they may apply to the registration agency for advance notice registration in accordance with the agreement. After the advance notice is registered, if the real property is disposed of without the consent of the right holder of the advance notice registration, the effect of the real property shall not occur.
After the advance notice registration, if the creditor's rights are extinguished or the registration is not applied for within 90 days from the date when the real estate registration can be carried out, the advance notice registration shall be invalid.
Article 222 [compensation for errors in real estate registration] if a party provides false materials to apply for registration and causes damage to others, he shall be liable for compensation.
If a registration error causes damage to another person, the registration authority shall be liable for compensation. After compensation, the registration authority may recover from the person who caused the registration error.
Article 223 [Fees for Real Estate Registration] The real estate registration fee shall be charged on a case-by-case basis and shall not be charged in proportion to the area, volume or price of the real estate.
Section 2 Delivery of movable property
Article 224 [Effect of delivery of movable property] The creation and transfer of a right in rem in movable property shall take effect upon delivery, unless otherwise provided by law.
Article 225 [Effect of registration of special movable property] The creation, alteration, transfer and extinction of property rights in ships, aircraft and motor vehicles shall not be opposed to bona fide third parties without registration.
Article 246 [Summary Delivery] If the right holder has already possessed the movable property before the establishment and transfer of the right in rem of the movable property, the right in rem shall take effect when the civil juristic act takes effect.
Article 227 [Directed delivery] Prior to the creation and transfer of a right in rem in movable property, if a third person is in possession of the movable property, the person obligated to deliver the movable property may, by transferring the right to request the third person to return the original property in lieu of delivery.
Article 228 [Change of Possession] When the right in rem of a movable property is transferred, if the parties agree that the transferor shall continue to possess the movable property, the right in rem shall take effect from the entry into force of the agreement.
Section 3 Other Provisions
Article 229 [Changes in property rights caused by legal documents or expropriation decisions] If the legal documents of the people's courts, arbitration institutions or the expropriation decisions of the people's government result in the establishment, alteration, transfer or elimination of property rights, it shall take effect when the legal documents or expropriation decisions take effect.
Article 230 [Property Right Observed by Inheritance] Where a property right is acquired by inheritance, it shall take effect from the beginning of the inheritance.
Article 231 [Changes in property rights due to factual acts] The establishment or elimination of property rights due to factual acts such as the lawful construction or demolition of houses shall take effect from the achievement of the factual acts.
Article 232 [Disposition of real property rights not enjoyed by civil legal acts] Disposition of real property rights enjoyed in accordance with the provisions of this section, if registration is required in accordance with the law, without registration, shall not have the effect of real rights.
Chapter III Protection of Real Right
Article 233 [Settlement of Disputes over Real Rights] If the real right is infringed, the right holder may resolve it through reconciliation, mediation, arbitration, litigation, etc.
Article 234 [Right to request confirmation of property rights] Where a dispute arises over the ownership or content of a property right, an interested party may request confirmation of the right.
Article 235 [Right to request the return of the original] If he has no right to possess immovable or movable property, the right holder may request the return of the original.
Article 236 [Exclusion of Obstruction of Claim] Where a right in rem is obstructed or may be obstructed, the right holder may request the exclusion of the obstruction or the elimination of the danger.
Article 237 [Right to Request Restoration of Real Rights] Where a real estate or movable property is damaged, the right holder may request repair, rework, replacement or restoration of the original state in accordance with the law.
Article 238 [Right to Request Compensation for Damage to Property Rights] Where the infringement of property rights causes damage to the right holder, the right holder may request compensation for the damage according to law, or may request other civil liabilities according to law.
Article 239 [Single and Combined Use of Methods of Protection of Real Rights] The methods of protection of real rights provided for in this Chapter may be applied individually or in combination depending on the circumstances in which the rights have been infringed.
Ownership of the second sub-part
Chapter IV General Provisions
Article 240 [Definition of Ownership] The owner shall have the right to possess, use, gain and dispose of his real or movable property in accordance with the law.
Article 241 [Owners' creation of other rights in rem] Owners' right to create usufructuary and security rights in their immovable or movable property. The exercise of rights by a usufructuary right holder or a security right holder shall not prejudice the rights and interests of the owner.
Article 242 [State Exclusive Ownership] No organization or individual may acquire ownership of immovable and movable property that is exclusively owned by the State as provided by law.
Article 243 [Expropriation] For the needs of the public interest, collectively owned land, organizations, individual houses and other real estate may be expropriated in accordance with the authority and procedures prescribed by law.
For the expropriation of collectively-owned land, land compensation fees, resettlement subsidies, and compensation fees for rural villagers' houses, other ground attachments and young crops shall be paid in full and in a timely manner in accordance with the law, and social security fees for land-expropriated farmers shall be arranged to protect the lives of land-expropriated farmers And safeguard the legitimate rights and interests of land-expropriated farmers.
The houses and other immovable properties of expropriation organizations and individuals shall be compensated for expropriation in accordance with the law to safeguard the legitimate rights and interests of the expropriated; where individual houses are expropriated, the living conditions of the expropriated shall also be guaranteed.
No organization or individual may embezzle, misappropriate, privately divide, withhold or default on the collection of compensation fees.
Article 244 [Protection of Cultivated Land] The State exercises special protection of cultivated land, strictly restricts the conversion of agricultural land to construction land, and controls the total amount of construction land. Collectively owned land shall not be expropriated in violation of the limits of authority and procedures prescribed by law.
Article 245 [Requisition] Due to emergency needs such as emergency rescue and disaster relief, epidemic prevention and control, the real or movable property of organizations or individuals may be requisitioned in accordance with the authority and procedures prescribed by law. After the requisitioned immovable or movable property is used, it shall be returned to the requisitioned person. If the real or movable property of an organization or individual is expropriated or damaged or lost after expropriation, compensation shall be paid.
Chapter V State Ownership and Collectivity
Article 246 [Scope of State-owned Property, Nature of State Ownership and Exercise of State Ownership] Property that belongs to the State as provided by law belongs to the State, I .e., to the whole people.
Ownership of State-owned property is exercised by the State Council on behalf of the State. Where the law provides otherwise, such provisions shall prevail.
Article 247 [State Ownership of Minerals, Water Flows and Sea Areas] Minerals, water flows and sea areas are owned by the State.
Article 248 [State Ownership of Uninhabited Islands] Uninhabited islands are owned by the State, and the State Council exercises the ownership of uninhabited islands on behalf of the State.
Article 249 Land in cities belongs to the state. Land in rural and suburban areas that is owned by the State under the law is owned by the State.
Article 250 [State Ownership of Natural Resources] Natural resources such as forests, mountains, grasslands, wastelands, tidal flats, etc., belong to the state, except for those that are collectively owned by law.
Article 251 [State Ownership of Wild Animal and Plant Resources] Wild animal and plant resources owned by the state as stipulated by law belong to the state.
Article 252 [State Ownership of Radio Spectrum Resources] Radio spectrum resources are owned by the State.
Article 253 [State Ownership of Cultural Relics] Cultural relics that are owned by the state as stipulated by law belong to the state.
Article 254 [State Ownership of National Defense Assets and Infrastructure] National defense assets are owned by the State.
Infrastructure such as railways, highways, power facilities, telecommunications facilities and oil and gas pipelines, which are owned by the State in accordance with the provisions of the law, shall be owned by the State.
Article 255 [Property Rights of State Organs] State organs shall have the right to possess, use and dispose of the immovable and movable property directly under their control in accordance with the law and the relevant provisions of the State Council.
Article 256 [property rights of public institutions organized by the state] public institutions organized by the state shall have the right to possess, use and, in accordance with the law and the relevant provisions of the State Council, to earn and dispose of the real and movable property directly under their control.
Article 257 [State-funded enterprise investor system] For state-funded enterprises, the State Council and local people's governments shall perform the duties of investors on behalf of the state in accordance with laws and administrative regulations and enjoy the rights and interests of investors.
Article 258 [Protection of State-owned Property] Property owned by the State shall be protected by law, and any organization or individual shall be prohibited from encroaching upon, looting, privately dividing, retaining or destroying it.
Article 239 [legal responsibility for the management of state-owned property] institutions and their staff that perform the duties of management and supervision of state-owned property shall strengthen the management and supervision of state-owned property in accordance with the law, promote the maintenance and appreciation of state-owned property, and prevent the loss of state-owned property; those who abuse their power or neglect their duties and cause losses to state-owned property shall bear legal liability in accordance with the law.
In violation of the regulations on the management of state-owned property, in the process of enterprise restructuring, merger and separation, related transactions, etc., low-price transfer, conspiracy to privately divide, unauthorized guarantee or other means cause losses to state-owned property, shall bear legal responsibility in accordance with the law.
Article 260 [Scope of Collective Property] Collectively owned immovable and movable property includes:
(I) the land, forests, mountains, grasslands, wasteland and tidal flats owned by collectives as stipulated by law;
Buildings, production facilities and irrigation and water conservancy facilities owned by (II) collectives;
(III) collectively owned educational, scientific, cultural, health, sports and other facilities;
Other real and movable property owned by the (IV) collectively.
Article 261 [Ownership of Peasant Collective Property and Collective Decisions on Major Matters] The real and movable property owned by the peasant collective belongs to the collective of the members of the collective.
The following matters shall be decided by the members of the collective in accordance with legal procedures:
(I) land contracting programs and contracting out land to organizations or individuals other than their own collectives;
(II) the adjustment of contracted land between individual land contractual management rights holders;
(III) the use and distribution of land compensation fees and other expenses;
(IV) matters such as changes in the ownership of collectively funded enterprises;
(V) other matters prescribed by law.
Article 262 [Exercise of Ownership of Collectively-owned Real Estate] For collectively-owned land, forests, mountains, grasslands, wastelands, tidal flats, etc., ownership shall be exercised in accordance with the following provisions:
If the (I) is collectively owned by the village peasants, the village collective economic organization or the villagers committee shall, in accordance with the law, exercise ownership on behalf of the collective;
If the (II) are collectively owned by two or more farmers in the village, the collective economic organization or villagers' group in the village shall exercise the ownership on behalf of the collective according to law;
Where the (III) are collectively owned by the peasants of a township, the collective economic organization of the township shall exercise ownership on behalf of the collective.
Article 163 [Exercise of Property Rights Own by Urban Collectively] The real and movable property owned by urban collectives shall enjoy the rights of possession, use, income and disposition by the collective in accordance with the provisions of laws and administrative regulations.
Article 264 [Collective members' right to know about collective property] Rural collective economic organizations, villagers' committees, and villagers' groups shall announce the status of collective property to their collective members in accordance with laws, administrative regulations, articles of association, and village rules and regulations. Collective members have the right to consult and copy relevant materials.
Article 265 [Protection of Collectively Owned Property and Protection of the Legitimate Rights and Interests of Rural Collective Members] Collectively owned property shall be protected by law, and any organization or individual is prohibited from encroaching on, looting, privately dividing, or destroying.
If a decision made by a rural collective economic organization, a villagers' committee or its responsible person infringes upon the legitimate rights and interests of a collective member, the infringed collective member may request the people's court to revoke it.
Article 266 [Scope of Private Property] Private individuals have ownership of their lawful income, houses, daily necessities, means of production, raw materials and other immovable and movable property.
Article 267 [Protection of Private Legal Property] Private legal property shall be protected by law, and any organization or individual shall be prohibited from encroaching upon, looting or destroying it.
Article 268 The State, collective and private individuals may, in accordance with law, contribute to the establishment of limited liability companies, joint stock limited companies or other enterprises. Where the real or movable property owned by the state, collective and private individuals is invested in an enterprise, the investor shall, in accordance with the agreement or the proportion of capital contribution, enjoy the rights of asset income, major decision-making and the selection of management managers and perform their obligations.
Article 269 [Property Rights of Legal Persons] For-profit legal persons shall have the right to possess, use, gain and dispose of their immovable and movable property in accordance with laws, administrative regulations and articles of association.
The rights of legal persons other than for-profit legal persons to their immovable and movable property shall be governed by the provisions of relevant laws, administrative regulations and articles of association.
Article 270 [Protection of Legal Property of Social Organizations and Donated Legal Persons] The immovable and movable property owned by social organizations and donated legal persons in accordance with the law shall be protected by law.
Chapter 6 The owner's building is divided ownership.
Article 271 [Distinct Ownership of Buildings] Owners shall have ownership of the exclusive parts of the building, such as residential and business premises, and the right to share and jointly manage the common parts other than the exclusive parts.
Article 272 [Rights and Obligations of Owners to Exclusive Parts] Owners shall have the right to possess, use, benefit from and dispose of the exclusive parts of their buildings. The exercise of rights by an owner shall not endanger the safety of the building or impair the legitimate rights and interests of other owners.
Article 273 [Rights and Obligations of Owners to Common Parts] Owners shall have rights and assume obligations with respect to common parts other than the exclusive parts of the building; they shall not fail to perform their obligations on the grounds of abandoning their rights.
The owner transfers the residential and business premises in the building, and its rights to the common and joint management shared by the common ministry are transferred together.
Article 274 [Ownership of Rights of Roads, Green Spaces, etc. within Building Zones] Roads within building zones are owned by the owners, except for urban public roads. The green space within the building division belongs to the owners, except for those that belong to the urban public green space or that expressly belong to individuals. Other public places, public facilities and property service houses within the building area are owned by the owners.
Article 275 [Ownership of Parking Spaces and Garages] Within the building zone, the ownership of parking spaces and garages planned for parking cars shall be agreed upon by the parties through sale, gift or lease.
Occupation of parking spaces on roads or other sites shared by the owners for parking cars belongs to the owners.
Article 276 [Primary use of parking spaces and garages] Within the building zone, the parking spaces and garages planned for parking cars shall first meet the needs of the owners.
Article 277 [Establishment of Owners' Autonomous Management Organization and Guidance and Assistance] Owners may establish an owners' assembly and elect an owners' committee. The specific conditions and procedures for the establishment of the owners' assembly and the owners' committee shall be in accordance with the provisions of laws and regulations.
The relevant departments of the local people's governments and the residents committees shall give guidance and assistance to the establishment of the owners' assembly and the election of the owners' committee.
Article 278 The following matters shall be jointly decided by the owners:
(I) formulate and amend the rules of procedure of the owners' congress;
(II) formulating and amending management statutes;
(III) electing the owners' committee or changing the members of the owners' committee;
(IV) selecting, hiring and dismissing property service enterprises or other managers;
(V) use of funds for the maintenance of buildings and their ancillary facilities;
(VI) raise funds for the maintenance of buildings and their ancillary facilities;
(VII) alteration and reconstruction of buildings and their ancillary facilities;
(VIII) changing the use of the common parts or using the common parts to engage in business activities;
(IX) other significant matters relating to common ownership and common management rights.
The matters jointly decided by the owners shall be voted on by the owners whose exclusive part accounts for more than 2/3 of the area and the owners whose number accounts for more than 2/3 of the total. Decisions on the matters specified in Items 6 to 8 of the preceding paragraph shall be approved by the owners whose voting area is more than 3/4 and the number of owners whose voting is more than 3/4. Decisions on other matters in the preceding paragraph shall be approved by more than half of the owners of the exclusive part of the voting area and more than half of the number of owners participating in the voting.
Article 279 [Restrictions on the Change of Residential Use by the Owner] The owner shall not violate the laws, regulations and management regulations to change the residence into a commercial house. If the owner changes the residence into a commercial house, in addition to complying with laws, regulations and management regulations, it shall be subject to the unanimous consent of the interested owners.
Article 280 [Effectiveness of Decisions of the Owners' Assembly or the Owners' Committee] Decisions of the owners' assembly or the owners' committee shall be legally binding on the owners.
If the decision made by the owners' assembly or the owners' committee infringes upon the legitimate rights and interests of the owners, the infringed owners may request the people's court to revoke it.
Article 281 [Ownership and disposition of funds for the maintenance of buildings and their ancillary facilities] The funds for the maintenance of buildings and their ancillary facilities shall be owned by the owners. By the joint decision of the owners, it can be used for the maintenance, renewal and transformation of common parts such as elevators, roofs, exterior walls and barrier-free facilities. The collection and use of funds for the maintenance of buildings and their ancillary facilities shall be made public on a regular basis.
If it is necessary to repair the building and its ancillary facilities in an emergency, the owners' assembly or the owners' committee may apply for the use of maintenance funds for the building and its ancillary facilities in accordance with the law.
Article 182 [Income Distribution of Common Parts] The income generated by construction units, property service enterprises or other managers using the common parts of the owners shall belong to the owners after deducting reasonable costs.
Article 283 [Cost sharing and income distribution of buildings and their ancillary facilities] If there is an agreement on the cost sharing and income distribution of buildings and their ancillary facilities, the agreement shall be followed; if there is no agreement or the agreement is not clear, it shall be determined according to the proportion of the area of the owner's exclusive part.
Article 284 [Subject of Management of Buildings and Their Ancillary Facilities] Owners may manage buildings and their ancillary facilities on their own, or may entrust property service enterprises or other managers to manage them.
The owner has the right to replace the property service enterprise or other managers hired by the construction unit in accordance with the law.
Article 285 [Relationship between the owner and the property service company or other managers] The property service company or other managers shall, in accordance with the entrustment of the owner, manage the building within the building area in accordance with the provisions of the property service contract in Part 3 of this Law And its ancillary facilities, accept the supervision of the owner, and promptly respond to the owner's inquiries about the property service situation.
Property service enterprises or other managers shall implement the emergency response measures and other management measures implemented by the government in accordance with the law, and actively cooperate with relevant work.
Article 286 [Relevant Obligations and Responsibilities of Owners] Owners shall abide by laws, regulations and management regulations, and relevant behaviors shall meet the requirements of saving resources and protecting the ecological environment. For property service enterprises or other managers to implement the emergency response measures and other management measures implemented by the government in accordance with the law, the owners shall cooperate in accordance with the law.
The owners' assembly or the owners' committee has the right to, in accordance with laws, regulations and management regulations, request the perpetrator to stop the infringement, remove the obstruction, eliminate the danger, restore the original state and compensate for the losses for the acts that damage the legitimate rights and interests of others, such as arbitrarily disposing of garbage, discharging pollutants or noise, raising animals in violation of regulations, building in violation of regulations, occupying passages and refusing to pay property fees.
If the owner or other actor refuses to perform the relevant obligations, the relevant parties may report or complain to the relevant administrative department, and the relevant administrative department shall handle the matter according to law.
Article 287 [Protection of Owners' Legitimate Rights and Interests] Owners have the right to request civil liability for acts of construction units, real estate service enterprises or other managers and other owners that infringe upon their legitimate rights and interests.
Chapter VII Adjacent Relations
Article 288 [Principles for Handling Neighboring Relations] Neighboring rights holders of immovable property shall correctly handle neighboring relations in accordance with the principles of favorable production, convenient life, solidarity and mutual assistance, fairness and reasonableness.
Article 289 [Legal basis for handling adjacent relations] Where laws and regulations have provisions on the handling of adjacent relations, they shall be in accordance with their provisions; if there are no provisions in laws and regulations, they may be in accordance with local customs.
Article 290 [Adjacent Relationship between Water and Drainage] The right holder of a real estate shall provide necessary convenience for the neighboring right holder to use water and drain water.
The use of natural flowing water shall be reasonably distributed among the adjacent rights holders of the real estate. The discharge of natural flowing water should respect the natural flow direction.
Article 291 [Passing Adjacent Relations] The real estate right holder shall provide necessary convenience to the neighboring right holder who must use his land due to passage, etc.
Article 292 [Use of Adjacent Land] Where the right holder of a real estate must use adjacent land or buildings for the construction or repair of buildings and the laying of wires, cables, water pipes, heating and gas pipelines, etc., the land or building The right holder of the building shall provide necessary convenience.
Article 293 [Adjacent ventilation, lighting and sunshine] The construction of buildings shall not violate the relevant national standards for engineering construction, and shall not hinder the ventilation, lighting and sunshine of adjacent buildings.
Article 294 [Infringement of non-quantitative objects between adjacent real estates] The owner of real estate rights shall not abandon solid waste in violation of state regulations and discharge air pollutants, water pollutants, soil pollutants, noise, light radiation, electromagnetic radiation, etc. Harmful substances.
Article 295 [maintaining the safety of adjacent real estate] the right holder of real estate shall not endanger the safety of adjacent real estate by excavating land, constructing buildings, laying pipelines and installing equipment.
Article 296 [Use of adjacent real estate to avoid damage] Real estate rights holders who use adjacent real estate for water, drainage, passage, laying pipelines, etc., shall try to avoid causing damage to adjacent real estate rights holders.
Chapter VIII Common
Article 297 [Common ownership and its types] Real estate or movable property may be shared by two or more organizations or individuals. Shared includes shared and shared.
Article 198 [Share-by-share] The share-by-share co-owners shall have ownership of the real or movable property in common in accordance with their share.
Article 299 [Common ownership] The common co-owners have joint ownership of the real or movable property they share.
Article 300 [The right of co-owners to manage the common property] The co-owners shall manage the common real or movable property in accordance with the agreement; if there is no agreement or the agreement is unclear, each co-owner shall have the right and obligation to manage.
Article 201 [Disposition, Major Repair and Change of Nature and Use of Common Property] Disposition of common immovable property or movable property and major repair, change of nature or use of common immovable property or movable property shall be subject to the consent of the share co-owners or all co-owners who account for more than 2/3 of the shares, unless otherwise agreed between the co-owners.
Article 32 [Sharing of common property management expenses] If the co-owners have an agreement on the management expenses and other burdens of the common property, they shall be borne in accordance with their agreement; if there is no agreement or the agreement is unclear, the co-owners shall bear the burden in accordance with their share, and the co-owners shall bear the burden together.
Article Q3 [Division of Common Property] If the co-owners agree not to divide the common real or movable property in order to maintain the common relationship, they shall follow the agreement, but if the co-owners have significant reasons to need division, they may request division. If there is no agreement or the agreement is unclear, the co-owners may request division at any time, and the co-owners may request division when the basis of common ownership is lost or there are significant reasons for division. If the division causes damage to other co-owners, compensation shall be paid.
Article 904 [Method of division of common goods] The co-owners may determine the method of division through consultation. If no agreement is reached, the common real or movable property can be divided and the value will not be reduced by division, the physical object shall be divided; if it is difficult to divide or the value will be reduced by division, the price obtained at a discount or auction or sale shall be divided.
If the real or movable property divided by the co-owners is defective, the other co-owners shall share the loss.
Article 105 [Disposition by share of co-owner and right of first refusal of other co-owners] The co-owner may transfer his share of the common immovable or movable property. Other co-owners have the right of priority to purchase under the same conditions.
Article 106 [Realization of the right of first refusal] Where a co-owner transfers his or her share of the common immovable or movable property to which he or she is entitled, he or she shall promptly notify the other co-owners of the conditions of the transfer. The other co-owners shall exercise the right of first refusal within a reasonable period of time.
If two or more other co-owners claim to exercise the right of first refusal, they shall negotiate to determine their respective purchase ratios; if they fail to negotiate, they shall exercise the right of first refusal in accordance with the proportion of their respective common shares at the time of transfer.
Article 207 [external and internal effects of creditor's rights and debts arising from common property] for creditor's rights and debts arising from common real or movable property, in terms of external relations, the co-owners shall enjoy joint and several creditor's rights and bear joint and several debts, except as otherwise provided by law or the third party knows that the co-owners do not have joint and several creditor's rights and debts; in the internal relations of the co-owners, unless otherwise agreed by the co-owners, the co-owners shall enjoy the claims and bear the debts according to their shares, and the co-owners shall jointly enjoy the claims and bear the debts. A co-owner who repays debts in excess of his share shall have the right to recover from the other co-owners.
Article 108 [Presumption of shared ownership] If the co-owners do not agree on the shared immovable or movable property as shared or shared, or if the agreement is unclear, they shall be deemed to be shared by shares, unless the co-owners have family relations, etc.
Article 309 [Determination of share of co-owners] If there is no agreement or the agreement is unclear on the share of the co-owners in the common immovable or movable property, it shall be determined in accordance with the amount of capital contribution; if the amount of capital contribution cannot be determined, it shall be deemed to be enjoyed in equal amount.
Article 30 [Application by reference to the common use of beneficial property rights and security interests] Where two or more organizations or individuals jointly enjoy beneficial property rights and security interests, the relevant provisions of this chapter shall apply by reference.
Chapter IX Special Provisions on the Ownership
Article 311 [Acquisition in good faith] Where an undisposed person transfers immovable property or movable property to an assignee, the owner shall have the right to recover it; unless otherwise provided by law, the assignee acquires ownership of the immovable property or movable property if the following circumstances are met:
(I) the transferee is in good faith when he assigns the immovable or movable property;
(II) transfer at a reasonable price;
The immovable or movable property transferred by the (III) shall be registered in accordance with the provisions of the law, and the immovable or movable property that is not required to be registered has been delivered to the transferee.
Where the transferee acquires ownership of the immovable or movable property in accordance with the provisions of the preceding paragraph, the original owner shall have the right to claim damages from the person without the right of disposition.
If the parties acquire other real rights in good faith, the provisions of the preceding two paragraphs shall apply by reference.
Article 312 [Bona Fide Acquisition of Lost Property] The owner or other right holder shall have the right to recover the lost property. If the lost property is occupied by another person through transfer, the right holder has the right to claim damages from the person without the right to dispose of it, or to request the transferee to return the original property within two years from the date when he knew or should have known the transferee; however, if the transferee purchases the lost property by auction or from a business operator with business qualifications, the right holder shall pay the expenses paid by the transferee when requesting the return of the original property. The right holder shall have the right to recover from the person without the right of disposition after paying the payment to the transferee.
Article 313 [Extlement of original rights in movable property acquired in good faith] After the acquisition of movable property by a bona fide transferee, the original rights in the movable property are extinguished. However, unless the bona fide assignee knew or should have known of the right at the time of the transfer.
Article 314 [Return of Lost and Pickup] Lost and found property shall be returned to the obligee. The finder shall promptly notify the right holder to collect it, or send it to the public security and other relevant departments.
Article 315 [handling of lost property received by relevant departments] if the relevant departments receive the lost property and know the right holder, they shall promptly notify them to receive it; if they do not know, they shall issue a notice of claim in a timely manner.
Article 316 [Obligation of the finder and the relevant department to keep the lost property properly] The finder shall keep the lost property properly before the lost property is delivered to the relevant department, and the relevant department shall keep the lost property properly before the lost property is collected. Civil liability shall be borne for the damage or loss of lost property caused by intentional or gross negligence.
Article 317 [Obligations When Receiving Lost Property] When receiving lost property, the obligee shall pay the finder or the relevant department the necessary expenses for the custody of the lost property.
If the obligee offers a reward for finding the lost property, he shall fulfill his obligations in accordance with the promise when receiving the lost property.
If the finder appropriates the lost property, he shall not have the right to request the expenses of keeping the lost property, nor shall he have the right to request the right holder to perform his obligations in accordance with the promise.
Article 118 [Attribution of unclaimed lost property at the expiration of the announcement] If the lost property is unclaimed within one year from the date of the announcement of the claim, it shall be owned by the state.
Article 319 Where drifting objects are found, buried objects or hidden objects are found, reference shall be made to the relevant provisions applicable to the collection of lost objects. Where the law provides otherwise, such provisions shall prevail.
Article 320 [Transfer of ownership of the subject matter] Where the subject matter is transferred, the subject matter is transferred with the subject matter, unless otherwise agreed by the parties.
Article 341 [Attribution of natural and statutory fruits] Natural fruits shall be acquired by the owner; where there is both an owner and a beneficial owner, they shall be acquired by the beneficial owner. If the parties agree otherwise, they shall follow their agreement.
Legal fruits, if the parties have agreed, shall be obtained in accordance with the agreement; if there is no agreement or the agreement is not clear, it shall be obtained in accordance with the trading habits.
Article 322 [Attribution of Attached Obtained Articles] If there is an agreement on the attribution of objects arising from processing, attachment, or mixing, it shall be in accordance with the agreement; if there is no agreement or the agreement is unclear, it shall be in accordance with the law; The law does not provide for it, it shall be determined in accordance with the principles of giving full play to the utility of the object and protecting the parties without fault. If one party's fault or the attribution of the property causes damage to the other party, compensation or compensation shall be paid.
Sub-part 3 usufructuary rights
Chapter X General Provisions
Article 323 [Definition of usufructuary rights] A usufructuary right holder shall have the right to possess, use and benefit from immovable or movable property owned by others in accordance with the law.
Article 224 [Usufructuary Rights in State-owned and Collectively-owned Natural Resources] Natural resources owned by the State or owned by the State and owned by collectives and owned by law that belong to collectives may be possessed, used and benefited by organizations and individuals in accordance with the law.
Article 325 [System for the Use of Natural Resources] The State applies a system of paid use of natural resources, except as otherwise provided by law.
Article 326 [Exercise of the rights of usufructuary property owners] When exercising their rights, usufructuary property owners shall abide by the provisions of the law relating to the protection and rational development and utilization of resources and the protection of the ecological environment. The owner shall not interfere with the exercise of the rights of the beneficial property owner.
Article 327 [The usufructuary right shall be entitled to compensation for expropriation or expropriation] If the usufructuary right is extinguished or the exercise of the usufructuary right is affected due to the expropriation or expropriation of real estate or movable property, the usufructuary right holder shall have the right to obtain corresponding compensation in accordance with the provisions of Articles 243 and 245 of this Law.
Article 328 [Legal Protection of the Right to Use Sea Areas] The right to use sea areas acquired in accordance with the law shall be protected by law.
Article 329 [legal protection of legal prospecting rights and other rights] the right of prospecting rights, mining rights, water intake rights and the right to use waters and tidal flats for aquaculture and fishing obtained in accordance with the law shall be protected by law.
Chapter XI Right to the Contracted Management of Land
Article 330 [Two-tier Management System and Land Contract Management System] Rural collective economic organizations implement a two-tier management system based on household contract management and a combination of unified and separate management.
Farmland, woodland, grassland and other land used for agriculture that are collectively owned by farmers and owned by the State shall be subject to a land contract management system in accordance with the law.
Article 331 [definition of land contractual management right] the owner of land contractual management right shall have the right to possess, use and benefit from the cultivated land, woodland and grassland contracted for management according to law, and shall have the right to engage in agricultural production such as planting, forestry and animal husbandry.
Article 332 [Land Contract Period] The contract period for cultivated land shall be 30 years. The contract period of grassland is thirty to fifty years. The contract period of the forest land is thirty to seventy years.
Upon the expiration of the term of contract stipulated in the preceding paragraph, the land contract management right shall continue to contract in accordance with the legal provisions on rural land contracting.
Article 333 [Establishment and Registration of the Right to Contracted Management of Land] The right to contracted management of land is established when the contract for the right to contracted management of land takes effect.
The registration agency shall issue the land contract management right certificate, forest right certificate and other certificates to the land contract management right holder, and register the record to confirm the land contract management right.
Article 334 [Exchange and Transfer of Land Contractual Management Rights] The owner of the land contractual management right shall have the right to exchange and transfer the land contractual management right in accordance with the law. Without approval according to law, the contracted land shall not be used for non-agricultural construction.
Article 335 [Registration of Exchange and Transfer of Land Contractual Management Rights] Where the land contractual management rights are exchanged or transferred, the parties may apply to the registration agency for registration; without registration, they may not oppose a bona fide third party.
Article 336 [Adjustment of Contracted Land] The contractor shall not adjust the contracted land during the contract period.
If it is necessary to properly adjust the contracted cultivated land and grassland due to special circumstances such as serious damage to the contracted land due to natural disasters, it shall be handled in accordance with the legal provisions on rural land contracting.
Article 337 [Recovery of contracted land] The contractor shall not recover the contracted land during the contract period. Where the law provides otherwise, such provisions shall prevail.
Article 338 [Compensation for Expropriation of Contracted Land] Where the contracted land is expropriated, the owner of the land contractual management right shall have the right to obtain corresponding compensation in accordance with the provisions of Article 243 of this Law.
Article 339 [Circulation of Land Management Rights] The land contractual management right holder may independently decide to transfer the land management right to others by leasing, shareholding or other means in accordance with the law.
Article 340 [Definition of Land Management Rights] The land management right holder shall have the right to occupy rural land within the time limit stipulated in the contract, independently carry out agricultural production and operation and obtain income.
Article 341 [Establishment and Registration of Land Management Rights] Land management rights with a transfer period of more than five years shall be established when the transfer contract takes effect. The parties may apply to the registration authority for registration of land management rights; without registration, they may not oppose bona fide third parties.
Article 342 [transfer of land management rights contracted by other means] those who contract rural land through bidding, auction, public consultation, etc., and obtain the ownership certificate after registration according to law, may transfer the land management rights by leasing, equity, mortgage or other means according to law.
Article 343 [Reference to the application of contracted management of state-owned agricultural land] Where state-owned agricultural land is contracted for management, the relevant provisions of this Part shall be referred to and applied.
Chapter XII Right to Use Land for Construction
Article 344 [Definition of the Right to the Use of Construction Land] The holder of the right to the use of construction land shall have the right to possess, use and benefit from the land owned by the State in accordance with the law, and shall have the right to use the land for the construction of buildings, structures and their ancillary facilities.
Article 345 [Hierarchical Establishment of the Right to the Use of Construction Land] The right to the use of construction land may be established separately on the surface, above ground or underground of the land.
Article 346 [Principles for the Establishment of the Right to Use Construction Land] The establishment of the right to use construction land shall comply with the requirements of resource conservation and ecological environment protection, comply with the provisions of laws and administrative regulations on land use, and shall not damage the usufructuary rights that have been established.
Article 347 [Method of Establishment of the Right to Use Construction Land] The right to use construction land may be established by means of transfer or allocation.
If there are more than two intended users of the same land for industrial, commercial, tourism, entertainment and commercial housing, it shall be sold by means of public bidding, auction and other means.
Strictly restrict the establishment of the right to use construction land by means of allocation.
Article 348 [Contract for Assignment of the Right to the Use of Construction Land] Where the right to the use of construction land is established through bidding, auction, agreement, etc., the parties concerned shall conclude a contract for the assignment of the right to the use of construction land in writing.
The contract for granting the right to use construction land generally includes the following clauses:
The name and domicile of the (I) party;
(II) land boundary, area, etc;
Space occupied by (III) buildings, structures and their ancillary facilities;
(IV) land use and planning conditions;
Term of (V) construction land use right;
Fees such as (VI) transfer fees and their payment methods;
(VII) methods of dispute resolution.
Article 349 [Registration of the Right to Use Construction Land] Anyone who establishes the right to use construction land shall apply to the registration agency for registration of the right to use construction land. The right to use construction land shall be established upon registration. The registration authority shall issue a certificate of ownership to the holder of the right to use the land for construction.
Article 350 [Land Use Control System] The holder of the right to the use of construction land shall make rational use of the land and shall not change the use of the land; if it is necessary to change the use of the land, it shall be approved by the relevant administrative department in accordance with the law.
Article 351 [Obligation of the holder of the right to use construction land to pay the transfer fee and other expenses] The holder of the right to use construction land shall pay the transfer fee and other expenses in accordance with the law and the contract.
Article 352 [Ownership of buildings and other facilities constructed by the owner of the right to use construction land] The ownership of buildings, structures and ancillary facilities constructed by the owner of the right to use construction land belongs to the owner of the right to use construction land, unless there is evidence to the contrary.
Article 353 [Mode of Circulation of the Right to Use Construction Land] The holder of the right to use construction land shall have the right to transfer, exchange, contribute, donate or mortgage the right to use construction land, unless otherwise provided by law.
Article 354 [Form and Term of Contract for Disposal of the Right to Use Construction Land] Where the right to use construction land is transferred, exchanged, contributed, donated or mortgaged, the parties concerned shall conclude a corresponding contract in writing. The term of use shall be agreed upon by the parties, but shall not exceed the remaining term of the right to use the construction land.
Article 355 [Registration of Change after Transfer of the Right to Use Construction Land] Where the right to use construction land is transferred, exchanged, contributed or donated, it shall apply to the registration authority for registration of change.
Article 356 [Buildings and other facilities shall be disposed of together with the transfer of the right to use construction land] Where the right to use construction land is transferred, exchanged, contributed or donated, the buildings, structures and their ancillary facilities attached to the land shall be disposed of together.
Article 357 [The right to use construction land shall be disposed of together with the transfer of buildings and other facilities] Where a building, structure and its ancillary facilities are transferred, exchanged, contributed or donated, the right to use construction land within the scope occupied by the building, structure and its ancillary facilities shall be disposed of together.
Article 358 [early recovery of the right to the use of construction land and its compensation] if it is necessary to recover the land in advance due to public interests before the expiration of the term of the right to the use of construction land, compensation shall be given to the houses and other real estate on the land in accordance with the provisions of Article 243 of this Law, and the corresponding transfer fee shall be refunded.
Article 359 [Renewal of the Right to the Use of Construction Land] If the term of the right to the use of residential construction land expires, it shall be automatically renewed. The payment or reduction of renewal fees shall be handled in accordance with the provisions of laws and administrative regulations.
The renewal of the right to use non-residential construction land after the expiration of the term shall be handled in accordance with the provisions of the law. If there is an agreement on the ownership of houses and other real estate on the land, it shall be handled in accordance with the agreement; if there is no agreement or the agreement is not clear, it shall be handled in accordance with the provisions of laws and administrative regulations.
Article 360 [Cancellation of Registration of the Right to the Use of Construction Land] Where the right to the use of construction land is extinguished, the transferor shall promptly apply for cancellation of registration. The registration authority shall withdraw the ownership certificate.
Article 361 [Legal Application of Collectively-owned Land as Construction Land] Where collectively-owned land is used as construction land, it shall be handled in accordance with the legal provisions on land management.
Chapter XIII Right to Use Homestead
Article 362 [Definition of the right to the use of homestead] The owner of the right to the use of homestead has the right to possess and use collectively-owned land in accordance with the law, and has the right to use the land to build houses and their ancillary facilities in accordance with the law.
Article 363 [Application of Law to the acquisition, exercise and transfer of the right to the use of homestead] The acquisition, exercise and transfer of the right to the use of homestead shall be governed by the law on land management and relevant provisions of the State.
Article 364 [Loss and Redistribution of Homestead] If the homestead is lost due to natural disasters and other reasons, the right to use the homestead shall be eliminated. Villagers who have lost their homesteads shall be redistributed according to law.
Article 365 [Registration of Change and Cancellation of the Right to Use Homestead] Where the registered right to use the homestead is transferred or eliminated, the registration of change or cancellation shall be handled in a timely manner.
Chapter XIV Right of Residence
Article 366 [Definition of the right of residence] The right of residence shall have the right to possess and use the beneficial property right of the residence of another person in accordance with the contract to meet the needs of living and living.
Article 367 [Contract of Right of Residence] To establish a right of residence, the parties shall conclude a contract of right of residence in writing.
A residence contract generally includes the following provisions:
(I) the names or names and domiciles of the parties;
the location of the (II) residence;
Conditions and requirements for (III) residence;
Duration of (IV) residence;
(V) methods of dispute resolution.
Article 368 [Establishment of the Right of Residence] The right of residence is established free of charge, unless otherwise agreed by the parties. If the right of residence is established, the registration of the right of residence shall be applied to the registration institution. The right of residence is established from the time of registration.
Article 369 [Transfer, Inheritance and Establishment of Residence Rent of Residence] The right of residence shall not be transferred or inherited. A residence with the right of residence may not be rented out, unless otherwise agreed by the parties.
Article 370 [Extact of the Right of Residence] If the term of the right of residence expires or the person of the right of residence dies, the right of residence shall be extinguished. If the right of residence is extinguished, the cancellation of registration shall be handled in a timely manner.
Article 371 [Application by reference to the establishment of the right of residence by will] Where the right of residence is established by will, the relevant provisions of this chapter shall apply by reference.
Chapter XV Easement
Article 372 [Definition of easement] The easement owner shall have the right to use the real estate of others in accordance with the contract in order to improve the efficiency of his own real estate.
The immovable property of another person referred to in the preceding paragraph shall be the land for servitude, and the immovable property of one's own shall be the land for servitude.
Article 373 [Easement Contract] To establish an easement, the parties shall conclude an easement contract in writing.
An easement contract generally includes the following clauses:
(I) the names or names and domiciles of the parties;
(II) the location of the land for service and the land in need of service;
Purpose and method of (III) utilization;
the term of the (IV) easement;
(V) fees and payment methods;
(VI) methods of dispute resolution.
Article 374 [Establishment and Registration of Easements] An easement is established when the easement contract becomes effective. If the parties request registration, they may apply to the registration agency for easement registration; without registration, they may not oppose bona fide third parties.
Article 375 [Obligations of the right holder of a servitude] The right holder of a servitude shall, in accordance with the contract, allow the easement holder to use its immovable property and shall not hinder the easement holder from exercising its rights.
Article 376 [Obligations of the easement holder] The easement holder shall use the servitude in accordance with the purpose and method of use agreed upon in the contract, minimizing restrictions on the property rights of the servitude holder.
Article 377 [Easement Term] The term of the easement shall be agreed upon by the parties; however, it shall not exceed the remaining term of the usufructuary rights such as the right to land contractual management and the right to use construction land.
Article 378 [Succession of easements] Where the owner of land enjoys an easement or is burdened with an easement, when a usufructuary right such as the right to contract management of land or the right to use a homestead is established, the usufructuary right holder continues to enjoy or be burdened with the easement that has already been established.
Article 379 [Restrictions on easements by prior usufructuary rights] Where usufructuary rights such as land contractual management rights, construction land use rights, and homestead use rights have been established on land, the land owner may not establish easements without the consent of the usufructuary right holder.
Article 380 [Transfer of easements] Easements may not be transferred separately. If the right to land contractual management, the right to use construction land, etc. are transferred, the easement shall be transferred together, unless otherwise agreed in the contract.
Article 381 [Mortgage of easements] Easements may not be mortgaged separately. If the land management right, the right to use construction land, etc. are mortgaged, the easement shall be transferred together when the mortgage is realized.
Article 382 [Indivisibility of the easement to the land to be serviced and the rights thereon] When the land to be serviced and the right to contract management of the land to be serviced, the right to use the land for construction, etc. on the land to be serviced are transferred, the transferee shall also enjoy the easement.
Article 383 [Indivisibility of the easement to the servitude and the rights thereon] When the servitude and the land contract management right and the right to use the construction land on the servitude are partially transferred, if the part of the transfer involves an easement, the easement shall be legally binding on the transferee.
Article 384 [Legal causes for the unilateral termination of an easement contract by the right holder of a servitude] If the easement holder has one of the following circumstances, the right holder of the servitude shall have the right to terminate the easement contract and the easement shall be extinguished:
Abuse of easements by (I) in violation of legal provisions or contractual agreements;
(II) the use of the service land for a fee, the agreed payment period expires within a reasonable period of time after two reminders of unpaid fees.
Article 385 [Procedures for Change, Transfer or Elimination of Registered Easements] Where a registered easement is changed, transferred or eliminated, the registration of the change or cancellation shall be made in a timely manner.
Sub-part 4 Security interests
Chapter XVI General Provisions
Article 386 [Definition of Security Interest] The security interest holder shall, in accordance with the law, enjoy the right to priority payment of the secured property in respect of the secured property in the event of the debtor's failure to perform the debt due or the occurrence of the realization of the security interest agreed upon by the parties, unless otherwise provided by law.
Article 387 [Scope of application of security interests and counter-security] Where a creditor needs security in order to guarantee the realization of its claims in civil activities such as lending, buying and selling, it may establish a security interest in accordance with the provisions of this Law and other laws.
Where a third party provides security to a creditor for the debtor, the debtor may be required to provide a counter-security. The counter-guarantee shall be governed by the provisions of this Law and other laws.
Article 388 [Guarantee Contract] When a security right is created, a guarantee contract shall be concluded in accordance with the provisions of this Law and other laws. Security contracts include mortgage contracts, pledge contracts and other contracts with security functions. The guarantee contract is the subordinate contract of the main creditor's debt contract. If the main creditor's rights and debts contract is invalid, the guarantee contract is invalid, unless otherwise provided by law.
After the guarantee contract is confirmed to be invalid, if the debtor, guarantor and creditor are at fault, they shall bear the corresponding civil liability according to their fault.
Article 389 [Scope of Security of a Security Interest] The scope of security of a security interest includes the principal claim and interest thereon, liquidated damages, damages for damages, the costs of keeping the encumbered property and the realization of the security interest. If the parties agree otherwise, they shall follow their agreement.
Article 390 [Subrogation in rem of security interests and subrogation of subrogation] During the period of security, if the secured property is damaged, lost or expropriated, the security interest holder may give priority to the payment of the insurance money, compensation or compensation obtained. If the period of performance of the secured claim has not expired, the insurance money, compensation or compensation may also be deposited.
Article 391 [Legal Consequences of Transfer of Debt Without the Consent of the Guarantor] If a third party provides security and, without its written consent, the creditor allows the debtor to transfer all or part of the debt, the guarantor shall no longer bear the corresponding security liability.
Article 392 [Rules for the Implementation of Security Rights in the Coexistence of Property Insurance and Property Insurance] Where the secured claim has both property security and human security, the debtor fails to perform the due debt or the parties agree to realize the security right, the creditor shall realize the claim in accordance with the agreement; If there is no agreement or the agreement is unclear, and the debtor provides security for the property, the creditor shall first realize the claim for the security of the property; where a third party provides security in rem, the creditor may realize the claim in respect of the security in rem, or may request the guarantor to assume the responsibility for the guarantee. The third party providing the guarantee has the right to recover from the debtor after assuming the guarantee liability.
Article 393 [Subject matter for extinction of security interests] The security interests are extinguished under any of the following circumstances:
(I) the principal claim is extinguished;
(II) the realization of security interests;
(III) the creditor to waive the real right for security;
Other circumstances in which the (IV) law provides for the elimination of security interests.
Chapter XVII Mortgage
Section 1 General Mortgage
Article 394 [Definition of Mortgage] For the performance of a secured obligation, if the debtor or a third party does not transfer possession of the property and mortgages the property to the creditor, the debtor fails to perform the obligation due or the realization of the mortgage as agreed by the parties occurs, the creditor shall have the right to receive priority payment for the property.
The debtor or the third party specified in the preceding paragraph is the mortgagor, the creditor is the mortgagor, and the property that provides security is the mortgaged property.
Article 395 [Scope of mortgaged property] The following property that the debtor or a third party has the right to dispose of may be mortgaged:
(I) buildings and other land attachments;
(II) the right to use land for construction;
(III) the right to use sea areas;
(IV) production equipment, raw materials, semi-finished products and products;
(V) buildings, ships, aircraft under construction;
(VI) means of transportation;
Other property not prohibited from being mortgaged by (VII) laws and administrative regulations.
The mortgagor may mortgage the property listed in the preceding paragraph together.
Article 396 [Floating Mortgage] Enterprises, individual industrial and commercial households, and agricultural producers and operators may mortgage existing and future production equipment, raw materials, semi-finished products, and products. If the debtor fails to perform the due debts or the parties agree In the case of the realization of the mortgage right, the creditor has the right to give priority to the payment of the movable property when the mortgaged property is determined.
Article 397 [Rules for Simultaneous Mortgage of the Right to the Use of Buildings and Construction Land] Where a building is mortgaged, the right to use the construction land within the scope occupied by the building shall be mortgaged together. If the right to use the land for construction is mortgaged, the buildings on the land are mortgaged together.
If the mortgagor has not mortgaged together in accordance with the provisions of the preceding paragraph, the unmortgaged property shall be deemed to be mortgaged together.
Article 398 [Restrictions on the Mortgage of the Right to Use Construction Land of Township and Village Enterprises] The right to use construction land of township and village enterprises shall not be mortgaged separately. If the buildings such as factories of township and village enterprises are mortgaged, the right to use the construction land within the scope of their occupation shall be mortgaged together.
Article 399 [Scope of Property Prohibited from Mortgaging] The following property may not be mortgaged:
(I) land ownership;
(II) the right to the use of collectively-owned land such as homesteads, private plots and private hills, except for those that can be mortgaged as stipulated by law;
(III) educational facilities, medical and health facilities and other public welfare facilities of non-profit legal persons established for public welfare purposes, such as schools, kindergartens and medical institutions;
(IV) property whose ownership or use right is unknown or disputed;
(V) property that has been sealed up, distrained or placed under supervision in accordance with the law;
Other property that may not be mortgaged as prescribed by (VI) laws and administrative regulations.
Article 400 [Mortgage Contract] To create a mortgage, the parties shall conclude a mortgage contract in writing.
Mortgage contracts generally include the following clauses:
(I) the type and amount of the secured claim;
(II) the time limit for the debtor to perform the debt;
(III) the name and quantity of the mortgaged property;
Scope of (IV) Guarantee.
Article 410 [Flow of Mortgages] If the mortgagee agrees with the mortgagor that the mortgaged property belongs to the creditor when the debtor fails to perform the due debt before the expiration of the debt performance period, the mortgaged property can only be paid in priority in accordance with the law.
Article 802 [Registration of Real Estate Mortgage] Where the property specified in Items 1 to 3 of Paragraph 1 of Article 395 of this Law or the building under construction specified in Item 5 of this Law is mortgaged, the mortgage shall be registered. The mortgage is created from the time of registration.
Article 803 [Effect of a mortgage on movable property] Where a mortgage on movable property is made, the mortgage is established from the time the mortgage contract becomes effective; it may not be used against a bona fide third party without registration.
Article four [No recourse and effect of a mortgage on movable property] Where a mortgage on movable property is made, it shall not be used against a buyer who has paid a reasonable price and obtained the mortgaged property in the ordinary course of business.
Article 305 [Relationship between mortgage and leasehold] If the mortgaged property has been leased and transferred to possession before the establishment of the mortgage, the original lease relationship shall not be affected by the mortgage.
Article 460 [Disposition of Mortgaged Property] During the mortgage period, the mortgagor may transfer the mortgaged property. If the parties agree otherwise, they shall follow their agreement. If the mortgaged property is transferred, the mortgage shall not be affected.
If the mortgagor transfers the mortgaged property, he shall promptly notify the mortgagee. If the mortgagee can prove that the transfer of the mortgaged property may impair the mortgage, he may request the mortgagor to pay the mortgagee the proceeds of the transfer to the mortgagee in advance of the debt or deposit. The excess of the transferred price over the amount of the claim shall be owned by the mortgagor, and the shortfall shall be paid off by the debtor.
Article 409 [Attribution of disposition of a mortgage] A mortgage may not be transferred separately from a claim or as security for other claims. Where a claim is transferred, the mortgage securing the claim is transferred together, unless otherwise provided by law or otherwise agreed by the parties.
Article 1998 [Protection of the Mortgage] If the mortgagor's conduct is sufficient to reduce the value of the mortgaged property, the mortgagee shall have the right to request the mortgagor to cease his conduct; if the value of the mortgaged property decreases, the mortgagee shall have the right to request the restoration of the value of the mortgaged property or to provide security corresponding to the reduced value. If the mortgagor does not restore the value of the mortgaged property or provide security, the mortgagee shall have the right to request the debtor to pay off the debt in advance.
Article 309 [Disposition of mortgage and its subsequence] The mortgagee may waive the mortgage or the subsequence of the mortgage. The mortgagee and the mortgagor may agree to change the subrogation of the mortgage and the amount of the secured claim. However, the alteration of the mortgage right shall not adversely affect the other mortgagee without the written consent of the other mortgagee.
If the debtor sets up a mortgage on his own property and the mortgagee waives the mortgage, the mortgage is subordinate to the mortgage or changes the mortgage, the other guarantor shall be exempted from the liability of the security to the extent that the mortgagee loses the priority interest, except where the other guarantor undertakes to still provide the security.
Article 41 [Realization of Mortgage] If the debtor fails to perform the debt due or the realization of the mortgage agreed upon by the parties occurs, the mortgagee may agree with the mortgagor to pay the mortgaged property at a discount or at the price of the proceeds from the auction or sale of the mortgaged property in priority. If the agreement harms the interests of other creditors, the other creditors may request the people's court to revoke the agreement.
If the mortgagee and the mortgagor fail to reach an agreement on the manner in which the mortgage is realized, the mortgagee may request the people's court to auction or sell the mortgaged property.
Where the mortgaged property is discounted or sold, reference shall be made to the market price.
Article 41 [Determination of Floating Mortgage Property] Where a mortgage is created in accordance with the provisions of Article 396 of this Law, the mortgaged property shall be determined from the time one of the following circumstances occurs:
(I) the expiration of the time limit for the performance of the debt, the creditor's rights are not realized;
(II) the mortgagor is declared bankrupt or dissolved;
(III) the circumstances of the realization of the mortgage agreed upon by the parties;
(IV) other circumstances that seriously affect the realization of claims.
Article 413 [Effect of Mortgage on Interest on Mortgage Property] If the debtor fails to perform the due debt or the realization of the mortgage agreed by the parties occurs, resulting in the mortgaged property being seized by the people's court in accordance with the law, the mortgagee shall have the right to collect the natural or statutory interest of the mortgaged property from the date of seizure, except where the mortgagee fails to notify the obligor who shall pay off the statutory interest.
The fruits provided for in the preceding paragraph shall first be offset against the cost of collecting the fruits.
Article 413 [Treatment of mortgaged property after the price is changed] After the mortgaged property is discounted or auctioned or sold, the portion of the price exceeding the amount of the claim shall be owned by the mortgagor, and the shortfall shall be paid off by the debtor.
Article 414 [Order of liquidation of several mortgages] Where the same property is mortgaged to two or more creditors, the proceeds from the auction or sale of the mortgaged property shall be repaid in accordance with the following provisions:
If the (I) mortgage has been registered, the order of liquidation shall be determined according to the time of registration;
The registered (II) mortgage is paid before the unregistered one;
If the (III) mortgage is not registered, it shall be paid off in proportion to the claim.
For other security interests that may be registered, the order of liquidation shall be governed by reference to the provisions of the preceding paragraph.
Article 415 [Order of repayment of mortgages and pledges] Where both a mortgage and a pledge are created for the same property, the price of the proceeds from the auction or sale of the property shall be determined in the order of repayment in accordance with the time of registration and delivery.
Article 416 [Priority of the mortgage guarantee for the purchase price of movable property] The principal claim of the mortgage guarantee for movable property is the price of the mortgage, and if the mortgage is registered within ten days after the delivery of the subject matter, the mortgagee shall have priority over the other security interests of the buyer of the mortgage, except for the lienholder.
Article 417 [Effect of mortgage on new buildings] After the right to use the construction land is mortgaged, the new buildings on the land are not mortgaged property. When the right to use the construction land is mortgaged, the new buildings on the land shall be disposed of together with the right to use the construction land. However, the mortgagee is not entitled to priority payment of the price received from the new building.
Article 418 [Effect of the Mortgage of Collectively-owned Land Use Rights] Where the right to use collectively-owned land is mortgaged in accordance with the law, the nature of land ownership and land use shall not be changed without legal procedures after the mortgage is realized.
Article 419 [During the existence of the mortgage] The mortgagee shall exercise the mortgage during the limitation period of the main claim; if it is not exercised, the people's court shall not protect it.
Section 2 Maximum Mortgage
Article 420 [Definition of Maximum Mortgage] For the performance of a secured debt, if the debtor or a third party provides secured property for claims that will continue to occur within a certain period of time, if the debtor fails to perform the due debt or the realization of the mortgage agreed upon by the parties occurs, the mortgagee shall have the right to give priority to the payment of the secured property within the maximum amount of the claim.
Claims that existed prior to the establishment of the maximum mortgage may, with the consent of the parties, be transferred to the scope of the claims secured by the maximum mortgage.
Article 421 [Assignment of claims secured by a maximum mortgage] If part of the claim is assigned before the determination of the claim secured by the maximum mortgage, the maximum mortgage may not be assigned, unless otherwise agreed by the parties.
Article 122 [Changes in the terms of the maximum mortgage contract] Before the determination of the claim secured by the maximum mortgage, the mortgagee and the mortgagor may, by agreement, change the period for which the claim is determined, the scope of the claim and the maximum amount of the claim. However, the content of the change shall not adversely affect other mortgagee.
Article 423 [Determination of claims secured by a maximum mortgage] The mortgagee's claim shall be determined under any of the following circumstances:
The period for determining the creditor's rights agreed upon by the (I) expires;
If the (II) does not agree on the period for determining the claim or the agreement is not clear, the mortgagee or the mortgagor requests the determination of the claim after the expiration of two years from the date of establishment of the maximum mortgage;
(III) new claims are unlikely to occur;
(IV) the mortgagee knows or should know that the mortgaged property is sealed up or distrained;
(V) the debtor or mortgagor is declared bankrupt or dissolved;
Other circumstances in which the (VI) law provides for the determination of claims.
Article 424 [Application of Law to Maximum Mortgages] In addition to the provisions of this section, the relevant provisions of section I of this chapter shall apply to maximum mortgages.
Chapter 18 Right of Pledgement
Section 1 Pledge of movable property
Article 245 [Definition of a pledge of movable property] For the performance of a secured obligation, if the debtor or a third party pledges its movable product to the possession of the creditor, the creditor shall have the right to be paid in priority in respect of the movable property if the debtor fails to perform the debt as it falls due or if the parties agree to realize the pledge.
The debtor or the third party specified in the preceding paragraph is the pledgee, the creditor is the pledgee, and the movable property delivered is the pledged property.
Article 416 [Scope of Movable Property Prohibited from Pledge] Movable property whose transfer is prohibited by laws and administrative regulations shall not be pledged.
Article 427 [Pledge Contract] To establish a pledge right, the parties shall conclude a pledge contract in writing.
A pledge contract generally includes the following clauses:
(I) the type and amount of the secured claim;
(II) the time limit for the debtor to perform the debt;
(III) the name and quantity of the pledged property;
the scope of the (IV) guarantee;
(V) the time and manner of delivery of the pledged property.
Article 428 [Flow Pledge] If the pledgee agrees with the pledgee before the expiration of the period for performance of the debt that the pledged property belongs to the creditor in the event of the debtor's non-performance of the debt due, the pledged property may only be paid in priority in accordance with the law.
Article 429 [Effective Time of Pledge] A pledge is created when the pledged property is delivered by the pledgee.
Article 430 [Pledgee's Right to Collect Interest and Primary Use of Interest] The pledgee shall have the right to collect interest from the pledged property, unless otherwise agreed in the contract.
The fruits provided for in the preceding paragraph shall first be offset against the cost of collecting the fruits.
Article 431 [Liability of the pledgee for unauthorized use or disposition of the pledged property] If the pledgee uses or disposes of the pledged property without the consent of the pledgee during the existence of the pledgee, causing damage to the pledgee, he shall be liable for compensation.
Article 432 [Obligation of custody and liability of the pledgee] The pledgee shall have the obligation to keep the pledged property properly; if the pledged property is damaged or lost as a result of improper custody, it shall be liable for compensation.
If the pledgee's actions may cause the pledged property to be damaged or lost, the pledgee may request the pledgee to deposit the pledged property, or request the early settlement of the debt and the return of the pledged property.
Article 433 [Protection of Pledge] If the pledged property may be damaged or its value significantly reduced due to reasons not attributable to the pledgee, which are sufficient to endanger the rights of the pledgee, the pledgee shall have the right to request the pledgee to provide corresponding security; If the pledgee does not provide it, the pledgee may auction or sell the pledged property, and agree with the pledgee to pay off the debt or deposit the proceeds from the auction or sale.
Article 434 [Liability transfer] The pledgee shall be liable for compensation if, during the existence of the pledge, the pledged property is damaged or lost as a result of the transfer without the consent of the pledgee.
Article 435 [Waiver of Pledge] The pledgee may waive the pledge. If the debtor pledges his own property and the pledgee waives the pledge, the other guarantor is relieved of liability to the extent that the pledgee loses its priority interest in payment, unless the other guarantor undertakes to still provide security.
Article 436 [Return of Pledge and Realization of Pledge] If the debtor performs the debt or the pledgee pays off the secured claim in advance, the pledgee shall return the pledged property.
If the debtor fails to perform the debt due or the parties agree to realize the right of quality, the right holder may agree with the quality person to discount the pledged property, or the price of the proceeds from the auction or sale of the pledged property may be paid in priority.
Where the pledged property is discounted or sold, reference shall be made to the market price.
Article 437 [Timely exercise of the pledge] The pledgee may request the pledgee to exercise the pledge in a timely manner after the expiration of the period for performance of the debt; if the pledgee does not exercise it, the pledgee may request the people's court to auction or sell the pledged property.
If the pledgee requests the pledgee to exercise the pledge in a timely manner, and if the pledgee is negligent in exercising the right and causes damage to the pledgee, the pledgee shall be liable for compensation.
Article 438 [Treatment of the pledged property after the price is changed] After the pledged property is discounted or auctioned or sold, the portion of the price exceeding the amount of the claim shall be owned by the pledgee, and the shortfall shall be paid off by the debtor.
Article 439 [Pledgee of Maximum Amount] The pledgee and the pledgee may agree to create a pledge of maximum amount.
In addition to the relevant provisions of this section, the right of maximum amount shall be subject to the relevant provisions of Section 2 of Chapter 17 of this Part.
Section 2 Pledged Right
Article 440 [Scope of pledge of rights] The following rights that the debtor or a third party has the right to dispose of may be pledged:
(I) bills of exchange, cashier's checks, cheques;
(II) bonds, certificates of deposit;
(III) warehouse receipts, bills of lading;
(IV) transferable fund shares and equity;
(V) transferable property rights in intellectual property rights such as the exclusive right to use a registered trademark, patent right, copyright, etc;
(VI) existing and future accounts receivable;
Other property rights that may be pledged in (VII) with the provisions of laws and administrative regulations.
Article 441 [Establishment of a pledge of marketable securities] Where a pledge is made by a bill of exchange, promissory note, cheque, bond, certificate of deposit, warehouse receipt or bill of lading, the pledge shall be established when the certificate of right is delivered to the pledgee; if there is no certificate of right, the pledge shall be established when the pledge is registered. Where the law provides otherwise, such provisions shall prevail.
Article 442 [Special way of realizing the right of pledge of marketable securities] If the date of cashing or taking delivery of bills of exchange, promissory notes, cheques, bonds, deposit slips, warehouse receipts or bills of lading is earlier than the maturity of the main creditor's rights, the pledgee may cash or take delivery of the goods, and agree with the pledgee to pay off the debt or take delivery of the goods in advance.
Article 443 [Restrictions on the establishment and transfer of a pledge of fund shares and equity] Where a pledge of fund shares and equity is made, the pledge shall be established at the time of the registration of the pledge.
After the fund shares and equity are pledged, they may not be transferred, except as agreed between the pledgee and the pledgee. The price received by the pledgee from the transfer of fund shares and equity shall be paid off or deposited in advance to the pledgee.
Article 444 [Restrictions on the establishment and transfer of pledges of property rights in intellectual property rights] Where property rights in intellectual property rights such as exclusive rights to registered trademarks, patent rights, copyrights, etc. are pledged, the pledge shall be established when the pledge is registered.
After the property right in the intellectual property right has been pledged, the pledgee may not transfer or license it to another person, except where the pledgee and the pledgee have negotiated and agreed. The price derived from the transfer or licensing of the property rights in the pledged intellectual property rights by the pledgee shall be paid off or deposited with the pledgee in advance.
Article 445 [Restrictions on the establishment and assignment of a pledge of accounts receivable] If a pledge of accounts receivable is made, the pledge shall be established at the time of the registration of the pledge.
After the accounts receivable are pledged, they shall not be assigned, except as agreed between the pledgee and the pledgee. The price received from the transfer of accounts receivable by the pledgee shall be paid off or deposited in advance to the pledgee.
Article 446 [Legal Application of Pledged Rights] Pledged rights shall, in addition to the provisions of this section, apply the relevant provisions of section I of this chapter.
Chapter 19 Lien
Article 447 [Definition of Lien] If the debtor fails to perform its debts as they fall due, the creditor may retain the movable property of the debtor that is already in legal possession and shall have the right to be paid in priority in respect of that movable property.
The creditor specified in the preceding paragraph is the lien owner, and the movable property in possession is the lien property.
Article 448 [Relationship between liened property and creditor's rights] Movable property retained by a creditor shall belong to the same legal relationship as the creditor's rights, except for liens between enterprises.
Article 449 [Limitation on the scope of application of the lien] No lien may be placed on movable property that is provided for by law or as agreed by the parties.
Article 450 [Special Provisions for the Retention of Property as Disignable] Where the retained property is divisible, the value of the retained property shall be equal to the amount of the debt.
Article 451 [Obligation of custody of the lien holder] The lien holder shall have the obligation to keep the lien property properly; if the lien property is damaged or lost as a result of improper custody, it shall be liable for compensation.
Article 452 [Right of lien holder to receive fruits] The lien holder shall have the right to receive fruits from the lien property.
The fruits provided for in the preceding paragraph shall first be offset against the cost of collecting the fruits.
Article 453 [Period for the performance of the debt of the lien debtor] The lien holder and the debtor shall agree on a period for the performance of the debt after the lien of the property; if there is no agreement or the agreement is unclear, the lien holder shall give the debtor a period of more than sixty days for the performance of the debt, except for movable property that is not easy to keep, such as fresh and perishable. If the debtor fails to perform within the time limit, the lien holder may agree with the debtor to discount the lien property, or may give priority to the payment of the price of the proceeds from the auction or sale of the lien property.
If the lien property is discounted or sold, reference shall be made to the market price.
Article 454 [Lien Debtor's Claim] The debtor may request the lien holder to exercise the lien after the expiration of the period for performance of the debt; if the lien holder does not exercise it, the debtor may request the people's court to auction or sell the lien property.
Article 455 [Realization of lien] After the lien property is discounted or auctioned or sold, the portion of the price exceeding the amount of the claim shall be owned by the debtor, and the shortfall shall be paid off by the debtor.
Article 456 [Principle of subordination in the case of competing liens, mortgages and pledges] If a mortgage or pledge has been created on the same movable property and the movable property is retained, the lien holder shall have priority in payment.
Article 457 [Special circumstances for the extinction of the lien] If the lien holder loses possession of the lien property or the lien holder accepts another security provided by the debtor, the lien shall be extinguished.
Possession of subpart 5
Chapter 20 Possession
Article 458 [Application of the Law on the Right to Possession] Possession based on contractual relations, etc., the use of immovable or movable property, proceeds, liability for breach of contract, etc., shall be in accordance with the contract.
Article 459 [Liability for damage to possession caused by unauthorized possession] If the possessor uses the real or movable property in possession, causing damage to the real or movable property, the malicious possessor shall be liable for compensation.
Article 460 [Right holder's claim for return and possessor's right to claim expenses] Where a real or movable property is possessed by a possessor, the right holder may request the return of the original property and its fruits; however, the necessary expenses incurred by the bona fide possessor for the maintenance of the real or movable property shall be paid.
Article 461 [right of claim for damages] if the real or movable property in possession is damaged or lost, and the right holder of the real or movable property requests compensation, the possessor shall return the insurance money, compensation or compensation obtained as a result of the damage or loss to the right holder; if the damage of the right holder is not sufficiently made up, the malicious possessor shall also compensate for the loss.
Article 462 [Right to request protection of possession] Where the real or movable property in possession is embezzled, the possessor shall have the right to request the return of the original property; for acts that obstruct possession, the possessor shall have the right to request the removal of the obstruction or the elimination of danger; if damage is caused by the embezzlement or obstruction, the possessor shall have the right to request compensation for damage in accordance with the law.
If the possessor's right to claim the return of the original property is not exercised within one year from the date of the encroachment, the right to claim shall be extinguished.
Part III Contracts
Part I General Principles
Chapter I General Provisions
Article 463 [Scope of Adjustment of Contracts] This part adjusts civil relations arising from contracts.
Article 464 [Definition of contract and legal application of identity relationship agreement] A contract is an agreement between civil subjects to establish, modify or terminate a civil legal relationship.
The legal provisions on identity relations such as marriage, adoption and guardianship shall apply to the agreements on such identity relations; if there are no provisions, the provisions of this Part may be applied by reference according to their nature.
Article 465 [Validity of Lawfully Formed Contracts] A lawfully formed contract shall be protected by law.
A lawfully formed contract is legally binding only on the parties, unless otherwise provided by law.
Article 466 [Interpretation of Contract Terms] If the parties have a dispute over the understanding of the contract terms, the meaning of the disputed terms shall be determined in accordance with the provisions of the first paragraph of Article 142 of this Law.
If the text of a contract is concluded in two or more languages and the agreement is equally valid, the words and expressions used in the texts are presumed to have the same meaning. If the words used in each text are inconsistent, they shall be interpreted in accordance with the relevant terms, nature, purpose and principle of good faith of the contract.
Article 467 [Legal Application of Unnamed Contracts and Foreign-related Contracts] Contracts not expressly provided for in this Law or other laws shall be governed by the provisions of the General Principles of this Part, and may be governed by reference to the provisions of this Part or other laws that are most similar to contracts.
The the People's Republic of China laws shall apply to the contracts for Sino-foreign joint ventures, Sino-foreign cooperative ventures and Sino-foreign cooperative exploration and development of natural resources performed within the territory of the People's Republic of China.
Article 468 [Application of the law to the relationship between claims and debts not arising from a contract] The legal provisions governing the relationship between claims and debts not arising from a contract shall apply; if there is no provision, the relevant provisions of the General Principles of this Part shall apply, except where they cannot be applied by their nature.
Chapter II Conclusion of Contracts
Article 469 [Form of Contract] The parties may conclude a contract in writing, orally or in other forms.
Written form is the form of a contract, letter, telegram, telex, fax, etc. in which the contents can be tangibly expressed.
Electronic data interchange, e-mail, etc., can tangibly express the contents of the contents, and can be retrieved at any time to access the data message, as written form.
Article 470 [Main Terms and Model Text of the Contract] The contents of a contract shall be agreed upon by the parties and shall generally include the following provisions:
(I) the names or names and domiciles of the parties;
Subject matter of (II);
Number of (III);
Quality of (IV);
(V) price or remuneration;
Time limit, place and method of (VI) performance;
(VII) liability for breach of contract;
(VIII) methods of dispute resolution.
The parties may conclude a contract by reference to the model texts of various types of contracts.
Article 471 [Mode of Conclusion of Contract] The parties may conclude a contract by offer, acceptance or other means.
Article 472 [Definition and constituent elements of an offer] An offer is an expression of intention to enter into a contract with another person, and the expression of intention shall meet the following conditions:
Specific determination of (I) content;
The (II) indicates that it is subject to the offeror's commitment, and the offeror is bound by that meaning.
Article 473 [Invitation to Offer] An invitation to make an offer is an expression of the desire for others to make an offer to themselves. Auction announcements, tender announcements, prospectuses, bond raising methods, fund prospectuses, commercial advertisements and publicity, and price lists sent are invitations to offer.
If the content of the commercial advertisement and publicity meets the conditions of the offer, it constitutes an offer.
Article 474 [Time of Entry into Force of Offer] The time of entry into force of an offer shall be governed by the provisions of Article 137 of this Law.
Article 475 [Withdrawal of Offer] An offer may be withdrawn. The withdrawal of an offer shall be governed by the provisions of Article 141 of this Law.
Article 476 [Circumstances in which an offer may not be revoked] An offer may be revoked, except in one of the following circumstances:
(I) the offer is irrevocable by the offeror in the form of a fixed commitment period or otherwise;
(II) the offeree has reason to believe that the offer is irrevocable and has made reasonable preparations for the performance of the contract.
Article 477 [Withdrawal of Offer] Where the intention to withdraw an offer is made by way of dialogue, the content of the intention shall be known to the offeree before the offeree makes a commitment; where the intention to withdraw an offer is made by way of non-dialogue, it shall reach the offeree before the offeree makes a commitment.
Article 478 [Offer Invalidation] An offer is invalidated if one of the following circumstances occurs:
(I) the offer is rejected;
(II) the offer is revoked according to law;
(III) the commitment period expires and the offeree fails to make a commitment;
The offeree is (IV) to make material changes to the content of the offer.
Article 479 [Definition of Undertaking] An undertaking is an indication of the offeree's consent to an offer.
Article 480 [Mode of Undertaking] An undertaking shall be made by notice; however, unless it is indicated in accordance with trading habits or an offer that a commitment may be made by conduct.
Article 481 [Time limit of commitment] The commitment shall reach the offeror within the time limit determined by the offer.
If the offer does not determine the period of commitment, the commitment shall be reached in accordance with the following provisions:
If the (I) offer is made by means of dialogue, the acceptance shall be made immediately;
(II) the offer is made in a non-dialogue manner, the acceptance shall arrive within a reasonable period of time.
Article 482 [Method of calculating the period of commitment of an offer made by letter or telegram, etc.] If an offer is made by letter or telegram, the period of commitment shall be calculated from the date specified in the letter or telegram or from the date of delivery of the telegram. If the letter is not dated, it shall be counted from the postmark date on which the letter was posted. If the offer is made by means of rapid communication such as telephone, fax, e-mail, etc., the commitment period shall be calculated from the time the offer reaches the offeree.
Article 483 [Time of Formation of Contract] A contract is formed when the undertaking becomes effective, unless otherwise provided by law or otherwise agreed by the parties.
Article 484 [Effective Time of Commitment] The time of entry into force of a commitment made by notification shall be governed by the provisions of Article 137 of this Law.
If a promise does not require notice, it shall take effect when the act of making a promise in accordance with the requirements of trading habits or offers.
Article 485 [Withdrawal of Commitment] A commitment may be withdrawn. The withdrawal of a commitment shall be governed by the provisions of Article 141 of this Law.
Article 486 [Delayed Undertaking] If the offeree issues a commitment beyond the commitment period, or issues a commitment within the commitment period, it is a new offer if, under normal circumstances, the offeror cannot reach the offeree in time; however, unless the offeror promptly notifies the offeree that the commitment is valid.
Article 487 [Undertakings that are not issued late] If the offeree issues an undertaking within the undertaking period and is able to reach the offeror in time according to normal circumstances, but for other reasons the undertaking reaches the offeror beyond the undertaking period, the undertaking shall be valid unless the offeror promptly notifies the offeree that the undertaking will not be accepted because the undertaking has exceeded the undertaking period.
Article 488 [Commitment to material changes in the content of the offer] The content of the commitment shall be consistent with the content of the offer. If the offeree makes a material change to the content of the offer, it shall be a new offer. Changes in the subject matter, quantity, quality, price or remuneration, period of performance, place and manner of performance, liability for breach of contract and method of dispute resolution are material changes to the content of the offer.
Article 489 [Undertaking to make non-material changes to the contents of the offer] Where an undertaking makes a non-material change to the contents of the offer, the undertaking shall be valid and the contents of the contract shall be subject to the contents of the undertaking, unless the offeror promptly objects to the offer or the offer indicates a commitment not to make any changes to the contents of the offer.
Article 490 [Time of Formation of Contract] Where the parties conclude a contract in the form of a contract, the contract shall be formed when all parties sign, seal or press the stamp. The contract is formed when one of the parties has performed its main obligations before signing, sealing or fingerprinting, and the other party accepts it.
Laws, administrative regulations or the parties agree that the contract shall be concluded in written form, the parties do not use written form but one party has performed the main obligations, the other party accepts the contract, the contract is established.
Article 491 [Time of Establishment of Contracts in the Form of Letters, Data Messages and Network Contracts] Where the parties enter into a contract in the form of letters, data messages, etc. and require a confirmation letter, the contract is established at the time of signing the confirmation letter.
If the goods or service information published by one party through the Internet and other information networks meets the conditions of the offer, the contract shall be established when the other party selects the goods or services and submits the order successfully, unless otherwise agreed by the parties.
Article 492 [Place of Contract Formation] The place where a promise becomes effective is the place where the contract is formed.
Where a contract is concluded in the form of a data message, the recipient's principal place of business is the place where the contract was established; if there is no principal place of business, his domicile is the place where the contract was established. If the parties agree otherwise, they shall follow their agreement.
Article 493 [Place of Formation of Written Contract] Where the parties conclude a contract in the form of a contract, the place of formation of the contract shall be the place of formation of the contract, unless otherwise agreed by the parties.
Article 494 [Conclusion of contracts and compulsory offers and compulsory commitments in accordance with state ordering tasks, mandatory tasks] Where the state issues state ordering tasks or mandatory tasks in accordance with emergency rescue and disaster relief, epidemic prevention and control, or other needs, the relevant civil entities A contract shall be concluded between them in accordance with the rights and obligations stipulated in relevant laws and administrative regulations.
A party who is obliged to make an offer in accordance with the provisions of laws and administrative regulations shall make a reasonable offer in a timely manner.
A party that has the obligation to make a commitment in accordance with the provisions of laws and administrative regulations shall not refuse the other party's reasonable request to conclude a contract.
Article 495 [Appointment Contract] A subscription, order, reservation, etc., in which the parties agree to conclude a contract within a certain period of time in the future, constitutes an appointment contract.
If one of the parties fails to perform the obligation to conclude the contract under the appointment contract, the other party may request it to bear the liability for breach of the appointment contract.
Article 496 [Format Clauses] Format clauses are clauses that the parties have prepared in advance for reuse and have not negotiated with the other party at the time of the conclusion of the contract.
Where a contract is concluded by standard terms, the party providing the standard terms shall follow the principle of fairness to determine the rights and obligations between the parties, and take reasonable measures to remind the other party to pay attention to the terms that have a significant interest in the other party, such as the exemption or reduction of its responsibilities, and explain the terms in accordance with the requirements of the other party. If the party providing the format clause fails to perform its obligation to prompt or explain, resulting in the other party failing to pay attention to or understand the clause in which it has a material interest, the other party may claim that the clause does not become the content of the contract.
Article 497 [Circumstrations in which a standard clause is invalid] A standard clause is invalid under any of the following circumstances:
The (I) is invalid as provided for in Section 3 of Chapter 6 of Part I of this Law and Article 56th of this Law;
(II) the party providing the standard terms unreasonably exempts or reduces its liability, increases the liability of the other party, or restricts the main rights of the other party;
(III) the provision of standard terms excludes the other party's primary rights.
Article 498 [Interpretation of format clauses] Where a dispute arises over the understanding of a format clause, it shall be interpreted in accordance with the usual understanding. If there are two or more interpretations of the form clause, an interpretation that is not conducive to the party providing the form clause shall be made. If the format clause and the non-format clause are inconsistent, the non-format clause shall be adopted.
Article 499 [Advertisement of Reward] Where the person offering a reward declares in a public manner to pay remuneration to the person who has completed a specific act, the person who completed the act may request payment.
Article 500 [Liability for Contracting Negligence] A party shall be liable for compensation if, in the course of concluding a contract, any of the following circumstances has caused loss to the other party:
(I) negotiate in bad faith under the guise of concluding a contract;
(II) intentionally conceals important facts relating to the conclusion of the contract or provides false information;
(III) other violations of the principle of good faith.
Article 51 [Confidentiality Obligations of the Parties] The trade secrets or other information that the parties know in the course of concluding the contract shall not be disclosed or improperly used, regardless of whether the contract is established or not; if the trade secrets or information is disclosed or improperly used, causing losses to the other party, it shall be liable for compensation.
Chapter III Validity of Contracts
Article 52 [Effective Time of Contract] A contract formed in accordance with the law shall take effect upon its formation, unless otherwise provided by law or otherwise agreed by the parties.
In accordance with the provisions of laws and administrative regulations, the contract should go through the approval and other procedures, in accordance with its provisions. If the failure to go through the formalities such as approval affects the entry into force of the contract, it shall not affect the validity of the provisions of the contract for the performance of obligations such as approval and the relevant provisions. If the party who should go through the formalities such as applying for approval fails to perform its obligations, the other party may request it to bear the responsibility for breach of the obligation.
In accordance with the provisions of laws and administrative regulations, the provisions of the preceding paragraph shall apply if the modification, transfer or termination of the contract shall be subject to approval and other formalities.
Article 53 [Recognition by the principal of the contract of unauthorized agency] If an unauthorized agent enters into a contract in the name of the principal, and the principal has begun to perform the contractual obligations or accepts the performance of the counterparty, it shall be deemed to be a ratification of the contract.
Article 54 [Validity of contracts concluded beyond authority] A contract concluded by the legal representative of a legal person or the person in charge of an unincorporated organization beyond his authority shall be valid unless the counterparty knows or should know that he has exceeded his authority, and the contract concluded shall have effect on the legal person or unincorporated organization.
Article 505 [Validity of contracts concluded beyond the scope of business] The validity of a contract concluded by the parties beyond the scope of business shall be determined in accordance with the relevant provisions of Chapter 6, Section 3 of Part I of this Law and this Part, and the invalidity of the contract shall not be confirmed solely beyond the scope of business.
Article 56 [Effect of Disclaimer Clauses] The following disclaimer clauses in the contract are invalid:
(I) causing personal injury to the other party;
(II) cause damage to the other party's property due to intentional or gross negligence.
Article 507 [Validity of Dispute Resolution Clauses] If a contract is not effective, invalid, revoked or terminated, it shall not affect the validity of the provisions of the contract relating to the method of dispute resolution.
Article 506 [Invoking Provisions on the Validity of Contracts] Where this Part does not provide for the validity of contracts, the relevant provisions of Chapter VI of Part I of this Law shall apply.
Chapter IV Performance of the Contract
Article 599 [Principles of Contract Performance] The parties shall fully perform their obligations in accordance with the agreement.
The parties shall follow the principle of good faith and perform the obligations of notice, assistance and confidentiality in accordance with the nature, purpose and trading habits of the contract.
In the course of performing the contract, the parties shall avoid wasting resources, polluting the environment and destroying the ecology.
Article 51 [Remedial Measures Not Agreed in the Contract or Unknown Agreed] After the contract comes into effect, if the parties do not agree on the quality, price or remuneration, place of performance, etc. or the agreement is not clear, they may agree to supplement it; if no supplementary agreement can be reached, it shall be determined in accordance with the relevant provisions of the contract or trading habits.
Article 511 [Performance when contractual agreements are unclear] Where the parties have not clearly agreed on the contents of the relevant contract and cannot be determined in accordance with the provisions of the preceding article, the following provisions shall apply:
If the (I) quality requirements are not clear, they shall be performed in accordance with mandatory national standards; if there is no mandatory national standard, they shall be performed in accordance with recommended national standards; if there is no recommended national standard, they shall be performed in accordance with industry standards; if there are no national standards or industry standards, they shall be performed in accordance with ordinary standards or specific standards in line with the purpose of the contract.
If the price or remuneration of the (II) is not clear, it shall be performed in accordance with the market price of the place of performance at the time of the conclusion of the contract; if the government-set price or government-guided price should be implemented in accordance with the law, it shall be performed in accordance with the provisions.
The place of performance of the (III) is unclear, and if the currency is paid, the performance shall be performed at the place of the party receiving the currency; if the immovable property is delivered, the performance shall be performed at the place of the immovable property; and the other subject matter shall be performed at the place of the party performing the obligation.
If the time limit for performance of the (IV) is not clear, the debtor may perform at any time and the creditor may request performance at any time, but the other party shall be given the necessary preparation time.
If the method of performance of the (V) is not clear, it shall be performed in a manner conducive to the realization of the purpose of the contract.
If the burden of the (VI)'s performance costs is unclear, it shall be borne by the party performing the obligation.
Article 512 [Time of delivery of the subject matter of an electronic contract] If the subject matter of an electronic contract concluded through an information network such as the Internet is the delivery of goods and delivered by express logistics, the time of receipt by the consignee shall be the time of delivery. If the subject matter of an electronic contract is the provision of services, the time stated in the generated electronic certificate or physical certificate shall be the time of provision of services; if the aforementioned certificate does not state the time or the time stated is inconsistent with the actual time of provision of services, the time of actual provision of services shall prevail.
If the subject matter of an electronic contract is delivered by online transmission, the time at which the subject matter of the contract enters a specific system designated by the other party and can be retrieved and identified is the time of delivery.
If the parties to an electronic contract agree otherwise on the manner and time of delivery of goods or services, they shall comply with their agreement.
Article 113 [Government pricing, government-guided prices] Where government pricing or government-guided prices are implemented, when the government price is adjusted within the delivery period agreed upon in the contract, the price shall be priced at the price at the time of delivery. If the subject matter is delivered late, in the event of a price increase, the original price shall be followed; in the event of a price decrease, the new price shall be followed. If the subject matter is withdrawn or paid late, the new price shall be applied when the price rises; if the price falls, the original price shall be applied.
Article 614 [Treatment of a debt of money when the currency of performance is not specified] A debt that consists of the payment of money may, unless otherwise provided by law or otherwise agreed by the parties, request the debtor to perform in the legal tender of the place of actual performance.
Article Fifteen [Attribution and Transfer of Option in the Debt of Choice] If there are multiple subjects and the debtor is only required to perform one of them, the debtor shall have the right to choose; however, unless otherwise provided by law, otherwise agreed by the parties or other trading habits.
If the party entitled to the right of option fails to make a choice within the agreed period or at the expiration of the performance period, and fails to make a choice within a reasonable period of time after being urged, the right of option shall be transferred to the other party.
Article 116 [Mode of Exercise of Option] The parties exercising the option shall promptly notify the other party, and when the notice reaches the other party, the subject matter shall be determined. The subject matter shall not be changed after determination, except with the consent of the other party.
In the event of non-performance of an optional subject matter, the party entitled to the option may not choose the subject matter that cannot be performed, unless the non-performance is caused by the other party.
Article 517 [Debt by Share] If the creditor is two or more, the subject matter may be divided, and if the debtor is two or more, the subject matter may be divided, and if the debtor is two or more, the subject matter may be divided, and if the debt is borne by each according to the share, the debt shall be divided.
If it is difficult to determine the share of creditors or debtors, the shares shall be deemed to be the same.
Article 418 [Joint and Several Debts] Where there are two or more creditors and some or all of the creditors may request the debtor to perform the debt, it is a joint and several debt; where there are two or more debtors and the creditors may request some or all of the debtor to perform all of the debt, it is a joint and several debt.
Joint claims or joint debts shall be prescribed by law or agreed upon by the parties.
Article 519 [Determination of the share of the joint and several debtor and the right of recovery] If the share between the joint and several debtors is difficult to determine, the share shall be deemed to be the same.
A joint and several debtor who actually assumes more than his share of the debt shall have the right to recover the excess from other joint and several debtors within the scope of their unperformed shares, and shall enjoy the rights of creditors accordingly, but not to the detriment of the interests of creditors. The defenses of other joint and several debtors against creditors may be claimed against that debtor.
If the joint and several debtors being recovered are unable to perform their share of the share, the other joint and several debtors shall share the share in proportion to the corresponding extent.
Article 520 [Joint and Several Debts Involving Other Effects] Where part of the joint and several debtor performs, sets off the debt or withdraws the subject matter, the debts of the other debtors to the creditor shall be extinguished within the corresponding scope; the debtor may recover from the other debtors in accordance with the provisions of the preceding article.
If the debts of some of the joint and several debtors are forgiven by creditors, the debts of other debtors to the creditors shall be extinguished to the extent of the share to be borne by the joint and several debtors.
If the debts of some of the joint and several debtors are attributed to the same person as the creditor's claims, the creditor's claims against other debtors continue to exist after deducting the debtor's share.
If the creditor's payment to some of the joint debtors is delayed, it shall have effect on the other joint debtors.
Article 221 [Internal Relations and Application of Law to Joint and Several Claims] Where the shares between joint and several creditors are difficult to determine, the shares shall be deemed to be the same.
The joint and several creditors who actually receive the claim shall return it to the other joint and several creditors on a pro rata basis.
Joint and several claims shall apply by reference to the relevant provisions of this chapter on joint and several debts.
Article 522 [Contract to be performed to a third party] If the parties agree that the debtor shall perform the debt to a third party, and the debtor fails to perform the debt to the third party or the performance of the debt does not conform to the agreement, it shall be liable to the creditor for default.
If the law stipulates or the parties agree that the third party may directly request the debtor to perform the debt to it, and the third party fails to explicitly refuse within a reasonable period of time, and the debtor fails to perform the debt to the third party or the performance of the debt does not conform to the agreement, the third party may request the debtor to bear the liability for breach of contract; the debtor's defense against the creditor may claim to the third party.
Article 523 [Contract performed by a third party] If the parties agree that the third party shall perform the debt to the creditor, and the third party fails to perform the debt or the performance of the debt is not in accordance with the agreement, the debtor shall be liable to the creditor for default.
Article 524 [Rules for the Settlement of Third Parties] If the debtor fails to perform the debt and the third party has a legitimate interest in the performance of the debt, the third party shall have the right to perform on behalf of the creditor; however, unless the debtor can only perform the debt according to the nature of the debt, in accordance with the agreement of the parties or in accordance with the provisions of law.
After the creditor accepts the performance of the third party, its claim to the debtor is transferred to the third party, unless the debtor and the third party agree otherwise.
Article 525 [Simultaneous performance of the right of defense] If the parties owe debts to each other and there is no order of performance, they shall perform at the same time. One party has the right to refuse its request for performance before the other party performs. A party has the right to reject its corresponding request for performance when the other party's performance of the debt is not in conformity with the contract.
Article 526 [Right to perform first defense] If the parties owe debts to each other and there is a sequential order of performance, if the party that should perform the debt first fails to perform, the party that performs later shall have the right to refuse its request for performance. If the performance of the debt by the first performing party does not conform to the agreement, the second performing party shall have the right to reject its corresponding request for performance.
Article 527 [Right of Defense of Uneasiness] A party who should first perform an obligation may suspend its performance if there is conclusive evidence that the other party has one of the following circumstances:
(I) and business conditions have seriously deteriorated;
(II) transfer of property and withdrawal of funds in order to evade debts;
(III) loss of business reputation;
Other circumstances in which the (IV) loses or may lose the ability to perform its debts.
If a party suspends performance without definite evidence, it shall bear the liability for breach of contract.
Article 528 [Exercise of the right to defend uneasiness] If the parties suspend performance in accordance with the provisions of the preceding article, they shall promptly notify the other party. If the other party provides appropriate guarantees, performance shall be resumed. If, after the suspension of performance, the other party fails to restore its ability to perform within a reasonable period of time and fails to provide appropriate security, it shall be deemed to have shown by its own conduct that it has failed to perform its principal obligation, and the party suspending performance may terminate the contract and may request the other party to bear the liability for breach of contract.
Article 529 [Treatment in the event of difficulties in the performance of a debt due to creditor reasons] If a creditor's division, merger or change of domicile fails to notify the debtor, resulting in difficulties in the performance of the debt, the debtor may suspend performance or deposit the subject matter.
Article 530 [Early Performance of Debt by Debtor] A creditor may refuse early performance by a debtor, except where early performance does not harm the interests of the creditor.
The additional costs incurred by the debtor's early performance of the debt to the creditor shall be borne by the debtor.
Article 531 [Partially performed by the debtor] A creditor may refuse partial performance by the debtor, except where the partial performance is not detrimental to the interests of the creditor.
The additional costs incurred by the debtor's partial performance of the debt to the creditor shall be borne by the debtor.
Article 532 [Effect of changes in the parties on the performance of the contract] After the contract comes into effect, the parties shall not fail to perform their contractual obligations due to changes in their names or names or changes in their legal representatives, persons in charge or contractors.
Article 533 [Change of Circumstances] After the establishment of the contract, the basic conditions of the contract have undergone major changes that the parties could not foresee at the time of the conclusion of the contract and did not belong to commercial risks. The adversely affected party may renegotiate with the other party; if the negotiation fails within a reasonable period of time, the parties may request the people's court or arbitration institution to change or terminate the contract.
The people's court or the arbitration institution shall, in light of the actual circumstances of the case, modify or rescind the contract in accordance with the principle of fairness.
Article 534 [Contract Supervision] Where a party uses a contract to commit an act endangering the national interest or the public interest, the market supervision and management and other relevant administrative departments shall be responsible for supervision and handling in accordance with the provisions of laws and administrative regulations.
Chapter V Preservation of Contracts
Article 535 [Creditor's Right of Subrogation] If the debtor's delay in exercising its creditor's rights or subordinate rights related to the creditor's rights affects the realization of the creditor's due creditor's rights, the creditor may request the people's court to subrogate the debtor's rights to the counterparty in its own name, except where the rights belong exclusively to the debtor itself.
The scope of the exercise of the subrogation right is limited to the creditor's due claim. The necessary expenses for the creditor to exercise the right of subrogation shall be borne by the debtor.
The relative's defense against the debtor may be claimed against the creditor.
Article 536 [Early Exercise of Creditor's Subrogation Right] Before the creditor's claim expires, if the debtor's claim or the subordinate right related to the claim is about to expire the limitation period of action or fails to declare the bankruptcy claim in time, which affects the realization of the creditor's claim, the creditor may subrogate to the debtor's counterpart to request it to perform to the debtor, declare to the bankruptcy administrator or make other necessary acts.
Article 537 [Effect of the Exercise of Creditor's Right of Subrogation] If the People's Court finds that the right of subrogation is established, the debtor's counterpart shall perform the obligation to the creditor, and after the creditor accepts the performance, the corresponding rights and obligations between the creditor and the debtor, the debtor and the counterpart shall terminate. If the debtor's claims against the counterparty or the subordinate rights related to the claims are subject to preservation or enforcement measures, or if the debtor becomes bankrupt, it shall be dealt with in accordance with the provisions of the relevant laws.
Article 538 [Exercise of Creditor's Right of Cancellation in Case of Free Disposition] Where the debtor disposes of property rights and interests without compensation by giving up its creditor's rights, giving up its creditor's rights guarantee, transferring property without compensation, or maliciously extends the performance period of its due creditor's rights, which affects the realization of the creditor's creditor's claim, the creditor may request the people's court to revoke the debtor's act.
Article 539 [Exercise of Creditor's Right of Cancellation in Unreasonable Price] If the debtor transfers property at an obviously unreasonable low price, accepts other people's property at an obviously unreasonable high price or provides guarantee for other people's debts, which affects the realization of creditor's claim, the debtor's counterpart knows or should know the situation, the creditor may request the people's court to cancel the debtor's act.
Article 540 [Scope of the exercise of the creditor's right of avoidance and the assumption of necessary costs] The scope of the exercise of the right of avoidance shall be limited to the creditor's claim. The necessary expenses for the creditor to exercise the right of avoidance shall be borne by the debtor.
Article 541 [Creditor's Right of Avoidation Exclusion Period] The right of avoidance shall be exercised within one year from the date on which the creditor knew or should have known of the cause of avoidance. If the right of revocation is not exercised within five years from the date of the debtor's act, the right of revocation shall be extinguished.
Article 542 [Effect of the exercise of the creditor's right of avoidance] If the debtor's act affecting the realization of the creditor's claim is revoked, it shall not be legally binding from the beginning.
Chapter VI Alteration and Assignment of Contracts
Article 543 [Agreement to Change a Contract] The parties may change the contract by consensus.
Article 544 [Change is not clearly presumed to be unchanged] If the parties do not clearly agree on the content of the contract change, it is presumed to be unchanged.
Article 545 [Assignment of Claims] A creditor may assign all or part of a claim to a third party, except in one of the following circumstances:
The (I) may not be transferred according to the nature of the creditor's rights;
The (II) shall not be transferred according to the agreement of the parties;
(III) may not be transferred in accordance with the provisions of the law.
If the parties agree that a non-monetary claim may not be transferred, it may not be used against a bona fide third party. If the parties agree that the monetary claim shall not be transferred, it shall not be used against a third party.
Article 546 [Notice of Assignment of Claims] If a creditor assigns a claim without notifying the debtor, the assignment shall not be effective against the debtor.
Notice of the assignment of claims may not be revoked, except with the consent of the assignee.
Article 547 [Changes in subordinate rights at the time of assignment of claims] Where a creditor assigns a claim, the assignee acquires a subordinate right in relation to the claim, unless the subordinate right belongs exclusively to the creditor itself.
The assignee's acquisition of a subordinate right is not affected by the failure to register the transfer of the subordinate right or to transfer possession.
Article 548 [Debtor's Right of Defense in Assignment of Claims] After the debtor receives notice of the assignment of claims, the debtor's defense against the assignor may be asserted against the assignee.
Article 549 [Debtor's Right of Set-off in Assignment of Claims] The debtor may claim set-off against the assignee if one of the following circumstances occurs:
When the (I) debtor receives notice of the assignment of claims, the debtor has a claim against the assignor, and the debtor's claim is due before or at the same time as the assigned claim;
The claim of the (II) debtor and the claim of the assignment are based on the same contract.
Article 550 [Burden of performance costs increased by assignment of claims] The cost of performance increased by the assignment of claims shall be borne by the assignor.
Article 551 [Transfer of Debt] Where the debtor transfers all or part of the debt to a third party, it shall obtain the consent of the creditor.
The debtor or a third party may urge the creditor to agree within a reasonable period of time, and if the creditor fails to do so, it shall be deemed not to agree.
Article 552 [Concurrent Debt Assignments] If a third party agrees with the debtor to join the debt and notifies the creditor, or if the third party indicates to the creditor that it is willing to join the debt, and the creditor fails to explicitly refuse within a reasonable period of time, the creditor may request the third party to assume joint and several debts with the debtor within the scope of the debt it is willing to bear.
Article 553 [New Debtor's Right of Defense at the Time of Debt Transfer] Where the debtor transfers the debt, the new debtor may claim the original debtor's defense against the creditor; if the original debtor has a claim against the creditor, the new debtor may not claim set-off against the creditor.
Article 554 [Transfer of debt together with debt at the time of transfer] Where the debtor transfers the debt, the new debtor shall assume the subordinate debt relating to the principal debt, unless the subordinate debt belongs exclusively to the original debtor itself.
Article 555 [Assignment of contractual rights and obligations] A party may, with the consent of the other party, assign its rights and obligations under the contract to a third party.
Article 556 [Law applicable to the transfer of contractual rights and obligations together] Where the rights and obligations of a contract are transferred together, the relevant provisions on the transfer of claims and the transfer of debts shall apply.
Chapter VII Termination of Rights and Obligations of Contracts
Article 557 [Circumstrations of Termination of Creditor's Rights and Debts] Creditor's rights and debts shall be terminated under any of the following circumstances:
(I) debt has been fulfilled;
(II) debts are offset against each other;
(III) the debtor to deposit the subject matter in accordance with the law;
(IV) creditors to forgive debts;
(V) creditor's rights and debts belong to one person;
(VI) other circumstances stipulated by law or agreed upon by the parties.
If the contract is terminated, the rights and obligations of the contract shall be terminated.
Article 558 [Obligations after Termination of Creditor's Rights and Debts] After the termination of a creditor's rights and debts, the parties shall, in accordance with the principles of good faith and other principles, perform their obligations of notification, assistance, confidentiality and recovery of old property in accordance with trading habits.
Article 559 [Extinguishment of subordinate rights of claims] Upon termination of a claim or a debt, the subordinate rights of the claim are simultaneously extinguished, unless otherwise provided by law or otherwise agreed by the parties.
Article 560 [Order of repayment of debts] Where the debtor owes several debts of the same type to the same creditor, and the debtor's payment is not sufficient to pay off all the debts, the debtor shall, unless otherwise agreed by the parties, designate the debts to be performed by the debtor at the time of repayment.
If the debtor has not designated, it shall give priority to the performance of the debts that have already matured; if several debts are due, priority shall be given to the debts that lack or have the least guarantee to the creditor; if there are no guarantees or the guarantees are equal, priority shall be given to the performance of the debts that are more burdened by the debtor; if the burdens are the same, they shall be performed in accordance with the order in which the debts are due.
Article 561 [Order of charges, interest and offsetting of principal obligations] If the debtor shall, in addition to the performance of the principal obligation, pay interest and expenses related to the realization of the claim, and if the payment is not sufficient to pay off all the obligations, it shall, unless otherwise agreed by the parties, be performed in the following order:
Expenses related to (I) realization of creditor's rights;
(II) interest;
(III) principal debt.
Article 562 [Dissolution of Contract] The parties may terminate the contract by consensus.
The parties may agree on the reasons for the termination of the contract by one party. When the cause of the termination of the contract occurs, the person with the right to terminate the contract may terminate the contract.
Article 563 [Legal Dissolution of Contract] The parties may terminate the contract under any of the following circumstances:
The (I) is unable to achieve the purpose of the contract due to force majeure;
(II), before the expiration of the performance period, one of the parties expressly expresses or indicates by its own conduct that it will not perform its main obligation;
(III) one of the parties delays in performance of the main obligation and fails to perform within a reasonable period of time after being urged to do so;
(IV) one of the parties delays the performance of its obligations or has other breach of contract, resulting in the failure to achieve the purpose of the contract;
(V) other circumstances prescribed by law.
The parties may terminate the contract at any time for an indefinite contract with the content of the debt for continuous performance, but shall notify the other party before a reasonable period of time.
Article 564 [Time limit for the exercise of the right of discharge] The law provides or the parties agree on the time limit for the exercise of the right of discharge, and if the parties do not exercise the right at the expiration of the time limit, the right shall be extinguished.
If the law does not provide for or the parties have not agreed on a time limit for the exercise of the right of rescission, the right shall be extinguished if it is not exercised within one year from the date on which the person of the right of rescission knows or should have known the cause of rescission, or if it is not exercised within a reasonable period of time after being urged by the other party.
Article 565 [Procedure for rescission of contract] If one of the parties claims to rescind the contract in accordance with the law, it shall notify the other party. The contract is terminated when the notice reaches the other party; the notice states that the debtor fails to perform the debt within a certain period of time and the contract is automatically terminated; if the debtor fails to perform the debt within that period of time, the contract is terminated at the expiration of the period specified in the notice. If the other party disagrees with the termination of the contract, either party may request the people's court or the arbitration institution to confirm the validity of the act of termination.
If one of the parties, without notifying the other party, directly claims to terminate the contract in accordance with the law by filing a lawsuit or applying for arbitration, and the people's court or arbitration institution confirms the claim, the contract shall be terminated when a copy of the complaint or a copy of the arbitration application is served on the other party.
Article 566 [Effect of termination of contract] After the termination of the contract, if the performance has not been performed, the performance shall be terminated; if the performance has been performed, the parties may request restitution or other remedial measures according to the performance and the nature of the contract, and shall have the right to claim compensation for the losses.
If the contract is terminated due to breach of contract, the person with the right of release may request the breaching party to bear the liability for breach of contract, unless otherwise agreed by the parties.
After the termination of the main contract, the guarantor shall still be liable for the civil liability of the debtor, unless otherwise agreed in the guarantee contract.
Article 567 [Effectiveness of settlement and liquidation clauses after termination of the contract] The termination of the rights and obligations of the contract shall not affect the validity of the settlement and liquidation clauses in the contract.
Article 568 [Legal set-off of debts] If the parties owe debts to each other, and the subject matter of the debt is of the same type and quality, either party may set off its own debt against the other party's debts as they fall due; however, unless the debt may not be set off according to the nature of the debt, in accordance with the agreement of the parties or in accordance with the provisions of law.
If the parties claim set-off, they shall notify the other party. The notification takes effect upon arrival at the other party. Set-off shall not be subject to conditions or time limits.
Article 569 [Offset of Debt Agreement] Where the parties are mutually indebted to each other, and the type and quality of the subject matter are not the same, they may also be offset by consensus.
Article 570 [Conditions for the deposit of the subject matter] If it is difficult to perform the debt under any of the following circumstances, the debtor may deposit the subject matter:
(I) the creditor refuses to accept the claim without justifiable reasons;
The whereabouts of (II) creditors are unknown;
(III) the creditor's death has not determined the heir or administrator of the estate, or the loss of civil capacity has not determined the guardian;
(IV) other circumstances prescribed by law.
If the subject matter is not suitable for deposit or the deposit fee is too high, the debtor may auction or sell the subject matter and deposit the proceeds.
Article 571 [Establishment of Withdrawal and Effect of Withdrawal on Debtor] Withdrawal is established when the debtor delivers the subject matter or the proceeds of the auction or sale of the subject matter in accordance with the law to the withdrawal and deposit department.
If the deposit is established, the debtor is deemed to have delivered the subject matter within the scope of its deposit.
Article 572 [Withdrawal Notice] After the subject matter is deposited, the debtor shall promptly notify the creditor or the creditor's heirs, estate administrators, guardians and property custodians.
Article 573 [Effect of withdrawal on creditors] After the subject matter is withdrawn, the risk of damage or loss shall be borne by the creditor. During the period of deposit, the fruits of the subject matter shall belong to the creditor. The cost of deposit shall be borne by the creditor.
Article 574 [Collection of Depositary and Extlement of Right to Collection] Creditors may collect the depositary at any time. However, if the creditor has a debt due to the debtor, the depository department shall refuse to receive the deposit at the request of the debtor until the creditor has performed the debt or provided security.
The right of the creditor to receive the deposit shall be extinguished without exercise within five years from the date of deposit, and the deposit shall be owned by the State after deducting the cost of the deposit. However, if the creditor fails to perform the debt due to the debtor, or if the creditor waives the right to receive the deposit in writing to the deposit department, the debtor shall have the right to retrieve the deposit after bearing the cost of the deposit.
Article 575 [Debt forgiveness] Where a creditor forgiving part or all of the debtor's debts, the debt is partially or fully terminated, unless the debtor refuses within a reasonable period of time.
Article 576 [Mixing of Claims and Debts] Where a claim and a debt are attributed to the same person, the claim and debt are terminated, except to the detriment of a third party.
Chapter VIII Liability for Breach of Contract
Article 577 [Liability for Breach of Contract] If a party fails to perform its contractual obligations or fails to perform its contractual obligations in accordance with the agreement, it shall bear the liability for breach of contract such as continuing to perform, taking remedial measures or compensating for losses.
Article 578 [Anticipatory Liability for Breach of Contract] If one of the parties expressly indicates or indicates by its own conduct that it will not perform its contractual obligations, the other party may request it to bear the liability for breach of contract before the expiration of the period of performance.
Article 579 [Actual performance of pecuniary obligations] If a party fails to pay the price, remuneration, rent or interest, or fails to perform other pecuniary obligations, the other party may request payment.
Article 580 [Liability for Actual Performance of Non-pecuniary Debt and Liability for Default] If one of the parties fails to perform a non-pecuniary debt or the performance of a non-pecuniary debt is not in accordance with the agreement, the other party may request performance, except in one of the following circumstances:
(I) it is legally or factually impossible to perform;
The subject matter of the (II) obligation is not suitable for compulsory performance or the performance cost is too high;
The (III) creditor fails to request performance within a reasonable period of time.
If one of the exceptions provided for in the preceding paragraph makes it impossible to achieve the purpose of the contract, the people's court or the arbitration institution may terminate the relationship between the rights and obligations of the contract at the request of the parties, but it shall not affect the liability for breach of contract.
Article 581 [Substitute performance] If one of the parties fails to perform the debt or the performance of the debt is not in accordance with the agreement, and the performance may not be enforced according to the nature of the debt, the other party may request it to bear the costs of the substitute performance by a third party.
Article 582 [Liability for Defective Performance of Breach of Contract] If the performance does not conform to the agreement, the parties shall bear the liability for breach of contract in accordance with the agreement of the parties. If there is no agreement on the liability for breach of contract or the agreement is not clear, and it cannot be determined according to the provisions of Article 510 of this Law, the injured party may reasonably choose to request the other party to bear the liability for breach of contract such as repair, rework, replacement, return, reduction of price or remuneration according to the nature of the subject matter and the size of the loss.
Article 583 [Liability for Damages for Breach of Contract] If one of the parties fails to perform its contractual obligations or the performance of its contractual obligations does not conform to the agreement, and the other party has other losses after performing its obligations or taking remedial measures, it shall compensate for the losses.
Article 584 [scope of damages] if one of the parties fails to perform its contractual obligations or fails to perform its contractual obligations in accordance with the agreement, resulting in losses to the other party, the amount of compensation for losses shall be equivalent to the losses caused by the breach of contract, including the benefits that can be obtained after the performance of the contract; however, it shall not exceed the losses that may be caused by the breach of contract that were foreseen or should have been foreseen by the breaching party at the conclusion of the contract.
Article 585 [Liquidated damages] The parties may agree that in the event of a breach of contract by one party, a certain amount of liquidated damages shall be paid to the other party in accordance with the circumstances of the breach, or they may agree on the method of calculating the amount of damages arising from the breach.
If the agreed liquidated damages are less than the losses caused, the people's court or arbitration institution may increase them at the request of the parties; if the agreed liquidated damages are excessively higher than the losses caused, the people's court or arbitration institution may appropriately reduce them at the request of the parties.
If the parties agree on liquidated damages for delay in performance, the defaulting party shall also perform the debt after paying the liquidated damages.
Article 586 [Guarantee of deposit] The parties may agree that one party shall pay a deposit to the other party as security for the claim. The deposit contract is established when the deposit is actually delivered.
The amount of the deposit shall be agreed upon by the parties; however, it shall not exceed a 20% of the amount of the subject matter of the main contract, and the excess shall not produce the effect of the deposit. If the amount of the deposit actually delivered is more or less than the agreed amount, it shall be deemed to change the agreed amount of the deposit.
Article 587 [Deposit Penalty] Where the debtor performs the debt, the deposit shall be set off against the price or recovered. If the party paying the deposit fails to perform the debt or the performance of the debt does not conform to the agreement, so that the purpose of the contract cannot be realized, it has no right to request the return of the deposit; if the party receiving the deposit fails to perform the debt or the performance of the debt does not conform to the agreement, so that the purpose of the contract cannot be realized, the deposit shall be returned twice.
Article 588 [Liability when liquidated damages and deposit concurrence] If the parties agree on both liquidated damages and deposit, when one party defaults, the other party may choose to apply the liquidated damages or deposit clause.
If the deposit is not sufficient to cover the loss caused by one party's breach of contract, the other party may request compensation for the loss in excess of the amount of the deposit.
Article 589 [Refusal to receive and delay in receiving] If the debtor performs the debt in accordance with the agreement and the creditor refuses to receive it without justifiable reasons, the debtor may request the creditor to compensate for the increased costs.
The debtor is not required to pay interest during the creditor's delay in receiving it.
Article 590 [Force Majeure] If a party is unable to perform the contract due to force majeure, it shall be exempted from liability in part or in whole according to the effect of force majeure, unless otherwise provided by law. If the contract cannot be performed due to force majeure, the other party shall be notified in time to mitigate the losses that may be caused to the other party, and proof shall be provided within a reasonable period of time.
If force majeure occurs after the party's delay in performance, it shall not be exempted from its liability for breach of contract.
Article 591 [Rules of derogation] After a party breaches the contract, the other party shall take appropriate measures to prevent the expansion of the loss; if the failure to take appropriate measures results in the expansion of the loss, it shall not claim compensation for the expanded loss.
The reasonable expenses incurred by the parties to prevent the expansion of the loss shall be borne by the breaching party.
Article 592 [Breach of contract by both parties and negligence] If both parties violate the contract, they shall each bear corresponding liability.
If one party's breach of contract causes the other party's loss, and the other party is at fault for the loss, the corresponding amount of damages may be reduced.
Article 593 [Liability for breach of contract in case of breach of contract due to a third party] If a party breaches the contract due to a third party, it shall bear the liability for breach of contract to the other party in accordance with the law. Disputes between one of the parties and a third party shall be settled in accordance with the law or in accordance with the agreement.
Article 594 [Limitation of Action and Arbitration for International Trade Contracts] The limitation period for bringing a lawsuit or applying for arbitration for a dispute over a contract for the international sale of goods or a contract for the import and export of technology shall be four years.
Subpart 2 Typical contracts
Chapter IX Sales Contracts
Article 595 [Definition of contract of sale] A contract of sale is a contract in which the seller transfers ownership of the subject matter to the buyer and the buyer pays the price.
Article 596 [Terms of the contract of sale] The contents of the contract of sale generally include the name, quantity, quality, price, period of performance, place and manner of performance, packaging, inspection standards and methods, settlement methods, the text used in the contract and its validity and other terms.
Article 597 [Effect of Disposition without Right] If the ownership of the subject matter cannot be transferred because the seller has not obtained the right of disposition, the buyer may terminate the contract and request the seller to bear the liability for breach of contract.
Where laws and administrative regulations prohibit or restrict the transfer of the subject matter, such provisions shall be followed.
Article 598 [Basic Obligations of the Seller] The seller shall perform its obligation to deliver the subject matter to the buyer or to deliver the documents for the extraction of the subject matter, and to transfer the ownership of the subject matter.
Article 599 [Seller's Obligation to Deliver Relevant documents and Information] The seller shall deliver to the buyer relevant documents and information other than the subject matter documents in accordance with the agreement or trading habits.
Article 600 [Ownership of Intellectual Property Rights] Where a subject matter with intellectual property rights is sold, unless otherwise provided by law or otherwise agreed by the parties, the intellectual property rights of the subject matter do not belong to the buyer.
Article 61 [Time limit for delivery of the subject matter] The seller shall deliver the subject matter in accordance with the agreed time. If a delivery period is agreed upon, the seller may deliver at any time within the delivery period.
Article 62 [Handling when the time limit for delivery of the subject matter is unknown] If the parties have not agreed on the time limit for delivery of the subject matter or the agreement is not clear, the provisions of Article 51 and Article 51 of this Law shall apply.
Article 603 The seller shall deliver the subject matter at the agreed place.
If the parties have not agreed on the place of delivery or the agreement is unclear, and cannot be determined in accordance with the provisions of Article 51 of this Law, the following provisions shall apply:
If the subject matter of the (I) needs to be transported, the seller shall deliver the subject matter to the first carrier for delivery to the buyer;
(II) the subject matter does not require carriage, if the seller and the buyer knew at the time of the conclusion of the contract that the subject matter was at a certain place, the seller shall deliver the subject matter at that place; if they did not know that the subject matter was at a certain place, they shall deliver the subject matter at the seller's place of business at the time of the conclusion of the contract.
Article 64 [Basic rules for the burden of the risk of damage or loss of the subject matter] The risk of damage or loss of the subject matter shall be borne by the seller before delivery of the subject matter and by the buyer after delivery, unless otherwise provided by law or otherwise agreed by the parties.
Article 105 [Burden of risk of delay in delivery of the subject matter] If the subject matter is not delivered within the agreed time limit due to the buyer's reasons, the buyer shall bear the risk of damage to or loss of the subject matter from the time of the breach of the agreement.
Article 66 [Burden of the risk of the subject matter in the sale of road goods] If the seller sells the subject matter in transit to the carrier, unless otherwise agreed by the parties, the risk of damage or loss shall be borne by the buyer from the time the contract is established.
Article 607 [Risk burden of the subject matter to be transported] After the seller has transported the subject matter to the place designated by the buyer and delivered it to the carrier in accordance with the agreement, the risk of damage or loss of the subject matter shall be borne by the buyer.
If the parties have not agreed on the place of delivery or the agreement is not clear, and the subject matter needs to be transported in accordance with the provisions of paragraph 2, paragraph 1, of Article 803 of this Law, after the seller delivers the subject matter to the first carrier, the risk of damage or loss of the subject matter shall be borne by the buyer.
Article 68 [Risk burden of the buyer's failure to collect the subject matter] If the seller places the subject matter at the place of delivery in accordance with the agreement or in accordance with the provisions of paragraph 2, paragraph 2, of this Law, and the buyer violates the agreement and fails to collect it, the risk of damage or loss of the subject matter shall be borne by the buyer from the time of the violation of the agreement.
Article 699 [Failure to deliver documents and information does not affect the transfer of risk] If the seller fails to deliver the documents and information relating to the subject matter in accordance with the agreement, it shall not affect the transfer of the risk of damage to or loss of the subject matter.
Article 610 [Risk burden of fundamental breach of contract by the seller] If the purpose of the contract cannot be achieved because the subject matter does not meet the quality requirements, the buyer may refuse to accept the subject matter or terminate the contract. If the buyer refuses to accept the subject matter or terminates the contract, the risk of damage or loss of the subject matter shall be borne by the seller.
Article 611 [Relationship between the buyer's assumption of risk and the seller's liability for breach of contract] Where the risk of damage to or loss of the subject matter is borne by the buyer, it shall not affect the buyer's right to request it to bear the liability for breach of contract because the seller's performance of its obligations does not comply with the agreement.
Article 62 [Obligation to guarantee defects in the seller's rights] The seller is under an obligation to ensure that third parties have no rights in the subject matter delivered, unless otherwise provided by law.
Article 613 [Exemption of warranty obligations for defects in the seller's rights] If the buyer knew or should have known at the time of the conclusion of the contract that a third party has rights in the subject matter of the sale, the seller shall not assume the obligations provided for in the preceding article.
Article 614 [Buyer's Right to Suspend Payment of the Price] If the buyer has conclusive evidence that a third party has rights in the subject matter, it may suspend payment of the corresponding price, unless the seller provides appropriate security.
Article 650 [Quality Requirements of Subject Matter] The seller shall deliver the subject matter in accordance with the agreed quality requirements. If the seller provides a description of the quality of the subject matter, the subject matter delivered shall meet the quality requirements of the description.
Article 66 [Treatment when the quality requirements of the subject matter are unclear] If the parties have not agreed on the quality requirements of the subject matter or the agreement is not clear, and cannot be determined in accordance with the provisions of Article 110 of this Law, the provisions of the first paragraph of Article 5111 of this Law shall apply.
Article 617 [Liability for Guarantee of Quality Defects] If the subject matter delivered by the seller does not meet the quality requirements, the buyer may request liability for breach of contract in accordance with the provisions of Articles 582 to 584 of this Law.
Article 118 [Exceptions to mitigate or waive liability for defects] The parties agree to mitigate or waive the seller's liability for defects in the subject matter, and if the seller intentionally or grossly negligently fails to inform the buyer of defects in the subject matter, the seller has no right to claim mitigation or waiver of liability.
Article 619 The seller shall deliver the subject matter in accordance with the agreed packaging method. If there is no agreement on the packaging method or the agreement is not clear, and it cannot be determined in accordance with the provisions of Article 51 of this law, it shall be packaged in a common way; if there is no common way, it shall be sufficient to protect the subject matter and is conducive to saving resources, The packaging method of protecting the ecological environment.
Article 620 [Buyer's Inspection Obligations] Upon receipt of the subject matter, the buyer shall inspect it within the agreed inspection period. If there is no agreed time limit for inspection, it shall be inspected in a timely manner.
Article 621 [Buyer's obligation to notify] Where the parties agree on an inspection period, the buyer shall notify the seller within the inspection period that the quantity or quality of the subject matter does not conform to the agreement. If the buyer fails to give notice, the quantity or quality of the subject matter shall be deemed to be in conformity with the agreement.
If the parties have not agreed on an inspection period, the buyer shall notify the seller within a reasonable period of time after discovering or should have discovered that the quantity or quality of the subject matter does not conform to the agreement. If the buyer fails to notify the seller within a reasonable period of time or within two years from the date of receipt of the subject matter, the quantity or quality of the subject matter shall be deemed to be in accordance with the agreement; however, if there is a quality assurance period for the subject matter, the quality assurance period shall apply, and the two-year provisions shall not apply.
If the seller knows or should know that the subject matter provided does not conform to the agreement, the buyer is not subject to the notice time limit stipulated in the preceding two paragraphs.
Article 62 [Treatment of too short inspection period] If the inspection period agreed by the parties is too short, and according to the nature of the subject matter and trading habits, it is difficult for the buyer to complete a full inspection within the inspection period, the period shall only be regarded as the time limit for the buyer to object to the appearance defects of the subject matter.
If the agreed inspection period or quality assurance period is shorter than the time limit prescribed by laws and administrative regulations, the time limit prescribed by laws and administrative regulations shall prevail.
Article 623 [Treatment when the inspection period is not agreed] If the parties have not agreed on the inspection period, and the delivery note, confirmation note, etc. signed by the buyer indicate the quantity, model and specification of the subject matter, it is presumed that the buyer has inspected the quantity and appearance defects, unless there is relevant evidence sufficient to overturn it.
Article 224 [Inspection standards in the case of performance to a third party] If the seller delivers the subject matter to a third party in accordance with the instructions of the buyer, and if the inspection standards agreed upon by the seller and the buyer are inconsistent with the inspection standards agreed upon by the buyer and the third party, the inspection standards agreed upon by the seller and the buyer shall prevail.
Article 625 [Seller's Obligation to Recycle] Where, in accordance with the provisions of laws and administrative regulations or in accordance with the agreement of the parties, the subject matter shall be recovered after the expiration of its effective useful life, the seller shall have the obligation to recover the subject matter on its own or by entrusting a third party.
Article 626 [Amount and manner of payment of the price by the buyer] The buyer shall pay the price in accordance with the agreed amount and method of payment. If there is no agreement on the amount of the price and the method of payment or the agreement is not clear, the provisions of Article 501 and Article 511 of this Law shall apply.
Article 627 [Place where the buyer pays the price] The buyer shall pay the price at the agreed place. If there is no agreement on the place of payment or the agreement is unclear, and it cannot be determined according to the provisions of Article 51 of this Law, the buyer shall pay at the seller's place of business; however, if it is agreed that the payment of the price is conditional on the delivery of the subject matter or the delivery of the document for the subject matter, the payment shall be made at the place where the subject matter is delivered or the document for the subject matter is delivered.
Article 628 [Time for the buyer to pay the price] The buyer shall pay the price in accordance with the agreed time. If there is no agreement on the time of payment or the agreement is unclear and cannot be determined in accordance with the provisions of Article 51 of this Law, the buyer shall pay at the same time as it receives the subject matter or withdraws the subject matter documents.
Article 629 [Treatment of the seller's overdelivery of the subject matter] If the seller overdelivered the subject matter, the buyer may accept or refuse to accept the overdelivered part. If the buyer accepts the overpayment, it shall pay the price according to the agreed price; if the buyer refuses to accept the overpayment, it shall notify the seller in time.
Article 630 [Attribution of fruits of the subject matter] The fruits generated by the subject matter before delivery shall belong to the seller; the fruits generated after delivery shall belong to the buyer. However, unless otherwise agreed by the parties.
Article 631 [Subject matter and termination of contract] If the contract is terminated because the subject matter of the subject matter does not conform to the agreement, the effect of the termination of the contract shall extend to the subject matter. If the subject matter is discharged because the subject matter does not conform to the agreement, the effect of the discharge is less than that of the main object.
Article 232 [Dissolution of a contract when several things are sold at the same time] If the subject matter is several things, one of which does not conform to the agreement, the buyer may discharge the thing. However, if the value of the subject matter is obviously damaged by the separation of the object from other objects, the buyer may terminate the contract with respect to the number of objects.
Article 633 [Cancellations of the Contract for the Delivery of the Subject-matter in Batches] If the seller delivers the subject-matter in batches, the seller does not deliver one batch of the subject-matter or the delivery does not conform to the agreement, so that the batch of the subject-matter cannot achieve the purpose of the contract, the buyer may cancel the batch of the subject-matter.
If the seller does not deliver one batch of the subject matter or the delivery is not in accordance with the agreement, so that the delivery of the other batches of the subject matter cannot achieve the purpose of the contract, the buyer may cancel the delivery of the subject matter of the batch and the other batches of the subject matter.
If the buyer releases one batch of the subject matter, if the subject matter of the batch is interdependent with the other batches of the subject matter, it may release the delivered and undelivered batches of the subject matter.
Article 634 [Contract for the Sale and Purchase of Installments] If the buyer of the installment payment fails to pay the amount of the price due to reach the 1/5 of the full price, and has not paid the price due within a reasonable period of time after being urged, the seller may request the buyer to pay the full price or terminate the contract.
If the seller terminates the contract, it may request the buyer to pay the use fee of the subject matter.
Article 635 [Contract for the Sale of Samples] The parties to the sale of samples shall seal the samples and may explain the quality of the samples. The subject matter delivered by the seller shall be of the same quality as the samples and their descriptions.
Article 636 [Treatment of Concealed Defects in Contracts for the Sale and Purchase of Samples] If a buyer who buys and sells a sample does not know that the sample has concealed defects, even if the subject matter delivered is the same as the sample, the quality of the subject matter delivered by the seller shall still meet the usual standards for the same thing.
Article 637 [Trial period of trial sale] The parties to the trial sale may agree on the trial period of the subject matter. If there is no agreement on the probation period or the agreement is unclear, and it cannot be determined in accordance with the provisions of Article 51 of this Law, the seller shall determine it.
Article 638 [Effect of Trial Sale] The buyer of a trial sale may purchase the subject matter or refuse to purchase during the trial period. At the expiration of the trial period, if the buyer fails to indicate whether to purchase the subject matter, it shall be deemed to be a purchase.
If the buyer of a trial sale has paid part of the price or sold, leased or established a security interest in the subject matter during the trial period, it shall be deemed to have agreed to the purchase.
Article 639 [Burden of trial sale and purchase royalties] If the parties to the trial sale and purchase do not agree on the subject matter royalties or the agreement is unclear, the seller has no right to request the buyer to pay.
Article 640 [Risk of loss of the subject matter during the trial period] The risk of damage or loss of the subject matter during the trial period shall be borne by the seller.
Article 641 [Retention of title] The parties may agree in the contract of sale that if the buyer fails to perform the payment of the price or other obligations, the ownership of the subject matter belongs to the seller.
The seller's retention of title to the subject matter shall not be opposed to a bona fide third party without registration.
Article 642 [Seller's Right of Retrieval] The parties agree that the seller retains ownership of the subject matter of the contract, and before the transfer of ownership of the subject matter, the buyer has one of the following circumstances, causing damage to the seller, unless otherwise agreed by the parties, the seller has the right to retrieve the subject matter:
The (I) fails to pay the price as agreed, and still fails to pay within a reasonable period of time after being urged;
(II) certain conditions are not fulfilled as agreed;
(III) sell, quality or otherwise improperly dispose of the subject matter.
The seller may negotiate with the buyer to retrieve the subject matter.
Article 643 [Buyer's Right of Redemption] After the seller retrieves the subject matter in accordance with the provisions of the first paragraph of the preceding article, the buyer may request the redemption of the subject matter if it eliminates the reason for the seller to retrieve the subject matter within the reasonable redemption period agreed upon by both parties or specified by the seller.
If the buyer does not redeem the subject matter within the redemption period, the seller may sell the subject matter to a third party at a reasonable price, and if there is still any surplus after deducting the price not paid by the buyer and the necessary expenses, it shall be returned to the buyer; the insufficient part shall be paid off by the buyer.
Article 644 [Bidding and Bidding] The rights and obligations of the parties to the bidding and bidding, as well as the bidding procedures, shall be in accordance with the provisions of relevant laws and administrative regulations.
Article 645 [Auction] The rights and obligations of the parties to an auction and the auction procedures shall be in accordance with the provisions of relevant laws and administrative regulations.
Article 646 [Contracts of Sale and Purchase shall be used for paid contracts] Where the law provides for other paid contracts, such provisions shall be followed; if not, reference shall be made to the relevant provisions of the applicable contracts of sale and purchase.
Article 647 [Reciprocal Contract] Where the parties agree to barter and transfer ownership of the subject matter, reference shall be made to the relevant provisions of the applicable contract of sale.
Chapter X Contracts for the Supply of Electricity, Water, Gas and Heat
Article 648 [Definition of a contract for the supply of electricity and compulsory contracting obligations] A contract for the supply of electricity is a contract in which a power supplier supplies electricity to a power user and the power user pays the electricity bill.
The power supplier who supplies electricity to the public shall not refuse the reasonable request of the power consumer to conclude a contract.
Article 649 [Contents of electricity supply contracts] The contents of electricity supply contracts generally include provisions such as the mode, quality and time of power supply, the capacity, address and nature of electricity consumption, the method of measurement, the settlement of electricity prices and charges, and the responsibility for the maintenance of electricity supply facilities.
Article 650 [Place of performance of the power supply contract] The place of performance of the power supply contract shall be in accordance with the agreement of the parties; if the parties have not agreed or the agreement is unclear, the property right boundary of the power supply facility shall be the place of performance.
Article 651 [Obligations of Power Suppliers for Safe Power Supply] Power suppliers shall supply power safely in accordance with the power supply quality standards and agreements set by the State. If the power supplier fails to supply power safely in accordance with the power supply quality standards and agreements stipulated by the state, thus causing losses to the power user, he shall be liable for compensation.
Article 652 [Notification Obligation of Power Suppliers' Interruption of Power Supply] When a power supplier needs to interrupt power supply due to planned maintenance, temporary maintenance of power supply facilities, power restriction according to law, or illegal use of electricity by power users, he shall notify the power user in advance in accordance with the relevant provisions of the state; if the power user is interrupted without prior notice, causing losses to the power user, he shall be liable for compensation.
Article 653 [Obligations of Power Supplies] If the power is cut off due to natural disasters and other reasons, the power supplier shall promptly repair the power in accordance with relevant national regulations; if the power fails to repair in time and causes losses to the power user, it shall be liable for compensation.
Article 654 [Obligations of the Electricity User to Pay Electricity Charges] The electricity user shall pay the electricity charge in a timely manner in accordance with the relevant provisions of the State and the agreement of the parties. If the electricity user fails to pay the electricity charge within the time limit, he shall pay liquidated damages in accordance with the agreement. If the power user fails to pay the electricity charges and liquidated damages within a reasonable period of time after being urged, the power supplier may suspend the power supply in accordance with the procedures prescribed by the State.
If the power supplier suspends the power supply in accordance with the provisions of the preceding paragraph, he shall notify the power user in advance.
Article 655 [Obligations of Power Consumers to Use Electricity Safely] Power users shall use electricity safely, economically and planned in accordance with relevant state regulations and the agreements of the parties. If the power user fails to use electricity in accordance with the relevant provisions of the State and the agreement of the parties, thus causing losses to the power supplier, he shall be liable for compensation.
Article 656 [Application by reference to contracts for the supply of water, gas and heat] Contracts for the supply of water, gas and heat shall be governed by reference to the relevant provisions of contracts for the supply of electricity.
Chapter XI Gift Contract
Article 657 [Definition of Gift Contract] A gift contract is a contract in which the donor gives his property to the donee free of charge, and the donee expresses acceptance of the gift.
Article 658 [The donor's right of arbitrary revocation and its limitations] The donor may revoke the gift before the right to the gift property is transferred.
The provisions of the preceding paragraph shall not apply to a notarized gift contract or a gift contract with the nature of public welfare and moral obligations such as disaster relief, poverty alleviation and assistance to the disabled, which shall not be revoked according to law.
Article 659 [Handling of relevant legal formalities for donated property] Where the donated property needs to be registered or other formalities in accordance with the law, the relevant formalities shall be completed.
Article 660 [Donee's Right to Request Delivery and Donor's Liability] If the donor does not deliver the gift property, the donee may request delivery of a notarized gift contract or a gift contract that cannot be revoked in accordance with the law and has the nature of public welfare and moral obligations such as disaster relief, poverty alleviation and assistance to the disabled.
If the gift property that should be delivered in accordance with the provisions of the preceding paragraph is damaged or lost due to intentional or gross negligence of the donor, the donor shall be liable for compensation.
Article 661 [Contract of Gift with Obligations] A gift may be accompanied by an obligation.
If the gift is accompanied by obligations, the donee shall perform the obligations in accordance with the agreement.
Article 662 [Liability for Defects of the Donor] If the donated property is defective, the donor shall not be liable. If the gift of an obligation is defective, the donor shall bear the same liability as the seller within the limits of the obligation.
If the donor intentionally does not inform the defect or guarantees that there is no defect, thus causing losses to the donee, he shall be liable for compensation.
Article 663 [Statutory right of revocation of the donor and the period during which it is exercised] The donor may revoke the gift if the donee has one of the following circumstances:
(I) seriously infringe upon the legitimate rights and interests of the donor or close relatives of the donor;
The (II) does not perform the obligation to support the donor;
The (III) fails to perform its obligations under the gift contract.
The donor's right of revocation shall be exercised within one year from the date on which he knows or should have known the cause of revocation.
Article 664 [Right of revocation of the donor's heir or legal representative] If the donor dies or loses the capacity for civil conduct due to the illegal act of the donee, the donor's heir or legal representative may revoke the gift.
The right of revocation of the heir or legal representative of the donor shall be exercised within six months from the date on which he knows or should have known the cause of revocation.
Article 665 [Legal Consequences of Revocation of Gift] If the revocation right person revokes the gift, he may request the return of the donated property from the donee.
Article 666 [Defense of the Donor's Poverty] If the economic situation of the donor has deteriorated significantly, seriously affecting his production and business operations or family life, he may no longer perform the obligation to give.
Chapter XII Loan Contracts
Article 667 [Definition of Loan Contract] A loan contract is a contract in which a borrower borrows money from a lender, returns the loan at maturity and pays interest.
Article 668 [Form and Content of Loan Contract] A loan contract shall be in writing, unless otherwise agreed upon for loans between natural persons.
The contents of the loan contract generally include the type of loan, currency, purpose, amount, interest rate, term and repayment method.
Article 669 [Obligation of the borrower to provide true information] to enter into a loan contract, the borrower shall provide the true information of the business activities and financial situation related to the loan in accordance with the requirements of the lender.
Article 670 [Interest on borrowings may not be deducted in advance] Interest on borrowings may not be deducted in advance from the principal. If the interest is deducted from the principal in advance, the loan shall be returned and the interest shall be calculated according to the actual amount of the loan.
Article 671 [Consequences of the lender's failure to provide the loan in accordance with the agreement and the borrower's failure to collect the loan in accordance with the agreement] If the lender fails to provide the loan in accordance with the agreed date and amount, causing the borrower's loss, it shall compensate for the loss.
If the borrower fails to collect the loan in accordance with the agreed date and amount, it shall pay interest in accordance with the agreed date and amount.
Article 672 [Lender's Right to Supervision and Inspection] The lender may inspect and supervise the use of the loan in accordance with the agreement. The borrower shall provide the lender with relevant financial and accounting statements or other information on a regular basis in accordance with the agreement.
Article 673 [Borrower's Liability for Failure to Use the Loan in accordance with the Agreed Purpose] If the borrower fails to use the loan in accordance with the agreed purpose of the loan, the lender may stop issuing the loan, recover the loan in advance or terminate the contract.
Article 674 [Time limit for the borrower to pay interest] The borrower shall pay interest in accordance with the agreed time limit. If there is no agreement on the time limit for the payment of interest or the agreement is not clear, and it cannot be determined according to the provisions of Article 501 of this Law, if the loan period is less than one year, it shall be paid together when the loan is returned; if the loan period is more than one year, it shall be paid at the expiration of each year, and if the remaining period is less than one year, it shall be paid together when the loan is returned.
Article 675 [Time limit for the borrower to return the loan] The borrower shall return the loan in accordance with the agreed time limit. If there is no agreement on the term of the loan or the agreement is unclear, and it is still uncertain in accordance with the provisions of Article 110 of this Law, the borrower may return it at any time; the lender may urge the borrower to return it within a reasonable period of time.
Article 676 [Borrower's Liability for Late Return of Loan] If the borrower fails to return the loan within the agreed time limit, it shall pay overdue interest in accordance with the agreement or the relevant provisions of the State.
Article 677 [Borrower's Early Return of Loan] If the borrower returns the loan in advance, interest shall be calculated according to the period of the actual loan, unless otherwise agreed by the parties.
Article 678 [Extension of Loan] The borrower may apply to the lender for an extension before the expiration of the repayment period; if the lender agrees, the extension may be made.
Article 679 [Time of establishment of a loan contract between natural persons] A loan contract between natural persons is established from the time the lender provides the loan.
Article 680 [Prohibition of usury lending and determination of interest on loans] Uury lending is prohibited, and the interest rate on loans shall not violate the relevant provisions of the State.
If the loan contract does not provide for the payment of interest, it shall be deemed to be free of interest.
If the agreement on the payment of interest in the loan contract is not clear and the parties cannot reach a supplementary agreement, the interest shall be determined in accordance with the local or parties' trading methods, trading habits, market interest rates and other factors.
Chapter XIII Guarantee Contract
Section 1 General Provisions
Article 681 [Definition of Guarantee Contract] A guarantee contract is a contract in which, in order to guarantee the realization of a claim, the guarantor and the creditor agree that the guarantor will perform the debt or assume responsibility when the debtor fails to perform the debt due or the circumstances agreed upon by the parties occur.
Article 682 [The subordinate nature of the guarantee contract and the legal consequences of the invalidity of the guarantee contract] The guarantee contract is the subordinate contract of the principal claim and debt contract. If the main creditor's rights and debts contract is invalid, the guarantee contract is invalid, unless otherwise provided by law.
After the guarantee contract is confirmed to be invalid, if the debtor, guarantor and creditor are at fault, they shall bear the corresponding civil liability according to their fault.
Article 683 [Scope of subjects who may not act as guarantors] An organ legal person may not act as a guarantor, except for the use of loans from foreign governments or international economic organizations for on-lending with the approval of the State Council.
A non-profit legal person or unincorporated organization for the purpose of public welfare shall not be a guarantor.
Article 684 [Contents of Guarantee Contract] The contents of the guarantee contract generally include the type and amount of the principal claim to be guaranteed, the period of time for the debtor to perform the obligation, the manner, scope and period of the guarantee.
Article 685 [Form of Guarantee Contract] A guarantee contract may be a separately concluded written contract or a guarantee clause in a contract of principal debt.
If a third party unilaterally guarantees the creditor in writing, and the creditor accepts it and does not object, the contract is guaranteed to be established.
Article 686 [Mode of guarantee] The manner of guarantee includes general guarantee and joint and several liability guarantee.
If the parties do not agree on the manner of guarantee in the guarantee contract or the agreement is not clear, they shall bear the responsibility for the guarantee in accordance with the general guarantee.
Article 687 [General guarantor's right to first defense] If the parties agree in the guarantee contract that if the debtor is unable to perform the debt, the guarantor shall bear the responsibility for the guarantee, it shall be a general guarantee.
The guarantor of a general guarantee shall have the right to refuse to assume the liability of the guarantee to the creditor until the main contract dispute is not tried or arbitrated and the debtor's property is legally enforced, except in one of the following circumstances:
(I) the debtor's whereabouts are unknown and no property is available for execution;
(II) people's court has accepted the debtor's bankruptcy case;
(III) the creditor has evidence to prove that the debtor's property is insufficient to fulfill all the obligations or has lost the ability to fulfill the obligations;
(IV) the Guarantor waives in writing its rights under this paragraph.
Article 688 [Joint and several liability guarantee] If the parties agree in the guarantee contract that the guarantor and the debtor are jointly and severally liable for the debt, it shall be a joint and several liability guarantee.
When the debtor of the joint and several liability guarantee fails to perform the due debt or the circumstances agreed by the parties occur, the creditor may request the debtor to perform the debt, or may request the guarantor to assume the guarantee liability within the scope of its guarantee.
Article 689 [Counter-guarantee] The guarantor may require the debtor to provide a counter-guarantee.
Article 690 [Contract of Maximum Guarantee] A guarantor and a creditor may negotiate a contract of maximum guarantee, agreeing to provide guarantee for claims arising continuously over a certain period of time within the limits of the maximum amount of the claim.
In addition to the provisions of this chapter, the maximum guarantee shall apply by reference to the relevant provisions of the maximum mortgage in Part II of this Law.
Section 2 Liability for Assurance
Article 691 [Scope of Guarantee] The scope of the guarantee includes the principal claim and its interest, liquidated damages, damages and costs of realizing the claim. If the parties agree otherwise, they shall follow their agreement.
Article 692 [Guarantee period] The guarantee period is the period during which the guarantor is determined to assume the responsibility for the guarantee, without suspension, interruption or extension.
The creditor and the guarantor may agree on a guarantee period, but if the agreed guarantee period is earlier than the time limit for the performance of the principal debt or expires at the same time as the time limit for the performance of the principal debt, it shall be deemed that there is no agreement; if there is no agreement or the agreement is unclear, the guarantee period shall be six months from the date of expiration of the time limit for the performance of the principal debt.
If the creditor and the debtor have not agreed on the period of performance of the main debt or the agreement is unclear, the guarantee period shall be calculated from the date of expiration of the grace period for the creditor to request the debtor to perform the debt.
Article 693 [Waiver of Guarantee Liability] If the creditor of a general guarantee fails to bring an action or apply for arbitration against the debtor during the guarantee period, the guarantor shall no longer bear the guarantee liability.
If the creditor of the joint and several liability guarantee fails to request the guarantor to assume the guarantee liability during the guarantee period, the guarantor shall no longer bear the guarantee liability.
Article 694 [Limitation of Action for Guaranteed Debt] Where a creditor of a general guarantee files a lawsuit or applies for arbitration against the debtor before the expiration of the guarantee period, the limitation of action for the guaranteed debt shall be calculated from the date on which the guarantor's right to refuse to assume the guarantee liability is extinguished.
If the creditor of a joint and several liability guarantee requests the guarantor to assume the guarantee liability before the expiration of the guarantee period, the statute of limitations for the guaranteed debt shall begin to be calculated from the date on which the creditor requests the guarantor to assume the guarantee liability.
Article 695 [Effect of change of main contract on guarantee liability] If the creditor and the debtor negotiate to change the contents of the main creditor's debt contract without the written consent of the guarantor and reduce the debt, the guarantor shall still bear the guarantee liability for the changed debt; if the debt is aggravated, the guarantor shall not bear the guarantee liability for the aggravated part.
If the creditor and the debtor change the performance period of the main creditor's debt contract, the guarantee period shall not be affected without the written consent of the guarantor.
Article 696 [Effect of assignment of claims on guarantee liability] If a creditor assigns all or part of a claim without notifying the guarantor, the assignment shall not be effective against the guarantor.
If the guarantor and the creditor agree to prohibit the transfer of the claim, and the creditor transfers the claim without the written consent of the guarantor, the guarantor shall no longer bear the guarantee liability to the transferee.
Article 697 [Effect of debt assumption on guarantee liability] A creditor, without the written consent of the guarantor, allows the debtor to transfer all or part of the debt, and the guarantor is no longer liable for the debt transferred without its consent, unless otherwise agreed by the creditor and the guarantor.
If a third party joins the debt, the guarantor's liability for the guarantee shall not be affected.
Article 698 [Exemption of General Guarantor's Guarantee Liability] The guarantor of the general guarantee shall provide the creditor with the true situation of the debtor's enforceable property after the expiration of the performance period of the main debt. If the creditor waives or neglects to exercise its rights, resulting in the property being unenforceable, the guarantor shall no longer bear the guarantee liability within the value range of the enforceable property it provides.
Article 699 [Joint guarantee] Where there are two or more guarantors for the same debt, the guarantor shall bear the guarantee liability in accordance with the guarantee share agreed upon in the guarantee contract; if there is no agreement on the guarantee share, the creditor may request any one of the guarantors to bear the guarantee liability within the scope of its guarantee.
Article 700 [Guarantor's Right of Recovery] After the guarantor has assumed the guarantee liability, it shall, unless otherwise agreed by the parties, have the right to recover from the debtor to the extent to which it has assumed the guarantee liability and enjoy the rights of the creditor against the debtor, but not to the detriment of the interests of the creditor.
Article 801 [Guarantor's right of defense] The guarantor may assert the debtor's defense against the creditor. If the debtor waives his defense, the guarantor shall still have the right to assert his defense against the creditor.
Article 72 [Guarantor's Right to Refuse Performance] Where the debtor has the right of set-off or avoidance against the creditor, the guarantor may refuse to assume the liability for the guarantee to the extent appropriate.
Chapter XIV Lease Contracts
Article 703 [Definition of Lease Contract] A lease contract is a contract in which the lessor delivers the leased property to the lessee for use and income, and the lessee pays the rent.
Article 704 [Main contents of the lease contract] The contents of the lease contract generally include the name, quantity, purpose, term of the lease, rent and the term and manner of payment of the lease, and maintenance of the lease.
Article 75 [Maximum lease term] The lease term shall not exceed twenty years. More than 20 years, more than part of the invalid.
When the lease term expires, the parties may renew the lease contract; however, the agreed lease term shall not exceed 20 years from the date of renewal.
Article 106 [Impact of the registration and filing procedures of the lease contract on the validity of the contract] If the parties fail to go through the registration and filing procedures of the lease contract in accordance with the provisions of laws and administrative regulations, the validity of the contract shall not be affected.
Article 707 [Form of Lease Contract] Where the lease term is six months or more, it shall be in writing. If the parties fail to adopt a written form and cannot determine the term of the lease, it shall be regarded as an indefinite lease.
Article 708 [Lessor's Obligation to Deliver the Leased Property and Rent Obligation] The lessor shall deliver the leased property to the lessee in accordance with the agreement and maintain the leased property for the agreed purpose during the term of the lease.
Article 709 [Obligation of the lessee to use the leased property as agreed] The lessee shall use the leased property in accordance with the agreed method. If there is no agreement on the method of use of the leased property or the agreement is not clear, and it cannot be determined in accordance with the provisions of Article 510 of this Law, it shall be used in accordance with the nature of the leased property.
Article 703 [Exemption Obligation of the Lessee to Use the Leased Property in accordance with the Agreement] If the lessee uses the leased property in accordance with the agreed method or according to the nature of the leased property, resulting in the loss of the leased property, it shall not be liable for compensation.
Article 711 [Liability of the lessor for failure to use the leased property as agreed] If the lessee fails to use the leased property in accordance with the agreed method or in accordance with the nature of the leased property, resulting in losses to the leased property, the lessor may terminate the contract and request compensation for the losses.
Article 172 [Lessor's Maintenance Obligations] The lessor shall perform the maintenance obligations of the leased property, unless otherwise agreed by the parties.
Article 713 [Legal Consequences of Lessor's Failure to Perform Maintenance Obligations] The lessee may request the lessor to repair the leased property within a reasonable period of time when it needs to be repaired. If the lessor fails to perform its maintenance obligations, the lessee may repair it on its own, and the maintenance costs shall be borne by the lessor. If the lessee's use is affected by the maintenance of the leased property, the rent shall be reduced or the lease term shall be extended accordingly.
If the leased property needs to be repaired due to the fault of the lessee, the lessor shall not undertake the maintenance obligations stipulated in the preceding paragraph.
Article 714 [Obligation of the lessee to keep the leased property properly] The lessee shall keep the leased property properly, and shall be liable for compensation if the leased property is damaged or lost due to improper safekeeping.
Article 75 [Lessee's improvement or addition of other things to the leased property] The lessee may, with the consent of the lessor, improve or add other things to the leased property.
If the lessee improves or adds other things to the leased property without the consent of the lessor, the lessor may request the lessee to restore the leased property to its original condition or compensate for the loss.
Article 76 [Sublease of the leased property by the lessee] The lessee may, with the consent of the lessor, sublease the leased property to a third party. If the lessee subleases, the lease contract between the lessee and the lessor shall continue to be valid; if a third party causes losses to the leased property, the lessee shall compensate for the losses.
If the lessee subleases the lease without the consent of the lessor, the lessor may terminate the contract.
Article 717 [Effect of sublease period exceeding the remaining lease term of the lessee] If the lessee subleases the leased property to a third party with the consent of the lessor, and the sublease period exceeds the remaining lease term of the lessee, the agreement on the excess part shall not be legally binding on the lessor, unless otherwise agreed between the lessor and the lessee.
Article 78 [Presumption of Lessor's Consent to Sublease] If the lessor knows or should have known of the lessee's sublease, but does not object within six months, the lessor is deemed to have agreed to the sublease.
Article 719 [Subrogation of the sub-lessee] If the lessee defaults on rent, the sub-lessee may pay the rent and liquidated damages owed on behalf of the lessee, except where the sublease contract is not legally binding on the lessor.
The rent and liquidated damages paid by the sub-lessee on behalf of the sub-lessee may be used to offset the rent payable by the sub-lessee to the lessee; if the amount of rent exceeds the amount payable by the sub-lessee, it may be recovered from the lessee.
Article 720 [Attribution of proceeds from the leased property] The proceeds from the possession and use of the leased property during the term of the lease shall belong to the lessee, unless otherwise agreed by the parties.
Article 721 [Term of Rent Payment] The lessee shall pay the rent in accordance with the agreed period. The term for the payment of rent is not agreed upon or clearly agreed upon, and cannot be determined in accordance with the provisions of Article 510 of this Law. If the lease term is less than one year, it shall be paid at the expiration of the lease term; if the lease term is more than one year, it shall be paid at the expiration of each year; if the remaining term is less than one year, it shall be paid at the expiration of the lease term.
Article 722 [Legal consequences of the lessee's breach of the obligation to pay rent] If the lessee fails to pay or delays in paying the rent without justifiable reasons, the lessor may request the lessee to pay within a reasonable period of time; if the lessee fails to pay within the time limit, the lessor may terminate the contract.
Article 723 [Liability for Defects in Lessor's Rights] If the lessee is unable to use or benefit from the leased property because a third party claims rights, the lessee may request a reduction in rent or non-payment of rent.
Where a third party claims rights, the lessee shall promptly notify the lessor.
Article 724 [Non-lessee constitutes a fundamental breach of contract The lessee may terminate the contract] In one of the following circumstances, the lessee may terminate the contract if the leased property cannot be used for reasons other than those of the lessee:
(I) the leased property is sealed up or seized by judicial or administrative organs according to law;
(II) lease ownership is disputed;
(III) the leased property violates the mandatory provisions of laws and administrative regulations on the conditions of use.
Article 725 [Change of ownership does not break the lease] A change of ownership of the leased property within the term of the lessee's possession in accordance with the lease contract shall not affect the validity of the lease contract.
Article 726 [Preemptive right of the lessee of the house] Where the lessor sells the leased house, it shall notify the lessee within a reasonable period of time before the sale, and the lessee shall have the right of priority to purchase on the same terms; however, the house shall be shared. Except for the exercise of the preemptive right of purchase or the lessor sells the house to a close relative.
If the lessee fails to expressly state the purchase within fifteen days after the lessor has fulfilled its obligation of notification, the lessee shall be deemed to have waived the right of first refusal.
Article 727 [Preemptive right of the lessee of the house in the case of entrusted auction] Where the lessor entrusts the auctioneer to auction the leased house, it shall notify the lessee five days before the auction. If the lessee fails to participate in the auction, it shall be deemed to have waived the right of first refusal.
Article 728 [Legal consequences of infringement of the lessee's right of first refusal] If the lessor fails to notify the lessee or has other circumstances that hinder the lessee from exercising the right of first refusal, the lessee may request the lessor to be liable for compensation. However, the validity of the contract for the sale of the house concluded between the lessor and the third party is not affected.
Article 729 [Legal consequences of damage to or loss of the leased property that is not attributable to the lessee] If the leased property is partially or completely damaged or lost due to reasons that are not attributable to the lessee, the lessee may Request a reduction in rent or non-payment of rent; if the purpose of the contract cannot be achieved due to partial or total damage or loss of the leased property, the lessee may terminate the contract.
Article 730 [Legal Consequences when the lease term is not agreed or the agreement is unclear] If the parties have not agreed on the lease term or the agreement is not clear, and cannot be determined in accordance with the provisions of Article 504 of this Law, it shall be deemed as an irregular lease; The parties may terminate the contract at any time, but they shall notify the other party before a reasonable time limit.
Article 731 [Lessee's right to discharge if the quality of the leased property is not up to standard] If the leased property endangers the safety or health of the lessee, the lessee may terminate the contract at any time even if the lessee knowingly at the time of conclusion of the contract that the quality of the leased property is not up to standard.
Article 732 [Treatment of the lease relationship in the case of the death of the lessee of a house] If the lessee dies during the term of the lease of the house, the person or joint operator who lived together with him may lease the house in accordance with the original lease contract.
Article 733 [Return of the leased property by the lessee upon expiration of the lease term] The lessee shall return the leased property upon expiration of the lease term. The returned leased property shall conform to the state in which it was used in accordance with the agreement or in accordance with the nature of the leased property.
Article 734 [The lessee continues to use the leased property and the lessee's priority lease right at the expiration of the lease term] If the lessee continues to use the leased property at the expiration of the lease term and the lessor does not raise any objection, the original lease contract shall continue to be valid, but the lease term is indefinite.
Upon the expiration of the term of the lease, the lessee of the house shall have the right to give priority to the lease on the same terms.
Chapter XV Financial Lease Contracts
Article 735 [Definition of Financial Lease Contract] A financial lease contract is a contract in which the lessor purchases the leased property from the seller according to the lessee's choice of the seller and the leased property, provides it to the lessee for use, and the lessee pays the rent.
Article 736 [Content and form of financial lease contract] The contents of a financial lease contract generally include the name, quantity, specifications, technical performance, inspection method of the leased property, the term of the lease, the composition of the rent and the term and manner of payment, currency, and the ownership of the leased property at the end of the lease term.
A financial lease contract shall be in writing.
Article 737 [Invalidity of a financial lease contract] A financial lease contract concluded by the parties in the form of a fictitious lease is invalid.
Article 738 [Effect of the license for the operation of the leased property on the validity of the contract] In accordance with the provisions of laws and administrative regulations, if an administrative license should be obtained for the operation and use of the leased property, the lessor's failure to obtain the administrative license shall not affect the validity of the financial lease contract.
Article 739 [Delivery of the subject matter of a financial lease] A contract of sale and purchase entered into by the lessor on the basis of the lessee's choice of the seller or the leased property, the seller shall deliver the subject matter to the lessee in accordance with the agreement, and the lessee shall enjoy the rights of the buyer in relation to the subject matter received.
Article 740 [Conditions for the lessee to refuse to receive the subject matter] If the seller violates its obligation to deliver the subject matter to the lessee, the lessee may refuse to receive the subject matter delivered to it by the seller under any of the following circumstances:
The subject matter of the (I) is seriously inconsistent with the agreement;
If the (II) fails to deliver the subject matter as agreed upon, it fails to deliver it within a reasonable period of time after being urged by the lessee or the lessor.
If the lessee refuses to accept the subject matter, it shall promptly notify the lessor.
Article 741 [Lessee Exercising Right to Claim] The lessor, seller and lessee may agree that if the seller fails to perform its obligations under the contract of sale, the lessee shall exercise the right to claim compensation. Where the lessee exercises the right to claim compensation, the lessor shall assist.
Article 742 [The exercise of the lessee's right to claim does not affect the obligation to pay rent] The exercise of the lessee's right to claim compensation against the seller does not affect its obligation to pay rent. However, if the lessee relies on the lessor's skills to determine the lease or the lessor intervenes in the selection of the lease, the lessee may request a reduction in the corresponding rent.
Article 743 [Liability for Failure of Claim] If the lessor fails to exercise the right of claim against the seller due to any of the following circumstances, the lessee shall have the right to request the lessor to bear the corresponding liability:
The (I) knowingly fails to inform the lessee of the quality defects of the leased property;
(II) Lessee fails to provide necessary assistance in a timely manner when exercising its right to claim compensation.
If the lessor neglects to exercise the right of claim that it can only exercise against the seller, resulting in the loss of the lessee, the lessee shall have the right to request the lessor to bear the liability for compensation.
Article 744 [Lessor may not change the contents of the contract of sale without authorization] The lessor may not change the contents of the contract of sale relating to the lessee without the consent of the lessee in accordance with the lessee's choice of the seller or the leased property.
Article 745 [Ownership of the leased property] The lessor's ownership of the leased property shall not be opposed to a bona fide third party without registration.
Article 746 [Determination of Rent of a Financial Lease Contract] The rent of a financial lease contract shall be determined on the basis of most or all of the cost of purchasing the leased property and the reasonable profit of the lessor, unless otherwise agreed by the parties.
Article 747 [Liability for Quality Defects of Leased Property] If the leased property does not conform to the agreement or does not conform to the purpose of use, the lessor shall not be liable. However, the lessee relies on the lessor's skills to determine the lease or the lessor intervenes in the selection of the lease.
Article 748 [Lessor Guarantees Lessee's Possession and Use of Leased Property] The lessor shall guarantee the lessee's possession and use of the leased property.
If the lessor is under any of the following circumstances, the lessee has the right to claim compensation for the loss:
The (I) takes back the leased property without proper reason;
(II) obstruct or interfere with the lessee's possession and use of the leased property without justifiable reasons;
(III) the lessor causes the third party to claim the right to the leased property;
Other circumstances in which the (IV) improperly affects the lessee's possession and use of the leased property.
Article 749 [Liability for damage caused by the leased property] During the period of the lessee's possession of the leased property, the lessor shall not be liable if the leased property causes personal damage or property loss to a third person.
Article 750 [Obligations of the lessee for the custody, use and maintenance of the leased property] The lessee shall properly keep and use the leased property.
The lessee shall perform the maintenance obligation during the period of possession of the leased property.
Article 751 [Effect of damage or loss of the leased property on the obligation to pay rent] If the leased property is damaged or lost during the period of possession of the leased property by the lessee, the lessor has the right to request the lessee to continue to pay the rent, unless otherwise provided by law or otherwise agreed by the parties.
Article 752 [Obligation of the lessee to pay rent] The lessee shall pay the rent as agreed. If the lessee fails to pay the rent within a reasonable period of time after being urged to do so, the lessor may request payment of the full rent; or it may terminate the contract and recover the leased property.
Article 753 [Lessor's Dissolution of Financial Lease Contract] If the lessee transfers, mortgages, pledges, invests in shares or otherwise disposes of the leased property without the consent of the lessor, the lessor may terminate the financial lease contract.
Article 754 [Lessor or lessee's termination of a financial lease contract] The lessor or lessee may terminate the financial lease contract if one of the following circumstances occurs:
(I) the contract of sale concluded between the lessor and the seller is rescinded, invalidated or revoked, and the contract of sale cannot be re-concluded;
(II) the leased property is damaged or lost for reasons not attributable to the parties, and cannot be repaired or a substitute can be determined;
(III) the purpose of the financial lease contract cannot be achieved due to the seller's reasons.
Article 755 [The lessee shall bear the liability for compensation] If the financial lease contract is terminated due to the termination, confirmation of invalidity or revocation of the sales contract, and the seller and the leased property are selected by the lessee, the lessor has the right to request the lessee to compensate for the corresponding losses; However, unless the sales contract is terminated, confirmed invalid or revoked due to the lessor.
If the lessor's loss has been compensated when the contract of sale is terminated, confirmed to be invalid or revoked, the lessee shall no longer bear the corresponding liability.
Article 756 [Accidental damage and loss of the leased property] If the financial lease contract is terminated due to accidental damage or loss of the leased property after delivery to the lessee for reasons not attributable to the parties, the lessor may request the lessee to compensate in accordance with the depreciation of the leased property.
Article 757 [Attribution of the leased property at the expiration of the lease term] The lessor and the lessee may agree on the ownership of the leased property at the expiration of the lease term; if there is no agreement on the ownership of the leased property or the agreement is unclear, and the ownership of the leased property cannot be determined in accordance with the provisions of Article 51 of this Law, the ownership of the leased property shall belong to the lessor.
Article 758 [Return of Leased Property Value and Unable to Return Leased Property] The parties agree that the leased property shall belong to the lessee upon the expiration of the lease term. The lessee has already paid most of the rent but is unable to pay the remaining rent. Therefore, the lessor terminates the contract to recover the leased property. If the value of the recovered leased property exceeds the rent owed by the lessee and other expenses, the lessee may request corresponding return.
If the parties agree that the lease property shall be owned by the lessor at the end of the lease term, and if the lessee cannot return the lease property due to damage, loss or attachment or mixing with other property, the lessor shall have the right to request the lessee to give reasonable compensation.
Article 759 [Attribution of the leased property after payment of the nominal price] Where the parties agree that upon the expiration of the lease term, the lessee is only required to pay the nominal price to the lessor, the ownership of the leased property shall be deemed to belong to the lessee after the performance of the agreed rental obligation.
Article 760 [Invalid Financial Lease Contract Attribution of Leased Property] If a financial lease contract is invalid and the parties have agreed on the attribution of the leased property under such circumstances, the leased property shall be returned to the lessor in accordance with their agreement; if there is no agreement or the agreement is unclear. However, if the contract is invalid due to the lessee's reasons, the lessor does not request the return or the return will significantly reduce the utility of the lease, the ownership of the lease belongs to the lessee, and the lessee shall give the lessor reasonable compensation.
Chapter XVI Factoring Contracts
Article 761 [Definition of Factoring Contract] A factoring contract is a contract in which an accounts receivable creditor assigns existing or future accounts receivable to a factoring person, and the factoring person provides services such as financial communication, accounts receivable management or collection, and payment guarantee for the accounts receivable debtor.
Article 762 [Content and Form of Factoring Contract] The content of a factoring contract generally includes terms such as the type of business, the scope of services, the term of service, the status of the underlying transaction contract, information on accounts receivable, factoring financing or remuneration for services and the method of payment thereof.
Factoring contracts shall be in writing.
Article 763 [Legal Consequences of Fictitious Accounts Receivable] Where an accounts receivable creditor and a debtor make fictitious accounts receivable as the subject of an assignment and enter into a factoring contract with a factoring agent, the accounts receivable debtor shall not oppose the factoring agent on the ground that the accounts receivable does not exist, unless the factoring agent knows the fictitious.
Article 764 [Factoring Obligation to Show Identity] Where a factoring agent gives notice of the assignment of accounts receivable to a debtor of accounts receivable, it shall show the identity of the factoring agent and attach the necessary documents.
Article 765 [Effect of changing or terminating the basic transaction contract without justifiable reasons on the factoring] After the accounts receivable debtor receives the notice of the assignment of accounts receivable, the accounts receivable creditor and the debtor negotiate to change or terminate the basic transaction contract without justifiable reasons, which has adverse effects on the factoring, it shall not be effective on the factoring.
Article 766 [Factoring with recourse] Where the parties agree to factoring with recourse, the factoring person may claim the return of the principal and interest of the factoring financing or the repurchase of the accounts receivable claim from the accounts receivable creditor, or claim the accounts receivable claim from the accounts receivable debtor. If the factoring agent claims an accounts receivable claim from the accounts receivable debtor, and if there is a surplus after deducting the principal and interest of the factoring financing and related expenses, the surplus shall be returned to the accounts receivable creditor.
Article 767 [Factoring without recourse] Where the parties agree to factoring without recourse, the factor shall claim a claim on the accounts receivable from the accounts receivable debtor, and the factor shall not be required to return to the accounts receivable creditor the portion of the excess of the principal, interest and related expenses obtained by the factor.
Article 768 [Order of Settlement of Multiple Factoring] If an accounts receivable creditor enters into multiple factoring contracts for the same accounts receivable, resulting in multiple factoring claims rights, the registered accounts receivable shall be obtained before the unregistered ones; If all of them have been registered, the accounts receivable shall be obtained in the order of registration time. If none of them are registered, the factoring person specified in the notice of assignment that first arrived at the accounts receivable debtor shall obtain the accounts receivable; if it is neither registered nor notified, the accounts receivable shall be obtained in proportion to the factoring financing or remuneration for services.
Article 769 [Application of provisions on assignment of claims] Where this Chapter does not provide for this chapter, the relevant provisions of Chapter VI of this Part on the assignment of claims shall apply.
Chapter XVII Contracts for Work
Article 770 [Definition of contract of work and main types of work] A contract of work is a contract in which the contractor completes the work at the request of the contractor, delivers the results of the work and pays the remuneration of the contractor.
The contract includes processing, ordering, repairing, copying, testing, inspection and other work.
Article 771 [Main Contents of a Contract of Hiring] The contents of a contract of contracting generally include the subject matter, quantity, quality, remuneration, manner of contracting, provision of materials, period of performance, acceptance criteria and methods of contracting.
Article 772 The hiree shall use its own equipment, technology and labor to complete the main work, unless otherwise agreed by the parties.
If the contractor delegates the main work to a third person for completion, it shall be responsible to the hirer for the results of the work completed by the third person; without the consent of the hirer, the hirer may also terminate the contract.
Article 773 [Transfer of Auxiliary Work to Hire] The hiree may hand over the auxiliary work to a third party for completion. If the contractor hands over the auxiliary work to a third person for completion, it shall be responsible to the ordering party for the results of the work completed by the third person.
Article 774 [Obligations of the hiree when providing materials] Where the hiree provides materials, it shall select the materials in accordance with the agreement and accept the inspection of the ordering party.
Article 775 [Obligations of the parties when the ordering party provides the materials] Where the ordering party provides the materials, it shall provide the materials in accordance with the agreement. The hiree shall examine the materials provided by the ordering party in a timely manner, and when it is found to be inconsistent with the contract, it shall promptly notify the ordering party to replace, make up or take other remedial measures.
The contractor shall not replace the materials provided by the ordering party without authorization, and shall not replace the parts and components that do not need to be repaired.
Article 776 [Obligations of the parties when the hirer's request is unreasonable] If the hiree finds that the drawings or technical requirements provided by the hirer are unreasonable, it shall promptly notify the hirer. If the contractor suffers losses due to reasons such as the hirer's delay in replying, it shall compensate for the losses.
Article 777 [Legal consequences of the change of work requirements by the ordering party] If the ordering party changes the requirements of the work in the middle of the contract, causing losses to the contractor, it shall compensate for the losses.
Article 778 [Obligation of Hirer to Assist] Where the contractor needs the assistance of the hirer, the hirer shall have the obligation to assist. If the hirer fails to perform the obligation of assistance and the work cannot be completed, the hiree may urge the hirer to perform the obligation within a reasonable period of time, and may extend the period of performance; if the hirer fails to perform within the time limit, the hiree may terminate the contract.
Article 779 [Supervision and Inspection by the Hirer] During the period of work, the hiree shall accept the necessary supervision and inspection by the hirer. The hirer shall not obstruct the normal work of the contractor due to supervision and inspection.
Article 780 [Delivery of Work Results by the Contractor] Where the contractor completes the work, it shall deliver the work results to the ordering party and submit the necessary technical information and relevant quality certificates. The ordering party shall accept the results of the work.
Article 781 [Liability for breach of contract when the work results do not meet the quality requirements] If the work results delivered by the contractor do not meet the quality requirements, the ordering party may reasonably choose to request the contractor to bear the liability for breach of contract such as repair, rework, reduction of remuneration and compensation for losses.
Article 782 [Time limit for the fixer to pay remuneration] The fixer shall pay remuneration in accordance with the agreed time limit. If there is no agreement on the time limit for the payment of remuneration or the agreement is unclear, and it cannot be determined in accordance with the provisions of Article 51 of this Law, the ordering party shall pay when the contractor delivers the work results; if the work results are partially delivered, the ordering party shall pay accordingly.
Article 783 [Rights of the contractor in the event of failure to perform the obligation to pay] If the contractor fails to pay the remuneration or the cost of materials to the contractor, the contractor shall have a lien on the work product completed or shall have the right to refuse delivery, unless otherwise agreed by the parties.
Article 784 [Obligation of the hiree to keep] The hiree shall keep the materials provided by the hirer and the results of the work completed, and shall be liable for compensation if the damage or loss is caused by improper storage.
Article 785 [Obligation of Secrecy of the Hiring Person] The hiree shall keep the secret as required by the hiring person and shall not retain copies or technical information without the permission of the hiring person.
Article 786 [Joint Liability of Joint Contractors] The joint contractors shall be jointly and severally liable to the ordering party, unless otherwise agreed by the parties.
Article 787 [Arbitrary Right of Hirer to Discharge] If the hirer may terminate the contract at any time before the hiree completes the work, and causes losses to the hiree, it shall compensate for the losses.
Chapter XVIII Construction Contract
Article 788 [Definition and Types of Construction Contracts] A construction contract is a contract in which the contractor carries out the construction of the project and the contractor pays the price.
Construction contracts include engineering survey, design and construction contracts.
Article 789 [Form of Construction Contract] A construction contract shall be in writing.
Article 790 [Principles of Bidding Activities for Construction Projects] Bidding activities for construction projects shall be conducted in an open, fair and impartial manner in accordance with the provisions of relevant laws.
Article 791 [Contracting, contracting and subcontracting of construction projects] The contractor may enter into a contract for construction projects with the general contractor, or enter into a contract for survey, design and construction with the surveyor, designer and builder respectively. The contractor shall not subcontract to several contractors a construction project that should be completed by one contractor into several parts.
The general contractor or the survey, design and construction contractor may, with the consent of the contractor, hand over part of the work contracted by himself to a third party for completion. The third party shall bear joint and several liability with the general contractor or the survey, design and construction contractor to the contractor for the results of the work completed. The contractor may not subcontract all the construction projects it has contracted to a third party or subcontract all the construction projects it has contracted to a third party in the name of subcontracting.
The contractor is prohibited from subcontracting the project to units that do not have the corresponding qualifications. Subcontracting units are prohibited from subcontracting the works contracted by them. The construction of the main structure of the construction project must be completed by the contractor himself.
Article 792 [Conclusion of major national construction project contracts] Major national construction project contracts shall be concluded in accordance with the procedures prescribed by the state and the investment plan, feasibility study report and other documents approved by the state.
Article 793 [Treatment of invalid construction project contract and unqualified acceptance] The construction project construction contract is invalid, but if the construction project is qualified after acceptance, the contractor may be compensated at a discount by reference to the contract's agreement on the project price.
If the construction contract for a construction project is invalid and the construction project fails to pass the acceptance check, it shall be dealt with in accordance with the following circumstances:
If the construction project after (I) repair is accepted, the contractor may request the contractor to bear the cost of repair;
If the construction project after (II) repair fails to pass the acceptance, the contractor shall not have the right to request compensation at a discount with reference to the contract on the price of the project.
If the contractor is at fault for the loss caused by the substandard construction project, it shall bear the corresponding responsibility.
Article 794 [Contents of Survey and Design Contracts] The contents of survey and design contracts generally include terms such as the time limit for submitting relevant basic information and budget estimates, quality requirements, costs and other conditions for collaboration.
Article 795 [Contents of the Construction Contract] The contents of the construction contract generally include the scope of the project, the construction period, the commencement and completion time of the intermediate completion project, the project quality, the project cost, the delivery time of technical data, the responsibility for the supply of materials and equipment, allocation and settlement, completion acceptance, quality warranty scope and quality guarantee period, mutual cooperation and other provisions.
Article 796 [Supervision of Construction Projects] Where a construction project is supervised, the contractor shall conclude a contract with the supervisor in writing. The rights, obligations and legal liabilities of the contractor and the supervisor shall be in accordance with the provisions of this entrustment contract and other relevant laws and administrative regulations.
Article 797 [Employer's Right of Inspection] The Employer may inspect the progress and quality of the work at any time without interfering with the normal operation of the Contractor.
Article 798 [Concealed Works] Before concealed works are concealed, the contractor shall notify the contractor for inspection. If the contractor fails to check in time, the contractor may postpone the date of the project and has the right to claim compensation for the loss of work stoppage and slowdown.
Article 799 [Completion Acceptance of Construction Projects] After the completion of the construction project, the contractor shall conduct timely acceptance in accordance with the construction drawings and instructions, the construction acceptance specifications and quality inspection standards issued by the state. If the acceptance is qualified, the contractor shall pay the price in accordance with the agreement and receive the construction project.
The construction project may be delivered for use only after it has passed the acceptance check, and may not be delivered for use without acceptance or if it fails to pass the acceptance check.
Article 800 [Responsibilities of the Surveyor and Designer for Survey and Design] If the quality of the survey and design does not meet the requirements or fails to submit the survey and design documents within the time limit, causing losses to the contractor, the surveyor and designer shall continue to improve the survey and design, reduce or waive the survey and design fees and compensate for the losses.
Article 801 [Civil Liability of the Constructor for the Quality of the Construction Project] If the quality of the construction project does not conform to the agreement due to the reasons of the Constructor, the Employer shall have the right to request the Constructor to repair or rework or rebuild it free of charge within a reasonable period of time. After repair or rework or reconstruction, resulting in overdue delivery, the construction person shall bear the liability for breach of contract.
Article 802 [Liability for Quality Assurance within Reasonable Use Period] If the construction project causes personal injury and property loss within the reasonable use period due to the contractor's reasons, the contractor shall be liable for compensation.
Article 803 [Liability for breach of contract if the contractor fails to provide relevant materials at the agreed time and requirements] If the contractor fails to provide raw materials, equipment, sites, funds and technical information at the agreed time and requirements, the contractor may postpone the date of the project and has the right to claim compensation for losses such as work stoppage and work stoppage.
Article 804 [The Employer shall be liable for the suspension or postponement of the construction of the project due to the reasons of the Employer] If the construction of the project is suspended or postponed due to the reasons of the Employer, the Employer shall take measures to make up for or reduce the losses and compensate the Contractor for the losses and actual expenses caused by the suspension of work, work stoppage, transportation, relocation of machinery and equipment, backlog of materials and components.
Article 805 [Responsibilities for Rework, Shutdown or Modification of Design Caused by Employer] If the Employer changes the plan, provides inaccurate information, or fails to provide necessary working conditions for survey and design within the time limit, the Employer shall pay additional expenses according to the actual workload consumed by the surveyor and designer.
Article 806 [Provisions on termination of contract and handling of consequences] If the contractor subcontracts or illegally subcontracts the construction project, the contractor may terminate the contract.
If the main building materials, building components and equipment provided by the contractor do not meet the mandatory standards or fail to perform the obligation of assistance, resulting in the contractor being unable to carry out the construction, and the contractor fails to perform the corresponding obligations within a reasonable period of time after being urged, the contractor may terminate the contract.
After the termination of the contract, if the quality of the completed construction project is qualified, the contractor shall pay the corresponding project price in accordance with the agreement.
Article 807 [Liability of the contractor for failure to pay the price of the project] If the contractor fails to pay the price as agreed, the contractor may urge the contractor to pay the price within a reasonable period of time. If the contractor fails to pay within the time limit, the contractor may agree with the contractor to discount the project or request the people's court to auction the project according to law, except that it is not appropriate to discount or auction the project according to the nature of the construction project. The price of the construction project shall be paid in priority for the discount or auction price of the project.
Article 808 [Applicable Contracts] Where there are no provisions in this Chapter, the relevant provisions of the contract shall apply.
Chapter XIX Contract of Carriage
Section 1 General Provisions
Article 809 [Definition of contract of carriage] A contract of carriage is a contract in which the carrier transports passengers or goods from the place of departure to the agreed place, and the passenger, shipper or consignee pays the fare or the cost of carriage.
Article 810 [Mandatory Contracting Obligations of the Carrier] A carrier engaged in public transport may not refuse the usual and reasonable request for carriage by a passenger or shipper.
Article 81 [Carrier's Obligations for Safe Carriage] The carrier shall safely transport passengers and goods to the agreed place within the agreed time limit or a reasonable period.
Article 812 [Reasonable carriage obligations of the carrier] The carrier shall transport passengers and goods to the agreed place in accordance with the agreed or usual route of carriage.
Article 813 [Payment of fare or transportation costs] The passenger, shipper or consignee shall pay the fare or transportation costs. If the carrier fails to increase the fare or transportation expenses in accordance with the agreed route or the usual route, the passenger, shipper or consignee may refuse to pay the increased fare or transportation expenses.
Section 2 Passenger Transport Contract
Article 814 [Time of Establishment of Passenger Transport Contract] A passenger transport contract shall be established when the carrier issues the passenger ticket to the passenger, unless otherwise agreed by the parties or other trading habits.
Article 815 [General Provisions on Passenger Obligations] Passengers shall ride in accordance with the time, frequency and seat number recorded in the valid ticket. If a passenger rides without a ticket, overrides, leapfrog rides, or rides with a preferential ticket that does not meet the conditions for price reduction, he shall pay the fare, and the carrier may charge the fare in accordance with the regulations; if the passenger does not pay the fare, the carrier may refuse to transport.
If a passenger under a real-name passenger transport contract loses his ticket, he may request the carrier to report the loss and make it up, and the carrier shall not charge the fare and other unreasonable fees again.
Article 816 [Passenger's Handling of Refund or Change of Travel Procedures] If a passenger is unable to travel at the time recorded in the ticket due to his own reasons, he shall go through the refund or change procedures within the agreed time limit; if it is overdue, the carrier may No refund of the ticket, and no longer bear the obligation of transportation.
Article 817 [Baggage Carrying and Consignment Requirements] The luggage carried by passengers shall meet the agreed limit and category requirements; if the luggage exceeds the limit or violates the category requirements, the luggage shall be checked in.
Article 818 [Passengers are prohibited from carrying dangerous and prohibited articles] Passengers are not allowed to carry or carry in their luggage flammable, explosive, toxic, corrosive, radioactive, and may endanger the safety of persons and property on the means of transport Dangerous articles or prohibited articles.
If the passenger violates the provisions of the preceding paragraph, the carrier may unload, destroy or deliver the dangerous goods or prohibited goods to the relevant authorities. If the passenger insists on carrying or carrying dangerous articles or prohibited articles, the carrier shall refuse to carry them.
Article 819 [Carrier's obligation to inform and passenger's obligation to assist] The carrier shall strictly perform its obligations for safe transport and promptly inform passengers of matters that should be noted for safe transport. The passenger shall actively assist and cooperate with the carrier in making reasonable arrangements for safe transportation.
Article 820 [Obligation of the carrier to transport in accordance with the agreement] The carrier shall transport passengers in accordance with the time, frequency and seat number recorded in the valid ticket. If the carrier delays the carriage or has other circumstances in which the carriage cannot be carried normally, it shall promptly inform and remind the passenger, take necessary resettlement measures, and arrange to change to another flight or refund the ticket at the request of the passenger; if the passenger suffers losses as a result, the carrier shall be liable for compensation, except for those that cannot be attributed to the carrier.
Article 821 [Consequences of the carrier lowering or raising the service standard without authorization] If the carrier lowers the service standard without authorization, it shall refund or reduce the fare at the request of the passenger; if the service standard is raised, no additional fare shall be charged.
Article 822 [Carrier's Obligation to Rescue] In the course of transport, the carrier shall make every effort to rescue passengers suffering from acute illness, childbirth or distress.
Article 823 [Liability for personal injury or death of passengers] The carrier shall be liable for the injury or death of the passenger during transportation; however, the injury or death is caused by the passenger's own health or the carrier proves that the injury or death was caused by the passenger's intentional or gross negligence..
The provisions of the preceding paragraph shall apply to passengers who travel without tickets in accordance with the provisions, with preferential tickets or with the permission of the carrier.
Article 824 [Liability for damage to or loss of articles carried by passengers] If the carrier is at fault for damage to or loss of articles carried by passengers in the course of transport, it shall be liable for compensation.
If the luggage checked by passengers is damaged or lost, the relevant provisions on the carriage of goods shall apply.
Section III Freight Contract
Article 825 [Shipper's obligation to declare truthfully] When handling the carriage of goods, the shipper shall accurately indicate to the carrier the name of the consignee, the name of the consignee or the consignee with instructions, the name, nature, weight, quantity, place of receipt and other necessary circumstances relating to the carriage of the goods.
If the carrier suffers losses as a result of the shipper's false declaration or omission of important information, the shipper shall be liable for compensation.
Article 826 [Shipper's Obligation to Submit Relevant Documents] Where the carriage of goods requires approval, inspection and other formalities, the shipper shall submit the documents that have completed the relevant formalities to the carrier.
Article 827 [Shipper's Obligation to Pack Goods] The shipper shall pack the goods in the agreed manner. If there is no agreement on the packaging method or the agreement is not clear, the provisions of Article 619 of this Law shall apply.
If the shipper violates the provisions of the preceding paragraph, the carrier may refuse carriage.
Article 828 [Transportation of Dangerous Goods] Where a shipper consigns flammable, explosive, toxic, corrosive, radioactive and other dangerous goods, it shall properly pack the dangerous goods in accordance with the provisions of the State on the transportation of dangerous goods, make signs and labels of dangerous goods, and submit written materials on the name, nature and preventive measures of dangerous goods to the carrier.
If the shipper violates the provisions of the preceding paragraph, the carrier may refuse to carry, or may take corresponding measures to avoid the occurrence of the loss, and the expenses thus incurred shall be borne by the shipper.
Article 829 [Shipper's right to modify or terminate the contract of carriage] Before the carrier delivers the goods to the consignee, the shipper may require the carrier to suspend the carriage, return the goods, change the place of arrival or hand over the goods to another consignee, but shall compensate the carrier for the loss suffered as a result.
Article 230 [Pick-up] After the arrival of the goods, if the carrier knows the consignee, it shall notify the consignee in time, and the consignee shall pick up the goods in time. If the consignee takes delivery of the goods within the time limit, it shall pay the carrier such expenses as storage fees.
Article 831 [Consignee's Inspection of Goods] When taking delivery of the goods, the consignee shall inspect the goods in accordance with the agreed time limit. If there is no agreement on the time limit for inspecting the goods or the agreement is not clear, and cannot be determined in accordance with the provisions of Article 510 of this Law, the goods shall be inspected within a reasonable period of time. If the consignee does not object to the quantity, damage, etc. of the goods within the agreed time limit or a reasonable period of time, it shall be deemed to be preliminary evidence that the carrier has delivered the goods in accordance with the records of the transport document.
Article 832 [Liability for damage to or loss of goods in the course of transport] The carrier shall be liable for damage to or loss of goods in the course of transport. However, the carrier shall not be liable if it proves that the damage or loss of the goods was caused by force majeure, the natural nature of the goods themselves or reasonable wear and tear, and the fault of the shipper or consignee.
Article 833 [Determination of Compensation for Goods] If the parties have agreed on the amount of compensation for damage to or loss of goods, the amount of compensation shall be calculated in accordance with their agreement; if there is no agreement or the agreement is unclear and cannot be determined in accordance with the provisions of Article 51 of this Law, the amount shall be calculated in accordance with the market price of the place where the goods arrived at the time of delivery or should be delivered. Where laws and administrative regulations provide otherwise for the method of calculating the amount of compensation and the amount of compensation, such provisions shall be followed.
Article 834 [Successive carriage] Where two or more carriers are intermodal by the same mode of transport, the carrier that has entered into a contract with the shipper shall be liable for the entire carriage; if the loss occurs in a section of transport, the carrier that has entered into the contract with the shipper and the carrier in that section shall be jointly and severally liable.
Article 835 [Freight handling of goods lost due to force majeure] If the goods are lost due to force majeure in the course of carriage and the freight has not been collected, the carrier may not request payment of the freight; if the freight has been collected, the shipper may request return. Where the law provides otherwise, such provisions shall prevail.
Article 836 [Carrier's Lien] If the shipper or consignee does not pay freight, storage fees or other charges, the carrier shall have a lien on the corresponding transported goods, unless otherwise agreed by the parties.
Article 837 [Carrier's deposit of goods] If the consignee is unknown or the consignee refuses to take delivery of the goods without justifiable reasons, the carrier may deposit the goods in accordance with the law.
Section IV Multimodal Transport Contracts
Article 838 [Multimodal transport operator shall be responsible for the performance or organization of the performance of the contract] The multimodal transport operator shall be responsible for the performance or organization of the performance of the multimodal transport contract and shall enjoy the rights and assume the obligations of the carrier for the entire transport.
Article 839 [Liability regime for multimodal transport contracts] The multimodal transport operator may agree with the carriers of the various segments participating in the multimodal transport on their mutual liability in respect of the various segments of the multimodal transport contract; however, the agreement does not affect the obligations of the multimodal transport operator for the entire transport.
Article 840 [Multimodal Transport Documents] When the multimodal transport operator receives the goods delivered by the shipper, it shall issue a multimodal transport document. At the request of the shipper, the multimodal transport document may be either a negotiable or a non-negotiable document.
Article 841 [Liability for fault of the shipper] If the multimodal transport operator suffers loss due to the fault of the shipper in consigning the goods, the shipper shall still be liable even if the shipper has transferred the multimodal transport document.
Article 842 [Legal Application of Liability of Multimodal Transport Operators] Where the damage or loss of goods occurs in a certain section of multimodal transport, the liability and limit of liability of the multimodal transport operator shall be subject to the relevant legal provisions adjusting the mode of transport in that section; if the transport section where the damage or loss of goods occurs cannot be determined, it shall be liable for compensation in accordance with the provisions of this chapter.
Chapter 20 Technology Contracts
Section 1 General Provisions
Article 843 [Definition of Technology Contract] A technology contract is a contract concluded by the parties to establish mutual rights and obligations in connection with the development, transfer, licensing, consulting or services of technology.
Article 844 [Purpose of the conclusion of a technology contract] The conclusion of a technology contract shall be conducive to the protection of intellectual property rights and the progress of science and technology, and promote the research and development, transformation, application and promotion of scientific and technological achievements.
Article 845 [Main Terms of Technology Contracts] The contents of a technology contract generally include the name of the project, the content, scope and requirements of the subject matter, the plan, place and method of performance, the confidentiality of technical information and materials, the attribution of technical achievements and the distribution of benefits, acceptance criteria and methods, and the interpretation of terms and terms.
The technical background information, feasibility demonstration and technical evaluation report, project task book and plan, technical standards, technical specifications, original design and process documents, and other technical documents related to the performance of the contract may be part of the contract in accordance with the agreement of the parties.
Where a technology contract involves a patent, the name of the invention-creation, the patent applicant and patentee, the date of application, the application number, the patent number and the term of validity of the patent right shall be indicated.
Article 846 [Technology Contract Price, Remuneration and Royalties] The method of payment of the technology contract price, remuneration or royalties shall be agreed upon by the parties, and may be paid in one lump sum, one lump sum or one lump sum, in installments, or in the form of a commission payment or a commission payment with an additional prepaid entry fee.
If the commission payment is agreed upon, it may be based on a certain percentage of the product price, the new output value, profit or product sales after the implementation of the patent and the use of the technical secret, or it may be calculated in other ways as agreed. The proportion of commission payment may be fixed, increased year by year or decreased year by year.
Where the commission payment is agreed upon, the parties may agree on the method of consulting the relevant accounting accounts.
Article 847 [Ownership of Property Rights of Job Technical Achievements] Where the right to use or transfer a job technical achievement belongs to a legal person or an unincorporated organization, the legal person or unincorporated organization may conclude a technical contract for the job technical achievement. When a legal person or an unincorporated organization concludes a technology contract to transfer a job-related technical achievement, the person who completes the job-related technical achievement shall have the right to give priority to the transfer under the same conditions.
The technical achievements of the post are the technical achievements accomplished in the performance of the work tasks of a legal person or an unincorporated organization, or mainly by using the material and technical conditions of a legal person or an unincorporated organization.
Article 848 [Property rights of non-job technical achievements] The right to use and transfer non-job technical achievements belongs to the individual who has completed the technical achievements, and the individual who has completed the technical achievements may conclude a technical contract for the non-job technical achievements.
Article 849 [Personal Ownership of Technological Achievements] Individuals who have completed technological achievements shall have the right to state in the relevant technological achievement documents that they are the completers of technological achievements and the right to obtain certificates of honor and awards.
Article 850 [Invalidity of Technology Contracts] A technology contract that illegally monopolizes technology or infringes on the technological achievements of others is invalid.
Section 2 Technology Development Contract
Article 851 [Definition of Technology Development Contract and Contract Form] A technology development contract is a contract concluded between the parties for the research and development of new technologies, new products, new processes, new varieties or new materials and their systems.
Technology development contracts include commissioned development contracts and cooperative development contracts.
Technology development contracts shall be in writing.
The contract concluded between the parties for the transformation of scientific and technological achievements of practical value shall refer to the relevant provisions of the applicable technology development contract.
Article 852 [Obligations of the Principal of the Entrusted Development Contract] The principal of the entrusted development contract shall, in accordance with the agreement, pay research and development funds and remuneration, provide technical information, put forward research and development requirements, complete collaborative matters, and accept the results of research and development.
Article 853 [Obligations of the Research and Development Person of the Entrusted Development Contract] The research and development person of the entrusted development contract shall formulate and implement the research and development plan in accordance with the agreement, use the research and development funds rationally, complete the research and development work on schedule, and deliver the research and development results, Provide relevant technical information and necessary technical guidance to help the client master the research and development results.
Article 854 [Liability for breach of contract of entrusted development contract] If the parties to the entrusted development contract violate the agreement and cause the research and development work to stagnate, delay or fail, they shall bear the liability for breach of contract.
Article 855 [Main obligations of the parties to a cooperative development contract] The parties to a cooperative development contract shall make investments in accordance with the agreement, including investment in technology, division of labor to participate in research and development work, and cooperation in research and development work.
Article 856 [Liability for Breach of a Cooperative Development Contract] If the parties to a cooperative development contract violate the agreement and cause the research and development work to be stalled, delayed or failed, they shall be liable for breach of contract.
Article 857 [Dissolution of Technology Development Contract] If the technology that is the subject of a technology development contract has been disclosed by another person, making the performance of the technology development contract meaningless, the parties may terminate the contract.
Article 858 [Risk Burden and Notification Obligation of Technology Development Contract] If the research and development fails or partially fails due to insurmountable technical difficulties during the performance of the technology development contract, the risk shall be agreed upon by the parties. If there is no agreement or the agreement is unclear and cannot be determined according to the provisions of Article 510 of this Law, the risks shall be reasonably shared by the parties.
When a party discovers the circumstances specified in the preceding paragraph that may cause the research and development to fail or partially fail, it shall promptly notify the other party and take appropriate measures to reduce the loss; if it fails to notify in time and take appropriate measures, resulting in an increase in the loss, it shall be liable for the increased loss.
Article 859 [Attribution of Technical Achievements in Entrusted Development Contracts] For an invention-creation commissioned for development, unless otherwise provided by law or otherwise agreed by the parties, the right to apply for a patent belongs to the research and developer. If the research and development person obtains a patent right, the client may enforce the patent in accordance with the law.
If the research and development person transfers the right to apply for a patent, the principal shall have the right to give priority to the transfer under the same conditions.
Article 860 [Attribution of Technical Achievements in Cooperative Development Contracts] For an invention-creation completed by cooperative development, the right to apply for a patent belongs to the parties to the cooperative development; if one of the parties transfers its common patent application right, the other parties shall have the right to give priority to the transfer under the same conditions. However, unless otherwise agreed by the parties.
If one of the parties to the cooperative development declares to waive its common patent application right, unless otherwise agreed by the parties, the other party may apply separately or jointly by the other parties. If the applicant obtains a patent right, the party that waives the right to apply for a patent may implement the patent free of charge.
If one of the parties to the cooperative development does not agree to apply for a patent, the other party or other parties may not apply for a patent.
Article 861 [Ownership and Sharing of Technical Secret Achievements] The right to use, transfer, and distribution of proceeds of technical secret achievements commissioned for development or cooperative development shall be agreed upon by the parties; there is no agreement or the agreement is unclear, in accordance with this If the provisions of Article 504 of this Law are still uncertain, the parties have the right to use and transfer before the same technical solution is granted a patent right. However, the research and development person entrusted with the development shall not transfer the research and development results to a third party before delivering the research and development results to the client.
Section 3 Technology Transfer Contracts and Technology Licensing Contracts
Article 862 [Definition of Technology Transfer Contract and Technology Licensing Contract] A technology transfer contract is a contract concluded by a person who legally owns a technology and assigns the rights related to an existing specific patent, patent application or technology secret to another person.
A technology licensing contract is a contract concluded by the right holder who legally owns the technology and licenses the relevant rights of the existing specific patents and technical secrets to others for implementation and use.
The agreement in the technology transfer contract and the technology license contract on the provision of special equipment and raw materials for the implementation of the technology or the provision of relevant technical advice and technical services shall be an integral part of the contract.
Article 863 [Types and Forms of Technology Transfer Contracts and Technology Licensing Contracts] Technology transfer contracts include contracts for the transfer of patent rights, the transfer of patent application rights, the transfer of technology secrets, etc.
Technology licensing contracts include contracts such as patent implementation licenses and technology secret use licenses.
Technology transfer contracts and technology licensing contracts shall be in written form.
Article 864 [Restrictive clauses of technology transfer contracts and technology licensing contracts] Technology transfer contracts and technology licensing contracts may stipulate the scope of the implementation of patents or the use of technology secrets, but shall not restrict technology competition and technology development.
Article 865 [Restrictions on Patent Enforcement License Contracts] A patent enforcement license contract is valid only for the duration of the patent right. If the term of validity of the patent right expires or the patent right is declared invalid, the patentee may not enter into a patent licensing contract with another person in respect of the patent.
Article 866 [Main Obligations of the Licensor of a Patent Implementation Licensing Contract] The licensor of a patent implementation licensing contract shall, in accordance with the agreement, license the licensee to implement the patent, deliver the technical information related to the implementation of the patent, and provide the necessary technical guidance.
Article 867 [Main Obligations of the Licensee of a Patent Enforcement License Contract] The licensee of a patent enforcement license contract shall implement the patent in accordance with the agreement, shall not license a third party other than the agreement to implement the patent, and shall pay royalties in accordance with the agreement.
Article 868 [Main obligations of the transferor and licensor of the technology secret] The transferor of the technology secret transfer contract and the licensor of the technology secret use license contract shall, in accordance with the agreement, provide technical information, provide technical guidance, ensure the practicality and reliability of the technology, and assume the obligation of confidentiality.
The obligation of confidentiality provided for in the preceding paragraph shall not restrict the licensor from applying for a patent, unless otherwise agreed by the parties.
Article 869 [Main Obligations of Transferee and Licensee of Technology Secret] The transferee of a technology secret transfer contract and the licensee of a technology secret use license contract shall use the technology in accordance with the agreement, pay the transfer fee and the use fee, and bear the obligation of confidentiality.
Article 870 [Obligations of Assignors of Technology Transfer Contracts and Licensors of Technology Licensing Contracts] Assignors of technology transfer contracts and licensors of technology licensing contracts shall ensure that they are the legal owners of the technology provided and that the technology provided is complete, error-free and effective, and can achieve the agreed objectives.
Article 871 [Confidentiality Obligations of Transferee of Technology Transfer Contract and Licensee of Technology Licensing Contract] The transferee of a technology transfer contract and the licensee of a technology licensing contract shall, in accordance with the agreed scope and time limit, bear the obligation of confidentiality for the undisclosed secret part of the technology provided by the transferor and licensor.
Article 872 [Licensor and Transferor Liability for Breach of Contract] If the licensor fails to license the technology in accordance with the agreement, it shall return part or all of the royalties and shall bear the liability for breach of contract; if the implementation of the patent or the use of the technical secret exceeds the scope of the agreement, the license to the third party to implement the patent or use the technical secret in violation of the agreement shall stop the breach of contract and bear the responsibility.
The provisions of the preceding paragraph shall apply by reference to the liability of the assignor for breach of contract.
Article 873 [Liability of Licensee and Assignee for Breach of Contract] If the licensee fails to pay the royalties in accordance with the agreement, it shall pay the royalties and pay liquidated damages in accordance with the agreement; if it fails to pay the royalties or pay liquidated damages, it shall stop the implementation of the patent or the use of the technical secrets, return the technical materials, and bear the liability for breach of contract, if a third party is licensed to implement the patent or use the technical secret without the consent of the licensor, the breach of contract shall be stopped and the liability for breach of contract shall be borne; if the agreed confidentiality obligation is violated, the liability for breach of contract shall be borne.
Where the assignee is liable for breach of contract, reference shall be made to the provisions of the preceding paragraph.
Article 874 [Tort liability of transferee and licensee] If the transferee or licensee infringes the legitimate rights and interests of others by implementing a patent or using a technical secret in accordance with the agreement, the transferor or licensor shall be liable, unless otherwise agreed by the parties.
Article 875 [Ownership and Sharing of Subsequent Technological Achievements] The parties may, in accordance with the principle of mutual benefit, stipulate in the contract the sharing method of the technological achievements for the subsequent improvement of the implementation of patents and the use of technological secrets; if there is no agreement or the agreement is unclear, and it cannot be determined according to the provisions of Article 51 of this Law, the other parties have no right to share the technological achievements of the subsequent improvement of one party.
Article 876 [Transfer and licensing of other intellectual property rights] The transfer and licensing of other intellectual property rights such as the exclusive right of integrated circuit layout design, the right of new plant varieties, the copyright of computer software, etc., shall be governed by reference to the relevant provisions of this section.
Article 877 [Application of Law to Technology Import and Export Contracts or Patent and Patent Application Contracts] Where laws or administrative regulations provide otherwise for technology import and export contracts or patent and patent application contracts, such provisions shall prevail.
Section IV Technical Consulting Contracts and Technical Service Contracts
Article 878 [Definition of Technical Consulting Contract and Technical Service Contract] A technical consulting contract is a contract concluded by one of the parties to provide the other party with technical knowledge to provide feasibility studies, technical forecasts, thematic technical surveys, analysis and evaluation reports on a specific technical project.
A technical service contract is a contract concluded by one of the parties to solve specific technical problems for the other party with technical knowledge, excluding contracts for contracting and construction projects.
Article 879 [Obligations of the Client of a Technical Consulting Contract] The client of a technical consulting contract shall, in accordance with the agreement, clarify the issues to be consulted, provide technical background materials and relevant technical information, accept the results of the work of the trustee, and pay remuneration.
Article 880 [Obligations of the trustee of a technical consulting contract] The trustee of a technical consulting contract shall complete the consulting report or answer questions in accordance with the agreed time limit, and the consulting report submitted shall meet the agreed requirements.
Article 881 [Liability for Breach of a Technical Consulting Contract] If the principal of a technical consulting contract fails to provide the necessary information in accordance with the agreement, affects the progress and quality of the work, and does not accept or late accepts the results of the work, the remuneration paid shall not be recovered, and the unpaid remuneration shall be paid.
If the trustee of a technical consulting contract fails to submit a consulting report on schedule or the consulting report submitted does not conform to the agreement, he shall bear the liability for breach of contract such as reduction or exemption of remuneration.
The principal of a technical consulting contract shall bear the losses caused by the decision-making of the trustee in accordance with the consulting report and opinions of the trustee in accordance with the agreed requirements, unless otherwise agreed by the parties.
Article 882 [Obligations of the Client of a Technical Service Contract] The client of a technical service contract shall provide working conditions, complete cooperation matters, accept the results of the work and pay remuneration in accordance with the agreement.
Article 883 [Obligations of the trustee of a technical service contract] The trustee of a technical service contract shall complete the service project, solve technical problems, ensure the quality of work, and impart knowledge of solving technical problems in accordance with the agreement.
Article 884 [Liability for Breach of a Technical Service Contract] If the principal of a technical service contract fails to perform his contractual obligations or does not perform his contractual obligations in accordance with the agreement, affecting the progress and quality of the work, and does not accept or late accepting the results of the work, the remuneration paid shall not be recovered and the unpaid remuneration shall be paid.
If the trustee of a technical service contract fails to complete the service work in accordance with the agreement, he shall bear the liability for breach of contract such as exemption of remuneration.
Article 885 [Attribution of Innovative Technological Achievements] During the performance of a technical consulting contract or a technical service contract, new technical achievements completed by the trustee using the technical information and working conditions provided by the client belong to the trustee. The new technical achievements completed by the principal using the work results of the trustee belong to the principal. If the parties agree otherwise, they shall follow their agreement.
Article 886 [Burden of Work Expenses] If the technical consulting contract and the technical service contract do not agree on the burden of the expenses required by the trustee for the normal performance of the work, or the agreement is not clear, the trustee shall bear the burden.
Article 887 [Application of Law to Technical Intermediary Contracts and Technical Training Contracts] Where laws and administrative regulations provide otherwise for technical intermediary contracts and technical training contracts, such provisions shall be followed.
Chapter XXI Safekeeping Contracts
Article 888 [Definition of custody contract] A custody contract is a contract in which the custodian takes custody of the custody delivered by the depositor and returns the property.
If the depositor engages in shopping, dining, accommodation and other activities at the custodian and stores the goods in the designated place, it shall be regarded as safekeeping, unless the parties agree otherwise or have other trading habits.
Article 889 [Custodial Fee] The depositor shall pay the custodial fee to the custodian in accordance with the agreement.
If the parties have not agreed on the storage fee or the agreement is not clear, and it cannot be determined in accordance with the provisions of Article 501 of this Law, it shall be regarded as free custody.
Article 890 [Time of formation of the contract of custody] The contract of custody shall be formed when the custody is delivered, unless otherwise agreed by the parties.
Article 891 [Obligation of the custodian to issue a custodial certificate] Where the depositor delivers the custody to the custodian, the custodian shall issue a custodial certificate, unless there is another trading habit.
Article 892 [Obligation of Custodian to Properly Keep] The custodian shall properly keep the custody.
The parties may agree on the place or method of storage. Except in case of emergency or in order to safeguard the interests of the depositor, the place or method of storage shall not be changed without authorization.
Article 893 [Obligation of the depositor to inform] If the custody delivered by the depositor is defective or special custody measures are required according to the nature of the custody, the depositor shall inform the depositor of the relevant situation. If the depositor fails to inform, the depositary shall not be liable for damage to the custody; if the depositary suffers damage as a result, the depositary shall be liable for compensation unless the depositary knows or should know and fails to take remedial measures.
Article 894 [Obligation of the custodian to keep the custody in person] The custodian shall not transfer the custody to a third party for safekeeping, unless otherwise agreed by the parties.
If the custodian, in violation of the provisions of the preceding paragraph, transfers the custody to a third person for safekeeping and causes damage to the custody, it shall be liable for compensation.
Article 895 [Obligation of the custodian not to use or permit others to use the custody] The custodian shall not use or permit a third party to use the custody, unless otherwise agreed by the parties.
Article 896 [Obligation of the custodian to return the custody and notify the depositor] Where a third party claims the right to the custody, the custodian shall perform the obligation to return the custody to the depositor, in addition to taking preservation or enforcement measures against the custody in accordance with the law.
If a third party brings a lawsuit against the custodian or applies for the seizure of the custody, the custodian shall promptly notify the depositor.
Article 897 [Custodian's Liability] During the period of custody, if the custody is damaged or lost due to improper custody of the custodian, the custodian shall be liable for compensation. However, the gratuitous custodian shall not be liable for compensation if he proves that he has not committed intentional or gross negligence.
Article 898 [Obligation of the depositor to declare] Where the depositor deposits currency, securities or other valuables, it shall declare to the custodian, and the custodian shall check and accept or seal the deposit; if the depositor fails to declare, the article After the damage or loss, the custodian may compensate according to the general article.
Article 899 [Receiving custody] The depositor may receive the custody at any time.
If the parties have not agreed on the period of custody or the agreement is not clear, the custodian may request the depositor to collect the custody at any time; if the custody period is agreed, the custodian shall not request the depositor to collect the custody in advance without special reasons.
Article 900 [Return of Custody and Its Fawings] Where the period of custody expires or the depositor receives the custody in advance, the depositor shall return the original and its fruits to the depositor.
Article 801 [Consumer Custody Contract] Where the custodian keeps currency, he may return the same type and quantity of currency; where he keeps other substitutes, he may return the same type, quality and quantity of goods in accordance with the agreement.
Article 92 [Period of Payment of Custody Fees] In the case of a paid custody contract, the depositor shall pay the custodial fee to the custodian in accordance with the agreed period.
If the parties have not agreed on the time limit for payment or the agreement is unclear, and cannot be determined in accordance with the provisions of Article 51 of this Law, the payment shall be made at the same time as the custody is received.
Article 93 [Custodian Lien] If the depositor fails to pay the custody fee or other expenses as agreed, the custodian shall have a lien on the custody, unless otherwise agreed by the parties.
Chapter 22 Warehousing Contracts
Article 940 [Definition of Storage Contract] A storage contract is a contract in which the custodian stores the storage materials delivered by the depositor and the depositor pays the storage fee.
Article 95 [Time of Establishment of Storage Contract] The storage contract shall be established when the custodian and the depositor have the same intention.
Article 96 [Storage of Dangerous Goods and Perishable Goods] Where flammable, explosive, toxic, corrosive, radioactive and other dangerous goods or perishable goods are stored, the depositor shall explain the nature of the goods and provide relevant information.
If the depositor violates the provisions of the preceding paragraph, the custodian may refuse to accept the storage, or may take corresponding measures to avoid the occurrence of losses, and the expenses incurred shall be borne by the depositor.
If the custodian stores flammable, explosive, toxic, corrosive, radioactive and other dangerous goods, it shall have the corresponding storage conditions.
Article 907 [Obligations of the Custodian for Acceptance and Compensation for Damages] The Custodian shall inspect and accept the stored goods in accordance with the agreement. If the custodian discovers that the stored goods are not in conformity with the agreement during the acceptance, it shall notify the depositor in a timely manner. After the acceptance of the custodian, if the variety, quantity and quality of the stored goods do not conform to the agreement, the custodian shall be liable for compensation.
Article 98 [Obligation of Custodian to Issue Warehouse Receipt and Receipt Receipt] Where the depositor delivers the stored goods, the custodian shall issue warehouse receipts, receipt receipts and other documents.
Article 999 [Warehouse Receipt] The custodian shall sign or seal the warehouse receipt. Warehouse receipts include the following:
(I) the name and domicile of the depositor;
(II) the variety, quantity, quality, packaging and the number of pieces and marks of the stored goods;
(III) the standard of loss of stored goods;
(IV) storage sites;
(V) storage period;
(VI) storage charges;
If the (VII) warehouse has been insured, the insured amount, period and the name of the insurer;
(VIII) the person, place and date of filling.
Article 900 [Nature and Transfer of Warehouse Receipts] A warehouse receipt is a voucher for the withdrawal of stored goods. If the depositor or the holder of the warehouse receipt endorsements the warehouse receipt and signs or seals it with the custodian, the right to withdraw the warehouse may be transferred.
Article 911 [Stockholder or warehouse receipt holder has the right to inspect the warehouse or take samples] The custodian shall, at the request of the stockholder or warehouse receipt holder, agree to inspect the warehouse or take samples.
Article 912 [Obligation of Custodian to Notify Hazards] If the custodian discovers deterioration or other damage to the stored goods, it shall promptly notify the depositor or the holder of the warehouse receipt.
Article 913 [Custodian's Dangerous Reminder Obligation and Emergency Disposal] If the custodian discovers that the stored goods have deteriorated or other damage, endangering the safety and normal custody of other stored goods, it shall urge the depositor or the holder of the warehouse receipt to make the necessary disposal. Due to the urgency of the situation, the custodian may make the necessary disposal; however, the depositor or the holder of the warehouse receipt shall be notified of the situation in a timely manner afterwards.
Article 914 [Withdrawal of stored goods when the storage period is not clear] If the parties do not agree on the storage period or the agreement is not clear, the inventory holder or warehouse receipt holder may withdraw the stored goods at any time, and the custodian may also request the inventory holder or warehouse receipt holder to withdraw the stored goods at any time, but the necessary preparation time shall be given.
Article 915 [Expired Storage Period Expired Storage Material Withdrawal] At the expiration of the storage period, the inventory holder or warehouse receipt holder shall withdraw the storage material with the warehouse receipt, receipt receipt, etc. If the depositor or the holder of the warehouse receipt withdraws the goods late, the storage fee shall be charged; if the goods are withdrawn in advance, the storage fee shall not be reduced.
Article 916 [Late withdrawal of storage materials] If the storage period expires and the depositor or the holder of the warehouse receipt fails to withdraw the storage materials, the custodian may urge him to withdraw the storage materials within a reasonable period of time; if he fails to withdraw the storage materials within a reasonable period of time, the custodian may withdraw the storage materials.
Article 917 [Liability for Damages of the Custodian] During the storage period, if the storage property is damaged or lost due to improper storage, the custodian shall be liable for compensation. The custodian shall not be liable for compensation if the storage is deteriorated or damaged due to the natural nature of the storage itself, the packaging does not conform to the agreement or exceeds the effective storage period.
Article 918 [Application of safekeeping contracts] Where there is no provision in this Chapter, the relevant provisions of the safekeeping contract shall apply.
Chapter 23 Entrustment Contract
Article 999 [Definition of entrustment contract] A contract of entrustment is a contract in which the principal and the trustee agree that the trustee shall handle the affairs of the principal.
Article 920 [Delegation of authority] The principal may specifically entrust the trustee to handle one or more matters, or may generally entrust the trustee to handle all matters.
Article 921 [Prepayment and Advance Payment of Commissioned Expenses] The principal shall prepay the cost of handling the entrusted affairs. The principal shall reimburse the necessary expenses paid by the trustee for the handling of the entrusted affairs and pay interest.
Article 922 [The trustee shall handle the entrusted affairs in accordance with the instructions of the principal] The trustee shall handle the entrusted affairs in accordance with the instructions of the principal. If it is necessary to change the instructions of the principal, the consent of the principal shall be obtained; if it is difficult to contact the principal due to emergency, the trustee shall properly handle the entrusted affairs, but shall report the situation to the principal in a timely manner afterwards.
Article 923 [The trustee personally handles the entrusted affairs] The trustee shall personally handle the entrusted affairs. With the consent of the principal, the trustee may delegate. If the delegation is approved or ratified, the principal may directly instruct the third party to whom the delegation is entrusted, and the trustee shall only be liable for the selection of the third party and its instructions to the third party. If the delegation is not approved or ratified, the trustee shall be responsible for the acts of the third party to whom the delegation is made, except where the trustee needs to delegate to a third party in order to safeguard the interests of the principal in an emergency.
Article 924 [Reporting Obligations of the Trustee] The trustee shall, at the request of the principal, report on the handling of the entrusted affairs. When the entrustment contract is terminated, the trustee shall report the results of the entrustment.
Article 925 [the right of intervention of the principal] if the trustee enters into a contract with a third party in his own name and within the scope of the authorization of the principal, if the third party knows the agency relationship between the trustee and the principal at the time of conclusion of the contract, the contract directly binds the principal and the third party; however, unless there is definite evidence that the contract only binds the trustee and the third party.
Article 926 [the right of the principal to the third party and the right of the third party to choose] when the trustee enters into a contract with a third party in his own name, the third party does not know the agency relationship between the trustee and the principal, and the trustee fails to perform his obligations to the principal due to the third party, the trustee shall disclose the third party to the principal, and the principal may therefore exercise the trustee's rights to the third party. However, a third party would not have entered into a contract with the trustee if he had known of the principal at the time of the conclusion of the contract.
If the trustee fails to perform his obligations to the third party due to the principal, the trustee shall disclose the principal to the third party, and the third party may therefore choose the trustee or the principal as the relative to claim its rights, but the third party may not change the selected relative.
If the principal exercises the rights of the trustee against a third party, the third party may claim its defense against the trustee from the principal. If a third party chooses the principal as its counterpart, the principal may assert his defense against the trustee and the trustee's defense against the third party.
Article 927 [Transfer of benefits by the trustee] The property acquired by the trustee in handling the entrusted affairs shall be transferred to the principal.
Article 928 [Payment of Remuneration by the Principal] If the trustee completes the entrusted affairs, the principal shall pay the remuneration to him in accordance with the agreement.
If the entrustment contract is terminated or the entrustment affairs cannot be completed due to reasons not attributable to the trustee, the principal shall pay the trustee the corresponding remuneration. If the parties agree otherwise, they shall follow their agreement.
Article 929 [Liability of the trustee] For a paid entrustment contract, if the trustee's fault causes the principal's loss, the principal may request compensation for the loss. For a gratuitous entrustment contract, if the trustee's intentional or gross negligence causes the principal's loss, the principal may request compensation for the loss.
If the trustee exceeds his authority and causes losses to the principal, he shall compensate for the losses.
Article 930 [Liability of the Principal] If the trustee, when dealing with the entrusted affairs, suffers losses for reasons not attributable to himself, he may request compensation from the principal for the losses.
Article 931 [The principal shall entrust another person to handle the affairs] The principal may, with the consent of the trustee, entrust a third person other than the trustee to handle the entrusted affairs. If the trustee suffers losses as a result, the trustee may request compensation from the principal for the losses.
Article 932 [Joint entrustment] Where two or more trustees jointly handle the entrusted affairs, they shall be jointly and severally liable to the principal.
Article 933 [Dissolution of the entrustment contract] The principal or trustee may terminate the entrustment contract at any time. If the loss of the other party is caused by the termination of the contract, except for the reasons that cannot be attributed to the party, the party of the non-compensation entrustment contract shall compensate for the direct loss caused by the improper termination time, and the party of the paid entrustment contract shall compensate the other party for the direct loss and the benefits that can be obtained after the performance of the contract.
Article 934 [Termination of the entrustment contract] If the principal dies, terminates or the trustee dies, loses civil capacity or terminates, the entrustment contract shall be terminated; however, unless the parties agree otherwise or it is inappropriate to terminate according to the nature of the entrusted affairs.
Article 935 [The trustee continues to handle the entrusted affairs] If the termination of the entrustment contract due to the death of the principal or the declaration of bankruptcy or dissolution of the principal will harm the interests of the principal, the trustee shall continue to handle the entrusted affairs before the heirs, estate administrators or liquidators of the principal accept the entrusted affairs.
Article 936 [Obligations of the trustee's heirs, etc.] If the trustee's death, loss of civil capacity, or being declared bankrupt or dissolved, resulting in the termination of the entrustment contract, the trustee's heirs, estate administrators, legal representatives or The liquidator shall promptly notify the principal. If the termination of the entrustment contract will harm the interests of the principal, the heirs, estate managers, legal representatives or liquidators of the trustee shall take necessary measures before the principal makes the aftermath.
Chapter 24 Property Service Contracts
Article 937 [Definition of Property Service Contract] A property service contract is a contract in which the property service provider provides the owner with property services such as the maintenance and maintenance of the building and its ancillary facilities, the management and maintenance of environmental sanitation and related order, and the owner pays the property fee.
Property service providers include property service companies and other managers.
Article 938 [Contents and Forms of Property Service Contracts] The contents of a property service contract generally include service items, service quality, service fee standards and collection methods, use of maintenance funds, management and use of service rooms, service period, service handover and other provisions.
The public service commitment made by the property service provider in favor of the owner is an integral part of the property service contract.
The realty service contract shall be in written form.
Article 939 [Validity of Property Service Contracts] The preliminary property service contracts concluded between the construction unit and the property service providers in accordance with the law, and the property service contracts concluded between the owners' committee and the property service providers selected by the owners' assembly in accordance with the law, are legally binding on the owners.
Article 940 [Statutory Termination Conditions for Pre-Property Service Contracts] Before the expiration of the service period stipulated in the pre-property service contract concluded between the construction unit and the property service provider in accordance with the law, the property service contract concluded between the owner committee or the owner and the new property service provider becomes effective, the pre-property service contract shall be terminated.
Article 941 [Conditions and Restrictions for the Transfer of Property Services] If a property service provider entrusts some of the special service items in the property service area to a professional service organization or other third party, it shall be responsible to the owner for such special service items.
The property service provider shall not entrust all the property services it should provide to a third party, or entrust all the property services to a third party after dismembering.
Article 942 [General Obligations of Property Service Persons] Property service persons shall, in accordance with the agreement and the nature of the use of the property, properly repair, maintain, clean, green, and operate and manage the common parts of the owners in the property service area, and maintain the property The basic order in the service area shall take reasonable measures to protect the personal and property safety of the owners.
For violations of relevant laws and regulations on public security, environmental protection, and fire protection in the property service area, the property service person shall promptly take reasonable measures to stop, report to the relevant administrative department and assist in handling.
Article 943 [Information Disclosure Obligation of Property Servicers] Property Servicers shall regularly disclose the service items, responsible personnel, quality requirements, charging items, charging standards, performance, as well as the use of maintenance funds, and the common part of the owners. The operation and income of the company shall be disclosed to the owners in a reasonable manner and reported to the owners' assembly and the owners' committee.
Article 944 [Obligation of Owners to Pay Property Fees] Owners shall pay property fees to property service providers in accordance with the agreement. If the property service provider has provided services in accordance with the agreement and relevant regulations, the owner shall not refuse to pay the property fee on the grounds that he has not accepted or does not need to accept the relevant property services.
If the owner fails to pay the property fee within the time limit in violation of the agreement, the property service provider may urge him to pay within a reasonable period of time; if he still fails to pay within the reasonable period of time, the property service provider may file a lawsuit or apply for arbitration.
The property service person shall not take the means of stopping power supply, water supply, heat supply, gas supply, etc. to urge the payment of property fees.
Article 945 [Obligation of Owners to Inform and Assist] If an owner decorates a house, he shall inform the property service person in advance, abide by the reasonable precautions prompted by the property service person, and cooperate with him in necessary on-site inspections.
If the owner transfers or rents the exclusive part of the property, establishes the right of residence or changes the use of the common part in accordance with the law, he shall promptly inform the property service provider of the relevant information.
Article 946 [Owners' Right to Arbitrary Dismissal of Contracts] If the owners jointly decide to dismiss the property service provider in accordance with legal procedures, the property service contract may be terminated. If a decision is made to dismiss a job, the property servicer shall be notified in writing 60 days in advance, unless the contract stipulates otherwise for the notice period.
If the termination of the contract in accordance with the provisions of the preceding paragraph causes losses to the property service person, the owner shall compensate for the losses, except for the reasons that cannot be attributed to the owner.
Article 947 [Renewal of Property Service Contract] If the owners jointly decide to renew their employment before the expiration of the property service period, they shall renew the property service contract with the original property service provider before the expiration of the contract period.
Before the expiration of the property service period, if the property service provider does not agree to renew the employment, it shall notify the owner or the owners' committee in writing 90 days before the expiration of the contract period, unless the contract stipulates otherwise on the notice period.
Article 948 [Irregular Property Service Contract] After the expiration of the property service period, the owner has not made a decision to renew or hire another property service person in accordance with the law. If the property service person continues to provide property services, the original property service contract shall continue to be valid, but The service period is irregular.
The parties may terminate the irregular property service contract at any time, but shall notify the other party in writing 60 days in advance.
Article 949 [Transfer Obligations and Legal Responsibilities of the Property Service Provider] If the property service contract is terminated, the original property service provider shall withdraw from the property service area within the agreed time limit or within a reasonable time limit, return the property service room, related facilities, and relevant materials necessary for the property service to the owners' committee, the owner who decides to manage himself or the person designated by him, and cooperate with the new property service provider to complete the handover, and truthfully inform the use and management of the property.
If the original property service provider violates the provisions of the preceding paragraph, he shall not request the owner to pay the property fee after the termination of the property service contract; if the owner loses, he shall compensate for the loss.
Article 950 [Post-contractual Obligations of the Property Service Provider] After the termination of the property service contract, the original property service provider shall continue to handle the property service matters and may request the owner to pay the property fee for that period before the owner or the new property service provider selected by the owners' assembly or the owner who decides to manage it himself takes over.
Chapter 25 Disciplinary Contracts
Article 951 [Definition of a disciplinary contract] A disciplinary contract is a contract in which a disciplinary person engages in trading activities for a principal in his own name and the principal pays remuneration.
Article 952 [Obligation of the disciplinor to bear the expenses] The expenses incurred by the disciplinor in handling the entrusted affairs shall be borne by the disciplinor, unless otherwise agreed by the parties.
Article 953 [Obligation of Custody of the Disciplinarian] Where a disciplinarian is in possession of the entrusted property, he shall keep the entrusted property properly.
Article 954 [Obligation of the Disciplinary Person to Dispose of the Entrusted Object] If the entrusted object is defective or perishable or deteriorated when it is delivered to the Disciplinary Person, the Disciplinary Person may dispose of the object with the consent of the Principal; if the Disciplinary Person cannot get in touch with the Principal in a timely manner, the Disciplinary Person may dispose of the object reasonably.
Article 955 [Obligation of the broker to buy and sell at the price specified by the principal] Where the broker sells at a price lower than the price specified by the principal or buys at a price higher than the price specified by the principal, the consent of the principal shall be obtained; if the broker compensates for the difference without the consent of the principal, the sale shall have effect on the principal.
If the broker sells at a price higher than the price specified by the principal or buys at a price lower than the price specified by the principal, the remuneration may be increased in accordance with the agreement; if there is no agreement or the agreement is not clear, and it cannot be determined in accordance with the provisions of Article 510 of this Law, the interest belongs to the principal.
If the principal has a special instruction on the price, the trader shall not sell or buy in violation of the instruction.
Article 956 [Interventional Right of Discipliners] When a disciplinaryperson sells or buys a commodity with market pricing, the disciplinaryperson himself may act as a buyer or seller, unless the principal has a contrary intention.
If the trader has the circumstances specified in the preceding paragraph, he may still request the principal to pay remuneration.
Article 957 [The principal shall receive, retrieve and dispose of the entrusted property in a timely manner and the trustee-trader shall deposit the entrusted property in accordance with the agreement] The trustee-trader shall receive the entrusted property in a timely manner. If, after being urged by the broker, the principal refuses to accept it without justifiable reasons, the broker may, in accordance with the law, deposit the entrusted property.
If the entrusted property cannot be sold or the principal withdraws the sale, and the trustee does not take back or dispose of the property after being urged by the trustee-trader, the trustee-trader may deposit the entrusted property in accordance with the law.
Article 958 [Obligations of Discipliners for Direct Performance] Where a disciplinor enters into a contract with a third party, the disciplinor shall have direct rights and obligations under the contract.
If the third party fails to perform its obligations and causes damage to the principal, the discipline broker shall be liable for compensation, unless otherwise agreed between the discipline broker and the principal.
Article 959 [Disciplinarian's Right to Request Remuneration and Lien] If the disciplinarian completes or partially completes the entrusted affairs, the principal shall pay him the corresponding remuneration. If the principal fails to pay the remuneration within the time limit, the broker shall have a lien on the entrusted property, unless otherwise agreed by the parties.
Article 960 [Reference to the applicable entrustment contract] Where this chapter does not provide for, reference shall be made to the relevant provisions of the applicable entrustment contract.
Chapter 26 Intermediary Contracts
Article 961 [Definition of Intermediary Contract] An intermediary contract is a contract in which an intermediary reports to the principal on the opportunity to conclude a contract or provides intermediary services for the conclusion of a contract, and the principal pays remuneration.
Article 962 [Intermediary Reporting Obligations] The intermediary shall truthfully report to the principal on matters relating to the conclusion of the contract.
If an intermediary intentionally conceals important facts relating to the conclusion of a contract or provides false information to the detriment of the interests of the principal, it shall not request payment of remuneration and shall be liable for compensation.
Article 963 [Intermediary's Right to Request Remuneration] Where an intermediary facilitates the formation of a contract, the principal shall pay remuneration in accordance with the agreement. If there is no agreement on the remuneration of the intermediary or the agreement is not clear, and it cannot be determined in accordance with the provisions of Article 51 of this Law, it shall be reasonably determined according to the labor services of the intermediary. If the establishment of a contract is facilitated by the intermediary's provision of media services for the conclusion of the contract, the parties to the contract shall bear the remuneration of the intermediary on an equal basis.
If the intermediary facilitates the establishment of the contract, the cost of the intermediary's activities shall be borne by the intermediary.
Article 964 [Intermediary's Right to Request Necessary Expenses] If an intermediary fails to facilitate the formation of a contract, it may not request payment of remuneration; however, it may request the principal to pay the necessary expenses incurred in engaging in intermediary activities in accordance with the agreement.
Article 965 [Consequences of Private Contract between the Principal and a Third Party] If, after accepting the services of an intermediary, the principal takes advantage of the trading opportunities or media services provided by the intermediary to bypass the intermediary and directly conclude a contract, he shall pay remuneration to the intermediary.
Article 966 [Reference to the applicable entrustment contract] If there is no provision in this chapter, reference shall be made to the relevant provisions of the applicable entrustment contract.
Chapter 27 Partnership Contracts
Article 967 [Definition of Partnership Contract] A partnership contract is an agreement between two or more partners to share benefits and risks for a common business purpose.
Article 968 [Partner's Performance of Capital Contribution Obligations] Partners shall perform their capital contribution obligations in accordance with the agreed manner, amount and time limit for payment.
Article 969 [Partnership Property] A partner's capital contribution, proceeds and other property obtained in accordance with the law as a result of partnership affairs shall be partnership property.
Before the termination of the partnership contract, the partners may not request the division of the partnership property.
Article 970 [Execution of Partnership Affairs] Where a partner makes a decision on partnership affairs, it shall be subject to the unanimous consent of all the partners, unless otherwise agreed in the partnership contract.
The partnership affairs shall be carried out jointly by all the partners. In accordance with the agreement of the partnership contract or the decision of all the partners, one or more partners may be entrusted to carry out the partnership affairs.
If the partners perform the partnership affairs separately, the executive partner may object to the affairs performed by the other partners; after the objection is made, the other partners shall suspend the execution of the affairs.
Article 971 [Remuneration for the Execution of Partnership Affairs] A partner may not request remuneration for the execution of partnership affairs, unless otherwise agreed in the partnership contract.
Article 972 [Profit Distribution and Loss Sharing of Partnership] The profit distribution and loss sharing of the partnership shall be handled in accordance with the agreement of the partnership contract; If there is no agreement or the agreement is not clear in the partnership contract, it shall be decided by the partners through consultation. If the negotiation fails, the partners shall distribute and share according to the proportion of paid-in capital. If the proportion of capital contribution cannot be determined, the partners shall distribute and share equally.
Article 973 [Joint and several liability and recourse rights of partners] Partners are jointly and severally liable for partnership debts. A partner who pays off a partnership debt in excess of his or her share shall have the right to recover it from the other partners.
Article 974 [Transfer by a partner of his or her share of property] Unless otherwise agreed in the partnership contract, the transfer of all or part of his or her share of property to a person other than the partner shall be subject to the unanimous consent of the other partners.
Article 975 [Partner's Rights Subrogation] A partner's creditor may not subrogation to exercise the partner's rights in accordance with the provisions of this chapter and the partnership contract, except for the partner's right to claim the distribution of benefits.
Article 976 [Partnership Term] If a partner fails to agree on the partnership term or the agreement is unclear, and cannot be determined in accordance with the provisions of Article 51 of this Law, it shall be deemed to be an indefinite partnership.
If the partnership term expires and the partner continues to carry out the partnership affairs without any objection from the other partners, the original partnership contract shall continue to be valid, but the partnership term shall be indefinite.
A partner may terminate an indefinite partnership contract at any time, but shall notify the other partners before a reasonable period of time.
Article 977 [Termination of Partnership Contract] If a partner dies, loses civil capacity or terminates, the partnership contract shall be terminated; however, unless the partnership contract is otherwise agreed or it is inappropriate to terminate according to the nature of the partnership affairs.
Article 978 [Order of Distribution of Residual Partnership Property] After the termination of the partnership contract, if the partnership property has surplus after the payment of the expenses arising from the termination and the settlement of the partnership debts, it shall be distributed in accordance with the provisions of Article 972 of this Law.
Sub-part III Quasi-contract
Chapter 28 Management without cause
Article 979 [Definition of management without cause] If the administrator has no statutory or agreed obligation to manage the affairs of others in order to avoid loss of interests of others, he may request the beneficiary to reimburse the necessary expenses incurred in connection with the management of the affairs; if the administrator suffers losses in connection with the management of the affairs, he may request the beneficiary to give appropriate compensation.
If the management affairs do not conform to the true intention of the beneficiary, the administrator shall not enjoy the rights stipulated in the preceding paragraph, except where the true intention of the beneficiary violates the law or public order and good customs.
Article 980 [Application of law when the beneficiary enjoys management benefits] The management of the affairs of the administrator does not fall under the circumstances provided for in the preceding article, but if the beneficiary enjoys management benefits, the beneficiary shall assume the obligations provided for in the first paragraph of the preceding article to the administrator within the scope of the benefits it receives.
Article 981 [Obligation of the administrator to properly manage] The administrator shall manage the affairs of others in a manner favourable to the beneficiaries. If the interruption of management is detrimental to the beneficiaries, it shall not be interrupted without justifiable reasons.
Article 982 [Obligation of the administrator to notify] If the administrator manages the affairs of another person and is able to notify the beneficiary, it shall notify the beneficiary in a timely manner. If the affairs under management do not need to be dealt with urgently, they shall wait for the instructions of the beneficiary.
Article 983 [Administrator's Reporting and Delivery Obligations] After the end of management, the administrator shall report to the beneficiary on the management affairs. The property acquired by the administrator in the management of the affairs shall be transferred to the beneficiary in a timely manner.
Article 984 [Legal Effect of Beneficiary's Recognition] If the administrator's management affairs are recognized by the beneficiary afterwards, the relevant provisions of the entrustment contract shall apply from the beginning of the management affairs, unless otherwise indicated by the administrator.
Chapter 29 Unjust enrichment
Article 985 [Definition of Unjust Gain] Where a profitor has no legal basis for obtaining an improper benefit, the person suffering the loss may request the profitor to return the benefit obtained, except in one of the following circumstances:
payments made by the (I) in fulfilment of a moral obligation;
(II) the liquidation of debts before maturity;
The liquidation of a debt by the (III) knowing that it is not under an obligation to pay.
Article 986 [Exemption from the Obligation to Return of Bona Fide Gainers] Gainers who do not know and should not know that the benefits obtained have no legal basis, and the benefits obtained no longer exist, shall not assume the obligation to return the benefits.
Article 987 [Obligation of Malicious Gainers to Return] Where a gain person knows or should have known that there is no legal basis for the benefits obtained, the person who has suffered the loss may request the gain person to return the benefits obtained and compensate for the loss in accordance with the law.
Article 988 [Obligation to Return by Third Party] Where the profiteer has transferred the acquired benefits to a third party without compensation, the person who has suffered the loss may request the third party to assume the obligation to return within the corresponding scope.
Part IV Right of personality
Chapter I General Provisions
Article 989 [Scope of Adjustment of the Compilation of personality rights] This section adjusts civil relations arising from the enjoyment and protection of personality rights.
Article 990 [Definition of Personality Rights] Personality rights are the rights of life, body, health, name, name, portrait, reputation, honor, privacy and other rights enjoyed by civil subjects.
In addition to the personality rights provided for in the preceding paragraph, natural persons shall enjoy other personality rights and interests based on personal freedom and personal dignity.
Article 991 [The personality rights of civil subjects shall not be infringed] The personality rights of civil subjects shall be protected by law, and no organization or individual may infringe.
Article 992 [Prohibition of personality rights] personality rights may not be abandoned, transferred or inherited.
Article 993 [Permitted Use of Personality Marks] Civil subjects may license their own names, names, portraits, etc. to others, except where they are not permitted in accordance with the law or according to their nature.
Article 994 [Protection of the Personality Interests of the Deceased] If the name, portrait, reputation, honor, privacy, remains, etc. of the deceased are infringed, his spouse, children, and parents have the right to request the perpetrator to bear civil liability in accordance with the law; the deceased has no If the spouse or children and the parents have died, other close relatives have the right to request the perpetrator to bear civil liability in accordance with the law.
Article 995 Where the right of personality is infringed upon, the victim shall have the right to request the perpetrator to bear civil liability in accordance with the provisions of this Law and other laws. The provisions on the limitation of action shall not apply to the victim's right to stop the infringement, remove the obstruction, eliminate the danger, eliminate the influence, restore the reputation and make an apology.
Article 996 [Aggregation of Claims for Mental Damage] If the injured party chooses to request liability for breach of contract due to the breach of contract by one of the parties, which damages the personality rights of the other party and causes serious mental damage, the injured party shall not be affected in requesting compensation for mental damage.
Article 997 [Injunction of Personality Rights Acts] If a civil subject has evidence to prove that the perpetrator is committing or is about to commit an illegal act that infringes upon his personality rights, and failure to stop it in time will cause irreparable damage to his legitimate rights and interests, he has the right to apply to the people's court in accordance with the law to take measures to order the perpetrator to stop the relevant acts.
Article 998 [Main factors to be considered in determining liability for tort of personality] In determining that the perpetrator bears civil liability for infringement of personality rights other than the right to life, body and health, the occupation of the perpetrator and the victim, the scope of influence, the degree of fault, and the purpose, manner and consequences of the act shall be considered.
Article 999 [reasonable use of personality rights] those who carry out news reports, supervision by public opinion and other acts in the public interest may reasonably use the name, name, portrait and personal information of civil subjects; those who use unreasonable rights of personality of civil subjects shall bear civil liability according to law.
Article 1000 [Undertaking of civil liabilities such as elimination of influence, restoration of reputation, apology, etc.] Where the perpetrator bears civil liabilities such as elimination of influence, restoration of reputation, apology, etc. due to infringement of personality rights, it shall be in accordance with the specific method of the act and the scope of influence caused.
If the perpetrator refuses to bear the civil liability specified in the preceding paragraph, the people's court may implement it by publishing an announcement in newspapers, the Internet and other media or publishing effective judgment documents, and the expenses incurred shall be borne by the perpetrator.
Article 101 [Legal Application of Identity Rights] The protection of the identity rights of natural persons arising from marriage and family relations shall apply to the relevant provisions of Part I, Part V and other laws of this Law; if there are no provisions, the relevant provisions on the protection of personality rights in this part may be applied according to its nature.
Chapter II Right to Life, Body and Health
Article 102 [Right to Life] Natural persons enjoy the right to life. The safety and dignity of life of natural persons shall be protected by law. No organization or individual may infringe upon the right to life of others.
Article one thousand three [physical rights] natural persons enjoy physical rights. The physical integrity and freedom of movement of natural persons are protected by law. No organization or individual may infringe upon the physical rights of others.
Article 124 [Right to Health] Natural persons enjoy the right to health. The physical and mental health of natural persons is protected by law. No organization or individual may infringe upon the right to health of others.
Article 105 [Statutory Relief Obligations] Where a natural person's right to life, body, or health is violated or is in other situations of danger, the organization or individual with the statutory relief obligation shall provide timely relief.
Article 106 [Human Donation] A person with full capacity for civil conduct has the right to independently decide to donate his human cells, human tissues, human organs, and remains free of charge in accordance with the law. No organization or individual may force, deceive or induce them to donate.
Where a person with full capacity for civil conduct agrees to make a donation in accordance with the provisions of the preceding paragraph, it shall be in writing or may make a will.
If the natural person has not expressed his disagreement with the donation before his or her life, his or her spouse, adult children and parents may jointly decide to donate after the death of the natural person, and the decision to donate shall be made in writing.
Article 107 [Prohibition of Human Trading] It is forbidden to buy or sell human cells, human tissues, human organs and remains in any form.
Any sale in violation of the provisions of the preceding paragraph shall be null and void.
Article 108 [Human Clinical Trials] Where clinical trials are required for the development of new drugs, medical devices or the development of new prevention and treatment methods, they shall be approved by the relevant competent department in accordance with the law and reviewed and approved by the ethics committee. Or the guardian of the subject shall inform the subject of the details of the purpose, use and possible risks of the trial, and obtain his written consent.
For clinical trials, no trial fee shall be charged to the subjects.
Article 109 [Obligations when engaging in medical and scientific research activities related to human genes, human embryos, etc.] To engage in medical and scientific research activities related to human genes, human embryos, etc., shall abide by laws, administrative regulations and relevant national regulations, Shall not endanger human health, shall not violate ethics, and shall not harm public interests.
Article 101 [Sexual Harassment] If, against the wishes of others, sexually harasses others by means of words, words, images, physical acts, etc., the victim has the right to request the perpetrator to bear civil liability in accordance with the law.
Organs, enterprises, schools and other units shall take reasonable measures to prevent, accept complaints, investigate and deal with them, so as to prevent and stop sexual harassment by taking advantage of their functions and powers and affiliation.
Article 101 [Infringement of freedom of movement and illegal body search] Where the freedom of movement of another person is deprived or restricted by means of illegal detention, or the body of another person is illegally searched, the victim shall have the right to request the perpetrator to bear civil liability in accordance with the law.
Chapter III Right of Name and Name
Article 101 [right of name] natural persons shall enjoy the right of name and shall have the right to decide, use, change or permit others to use their own names in accordance with the law, but shall not violate public order and good customs.
Article 1013 [Name Rights] Legal persons and unincorporated organizations shall enjoy the right to name and shall have the right to decide, use, change, transfer or permit others to use their own names in accordance with the law.
Article 114 [The right of name or name shall not be illegally infringed] No organization or individual may infringe on the right of name or name of others by interference, embezzlement, counterfeiting, etc.
Article 105 [Natural Person Choosing Surname] A natural person shall take his father's surname or his mother's surname, but under any of the following circumstances, he may choose a surname in addition to his father's surname and his mother's surname:
(I) select the surnames of other lineal elders;
the surname chosen by the (II) for being supported by a person other than the legal dependant;
(III) there are other legitimate reasons that do not violate public order and good customs.
The surnames of natural persons of ethnic minorities may follow the cultural traditions and customs of their own ethnic groups.
Article 1016 [Registration of name and name and its change shall not affect the validity of previous civil legal acts] Where a natural person decides or changes his name, or a legal person or unincorporated organization decides, changes or transfers his name, he shall go through the registration formalities with the relevant authorities in accordance with the law, unless otherwise provided by law.
If a civil subject changes its name or name, the civil juristic act performed before the change shall be legally binding on it.
Article 107 [Protection of pseudonym, stage name, etc.] Pen name, stage name, screen name, translated name, font size, name and abbreviation of name, etc., which have a certain social reputation and are used by others enough to cause public confusion, refer to the relevant provisions on the protection of name right and name right.
Chapter IV Portrait Rights
Article 108 [Portrait Rights] Natural persons shall enjoy the right of portrait and shall have the right to make, use, disclose or permit others to use their own portraits in accordance with the law.
Portrait is an external image of a specific natural person that can be identified on a certain carrier through images, sculptures, paintings, etc.
Article 1019 [Negative Power of Portrait Rights] No organization or individual may infringe upon the portrait rights of others by vilifying, defacing, or forging by means of information technology. Without the consent of the portrait owner, the portrait of the portrait owner shall not be made, used or disclosed, except as otherwise provided by law.
Without the consent of the portrait owner, the right owner of the portrait work shall not use or make public the portrait of the portrait owner by means of publication, reproduction, distribution, rental, exhibition, etc.
Article 1020 [Reasonable Use of Portrait Rights] Any of the following acts may be reasonably committed without the consent of the owner of the portrait right:
(I) for personal study, art appreciation, classroom teaching or scientific research, use the portrait of the owner of the portrait to the extent necessary;
In order to carry out news reports, (II) inevitably produce, use and publicize the portrait of the right person;
In order for the (III) to perform their duties in accordance with the law, state organs make, use and publicize the portrait of the person with the right to portrait within the necessary scope;
(IV), in order to show a specific public environment, it is inevitable to make, use and disclose the portrait of the right person;
(V) other acts of making, using and disclosing the portrait of the portrait owner in order to safeguard the public interest or the legitimate rights and interests of the portrait owner.
Article 1021 [Rules for the Interpretation of Portrait Licensing Contracts] If the parties dispute the understanding of the terms of the use of portraits in the portrait licensing contract, they shall make an interpretation in favor of the owner of the portrait.
Article 1022 [Right to rescind a portrait license contract] If the parties do not agree on the term of the portrait license or the agreement is unclear, either party may terminate the portrait license contract at any time, but shall notify the other party before a reasonable period of time.
The parties have a clear agreement on the period of the portrait license, and if the portrait owner has a valid reason, the portrait license contract may be terminated, but the other party shall be notified before a reasonable period of time. If the other party suffers losses as a result of the termination of the contract, it shall compensate for the losses, except for reasons that cannot be attributed to the owner of the portrait.
Article 1023 [Reference Application of Name License and Sound Protection] For the licensed use of names, etc., reference shall be made to the relevant provisions applicable to the licensed use of portraits.
The protection of the voice of natural persons shall refer to the relevant provisions applicable to the protection of the right of portrait.
Chapter V Right of Reputation and Honor
Article 1024 [Right of Reputation] Civil subjects enjoy the right of reputation. No organization or individual may infringe upon the right of reputation of others by means of insult or slander.
Reputation is the social evaluation of the moral character, prestige, talent, credit and so on of the civil subject.
Article 1025 [Restriction of Reputation Rights] Actors who carry out news reports, supervision by public opinion and other acts for the public interest and affect the reputation of others shall not bear civil liability, except in one of the following circumstances:
(I) fabrication and distortion of facts;
The (II) fails to reasonably verify the seriously inaccurate contents provided by others;
(III) the use of insulting words or the like to derogate the reputation of others.
Article 1026 [Factors for Determining the Obligation of Reasonable Verification] The following factors shall be taken into account in determining whether the perpetrator has fulfilled the obligation of reasonable verification stipulated in paragraph 2 of the preceding article:
the credibility of the source of the (I) content;
(II) whether necessary investigations have been carried out on the contents that are obviously likely to cause disputes;
The time limit of the (III) content;
(IV) content and the relevance of public order and good customs;
(V) the possibility of the victim's reputation being degraded;
(VI) verification capacity and verification costs.
Article 1027 [works infringe on the right of reputation] if the literary or artistic works published by the perpetrator are described with real people or specific people, contain insulting or defamatory contents, and infringe upon the right of reputation of others, the victim shall have the right to request the perpetrator to bear civil liability in accordance with the law.
The literary and artistic works published by the actor do not describe a specific person, and if the plot is similar to the situation of the specific person, he shall not bear civil liability.
Article 1028 [Remedies for Infringement of Reputation Rights in Media Reports] If a civil subject has evidence to prove that the content reported by newspapers, Internet and other media is untrue and infringes on its reputation rights, it has the right to request the media to take timely corrections Or delete and other necessary measures.
Article 1029 [Credit Evaluation] Civil subjects may inquire about their own credit evaluation in accordance with the law; if they find that the credit evaluation is improper, they shall have the right to raise objections and request necessary measures such as correction and deletion. The credit evaluator shall make timely verification, and if the verification is true, it shall take necessary measures in a timely manner.
Article 1030 [Application of Law to the Relationship between Civil Subjects and Credit Information Processors] The relationship between civil subjects and credit information processors such as credit information agencies shall apply to the provisions of this Part on the protection of personal information and other laws, Relevant provisions of administrative regulations.
Article 1031 [Right of Honor] Civil subjects shall enjoy the right of honor. No organization or individual may illegally deprive others of their titles of honor, nor may they slander or disparage the honor of others.
If the honorary title obtained should be recorded but not recorded, the civil subject may request to record it; if the honorary title obtained is recorded incorrectly, the civil subject may request to correct it.
Chapter VI Privacy and Protection of Personal Information
Article 132 [Right to Privacy] Natural persons enjoy the right to privacy. No organization or individual may infringe the privacy rights of others by spying, intruding, disclosing, disclosing, etc.
Privacy is a natural person's private life peace and do not want to be known to others private space, private activities, private information.
Article 1033 [Infringement of Privacy] Except as otherwise provided by law or with the express consent of the right holder, no organization or individual may commit the following acts:
(I) intrude on the private life of others by means of telephone, SMS, instant messaging tools, e-mail, leaflets, etc;
(II) entering, shooting, peeping into other people's homes, hotel rooms and other private space;
(III) filming, peeping, eavesdropping, and disclosing other people's private activities;
(IV) photographing and peeping into the intimate parts of other people's body;
(V) handling other people's private information;
(VI) violate the privacy rights of others in other ways.
Article 1034 [Definition of Personal Information] Personal information of natural persons shall be protected by law.
Personal information is a variety of information recorded electronically or otherwise that can identify a specific natural person alone or in combination with other information, including the natural person's name, date of birth, ID number, biometric information, address, telephone number, electronic E-mail, health information, whereabouts information, etc.
The private information in personal information shall be subject to the provisions on privacy; if there are no provisions, the provisions on the protection of personal information shall apply.
Article 1035 [Principles and Conditions for Handling Personal Information] The handling of personal information shall follow the principles of legality, legitimacy, and necessity, shall not be excessive, and shall meet the following conditions:
(I) obtain the consent of the natural person or his guardian, except as otherwise provided by laws and administrative regulations;
(II) rules for public processing of information;
(III) express the purpose, manner and scope of the processing of information;
The (IV) does not violate the provisions of laws, administrative regulations and the agreement of both parties.
The processing of personal information includes the collection, storage, use, processing, transmission, provision and disclosure of personal information.
Article 1036 [Exemption from Handling Personal Information] If the handling of personal information occurs under any of the following circumstances, the perpetrator shall not bear civil liability:
Acts reasonably carried out by the (I) within the scope of the consent of the natural person or his guardian;
(II) reasonably handle the information disclosed by the natural person himself or other information that has been legally disclosed, except that the natural person explicitly refuses or handles the information that infringes his or her major interests;
Other acts reasonably carried out by the (III) in order to safeguard the public interest or the legitimate rights and interests of the natural person.
Article 1037 [Rights of Personal Information Subjects] Natural persons may consult or copy their personal information from information processors in accordance with the law; if they find errors in the information, they have the right to raise objections and request timely correction and other necessary measures.
If a natural person discovers that an information processor handles his or her personal information in violation of the provisions of laws or administrative regulations or the agreement between the two parties, he or she shall have the right to request the information processor to delete it in time.
Article 1038 [Information Processor's Obligation to Ensure Information Security] Information processors shall not disclose or tamper with the personal information collected and stored by them; without the consent of natural persons, they shall not illegally provide their personal information to others, but after processing Except that a specific individual cannot be identified and cannot be recovered.
Information processors shall take technical measures and other necessary measures to ensure the safety of the personal information they collect and store, and prevent information leakage, tampering, or loss; where personal information leakage, tampering, or loss occurs or may occur, remedial measures shall be taken in a timely manner, and in accordance with regulations Notify natural persons and report to relevant competent authorities.
Article 1039 [confidentiality obligations of state organs, statutory bodies undertaking administrative functions and their staff] state organs, statutory bodies undertaking administrative functions and their staff shall keep confidential the privacy and personal information of natural persons known in the course of performing their duties, and shall not disclose or illegally provide it to others.
Part V Marriage and Family
Chapter I General Provisions
Article 1,040 [Scope of Adjustment of Marriage and Family Compilation] This section adjusts civil relations arising from marriage and family.
Article 1041 [Basic Principles] Marriage and family are protected by the state.
The marriage system of freedom of marriage, monogamy and equality between men and women shall be implemented.
Protect the legitimate rights and interests of women, minors, the elderly and the disabled.
Article 1042 [Prohibitive Provisions on Marriage and Family] It is prohibited to arrange, buy and sell marriages and other acts that interfere with the freedom of marriage. It is forbidden to solicit property by marriage.
Bigamy is prohibited. It is forbidden for a spouse to cohabit with another person.
Domestic violence is prohibited. Abuse and abandonment by family members are prohibited.
Article 1043 [Advocative Provisions on Marriage and Family] Families should establish a good family style, promote family virtues, and attach importance to the construction of family civilization.
Husband and wife should be faithful to each other, respect each other and care for each other; family members should respect the old and love the young, help each other, and maintain equal, harmonious and civilized marriage and family relations.
Article 104 [Basic Principles of Adoption] Adoption shall follow the principle of being most beneficial to the adoptee and protect the legitimate rights and interests of the adoptee and the adopter.
It is prohibited to buy or sell minors in the name of adoption.
Article 1045 [Relatives, close relatives and family members] Relatives include spouses, blood relatives and in-laws.
Spouses, parents, children, brothers and sisters, grandparents, grandparents, grandchildren and grandchildren are close relatives.
Spouses, parents, children and other close relatives living together are family members.
Chapter II Marriage
Article 1046 [Voluntary Marriage] Marriage shall be of the complete free will of both men and women. It is forbidden for either party to coerce the other party and for any organization or individual to interfere.
Article 1047 [Legal Age of Marriage] The age of marriage shall not be earlier than 22 for men and 20 for women.
Article 1048 [Circumstance on Prohibition of Marriage] Marriage is prohibited for lineal blood relatives or collateral blood relatives within three generations.
Article 1049 [Marriage Registration] Both men and women who are required to get married shall apply for marriage registration in person at the marriage registration office. Those who comply with the provisions of this Law shall be registered and issued marriage certificates. Completion of marriage registration, namely the establishment of marriage. If the marriage has not been registered, the registration shall be made up.
Article 1050 [Both parties are members of each other's family after marriage] After the marriage is registered, the woman may become a member of the man's family and the man may become a member of the woman's family according to the agreement between the man and the woman.
Article 1051 [Circumstrations of Invalid Marriage] A marriage shall be invalid under any of the following circumstances:
(I) bigamy;
(II) have a kinship that prohibits marriage;
(III) under the legal age of marriage.
Article 1052 [Coercive Marriage] If a marriage is married under duress, the coerced party may request the people's court to annul the marriage.
A request for annulment of a marriage shall be made within one year from the date of termination of the act of coercion.
If a party whose personal freedom has been illegally restricted requests the annulment of the marriage, it shall be submitted within one year from the date of restoration of personal freedom.
Article 1053 [Revocable Marriage Concealing Illness] If one party suffers from a major illness, he shall truthfully inform the other party before the marriage registration; if he fails to truthfully inform, the other party may request the people's court to cancel the marriage.
A request for annulment of a marriage shall be made within one year from the date on which the cause of the annulment is known or should have been known.
Article 1054 [Legal Consequences of Invalid Marriage and Revocation] An invalid or revoked marriage is not legally binding from the beginning, and the parties do not have the rights and obligations of husband and wife. The property acquired during the period of cohabitation shall be disposed of by agreement between the parties; if the agreement fails, the people's court shall make a judgment in accordance with the principle of taking care of the innocent party. The disposition of the property of an invalid marriage resulting from bigamy shall not infringe upon the property rights and interests of the parties to the lawful marriage. The provisions of this Law on children of parents shall apply to the children born to the parties.
If the marriage is invalid or annulled, the party without fault shall have the right to claim damages.
Chapter III Family Relations
Section 1 Relationship between husband and wife
Article 1055 [Equal Status of Husband and Wife] Husband and wife have equal status in marriage and family.
Article 1056 [Right of Husband and Wife's Name] Both husband and wife have the right to use their own names.
Article 1057 [Freedom of Husband and Wife to Participate in Various Activities] Both husband and wife have the freedom to participate in production, work, study and social activities, and one party shall not restrict or interfere with the other party.
Article 1058 [equality of rights and obligations of husband and wife in raising, educating and protecting their children] both husband and wife equally enjoy the right to raise, educate and protect their minor children, and jointly undertake the obligations of raising, educating and protecting their minor children.
Article 1059 [Obligation of Husband and Wife to Support Each other] Husband and wife have the obligation to support each other.
The party in need of maintenance shall have the right to require the payment of maintenance if the other party fails to perform its maintenance obligations.
Article 106 [Daily Family Agency] A civil legal act performed by one of the spouses due to the needs of the family's daily life shall be effective for both spouses, unless otherwise agreed by one of the spouses and the counterparty.
Restrictions between husband and wife on the scope of civil juristic acts that may be performed by one party shall not be used against a bona fide counterpart.
Article 1061 [Mutual Inheritance Rights of Husband and Wife] Husband and wife have the right to inherit each other's inheritance.
Article 1062 [Joint property of husband and wife] The following property acquired by husband and wife during the existence of their marriage relationship shall be the joint property of husband and wife and shall be jointly owned by husband and wife:
(I) wages, bonuses and remuneration for labor services;
Income from (II) production, operation and investment;
Proceeds from the (III) of intellectual property rights;
Property inherited or donated by the (IV), except as provided in Item 3 of Article 1063 of this Law;
(V) other property which shall be owned jointly.
Husband and wife have equal rights to dispose of common property.
Article 1063 [Personal Property of Husband and Wife] The following property shall be the personal property of one spouse:
Premarital property of the (I) party;
Compensation or compensation for personal injury suffered by the (II) party;
(III) property identified in a will or contract of gift as belonging only to one party;
Articles for daily use of the (IV) party;
(V) other property that should be vested in a party.
Article 1064 [Joint Debts of Husband and Wife] The debts incurred by both husband and wife who jointly sign or by one of the husband and wife who later ratify the common intention, as well as the debts incurred by one of the husband and wife in their own name during the existence of the marriage relationship for the daily needs of the family, belong to the joint debts of husband and wife.
The debt incurred by one of the spouses in the name of the individual during the marriage that exceeds the daily needs of the family does not belong to the joint debt of the husband and wife; however, the creditor can prove that the debt is used for the joint life of the husband and wife, joint production and operation, or on the basis of the joint intention of the husband and wife.
Article 1065 [Marital Agreed Property System] Both men and women may agree that the property acquired during the existence of the marriage relationship and the pre-marital property shall be owned by each other, jointly owned or partly owned by each other or partly jointly owned. The agreement shall be in writing. If there is no agreement or the agreement is unclear, the provisions of Articles 1062 and 1063 of this Law shall apply.
The agreement between the husband and wife on the property acquired during the marriage and the pre-marital property shall be legally binding on both parties.
The husband and wife agree that the property acquired during the marriage shall be owned by each other, and the debts incurred by the husband or wife to the outside world shall be paid off with the personal property of the husband or wife if the relative knows the agreement.
Article 1066 [Division of the joint property of husband and wife during the existence of the marriage relationship] During the existence of the marriage relationship, one of the spouses may request the people's court to divide the joint property under any of the following circumstances:
One of the (I) parties has concealed, transferred, sold off, destroyed or squandered the joint property of the husband and wife, or forged the joint debts of the husband and wife, which seriously damages the interests of the joint property of the husband and wife;
(II) a person with a legal maintenance obligation suffers from a major illness and needs medical treatment, the other party does not agree to pay the relevant medical expenses.
Section 2 Parent-Child Relationship and Other
Article 1067 [Parents' obligation to support and children's obligation to support] If parents fail to perform their obligation to support, minor children or adult children who cannot live independently have the right to require their parents to pay maintenance.
If an adult child fails to perform the obligation of maintenance, the parent who lacks the ability to work or has difficulties in making a living shall have the right to demand that the adult child pay alimony.
Article 1068 [Parents' Rights and Duties to Educate and Protect Minor Children] Parents have the rights and duties to educate and protect their minor children. If a minor child causes damage to others, the parents shall bear civil liability in accordance with the law.
Article 1069 [Children shall respect their parents' marital rights] Children shall respect their parents' marital rights and shall not interfere with their parents' divorce, remarriage or life after marriage. The obligation of a child to support his or her parents shall not be terminated by a change in the marital relationship of his or her parents.
Article 170 [Mutual Inheritance Rights of Parents and Children] Parents and children have the right to inherit from each other.
Article 1071 [Rights of children born out of wedlock] Children born out of wedlock enjoy the same rights as children born in wedlock, and no organization or individual may harm or discriminate against them.
The natural father or mother who does not directly raise a child born out of wedlock shall bear the maintenance of a minor child or an adult child who is unable to live independently.
Article 1072 [Relationship of Rights and Obligations between stepparents and stepchildren] There shall be no abuse or discrimination between stepparents and stepchildren.
The provisions of this Law on the relationship between parents and children shall apply to the relationship of rights and obligations between a stepfather or stepmother and a stepchild who is being raised and educated by him.
Article 1073 [Lawsuit for Objection to Parent-Child Relationship] If there is any objection to the parent-child relationship and there are justifiable reasons, the father or mother may bring a lawsuit to the people's court to request confirmation or denial of the parent-child relationship.
If there are objections to the parent-child relationship and there are justifiable reasons, the adult child may file a lawsuit with the people's court to request confirmation of the parent-child relationship.
Article 1074 [Obligations to Support and Support Grandparents and Grandparents who can afford it shall have the obligation to support minor grandchildren and grandchildren whose parents are dead or whose parents are unable to support them.
Grandchildren and maternal grandchildren who can afford it shall have the obligation to support their grandparents and maternal grandparents whose children are dead or whose children are unable to support them.
Article 1075 [Obligation to Support Brothers and Sisters] Brothers and sisters who can afford it have the obligation to support minor brothers and sisters whose parents have died or whose parents are unable to support them.
Younger brothers and sisters who have the ability to afford to be raised by their brothers and sisters have the obligation to support their brothers and sisters who lack the ability to work and the source of income.
Chapter IV Divorce
Article 1076 [Divorce by Agreement] If both husband and wife divorce voluntarily, they shall sign a written divorce agreement and apply for divorce registration at the marriage registration authority in person.
The divorce agreement shall state the intention of both parties to divorce voluntarily and the consensus opinions on matters such as child support, property and debt handling.
Article 1077 [Cooling-off Period for Divorce] Within 30 days from the date when the marriage registration authority receives the application for divorce registration, if either party is unwilling to divorce, it may withdraw the application for divorce registration from the marriage registration authority.
Within 30 days after the expiration of the time limit specified in the preceding paragraph, both parties shall apply in person to the marriage registration office for the issuance of a divorce certificate; if they fail to apply, the application for divorce registration shall be deemed to have been withdrawn.
Article 1078 [Divorce Registration] If the marriage registration authority finds that the divorce is indeed voluntary and has reached an agreement on matters such as child support, property and debt handling, it shall register and issue a divorce certificate.
Article 1079 [Divorce by Lawsuit] If one of the spouses requests a divorce, the relevant organization may mediate or directly file a divorce lawsuit with the people's court.
In handling divorce cases, the people's court shall conduct mediation; if the relationship has indeed broken down and mediation is invalid, the divorce shall be granted.
Divorce shall be granted if mediation fails under any of the following circumstances:
(I) bigamy or cohabitation with another person;
(II) domestic violence or abuse or abandonment of family members;
(III) gambling, drug abuse and other bad habits do not change;
(IV) have been separated for two years due to emotional discord;
(V) other situations that lead to the breakdown of a couple's relationship.
If one party is declared missing and the other party files divorce proceedings, the divorce shall be granted.
After the people's court has ruled that divorce is not allowed, the two parties have been separated for one year, and one party files divorce proceedings again, the divorce shall be granted.
Article 1080 [Time for Dissolution of Marriage Relationship] The marriage relationship shall be dissolved after the divorce registration is completed, or the divorce judgment or mediation agreement shall take effect.
Article 1081 [Protection of Military Marriage] If the spouse of an active serviceman requests divorce, the consent of the serviceman shall be obtained, except where the serviceman has made a major mistake.
Article 1082 [Restrictions on the Man's Right to Appeal for Divorce] The man shall not file for divorce during pregnancy, within one year after childbirth, or within six months after termination of pregnancy; however, the woman files for divorce or the people's court deems It is necessary to accept the man's divorce request unless.
Article 1083 [Registration of Restoration of Marriage] After divorce, if both men and women voluntarily resume their marriage relationship, they shall register their marriage again at the marriage registration office.
Article 1084 [Relationship between parents and children after divorce] The relationship between parents and children shall not be eliminated by the divorce of parents. After divorce, the children, whether raised directly by the father or mother, remain the children of both parents.
After divorce, parents still have the right and duty to raise, educate and protect their children.
After divorce, children under the age of two shall be directly supported by their mothers. If the parents fail to reach an agreement on the upbringing of a child who has reached the age of two, the people's court shall, in the light of the specific circumstances of both parties, make a judgment in accordance with the principle of being most beneficial to the minor child. If a child has reached the age of eight, his true will shall be respected.
Article 1085 [Burden of Child Support after Divorce] After divorce, if a child is directly raised by one party, the other party shall bear part or all of the support. The amount of the expenses to be borne and the length of the period shall be agreed upon by both parties; if the agreement fails, the people's court shall make a judgment.
The agreement or judgment provided for in the preceding paragraph shall not prevent the child from making, when necessary, a reasonable request to either parent for an amount exceeding the amount originally set in the agreement or judgment.
Article 1086 [Visiting Rights of Parents] After divorce, the father or mother who does not directly raise the children has the right to visit the children, and the other party has the obligation to assist.
The manner and time for exercising the right to visit shall be agreed upon by the parties; if the agreement fails, the people's court shall make a judgment.
If a father's or mother's visit to a child is detrimental to the child's physical and mental health, the people's court shall suspend the visit in accordance with the law; after the reason for the suspension disappears, the visit shall be resumed.
Article 1087 [Disposal of the Common Property of Husband and Wife in the Event of Divorce] In the event of divorce, the common property of the husband and wife shall be disposed of by agreement between the two parties; if the agreement fails, the people's court shall, in accordance with the specific circumstances of the property, take care of the children, the woman and no fault The principle of the party's rights and interests.
The rights and interests of the husband or wife in the household land contract management shall be protected in accordance with the law.
Article 1088 [Economic Compensation for Divorce] If one of the spouses has more obligations due to raising children, caring for the elderly, assisting the other party in work, etc., he has the right to request compensation from the other party at the time of divorce, and the other party shall give compensation. The specific measures shall be agreed upon by both parties; if they fail to reach an agreement, the people's court shall make a judgment.
Article 1089 [Repayment of Joint Debts of Husband and Wife at Divorce] In the event of divorce, the joint debts of husband and wife shall be repaid together. If the common property is insufficient to pay off or the property belongs to each other, the two parties shall agree to pay off the debt; if the agreement fails, the people's court shall make a judgment.
Article 1090 [Financial Assistance for Divorce] In the event of divorce, if one party has difficulties in life, the other party who can afford it shall give appropriate assistance. The specific measures shall be agreed upon by both parties; if they fail to reach an agreement, the people's court shall make a judgment.
Article 1091 [Compensation for Divorce Damages] If one of the following circumstances leads to divorce, the no-fault party shall have the right to claim damages:
(I) bigamy;
(II) cohabitation with others;
(III) domestic violence;
(IV) abuse and abandonment of family members;
(V) have other major faults.
Article 1092 [Legal Consequences of One Party's Infringement on the Common Property of Husband and Wife] If one of the husband and wife hides, transfers, sells, destroys or squanders the common property of the husband and wife, or forges the common debts of the husband and wife in an attempt to embezzle the property of the other party, the party may be divided into less or no division when divorcing the common property of the husband and wife. After the divorce, if the other party discovers the above-mentioned acts, it may file a lawsuit in the people's court, requesting another division of the joint property of the husband and wife.
Chapter V Adoption
Section 1 Establishment of Adoptive Relationship
Article 1093 [Scope of Adoptees] The following minors may be adopted:
(I) orphans bereft of parents;
(II) minors whose biological parents cannot be found;
(III) children whose biological parents have special difficulties and are unable to raise them.
Article 1094 [Scope of Delivery Holders] The following individuals and organizations may be delivery holders:
(I) the guardians of orphans;
(II) child welfare institutions;
(III) biological parents who have special difficulties and are unable to raise their children.
Article 1095 [special provisions for guardians to adopt minors] if neither of the parents of a minor has full capacity for civil conduct and may seriously endanger the minor, the guardian of the minor may put him out for adoption.
Article 1096 [Special Provisions for Guardians to Send Orphans] Where a guardian sends an orphan for adoption, he shall obtain the consent of the person who has the obligation to raise him. If the person with the obligation of support does not agree to the adoption and the guardian is unwilling to continue to perform the duties of guardianship, a guardian shall be determined in accordance with the provisions of Part 1 of this Law.
Article 1097 If a child is adopted by a biological parent, both parties shall jointly adopt the child. If one of the biological parents is unknown or cannot be found, it may be placed for adoption unilaterally.
Article 1098 [Conditions for Adoptions] An adopter shall meet the following conditions at the same time:
The (I) has no children or has only one child;
(II) the ability to raise, educate and protect the adoptive;
The (III) is not suffering from a disease that is medically unjustifiable for adoption;
(IV) no criminal record that is detrimental to the healthy growth of the adoptee;
(V) over thirty years of age.
Article 1099 [Special Provisions on Adoption of Parent-Child Children of Parent Blood of the Same Generation within Three Generations] Adoption of children of collateral blood of the same generation within three generations may be exempted from the restrictions stipulated in Item 3 of Article 1093, Item 3 of Article 1094 and Article 1102 of this Law.
The adoption of a child by an overseas Chinese who is a collateral blood relative of the same generation within three generations may also be exempted from the restrictions provided for in Item 1 of Article 1098 of this Law.
Article 1100 [Number of Adopted Children] Adopters without children may adopt two children. Adopters with children can only adopt one child.
Adoption of orphans, disabled minors or minors raised by child welfare institutions whose biological parents cannot be found may be exempted from the restrictions provided in the preceding paragraph and the first paragraph of Article 1098 of this Law.
Article 101 [Joint Adoption] A spouse who adopts a child shall adopt a child jointly by the husband and wife.
Article 102 [Adoption of children of the opposite sex by persons without spouses] Where a person without a spouse adopts children of the opposite sex, the age difference between the adopter and the adoptee shall be more than 40 years old.
Article 103 [Special Provisions on Adoption of Stepchildren by Stepparents] A stepfather or stepmother may adopt a stepchild with the consent of the stepchild's biological parents, and may not be subject to the restrictions stipulated in the third paragraph of Article 1093, the third paragraph of Article 1094, the third paragraph of Article 1098 and the first paragraph of Article 1100of this Law.
Article 104 [Voluntary Adoption and Adoption] Adoption by an adopter and adoption by an adopter shall be voluntary by both parties. Adoption of a minor over the age of eight shall obtain the consent of the adoptee.
Article 105 [Adoption Registration, Adoption Announcement, Adoption Agreement, Adoption Notarization, Adoption Evaluation] Adoption shall be registered with the civil affairs department of the people's government at or above the county level. The adoptive relationship is established from the date of registration.
If the adoption of minors whose biological parents cannot be found, the civil affairs department that handles the registration shall make a public announcement before registration.
If the parties to the adoptive relationship are willing to sign an adoption agreement, they may sign an adoption agreement.
If each party or one of the parties to the adoption relationship requests for adoption notarization, the adoption shall be notarized.
The civil affairs department of the people's government at or above the county level shall conduct adoption assessment according to law.
Article 106 [Household Registration of Adoptees] After the adoption relationship is established, the public security organ shall handle household registration for the adoptee in accordance with relevant state regulations.
Article 107 [Support] Orphans or children whose biological parents are unable to support may be raised by relatives or friends of the biological parents; the provisions of this chapter shall not apply to the relationship between the dependents and the dependents.
Article 108 [Priority of Raising] If one spouse dies and the other spouse sends out minor children for adoption, the parents of the deceased spouse shall have the priority of raising them.
Article 109 Foreigners may adopt children in the People's Republic of China according to law.
The adoption of a child by a foreigner in the People's Republic of China shall be subject to the examination and consent of the competent authorities of the country where the foreigner is located in accordance with the laws of that country. The adopter shall provide certification materials on his age, marriage, occupation, property, health, whether he has received criminal punishment, etc. issued by the competent agency of the country where he is located, and sign a written agreement with the adopter, and personally report to the province, autonomous region, or The civil affairs department of the people's government of the municipality directly under the Central Government is registered.
The certification materials specified in the preceding paragraph shall be certified by the diplomatic agency or an agency authorized by the diplomatic agency of the country where the adopter is located, and by the the People's Republic of China embassy or consulate in that country, unless otherwise provided by the state.
Article 110 [Obligation of Adoption Confidentiality] If the adopter or the adopter requests to keep the adoption secret, other people shall respect their wishes and shall not disclose them.
Section 2 Effect of Adoption
Article 111 [Effect of Adoption] From the date of establishment of the adoption relationship, the provisions of this Law on the relationship between parents and children shall apply to the relationship between adoptive parents and adopted children; the relationship between adopted children and the close relatives of adoptive parents The rights and obligations of the family shall apply to the provisions of this Law on the relationship between children and their parents.
The relationship of rights and obligations between an adopted child and his or her biological parents and other close relatives shall be eliminated by the establishment of the adoption relationship.
Article 112 [Surname of adopted child] An adopted child may follow the surname of his adoptive father or adoptive mother, or the original surname may be retained by the parties concerned through consultation.
Article 113 [Invalid Adoption Acts] Adoption that violates the provisions of Part I of this Law on the invalidity of civil juristic acts or the provisions of this Part is invalid.
An invalid adoption is not legally binding from the beginning.
Section 3 Dissolution of Adoptive Relationship
Article 114 [Dissolution by Agreement between the Parties and Dissolution due to Illegal Acts] The adopter shall not dissolve the adoption relationship before the adoptee reaches the age of majority, except where the adopter and the adopter agree to dissolve it. If an adopted child is eight years of age or older, his or her consent shall be obtained.
If the adopter fails to perform the duty of raising the adopted child, maltreats, abandons or other acts that infringe upon the legitimate rights and interests of the minor adopted child, the adopter shall have the right to demand the dissolution of the adoption relationship between the adoptive parents and the adopted child. If the person placing out for adoption or the adopter is unable to reach an agreement on the dissolution of the adoptive relationship, he or she may bring a suit in a people's court.
Article 115 [Agreement Dissolution due to Deterioration of Relationship] If the relationship between adoptive parents and adult adopted children deteriorates and they are unable to live together, the adoption relationship may be dissolved by agreement. If no agreement can be reached, a lawsuit may be filed in a people's court.
Article 116 [Registration of Dissolution of Adoption Relationship] If the parties agree to dissolve the adoption relationship, they shall go to the civil affairs department for registration of dissolution of the adoption relationship.
Article 117 [Status Effect after Dissolution of Adoptive Relationship] After the dissolution of the adoptive relationship, the rights and obligations between the adopted child and the adoptive parents and other close relatives shall be eliminated, and the rights and obligations with the biological parents and other close relatives shall be restored on their own. However, the restoration of rights and obligations between adult adopted children and their biological parents and other close relatives can be determined through consultation.
Article 118 [Property Effect after Dissolution of Adoption Relationship] After the dissolution of the adoption relationship, adult adopted children raised by adoptive parents shall be paid living expenses to adoptive parents who lack the ability to work and the source of livelihood. If the adoptive relationship is terminated because the adopted child maltreats or abandons the adoptive parents after reaching adulthood, the adoptive parents may request the adopted child to compensate for the maintenance expenses incurred during the adoption period.
If the biological parents request the dissolution of the adoptive relationship, the adoptive parents may request the biological parents to appropriately compensate the maintenance expenses incurred during the adoption period; however, the adoptive relationship is terminated due to the maltreatment or abandonment of the adopted child by the adoptive parents.
Part VI Inheritance
Chapter I General Provisions
Article 119 [Scope of Adjustment of Succession] This part adjusts civil relations arising from succession.
Article 1,120 [The right of inheritance is protected by the State] The State protects the right of inheritance of natural persons.
Article 121 [Presumption of the time of commencement of succession and the order of death] Inheritance begins at the time of the death of the decedent.
If several persons who have an inheritance relationship with each other die in the same event and it is difficult to determine the time of death, it is presumed that the person without other heirs died first. All have other heirs. If the seniority is different, the elder is presumed to die first. If the seniority is the same, it is presumed to die at the same time and there is no inheritance between them.
Article 122 [Definition of Inheritance] Inheritance is the lawful property of an individual left over from the death of a natural person.
Inheritance may not be inherited in accordance with the provisions of the law or in accordance with its nature.
Article 1123 [Validity of statutory succession, testamentary succession, bequest and bequest support agreements] After the commencement of succession, it shall be handled in accordance with statutory succession; if there is a will, it shall be handled in accordance with testamentary succession or bequest; if there is a bequest support agreement, it shall be handled in accordance with the agreement.
Article 124 [Acceptance and Waiver of Inheritance] If the heir renounces the inheritance after the commencement of the inheritance, he shall make a written renunciation of the inheritance before the estate is disposed of; if there is no such expression, the inheritance shall be deemed to be accepted.
The bequestee shall, within 60 days after knowing the bequest, make a representation of acceptance or abandonment of the bequest.
Article 125 [Loss and Restoration of Inheritance Rights] If an heir commits any of the following acts, he shall lose his inheritance rights:
(I) intentionally kill the decedent;
(II) the killing of other heirs to fight for their inheritance;
(III) abandons the decedent, or maltreats the decedent in serious circumstances;
(IV) forges, falsifies, conceals or destroys a will, if the circumstances are serious;
(V) force or obstruct the decedent to establish, change or withdraw a will by fraud or coercion, if the circumstances are serious.
If the heir has committed acts in items 3 to 5 of the preceding paragraph and shows true repentance, and the decedent expresses forgiveness or later lists him as heir in his will, the heir shall not lose the right of inheritance.
If the bequestee commits the acts specified in the first paragraph of this article, he shall lose the right to bequeath.
Chapter II Statutory Succession
Article 126 [Men and women enjoy the right of inheritance] The right of inheritance is equal between men and women.
Article 1127 [Scope of legal heirs and order of succession] Inheritance shall be inherited in the following order:
(I) first order: spouse, children, parents;
(II) the second order: siblings, grandparents, grandparents.
After the inheritance begins, the first-order heirs inherit, and the second-order heirs do not inherit; if there is no first-order heirs, the second-order heirs inherit.
The term "children" in this Part includes children born in wedlock, children born out of wedlock, adopted children and step-children who are dependent.
The term "parents" in this part includes biological parents, adoptive parents and step-parents who have a dependency relationship.
The term "brothers and sisters" in this part includes brothers and sisters of the same parents, brothers and sisters of the same father or half father, adopted brothers and sisters, and step-brothers and sisters who have a dependency relationship.
Article 128 [Subrogation Inheritance] If the decedent's children die before the decedent, the decedent's children shall be subrogated by the lineal blood relatives of the decedent's children.
If the siblings of the decedent die before the decedent, the children of the siblings of the decedent shall inherit in subrogation.
A subrogation heir can generally only inherit the share of the estate that the subrogation heir is entitled to inherit.
Article 1,129 [Inheritance Rights of Widowed Daughter-in-Law and Son-in-Law] A widowed daughter-in-law who has fulfilled the primary duty of supporting her parents-in-law and her son-in-law shall be the first order successor.
Article 1,130 [Principles of Distribution of Estates] The shares of inheritance inherited by heirs in the same order shall generally be equal.
The heirs who have special difficulties in life and lack the ability to work shall be taken care of when distributing the inheritance.
The heirs who have fulfilled the main maintenance obligations to the decedent or who live with the decedent may be divided more when distributing the estate.
If the heirs who have the ability to maintain and the conditions for maintenance do not fulfill the obligation of maintenance, the distribution of the estate shall be divided separately or less.
If the heirs agree through consultation, it may also be unequal.
Article 1,191 [Right to Discretionary Inheritance] Appropriate inheritance may be distributed to persons other than the heir who rely on the decedent for support, or to persons other than the heir who have more support for the decedent.
Article 132 [Inheritance Treatment] Successors shall deal with inheritance issues through consultation in the spirit of mutual understanding and accommodation, harmony and unity. The time, method and share of the division of the estate shall be determined by the heirs through consultation; if the consultation fails, the people's mediation committee may mediate or file a lawsuit in a people's court.
Chapter III Testamentary Succession and Legacy
Article 1,133 [Disposition of Personal Property by Will] A natural person may, in accordance with this Law, make a will to dispose of personal property and may appoint an executor.
A natural person may make a will to designate personal property to be inherited by one or more of the legal heirs.
A natural person may make a will to give his personal property to an organization or individual other than the state, a collective or a legal heir.
A natural person may establish a testamentary trust in accordance with the law.
Article 1,134 [Self-written Wills] A self-written will shall be written and signed by the testator, indicating the year, month and day.
Article 1,135 [A will on behalf of a witness] A will on behalf of a witness shall be witnessed in the presence of two or more witnesses, one of whom shall sign the will on behalf of the testator, the witness and other witnesses, indicating the year, month and day.
Article 1,136 [Printing of Wills] The printing of wills shall be witnessed by two or more witnesses. The testator and the witness shall sign each page of the will, indicating the year, month and day.
Article 1,137 [Audio and Video Wills] A will made in the form of audio and video recordings shall be witnessed by two or more witnesses. The testator and the witness shall record their name or portrait, as well as the year, month and day in the audio and video recording.
Article 138 [Oral Wills] A testator may make an oral will in a critical situation. An oral will shall be witnessed by two or more witnesses. If the testator is able to make a will in writing or in the form of audio or video recordings after the elimination of the critical situation, the oral will made shall be null and void.
Article 1,139 [Notarized Wills] A notarized will shall be handled by the testator through a notary public.
Article 1,140 [Restrictions on the Qualification of Witness to a Will] The following persons may not be witnesses to a will:
(I) persons with no capacity for civil conduct, persons with limited capacity for civil conduct and other persons who do not have the capacity to witness;
(II) heirs and legatees;
(III) a person who has an interest in the heir or bequestee.
Article 1,341 [Must Leave a Part] A will shall reserve the necessary share of the estate for heirs who lack the ability to work and have no source of income.
Article 1,142 [Withdrawal and Alteration of Wills and the sequence of the validity of wills] A testator may withdraw or alter his own will.
After making a will, if the testator performs a civil legal act contrary to the content of the will, it shall be regarded as a withdrawal of the relevant content of the will.
If there are several wills, the contents of which conflict, the last will and testament shall prevail.
Article 1,143 [Substantive elements of a will] A will made by a person without civil capacity or a person with limited civil capacity shall be null and void.
A will must express the true meaning of the testator, and a will made by fraud or coercion is invalid.
A forged will is invalid.
If the will is tampered with, the tampered content is invalid.
Article 1,144 [Compulsory Wills] Where an obligation is attached to a testamentary succession or bequest, the heir or bequeathed shall perform the obligation. If a party fails to perform its obligations without justifiable reasons, the people's court may, at the request of the interested party or relevant organization, cancel its right to accept the part of the estate with obligations.
Chapter IV Treatment of Heritage
Article 145 [Selection of Estate Administrator] After the inheritance begins, the executor of the will shall be the estate administrator; if there is no executor, the heir shall promptly elect the estate administrator; if the heir is not elected, the heir shall jointly act as the estate administrator; if there is no heir or the heir gives up inheritance, the civil affairs department or the villagers' committee of the place where the decedent lived shall act as the estate administrator.
Article 1,146 [Designation of the administrator] Where there is a dispute over the determination of the administrator, the interested party may apply to the people's court for the appointment of the administrator.
Article 1,147 [Duties of the administrator] The administrator shall perform the following duties:
(I) cleaning up the heritage and making an inventory of the heritage;
(II) report the estate to the heirs;
(III) take necessary measures to prevent the damage and loss of the heritage;
(IV) handling of the claims and debts of the decedent;
The (V) divides his estate in accordance with a will or in accordance with the provisions of the law;
(VI) perform other acts necessary in connection with the management of the estate.
Article 1,148 [Civil Liability of the Legacy Administrator for Failure to Perform Duties] The Legacy Administrator shall perform its duties in accordance with the law and shall bear civil liability if it causes damage to the heirs, legatees or creditors due to intentional or gross negligence.
Article 1,149 [Remuneration of the administrator] The administrator may be remunerated in accordance with the law or in accordance with the agreement.
Article 1,150 [Notification after the commencement of succession] After the commencement of succession, the heir who knows of the death of the decedent shall promptly notify the other heirs and the executor of the will. If no one among the heirs knows the death of the decedent or knows the death of the decedent and cannot notify him, the unit to which the decedent belongs or the residents committee or villagers committee of the place of domicile shall be responsible for notifying him.
Article 151 [Custody of the Heritage] A person who has the heritage shall take good care of the heritage, and no organization or individual may embezzle or compete for it.
Article 152 [Succession] If, after the commencement of succession, the heir dies before the division of the estate and does not give up the inheritance, the estate that the heir shall inherit shall be transferred to his heir, unless otherwise arranged in the will.
Article 1,153 [Determination of Inheritance] When the property jointly owned by husband and wife is divided, unless otherwise agreed, half of the jointly owned property shall be divided into the spouse and the rest shall be the estate of the decedent.
If the estate is in the common property of the family, the property of others shall be divided first when the estate is divided.
Article 154 [Scope of application of statutory succession] If one of the following circumstances occurs, the relevant part of the estate shall be handled in accordance with statutory succession:
(I) the heir to the will to waive the inheritance or the legatee to waive the legacy;
(II) a testamentary heir loses his right of inheritance or a legatee loses his right of legacy;
(III) the will's successor or legatee dies or terminates before the testator;
(IV) the estate covered by the invalid part of the will;
(V) undisposed estate of a will.
Article 155 [Fetal Reservation] When the estate is divided, the inheritance share of the fetus shall be retained. If the fetus is dead at the time of delivery, the retained share shall be handled in accordance with the legal inheritance.
Article 1,156 [Principles and methods of division of estates] The division of estates shall be conducive to the needs of production and life and shall not impair the utility of the estate.
Inheritances that are not suitable for division may be dealt with by means of discount, appropriate compensation or co-ownership.
Article 1,157 [Right to dispose of inherited property upon remarriage] If one spouse remarries after the death of the other spouse, he shall have the right to dispose of the inherited property, and no organization or individual may interfere.
Article 158 [Legacy Support Agreement] A natural person may enter into a legacy support agreement with an organization or individual other than the heir. According to the agreement, the organization or individual assumes the obligation of the natural person to raise and bury the natural person and enjoys the right to bequeath.
Article 1,159 [Obligations at the time of division of the estate] In the division of the estate, the taxes and debts payable by the decedent in accordance with the law shall be paid off; however, the necessary estate shall be reserved for the heir who lacks the ability to work and has no source of livelihood.
Article 160 [Attribution of No Inheritance] Inheritance that is neither inherited nor bequeathed shall be owned by the State and used for public welfare undertakings; if the deceased was a member of a collective ownership organization before his death, it shall be owned by the collective ownership organization in which he is located.
Article 1,161 [Principles of Tax and Debt Settlement by the Decedent] The heir shall pay off the taxes and debts payable by the decedent in accordance with the law to the extent of the actual value of the estate. Exceeding the actual value of the estate, the heirs voluntarily repay the amount, except for this limit.
If the heir renounces the inheritance, he may not be liable for the taxes and debts payable by the decedent in accordance with the law.
Article 1,162 [Principle that the settlement of taxes and debts of the decedent takes precedence over the execution of the bequest] The execution of a bequest shall not prevent the settlement of the taxes and debts payable by the bequestee in accordance with the law.
Article 1,163 [Both legal inheritance and testamentary inheritance, and settlement of taxes and debts during bequest] If there is both legal inheritance and testamentary inheritance and bequest, the legal heir shall pay off the taxes and debts that should be paid by the decedent according to law; The part exceeding the actual value of the legal inheritance shall be paid off by the heir and the legatee in proportion to the income.
Part 7 Liability for Tort
Chapter I General Provisions
Article 1,164 [Scope of Adjustment of Tort Liability Section] This section adjusts civil relations arising from infringement of civil rights and interests.
Article 1,165 [Principle of Fault Liability] If the perpetrator causes damage by his fault to the civil rights and interests of others, he shall bear tort liability.
If the perpetrator is presumed to be at fault in accordance with the law and cannot prove that he is not at fault, he shall bear tort liability.
Article 1,166 [Principle of No-Fault Liability] If the perpetrator causes damage to the civil rights and interests of others, regardless of whether the perpetrator is at fault or not, the law stipulates that he shall bear tort liability, in accordance with its provisions.
Article 1,167 [Ways of assuming responsibility for endangering the personal and property safety of others] Where a tort endangers the personal and property safety of others, the infringed has the right to request the infringer to assume tort liability such as stopping the infringement, removing obstacles and eliminating dangers.
Article 168 [Joint Tort] Where two or more persons jointly commit a tort and cause damage to others, they shall be jointly and severally liable.
Article 1,169 [Instigating tort, aiding tort] Anyone who instigates or assists another person to commit a tort shall be jointly and severally liable with the perpetrator.
Whoever instigates or helps a person with no capacity for civil conduct or a person with limited capacity for civil conduct to commit a tort shall bear tort liability; if the guardian of the person with no capacity for civil conduct or a person with limited capacity for civil conduct fails to perform his duty of guardianship, he shall bear corresponding liability.
Article 170 [Joint Dangerous Acts] If two or more persons commit acts endangering the personal and property safety of others, and the acts of one or more of them cause damage to others, and the specific infringer can be determined, the infringer shall be liable; If the specific infringer cannot be determined, the perpetrator shall be jointly and severally liable.
Article 1,171 [Joint and several liability for separate infringements] If two or more persons separately commit torts and cause the same damage, and each person's tort is sufficient to cause all the damage, the perpetrator shall be jointly and severally liable.
Article 1,172 [Respective tort liability] If two or more persons commit the tort separately and cause the same damage, and can determine the size of the liability, each shall bear the corresponding liability; If it is difficult to determine the size of the liability, the liability shall be equally borne.
Article 1,173 [Offsetting negligence] If the infringed is at fault for the occurrence or expansion of the same damage, the infringer's liability may be reduced.
Article 174 [Victim's Intentional] Damage is caused intentionally by the victim, and the perpetrator shall not be liable.
Article 175 [Third Party Fault] If the damage is caused by a third party, the third party shall bear tort liability.
Article 1,176 [Self-risk] If the victim voluntarily participates in recreational and sports activities with certain risks and is damaged by the acts of other participants, the victim shall not request the other participants to bear tort liability; However, other participants have intentional or gross negligence in the occurrence of the damage.
The responsibilities of the organizer of the event shall be governed by the provisions of Articles 1,198 to 1,301 of this Law.
Article 1177 [self-help behavior] if the legitimate rights and interests are infringed upon, the situation is urgent and cannot be protected by state organs in a timely manner, and failure to take immediate measures will cause irreparable damage to their legitimate rights and interests, the victim may take reasonable measures such as detaining the infringer's property within the necessary scope of protecting his legitimate rights and interests; however, he shall immediately request the relevant state organs to deal with it.
If the victim has taken improper measures and caused damage to others, he shall bear tort liability.
Article 1,178 [Priority Application of Special Provisions] Where this Law and other laws provide otherwise for cases of non-liability or mitigation of liability, such provisions shall prevail.
Chapter II Compensation for Damages
Article 1,179 [Scope of Compensation for Personal Injury] Where personal injury is caused by an infringement on another person, compensation shall be made for medical expenses, nursing expenses, transportation expenses, nutrition expenses, hospital food subsidies, etc., which are reasonable expenses for treatment and rehabilitation, as well as income reduced by loss of work. If disability is caused, compensation shall also be paid for assistive devices and disability compensation; if death is caused, compensation shall also be paid for funeral expenses and death compensation.
Article 1,180 [Determination of Death Compensation by the Same Amount] Where multiple deaths are caused by the same tort, the death compensation may be determined by the same amount.
Article 1,191 [Determination of the Subject of Claim at the Death of the Infringed Person] If the infringer dies, his close relatives shall have the right to request the infringer to bear tort liability. If the infringed person is an organization and the organization is divided or merged, the organization that inherits the rights has the right to request the infringer to bear tort liability.
If the infringed person dies, the person who pays the infringed person's reasonable expenses such as medical expenses and funeral expenses shall have the right to request the infringer to compensate for the expenses, except where the infringer has already paid the expenses.
Article 182 [Determination of the Amount of Compensation for Property Losses Caused by Infringement of Personal Rights and Interests] Where property losses are caused by infringement of the personal rights and interests of others, compensation shall be made according to the losses suffered by the infringer or the benefits obtained by the infringer; the losses suffered by the infringer and the benefits obtained by the infringer are difficult to determine, and the infringer and the infringer do not agree on the amount of compensation and bring a lawsuit to the people's court, the people's court shall determine the amount of compensation according to the actual situation.
Article 1,183 [Compensation for Mental Damage] Where the infringement of the personal rights and interests of a natural person causes serious mental damage, the infringed has the right to claim compensation for mental damage.
If serious mental damage is caused by intentional or gross negligence infringement of a natural person's personal significance, the infringed party has the right to claim compensation for mental damage.
Article 1,184 [Method of calculation of property damage] Where the property of another person is infringed upon, the property damage shall be calculated in accordance with the market price at the time of the loss or by other reasonable means.
Article 1,185 [Punitive Damages for Infringement of Intellectual Property Rights] If the circumstances are serious, the infringed shall have the right to claim corresponding punitive damages.
Article 1,186 [Principle of Fair Liability] If neither the victim nor the perpetrator is at fault for the occurrence of the damage, the loss shall be shared by both parties in accordance with the provisions of the law.
Article 1,187 [Method of Payment of Compensation Costs] After damage has occurred, the parties may negotiate the method of payment of the compensation costs. If there is no agreement through consultation, the compensation fee shall be paid in one lump sum; if it is really difficult to pay in one lump sum, it may be paid in installments, but the infringed has the right to request the corresponding guarantee.
Chapter III Special Provisions on the Subject of Responsibility
Article 1,188 [Guardian's Liability] If a person with no capacity for civil conduct or a person with limited capacity for civil conduct causes damage to others, the guardian shall bear tort liability. If the guardian fulfills his duty of guardianship, his tort liability may be reduced.
If a person with no capacity for civil conduct or a person with limited capacity for civil conduct causes damage to another person, he shall pay compensation from his own property.
Article 1,189 [Liability for entrusted guardianship] If a person without civil capacity or a person with limited civil capacity causes damage to another person, and the guardian entrusts the duty of guardianship to another person, the guardian shall bear the tort liability; if the trustee is at fault, he shall bear the corresponding liability.
Article 190 [Tort Liability for Loss of Consciousness] If a person with full capacity for civil conduct is at fault for causing damage to others due to temporary lack of consciousness or loss of control of his own conduct, he shall bear tort liability; if there is no fault, the victim shall be appropriately compensated according to the financial situation of the perpetrator.
If a person with full civil capacity causes damage to others due to his or her temporary lack of consciousness or loss of control over his or her own behavior due to drunkenness, abuse of narcotic drugs or psychotropic drugs, he or she shall bear tort liability.
Article 1,191 [Responsibility of the employer and the responsibility of the labor dispatch unit and the labor employment unit] If the staff of the employer causes damage to others due to the performance of work tasks, the employer shall bear the tort liability. After the employer has assumed tort liability, it may recover from the staff member who has committed intentional or gross negligence.
During the period of labor dispatch, if the dispatched staff cause damage to others due to the performance of their work tasks, the employing unit receiving the labor dispatch shall bear the tort liability; if the labor dispatch unit is at fault, it shall bear the corresponding liability.
Article 1,192 [Tort Liability in Personal Labor Relations] If a labor relationship is formed between individuals and the party providing the labor service causes damage to others as a result of the labor service, the party receiving the labor service shall bear the tort liability. After the party receiving labor services has assumed tort liability, it may recover from the party providing labor services that has intentional or gross negligence. If the party providing labor services suffers damage due to labor services, it shall bear corresponding responsibilities according to the respective faults of both parties.
During the period of providing labor services, if the party providing labor services is damaged by the act of a third party, the party providing labor services has the right to request the third party to bear tort liability, and also has the right to request compensation from the party receiving labor services. After the party receiving the labor service has been compensated, it may recover the compensation from a third party.
Article 1,193 [Tort Liability in the Contract Relationship] If the contractor causes damage to a third party or damage to himself in the process of completing the work, the ordering party shall not bear the tort liability. However, if the fixer is at fault for the order, instruction or selection, he shall bear the corresponding responsibility.
Article 1,194 [Internet Tort Liability] Internet users and Internet service providers who use the Internet to infringe upon the civil rights and interests of others shall bear tort liability. Where the law provides otherwise, such provisions shall prevail.
Article 1,195 [Remedies and Liability of Network Service Providers for Infringement] Where a network user uses a network service to commit an infringement, the obligee has the right to notify the network service provider to take necessary measures such as deletion, blocking or disconnection. The notice shall include the preliminary evidence constituting the infringement and the true identity information of the right holder.
After receiving the notice, the network service provider shall promptly forward the notice to the relevant network user, and take necessary measures according to the preliminary evidence and service type of infringement; if it fails to take necessary measures in time, it shall be jointly and severally liable for the expanded part of the damage with the network user.
If the right holder causes damage to the network user or network service provider due to the wrong notice, he shall bear the tort liability. Where the law provides otherwise, such provisions shall prevail.
Article 1,196 [Declaration of Non-Infringement] After receiving the notice of forwarding, the network user may submit a declaration of non-infringement to the network service provider. The declaration shall include preliminary evidence of non-infringement and the true identity information of the network user.
After receiving the statement, the network service provider shall forward the statement to the right holder who issued the notice, and inform it that it can complain to the relevant department or file a lawsuit in the people's court. If the network service provider does not receive a notice that the right holder has filed a complaint or filed a lawsuit within a reasonable period of time after the transfer statement reaches the right holder, it shall promptly terminate the measures taken.
Article 1,197 [Joint and several liability of network service providers] If a network service provider knows or should know that a network user uses its network service to infringe upon the civil rights and interests of others and fails to take necessary measures, it shall bear joint and several liability with the network user.
Article 1,198 [Liability of Security Obligors] Operators, managers or organizers of public places such as hotels, shopping malls, banks, stations, airports, stadiums, entertainment venues, etc., who fail to fulfill their security obligations and cause damage to others shall bear tort liability.
If the act of a third party causes damage to others, the third party shall bear the tort liability; if the operator, manager or organizer fails to fulfill the safety guarantee obligation, it shall bear the corresponding supplementary liability. After the operator, manager or organizer has assumed supplementary liability, it may recover compensation from a third party.
Article 1199 [presumption of fault liability of educational institutions] if a person without civil capacity suffers personal injury during his study or life in a kindergarten, school or other educational institution, the kindergarten, school or other educational institution shall bear tort liability; however, those who can prove that they have fulfilled their duties of education and management shall not bear tort liability.
Article 1200 [Fault Liability of Educational Institutions] If a person with limited capacity for civil conduct suffers personal injury during his study or life in a school or other educational institution, and the school or other educational institution fails to perform its education and management duties, he shall bear tort liability.
Article 201 [sharing of responsibilities in case of infringement by a third party in an educational institution] if a person with no capacity for civil conduct or a person with limited capacity for civil conduct suffers personal damage from a third party other than a kindergarten, school or other educational institution during his study or life in a kindergarten, school or other educational institution, the third party shall bear the tort liability; if the kindergarten, school or other educational institution fails to fulfill its management duties, take the corresponding supplementary responsibility. After a kindergarten, school or other institution of education has assumed supplementary responsibility, it may have recourse against a third party.
Chapter IV Product Liability
Article one thousand two hundred and two hundred and two [product producer liability] due to product defects caused by damage to others, the producer shall bear tort liability.
Article 123 [Ways for the infringed to claim damages and the right of the first indemnified person to recover] If the product is defective and causes damage to others, the infringed may claim compensation from the producer of the product or from the seller of the product.
If the product defect is caused by the producer, the seller shall have the right to recover from the producer after compensation. If the product is defective due to the seller's fault, the producer shall have the right to recover from the seller after paying compensation.
Article 124 [The right of producers and sellers to recover from the third party with fault] If the product is defective due to the fault of the third party such as the transporter or warehouse, causing damage to others, the producer and seller of the product shall have the right to recover from the third party after compensation.
Article 1250 [Ways to Bear Liability for Endangering the Personal and Property Safety of Others] Where the personal and property safety of others is endangered due to product defects, the infringed party has the right to request the producer and seller to bear tort liability such as stopping the infringement, eliminating obstacles and eliminating dangers.
Article 106 [Remedial Measures and Tort Liability for Defects Found after Circulation] If a product is found to have defects after it is put into circulation, the producer and seller shall promptly take remedial measures such as stopping sales, warning, and recall; Failure to take timely remedial measures or ineffective remedial measures cause damage to expand, and shall also bear tort liability for the expanded damage.
Where recall measures are taken in accordance with the provisions of the preceding paragraph, the producer or seller shall bear the necessary expenses incurred by the infringed.
Article 1207 [punitive damages for product liability] if the product is still produced or sold knowing that the product is defective, or fails to take effective remedial measures in accordance with the provisions of the preceding article, resulting in the death or serious damage to the health of others, the infringed has the right to request corresponding punitive damages.
Chapter V Liability for Motor Vehicle Traffic Accidents
Article 108 [Legal Application of Liability for Motor Vehicle Traffic Accidents] If a motor vehicle causes damage in a traffic accident, it shall be liable for compensation in accordance with the road traffic safety law and the relevant provisions of this law.
Article 1209 [Tort liability when the owner, manager and user of a motor vehicle are inconsistent] When the owner, manager and user of a motor vehicle are not the same person due to leasing, borrowing, etc., a traffic accident occurs If the damage is caused by one party of the motor vehicle, the motor vehicle user shall be liable for compensation; if the motor vehicle owner or manager is at fault for the damage, he shall bear the corresponding liability for compensation.
Article 124 [Tort Liability for Motor Vehicles Transferred and Delivered but Not Registered] If the parties have transferred and delivered the motor vehicle by sale or other means but failed to register, the damage caused by a traffic accident shall be the liability of one party of the motor vehicle, the transferee shall be liable for compensation.
Article 1211 [tort liability of affiliated motor vehicles] if a motor vehicle engaged in road transport business activities in the form of affiliation causes damage in a traffic accident, which belongs to one party of the motor vehicle, the affiliated person and the affiliated person shall bear joint and several liability.
Article 122 [tort liability for driving another person's motor vehicle without permission] if the damage caused by a traffic accident caused by driving another person's motor vehicle without permission belongs to one party of the motor vehicle, the user of the motor vehicle shall bear the liability for compensation; if the owner or manager of the motor vehicle is at fault for the occurrence of the damage, he shall bear the corresponding liability for compensation, except as otherwise provided in this chapter.
Article 1213 [Order of Compensation for Subject of Traffic Accident Liability] If a motor vehicle is liable for damage caused by a traffic accident, the insurer who underwrites compulsory motor vehicle insurance shall first be within the scope of the compulsory insurance liability limit Compensation shall be made within; the insurer who underwrites commercial motor vehicle insurance shall compensate in accordance with the insurance contract; if the motor vehicle commercial insurance is still insufficient or has not been insured, the infringer shall compensate.
Article 124 [Tort Liability for Assembled or Scrapped Vehicles] If a motor vehicle that is assembled or has reached the scrapping standard is transferred by sale or other means, and damage is caused by a traffic accident, the transferor and the transferee shall bear joint and several liability.
Article 1215 [Tort Liability for Theft, Robbery or Robbery of Motor Vehicles] If a traffic accident of a motor vehicle stolen, robbed or robbed causes damage, the thief, robber or robber shall be liable for compensation. If the thief, robber or robber and the motor vehicle user are not the same person, and the damage caused by a traffic accident belongs to the motor vehicle party, the thief, robber or robber and the motor vehicle user shall bear joint and several liability.
If the insurer advances the rescue expenses within the scope of the compulsory motor vehicle insurance liability limit, it shall have the right to recover from the person responsible for the traffic accident.
Article 1,216 [Liability for Escape after Accident and Victim Relief] If a motor vehicle driver escapes after a traffic accident, and the motor vehicle participates in compulsory insurance, the insurer shall pay within the scope of the motor vehicle compulsory insurance liability limit Compensation; if the motor vehicle is unknown, the motor vehicle does not participate in compulsory insurance, or the rescue cost exceeds the motor vehicle compulsory insurance liability limit, and it is necessary to pay for the rescue, funeral and other expenses of the personal injury of the infringed, it shall be advanced by the social assistance fund for road traffic accidents. After the social assistance fund for road traffic accidents advances, its management agency has the right to recover from the person responsible for the traffic accident.
Article 1217 [Liability for Good Intentions] If a traffic accident of a non-operating motor vehicle causes damage to the free passenger, the liability of the motor vehicle party shall be reduced, but the motor vehicle user Except for intentional or gross negligence.
Chapter VI Liability for Medical Damage
Article 118 [Principles of Liability for Medical Damage and Subject of Liability] If a patient suffers damage in the course of diagnosis and treatment, and the medical institution or its medical personnel are at fault, the medical institution shall be liable for compensation.
Article 1219 [Obligation of Medical Personnel to Explain and Right of Informed Consent of Patients] Medical personnel shall explain the illness and medical measures to patients during diagnosis and treatment activities. If surgery, special examination and special treatment are needed, the medical staff shall timely explain the medical risks and alternative medical schemes to the patients, and obtain their explicit consent; if it is impossible or inappropriate to explain to the patients, they shall explain to the close relatives of the patients and obtain their explicit consent.
If the medical staff fails to fulfill the obligations mentioned in the preceding paragraph and causes damage to the patient, the medical institution shall be liable for compensation.
Article 1220 [Special Provisions for Informed Consent in Emergency] If the opinions of the patient or his close relatives cannot be obtained due to emergency situations such as rescuing a dying patient, the person in charge of the medical institution or the authorized person in charge approves, Corresponding medical measures can be implemented immediately.
Article 1221 [Definition of fault of medical personnel in diagnosis and treatment activities] If medical personnel fail to fulfill their diagnosis and treatment obligations corresponding to the medical level at that time in the diagnosis and treatment activities, causing damage to the patient, the medical institution shall be liable for compensation.
Article 1222 [Presumption of Fault of Medical Institutions] If a patient is damaged in the course of diagnosis and treatment, the medical institution is presumed to be at fault under any of the following circumstances:
(I) violation of laws, administrative regulations, rules and other relevant provisions of diagnosis and treatment standards;
(II) conceal or refuse to provide medical records related to the dispute;
(III) the loss, forgery, alteration or illegal destruction of medical records.
Article 1223 [Tort Liability for Defects in Drugs, Disinfection Products, Medical Devices, or Imputed Substandard Blood] Where a patient is damaged due to defects in drugs, disinfection products, medical devices, or the input of substandard blood, the patient may request compensation from the drug marketing license holder, producer, blood supply institution, or medical institution. If the patient requests compensation from the medical institution, the medical institution shall have the right to recover the compensation from the responsible drug marketing license holder, producer and blood provider.
Article 124 [Exemption Circumstances of Medical Institutions] If a patient suffers damage during diagnosis and treatment activities, the medical institution shall not be liable for compensation under any of the following circumstances:
(I) patients or their close relatives do not cooperate with medical institutions to carry out diagnosis and treatment in accordance with the standard of diagnosis and treatment;
(II) medical personnel have done their duty of reasonable diagnosis and treatment in emergency situations such as rescuing dying patients;
(III) limited to the medical level at that time, it was difficult to diagnose and treat.
In the case of the first paragraph of the preceding paragraph, if the medical institution or its medical personnel are also at fault, they shall bear the corresponding liability for compensation.
Article 1225 [Obligations of Medical Institutions to Medical Records and Rights of Patients to Medical Records] Medical institutions and their medical personnel shall fill in and properly keep medical records such as hospitalization records, medical orders, inspection reports, operation and anesthesia records, pathological data, nursing records and other medical records in accordance with regulations.
If the patient requests to consult or copy the medical records specified in the preceding paragraph, the medical institution shall provide them in a timely manner.
Article 1226 [Protection of Patient Privacy and Personal Information] Medical institutions and their medical personnel shall keep the privacy and personal information of patients confidential. Anyone who divulges a patient's privacy and personal information, or discloses his or her medical records without the patient's consent, shall bear tort liability.
Article 1227 [Prohibition of Illegal and Excessive Inspection] Medical institutions and their medical personnel shall not carry out unnecessary inspections in violation of diagnosis and treatment standards.
Article 1228 [Safeguarding the lawful rights and interests of medical institutions and their medical personnel] The lawful rights and interests of medical institutions and their medical personnel are protected by law.
Those who interfere with the medical order, hinder the work and life of medical personnel, or infringe upon the legitimate rights and interests of medical personnel shall bear legal responsibility according to law.
Chapter VII Responsibility for Environmental Pollution and Ecological Damage
Article 1229 [tort liability for environmental pollution and ecological damage] if damage is caused by environmental pollution or ecological damage, the infringer shall bear tort liability.
Article one thousand two hundred and thirty [environmental pollution, ecological damage tort burden of proof] due to the pollution of the environment, damage to the ecology of the dispute, the actor shall not bear the responsibility or reduce the responsibility of the law and its behavior and damage between the existence of causal relationship to bear the burden of proof.
Article 1231 [determination of the size of the responsibility of two or more infringers] if two or more infringers pollute the environment or damage the ecology, the size of the responsibility shall be determined according to the type, concentration and discharge of pollutants, the way, scope and degree of damage to the ecology, and the role of the behavior in the consequences of damage.
Article 1232 [Punitive Damages for Environmental Pollution and Ecological Damage Infringement] If the infringer violates the law and intentionally pollutes the environment or destroys the ecology and causes serious consequences, the infringed has the right to request corresponding punitive damages.
Article 1233 [tort liability for polluting the environment and destroying the ecology due to the fault of a third party] if the environment is polluted or damaged due to the fault of a third party, the infringed may claim compensation from the infringer or compensation from a third party. After paying compensation, the infringer shall have the right of recourse against a third party.
Article 134 [Responsibility for Ecological Environment Restoration] If a violation of state regulations causes damage to the ecological environment and the ecological environment can be restored, the state-prescribed agency or organization prescribed by law has the right to request the infringer to undertake restoration within a reasonable period of time responsibility. If the infringer fails to repair within the time limit, the organ prescribed by the state or the organization prescribed by law may repair it on its own or entrust others to repair it, and the expenses required shall be borne by the infringer.
Article 1235 [Scope of Compensation for Public Interest Litigation] Where a violation of state regulations causes damage to the ecological environment, the state-prescribed agency or organization prescribed by law has the right to request the infringer to compensate for the following losses and expenses:
Losses caused by the loss of service functions during the period from the damage to the (I) ecological environment to the completion of restoration;
Losses caused by permanent damage to (II) ecological environment functions;
Expenses for investigation, appraisal and assessment of (III) ecological environment damage;
(IV) the cost of removing pollution and repairing the ecological environment;
Reasonable expenses incurred by the (V) to prevent the occurrence and expansion of the damage.
Chapter VIII Highly Dangerous Liability
Article 1,236 [General Provisions on Highly Dangerous Liability] Those who engage in highly dangerous operations and cause damage to others shall bear tort liability.
Article 1,237 [Liability for Damage Caused by Civil Nuclear Facilities or Nuclear Materials] Where a nuclear accident occurs in a civil nuclear facility or nuclear material transported into or out of a nuclear facility and causes damage to others, the operating unit of the civil nuclear facility shall bear tort liability; however, it shall not be liable if it can be proved that the damage was caused by war, armed conflict, riot, etc. or the victim intentionally.
Article 138 [Liability for Damage Caused by Civil Aircraft] Where a civil aircraft causes damage to others, the operator of the civil aircraft shall bear tort liability; however, if it can be proved that the damage was caused intentionally by the victim, he shall not be liable.
Article 1239 [Liability for Harms Caused by Possession or Use of Highly Dangerous Substances] If the possession or use of highly dangerous substances such as flammable, explosive, highly toxic, highly radioactive, highly corrosive, highly pathogenic, etc. causes damage to others, the possessor or user shall bear tort liability; however, it can be proved that the damage was caused by the victim intentionally or force majeure, and shall not be liable. If the infringed party is grossly negligent in the occurrence of the damage, the liability of the possessor or user may be reduced.
Article 140 [Liability for Harms Caused by High-altitude, High-pressure, Underground Excavation Activities or Use of High-speed Rail Transport] Where high-altitude, high-pressure, underground excavation activities or use of high-speed rail transport causes damage to others, the operator shall bear Tort liability; however, it can be proved that the damage was caused by the victim intentionally or force majeure. If the infringed is grossly negligent in the occurrence of the damage, the liability of the operator may be reduced.
Article 1241 [Liability for Damage Caused by Loss or Discarding of Highly Dangerous Articles] If the loss or abandonment of highly dangerous articles causes damage to others, the owner shall bear tort liability. If the owner hands over the highly dangerous goods to others for management, the administrator shall bear the tort liability; if the owner is at fault, he shall bear joint and several liability with the administrator.
Article 1242 [Liability for Damage Caused by Illegal Possession of Highly Dangerous Goods] If the illegal possession of highly dangerous goods causes damage to others, the illegal possessor shall bear tort liability. If the owner or manager cannot prove that he has done a high degree of care to prevent illegal possession, he shall be jointly and severally liable with the illegal possessor.
Article 1243 [Responsibility for Safety and Security of Highly Dangerous Places] If the manager can prove that sufficient safety measures have been taken and full warning obligations have been fulfilled, he may be relieved or not liable if he enters a highly dangerous activity area or is damaged by a highly dangerous material storage area without permission.
Article 144 [Limits of Compensation for High Dangerous Liability] Where the law provides for a limit of compensation, the provisions of the law shall be followed, except where the perpetrator has intentional or gross negligence.
Chapter IX Liability for Damage to Raised Animals
Article 1245 [General Provisions on Liability for Damage Caused by Raising Animals] If an animal raised causes damage to others, the animal keeper or manager shall bear tort liability; however, if it can be proved that the damage is caused by intentional or gross negligence of the infringed, the liability may not be borne or reduced.
Article 1246 [Liability for Damage Caused by Failure to Take Safety Measures for Animals in Violation of Regulations] If the animal breeder or manager violates the management regulations and fails to take safety measures for animals and causes damage to others, the animal keeper or manager shall bear tort liability; However, if it can be proved that the damage was intentionally caused by the infringed, the liability can be reduced.
Article 1247 [Liability for Damage Caused by Dangerous Animals Prohibited from Raising] If dangerous animals such as strong dogs prohibited from being raised cause damage to others, the animal breeder or manager shall bear tort liability.
Article 1248 [Zoo Animal Damage Liability] Zoo animals causing damage to others, the zoo shall bear tort liability; However, those who can prove that they have fulfilled their management duties shall not be liable for tort.
Article 1249 [Liability for Damage Caused by Abandoned or Escaped Animals] If an abandoned or escaped animal causes damage to others during the abandonment or escape period, the original breeder or manager of the animal shall bear tort liability.
Article 1,250 [Liability for Animal Damage Caused by the Fault of a Third Party] Where an animal causes damage to others due to the fault of a third party, the infringed party may claim compensation from the animal keeper or manager, or claim compensation from the third party. After paying compensation, the animal keeper or manager shall have the right of recourse against a third party.
Article 1251 [Obligations to be Performed in Raising Animals] Raising animals shall abide by laws and regulations, respect social morality, and shall not hinder the lives of others.
Chapter X Liability for Damage to Buildings and Objects
Article 1252 [Liability for Damage Caused by Collapse or Collapse of Buildings, Structures or Other Facilities] Where the collapse or collapse of buildings, structures or other facilities causes damage to others, the construction unit and the construction unit shall bear joint and several liability, except where the construction unit and the construction unit can prove that there are no quality defects. After the construction unit and the construction unit have made compensation, if there are other responsible persons, they shall have the right to recover compensation from other responsible persons.
If the collapse or collapse of a building, structure or other facility causes damage to others due to the owner, manager, user or third party, the owner, manager, user or third party shall bear tort liability.
Article 1253 [liability for damage caused by falling off or falling of buildings, structures or other facilities and their shelving or hanging objects] if the owner, manager or user fails to prove that he is not at fault, the owner, manager or user shall bear tort liability. After the owner, manager or user has paid compensation, if there are other responsible persons, they shall have the right to recover compensation from the other responsible persons.
Article 1254 [Liability for Damage caused by Unknown Throwing Objects and Falling Objects] Throwing objects from buildings is prohibited. If an article is thrown from a building or an article falling from a building causes damage to others, the infringer shall bear the tort liability in accordance with the law; if it is difficult to determine the specific infringer after investigation, unless it can be proved that he is not the infringer, the user of the building who may cause the harm shall give compensation. The user of the building who may have caused the damage shall have the right to recover the compensation from the infringer.
Building managers such as property service enterprises shall take necessary safety measures to prevent the occurrence of the circumstances specified in the preceding paragraph; if they fail to take necessary safety measures, they shall bear tort liability for failure to perform their safety guarantee obligations in accordance with the law.
In the event of the occurrence of the circumstances specified in the first paragraph of this article, the public security and other organs shall promptly investigate and identify the responsible persons in accordance with the law.
Article 1255 [Liability for Damage Caused by Collapse, Roll or Slide of Stacked Goods] If the collapse, roll or slide of stacked goods causes damage to others, and the stacker cannot prove that he is not at fault, he shall bear tort liability.
Article 1256 [Liability for Damage Caused by Articles Stacking, Dumping or Leaving Obstructing Passage on Public Roads] Where articles piling, dumping or leaving obstructing passage on public roads cause damage to others, the perpetrator shall bear tort liability. If the public road manager cannot prove that he has fulfilled the obligations of cleaning, protection, warning, etc., he shall bear corresponding responsibilities.
Article 1257 [Tort Liability for Damage Caused by Tree Breaking, Dumping or Fruit Falling] If the owner or manager of a tree cannot prove that he is not at fault for damage caused by tree breaking, dumping or fruit falling, he shall bear tort liability.
Article 1258 [Liability for Damage Caused by Construction in Public Places or Roads and Liability for Damage Caused by Underground Facilities such as Manholes] Excavation, repair and installation of underground facilities in public places or roads cause damage to others, and the construction person cannot prove that Obvious signs have been set up and safety measures have been taken shall bear tort liability.
If underground facilities such as manholes cause damage to others, and the manager cannot prove that he has fulfilled his management duties, he shall bear tort liability.
Supplementary Provisions
Article 1259 [Meaning of Legal Terms] The terms "above", "below", "within" and "expiration" in the Civil Law include this number; the terms "dissatisfied", "exceeding" and "beyond" do not include this number.
Article 1,260 [Date of Implementation and Repeal of Old Law] This Law shall come into force on January 1, 2021. The Marriage Law of the the People's Republic of China, the Law on Succession of the People's Republic of China, the General Principles of the People's Republic of China Civil Law, the Law on Adoption of the People's Republic of China, the Law on the People's Republic of China Guarantees, the Law on the People's Republic of China Contracts, the Law on the People's Republic of China Property Rights, the Law on the People's Republic of China Tort Liability, and the General Principles of the People's Republic of China Civil Law shall be repealed at the same time.
Appendix
About the the People's Republic of China Civil Code
(Draft)
-May 22, 2020 at the 13th National People's Congress
At the third session of the Congress
Wang Chen, Vice Chairman of the Standing Committee of the National People's Congress
Fellow delegates:
I was entrusted by the Standing Committee of the National People's Congress to make an explanation on the the People's Republic of China Civil Code (Draft).
The Significance of 1. Compilation of Civil Code
The compilation of the Civil Code is a major political and legislative task determined by the Fourth Plenary Session of the Eighteenth Central Committee of the Party. It is a major deployment of the rule of law made by the Party Central Committee with Comrade Xi Jinping at the core. The compilation of the civil code is to form a code that adapts to the requirements of the development of socialism with Chinese characteristics in the new era and conforms to China's national conditions and reality through the systematic integration, compilation and revision of China's current civil legal system norms. a code with scientific style, rigorous structure, reasonable norms, complete content and coordination. This is a systematic and important legislative project.
Compiling a civil code that truly belongs to the Chinese people is the long-cherished wish of several generations of new China. The party and the state started the formulation of civil law four times in 1954, 1962, 1979 and 2001. For the first and second time, tangible results were not achieved for a number of reasons. It was launched for the third time in 1979. As it has just entered a new period of reform and opening up, the conditions for formulating a complete civil code are not yet available. Therefore, after in-depth study by Peng Zhen, Xi Zhongxun and other comrades who led the legislative work of the Legislative Affairs Committee of the National People's Congress at that time, in the early 1980 s, they decided to formulate a separate civil law in accordance with the working idea of "mature one by one. The current inheritance law, the general principles of civil law, the security law and the contract law have been formulated under this working idea. In 2001, the Standing Committee of the Ninth National People's Congress organized the drafting of the the People's Republic of China Civil Law (Draft), which was reviewed in December 2002. After discussion and study, it is still determined to continue to adopt the method of formulating separate laws to promote the construction of China's civil legal system. Since the Tenth National People's Congress in 2003, it has successively formulated the Property Law, Tort Liability Law, and Law on the Application of Foreign-related Civil Relations. Generally speaking, after years of efforts, China's civil legislation has been fruitful, and a relatively complete system of civil legal norms has been gradually formed, rich experience has been accumulated in civil judicial practice, remarkable progress has been made in civil legal services, and the theoretical research of civil law has also reached a high level. the concept of civil rule of law in the whole society has been generally enhanced, which has laid a good institutional foundation, practical foundation, theoretical foundation and social foundation for the compilation of the civil code. With the continuous development of China's socialist modernization and the in-depth promotion of the rule of law in an all-round way, the people and all sectors of society have great expectations for the compilation and promulgation of the civil code.
Since the 18th National Congress of the Communist Party of China, the Party Central Committee with Comrade Xi Jinping at the core has placed the comprehensive rule of law in a prominent position, promoting historic changes and achievements in the cause of the party and the country. Socialism with Chinese characteristics has entered a new era. In the new journey of adhering to and improving the socialist system with Chinese characteristics and promoting the modernization of the national governance system and governance capacity, the compilation of the civil code is of great and far-reaching significance.
The (I) Compilation of the Civil Code is a Practical Need to Adhere to and Improve the Socialist System with Chinese Characteristics
Looking back on the history of human civilization, codification is a project of legal construction with important symbolic significance, and it is a symbol and symbol of a country and a nation's prosperity. In the more than 70 years since the founding of New China, especially in the more than 40 years of reform and opening up, the Communist Party of China has united and led the Chinese people in unremitting struggle, successfully opened up the path of socialism with Chinese characteristics, and achieved world-renowned development achievements. The socialist system with Chinese characteristics has demonstrated strong vitality and significance. Superiority. China's civil legal system is formed and continuously developed with the historical process of reform and opening up and socialist modernization in the new period. It is an important part of the socialist legal system with Chinese characteristics. On the basis of systematically summarizing the achievements and practical experience of system construction, compiling a civil code with Chinese characteristics, reflecting the characteristics of the times, and reflecting the wishes of the people can not only fully demonstrate the achievements and institutional confidence of the socialist legal system with Chinese characteristics, but also promote and guarantee China The continuous development of characteristic socialism can also contribute Chinese wisdom and Chinese plans to the development and progress of human civilization under the rule of law.
The (II) compilation of the civil code is a major measure to promote the comprehensive rule of law and the modernization of the national governance system and governance capacity.
Civil law is an important part of the socialist legal system with Chinese characteristics. It is a basic and comprehensive law in the civil field. It regulates various personal and property relations of various civil subjects, and involves all aspects of social and economic life. It is called "Encyclopedia of Social Life". Establishing a sound and complete system of legal norms and ensuring good governance with good laws is the prerequisite and foundation for comprehensively governing the country according to law. Civil law adjusts all kinds of civil relations by establishing the system of civil general principles such as civil subjects, civil rights, civil legal acts and civil liability, and establishing the system of civil sub-rules such as property rights, contracts, personality rights, marriage and family, inheritance and tort liability. Civil law, together with legal norms in other fields of the country, supports the national system and national governance system, and is the basic legal norm to ensure the normal and effective operation of the national system and national governance system. The compilation of the civil code is to comprehensively summarize my country's civil legislation and judicial practical experience, systematically compile and compile the current civil separate laws, compile relevant civil legal norms into a comprehensive code, and continuously improve the socialist legal system with Chinese characteristics. This is of great significance for promoting the modernization of the national governance system and governance capacity by means of the rule of law, and giving better play to the role of the rule of law in ensuring the fundamentals, stabilizing expectations and long-term benefits.
The (III) compilation of the civil code is an objective requirement for upholding and improving the basic socialist economic system and promoting high-quality economic development.
Public ownership is the main body, multiple ownership economies develop together, distribution according to work is the main body, and multiple distribution methods coexist. The socialist market economic system and other basic socialist economic systems are based on the rule of law, operate on the track of the rule of law, and are subject to the rules of the rule of law. The adjusted economic system, the socialist market economy is essentially an economy ruled by law. The legal person system in my country's civil subject system, the civil legal act system and agency system that regulate civil activities, the property rights system that adjusts various property relations, the contract system that adjusts various transaction relations, and the tort liability system that protects and relieves civil rights and interests are all indispensable legal system norms and behavior rules for upholding and improving the basic socialist economic system. At the same time, the construction of China's civil legal system has always adhered to the tradition of "the unity of the people and business" and incorporated many commercial legal norms into the civil law. The compilation of the civil code, further improving the basic legal system and rules of conduct in the field of civil and commercial affairs in China, and providing basic compliance for all kinds of civil and commercial activities, is conducive to fully mobilizing the enthusiasm and creativity of civil subjects, maintaining transaction security, maintaining market order, and creating a market environment in which all kinds of ownership subjects use resource elements equally in accordance with the law, participate in competition openly, fairly and fairly, and are equally protected by law, and promote high-quality economic development.
The (IV) compilation of the civil code is an inevitable requirement for improving the well-being of the people and safeguarding the fundamental interests of the overwhelming majority of the people.
The fundamental purpose of the construction of socialist rule of law with Chinese characteristics is to protect the rights and interests of the people. Since the reform and opening up, China's civil legal system has been gradually improved and developed, and the civil rights of citizens have been more and more fully protected. Socialism with Chinese characteristics has entered a new era. With the changes in the main contradictions of our society, with the continuous accumulation of economic development and national wealth, with the advent of the era of informatization and big data, the people are in democracy, the rule of law, fairness, justice, The requirements for security and environment are increasing, and it is hoped that the protection of rights will be more adequate and effective. The 19th National Congress of the Communist Party of China clearly stated that people's personal rights, property rights and personality rights should be protected. However, some norms in the current civil legislation have lagged behind and are difficult to adapt to the people's growing needs for a better life. It is of great significance to compile the civil code, improve and enrich the types of civil rights, form a more complete civil rights system, improve the rules of rights protection and relief, and form a standardized and effective rights protection mechanism, so as to better safeguard the rights and interests of the people, continuously increase the sense of gain, happiness and security of the people, and promote the all-round development of people.
General Requirements and Basic Principles of 2. Compilation of Civil Code
The Civil Code is the first law named after a code in New China, which is a milestone in the codification and legislation of our country. The Party Central Committee with Comrade Xi Jinping as the core attaches great importance to the compilation of the civil code, puts the compilation of the civil code on the important work agenda of the Party Central Committee, and makes overall arrangements and clear requirements for the task of compiling the civil code. The Standing Committee of the 12th and 13th National People's Congress attaches great importance to this legislative work, incorporates the compilation of the civil code into the legislative plan and annual legislative work plan of the Standing Committee of the National People's Congress, and identifies it as a key project of the legislative work of the Standing Committee of the National People's Congress. Continue to advance. In order to do a good job in the compilation of the civil code, the party group of the standing Committee of the National people's Congress has repeatedly asked for instructions and reports to the CPC Central Committee on major issues such as the overall consideration, work steps, and structure of the compilation of the civil code. In June 2016, August 2018, and December 2019, General Secretary Xi Jinping presided over three meetings of the Standing Committee of the Political Bureau of the Central Committee, listened to and agreed in principle to the request and report made by the Party Group of the Standing Committee of the National People's Congress on the compilation of the Civil Code. The work made important instructions and provided important guidance and basic follow-up for the compilation of the civil code.
The guiding ideology for the compilation of the Civil Code is: hold high the great banner of socialism with Chinese characteristics, guided by Marxism-Leninism, Mao Zedong Thought, Deng Xiaoping Theory, the important thinking of the "Three Represents", the scientific development concept, and Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era. Strengthen the "four consciousnesses", strengthen the "four self-confidence", achieve the "two safeguards", and fully implement the spirit of the 18th and 19th National Congress of the Central Plenary Session of the Party, adhere to the organic unity of the party's leadership, the people being the masters of the country, and governing the country according to law, closely focus on the overall planning and promotion of the "five in one" overall layout and the coordinated promotion of the "four comprehensive" strategic layout, and closely focus on building a socialist legal system with Chinese characteristics and building A socialist country ruled by law, sum up practical experience, and adapt to the requirements of the times, to compile and revise the civil legal norms of the general principles of civil law, property law, contract law, guarantee law, marriage law, adoption law, inheritance law, tort liability law and personality right, which are currently formulated in different periods, to form a civil code with Chinese characteristics, reflecting the characteristics of the times and reflecting the will of the people, to provide a complete civil legal guarantee for upholding and improving the socialist system with Chinese characteristics in the new era, realizing the "two centenary" goals, and realizing the Chinese dream of the great rejuvenation of the Chinese nation.
To carry out the above guiding ideology and do a good job in the compilation of the civil code, we must follow and embody the following basic principles: first, adhere to the correct political direction, comprehensively implement General Secretary Xi Jinping's new concept, new thought and new strategy of comprehensively governing the country according to law, resolutely implement the decision-making and deployment of the Party Central Committee, and persist in serving the overall situation of the party and the state. Give full play to the important role of the Civil Code in upholding and improving the socialist system with Chinese characteristics. Second, we should adhere to the people-centered approach, take the protection of civil rights as the starting point and foothold, earnestly respond to the people's needs for the rule of law, better meet the people's growing needs for a better life, fully realize, safeguard and develop the fundamental interests of the overwhelming majority of the people, and make the civil code a good code for protecting people's civil rights in the new era. The third is to adhere to the national conditions and reality, comprehensively summarize the civil legislation and practical experience of my country's reform and opening up for more than 40 years, consolidate, confirm and develop the achievements of civil rule of law construction in a codification manner, guide the legislative direction with practical needs, and improve the pertinence of the civil legal system, Effectiveness, adaptability, and play the leading, standardizing and guaranteeing role of the rule of law. The fourth is to adhere to the combination of the rule of law and the rule of virtue, pay attention to the integration of socialist core values into civil legal norms, vigorously promote traditional virtues and social ethics, strengthen the awareness of rules, advocate the spirit of contract, and maintain public order and good customs. The fifth is to adhere to scientific legislation, democratic legislation, and legislation in accordance with the law, and continuously enhance the systematicness and integrity of civil legal norms, not only to maintain the continuity and stability of the civil legal system, but also to maintain appropriate forward-looking and openness, and at the same time handle, Connect the relationship between various norms under the codification of the civil legal system.
Compilation of the 3. Civil Code
According to the work deployment of the Party Central Committee, the drafting of the civil code is led by the Legislative Affairs Committee of the Standing Committee of the National People's Congress, with the Supreme People's Court, the Supreme People's Procuratorate, the Ministry of Justice, the Chinese Academy of Social Sciences, and the Chinese Law Society as participating units. In order to do a good job in the compilation of the civil code, the Legislative Affairs Committee of the Standing Committee of the National People's Congress and five participating units established a coordination group for the compilation of the civil code and a special class for the compilation of the civil code.
The compilation of the civil code is not the formulation of brand-new civil laws, nor is it a simple compilation of laws, but the compilation and revision of the existing civil legal norms, the revision and improvement of the provisions that are no longer suitable for the actual situation, and the new provisions for the new situation and new problems in the economic and social life. The compilation of the civil code is carried out in a "two-step" way: the first step is to formulate the general principles of the civil law as the general provisions of the civil code; the second step is to compile the sub-sections of the civil code, which will be reviewed and revised by the Standing Committee of the National People's Congress., And then merged with the General Principles of Civil Law into a complete draft civil code.
In March 2015, the Legislative Affairs Committee of the Standing Committee of the National People's Congress started the compilation of the civil code and started the first step of formulating the general principles of civil law. Based on the general principles of civil law formulated in 1986, it systematically sorted out and summarized the practical experience of relevant civil laws, refined the rules of universal applicability and leading in the civil legal system, and formed the draft of the general principles of civil law, It was deliberated three times by the Standing Committee of the 12th National People's Congress in 2016, in March 2017, it was deliberated and adopted by the fifth session of the 12th National People's Congress. The formulation of the general principles of civil law has completed the first step in the compilation of the civil code and laid a solid foundation for the compilation of the civil code.
After the adoption of the general principles of civil law, the Standing Committee of the 12th and 13th National People's Congress continued its efforts to carry out the compilation of each sub compilation as the second step of the compilation of the civil code. The Legal Work Committee and the participating units of the civil code compilation work make every effort to promote the compilation of the civil code, systematically sort out and study the opinions put forward by relevant parties over the years, carry out legislative research, and extensively listen to opinions and suggestions. Based on the current property law, contract law, guarantee law, marriage law, adoption law, inheritance law, tort liability law, etc., combined with the new needs of my country's economic and social development for civil law, the draft of each sub-division of the Civil Code, including six sub-divisions, including property rights, contracts, personality rights, marriage and family, inheritance, and tort liability, was formed and submitted to the fifth meeting of the standing Committee of the 13th National people's Congress to be held in August 2018 for deliberation. Subsequently, in December 2018, April, June, August, and October 2019, the seventh, tenth, eleventh, twelfth, and fourteenth meetings of the Standing Committee of the 13th National People's Congress The draft subdivisions of the Civil Code were split and reviewed, and all 6 draft subdivisions were reviewed for the second time, and the three draft subdivisions of personality rights, marriage and family, and tort liability that are more concerned about various aspects were reviewed for the third time. On this basis, the General Principles of Civil Law and the drafts of the Civil Code, which have been reviewed and revised by the Standing Committee, are merged to form the the People's Republic of China Civil Code (Draft), which is submitted to the Standing Committee of the 13th National People's Congress in December 2019. Deliberated at the 15th meeting. After deliberation, the Standing Committee of the National People's Congress made a decision to submit the draft civil code to this session for deliberation.
After the draft civil code has been deliberated by the Standing Committee of the National People's Congress, the general office of the Standing Committee of the National People's Congress will issue the draft to the deputies of the 13th National People's Congress, deploy and organize the deputies to study and discuss the draft civil code, and solicit the opinions of the deputies. At the same time, the Legal Work Committee will also issue the draft to local people's congresses, grassroots legislative contact points, and relevant central departments for comments, and publish it on the China National People's Congress website to solicit public opinions. The Legislative Affairs Commission also held a number of symposiums in Beijing to listen to the opinions of relevant departments and experts. It is generally believed that the compilation of the civil code is of great significance for improving the socialist legal system with Chinese characteristics, promoting the modernization of the national governance system and governance capacity by means of the rule of law, and earnestly safeguarding the fundamental interests of the overwhelming majority of the people. it is of great significance to promote social fairness and justice.
Since the outbreak of the new coronary pneumonia epidemic, the Standing Committee of the National People's Congress has paid great attention to it, and Chairman Li Zhanshu has repeatedly put forward clear work requirements for implementing the spirit of General Secretary Xi Jinping's important speech on the prevention and control of the epidemic and the decision-making and deployment of the Party Central Committee to provide legal protection for the prevention and control of the epidemic. We have conscientiously studied and implemented the spirit of General Secretary Xi Jinping's important speech and the decision-making and deployment of the Central Committee of the Communist Party of China, combined with the compilation of the civil code, combed and studied the civil legal system related to the epidemic, and made targeted amendments and improvements to the draft.
On April 20 and 21, 2020, the Constitution and Law Committee of the National People's Congress held a meeting to further revise and improve the draft civil code according to the deliberation opinions of the Standing Committee of the National People's Congress, the opinions put forward by the deputies in the study and discussion, and the opinions of various parties. It is believed that after repeated deliberation and extensive solicitation of opinions by the Standing Committee of the National People's Congress, the draft has fully absorbed opinions and suggestions from all parties, the the People's Republic of China Civil Code (Draft) was formed for consideration at this meeting.
In order to further prepare for the deliberation of the draft civil code at the meeting and fully listen to the opinions of the NPC deputies, on April 29, the Legislative Affairs Committee once again sent the revised draft civil code to the standing committees of the people's congresses of all provinces, autonomous regions, and municipalities directly under the Central Government. All localities are invited to organize relevant NPC deputies to study and discuss in an appropriate manner and listen to their opinions.
Main elements of the draft 4. Civil Code
The "the People's Republic of China Civil Code (Draft)" consists of 7 parts and 1260 articles. Each part is followed by general provisions, property rights, contracts, personality rights, marriage and family, inheritance, tort liability, and supplementary provisions.
General (I)
Part I, "General Provisions", sets out the basic principles and general rules that must be followed in civil activities and govern the various subdivisions of the Civil Code. The first part basically maintains the structure and content of the current general provisions of the civil law, makes textual changes to individual provisions in accordance with the requirements of the codification system, and moves the "by-laws" section to the end of the draft civil code. Part I consists of 10 chapters and 204 articles. The main contents include:
1. On the basic provisions. Title I, Chapter I, sets out the legislative purpose and basis of the Civil Code. Among them, "promoting the core values of socialism" is an important legislative purpose, which embodies the distinctive Chinese characteristics of adhering to the combination of rule of law and rule of virtue (Article 1 of the draft). At the same time, it stipulates that civil rights and other legitimate rights and interests are protected by law, and establishes the basic principles of civil law, such as equality, voluntariness, fairness, honesty, law-abiding and public order and good customs (articles 4 to 8 of the draft). In order to implement Xi Jinping's thought of ecological civilization, establish the green principle as the basic principle of civil law, and stipulate that civil subjects engaged in civil activities should be conducive to saving resources and protecting the ecological environment (Article 9 of the draft).
2. With regard to civil subjects. Civil subjects are participants in civil relations, holders of civil rights, performers of civil obligations and bearers of civil liability, including three categories: first, natural persons. The natural person is the most basic civil subject. The draft stipulates the system of civil rights and civil capacity of natural persons, guardianship system, declaration of disappearance and declaration of death system, and makes provisions for individual industrial and commercial households and rural contracted business households (Chapter 2 of Part I of the draft). In conjunction with the prevention and control of the epidemic, the guardianship system has been further improved, stipulating that due to emergencies and other emergencies, the guardian is temporarily unable to perform his guardianship duties, and the ward's life is in a state of unattended, the residents of the ward's residence The committee, the village committee or the civil affairs department shall arrange necessary temporary living care measures for the ward (Article 34, paragraph 4 of the draft). The second is legal person. A legal person is an organization established in accordance with the law, has the capacity for civil rights and civil conduct, and independently enjoys civil rights and assumes civil obligations in accordance with the law. The draft stipulates the definition of a legal person, the principles and conditions of establishment, and the general provisions of residence, and makes specific provisions for the three types of legal persons: for-profit legal persons, non-profit legal persons, and special legal persons (Chapter 3 of Part I of the draft). Three are unincorporated organizations. An unincorporated organization is an organization that does not have legal personality, but is able to engage in civil activities in its own name in accordance with the law. The draft provides for the establishment, responsibility, dissolution and liquidation of unincorporated organizations (Chapter 4 of Part I of the draft).
3. With regard to civil rights. The protection of civil rights is an important task of civil legislation. Title I, Chapter V, provides for a system of civil rights, including various personal and property rights. In order to build an innovative country, the draft makes general provisions on intellectual property rights to govern individual intellectual property laws (Article 123 of the draft). At the same time, the protection of data and network virtual property is stipulated in principle (Article 127 of the draft). In addition, it also stipulates the rules for the acquisition and exercise of civil rights (articles 129 to 132 of the draft).
4. On civil legal acts and representation. Civil legal act is the act of civil subject establishing, changing and terminating civil legal relationship by meaning, and agency is the system of civil subject carrying out civil legal act through agent. Chapter VI and Chapter VII of Part I stipulate the system of civil legal acts and the system of agency: first, it stipulates the definition, establishment, form and effective time of civil legal acts (section I, Chapter VI, section I of the draft). The second is to provide for the entry into force, manner, withdrawal and interpretation of the expression of will (Part I, Chapter VI, Section II of the draft). The third is to stipulate the validity system of civil legal acts (Part I, Chapter VI, Section III of the draft). Fourth, it provides for the scope of application, effectiveness, type and other elements of the agency system (Chapter VII of Part I of the draft).
5. About civil liability, statute of limitations and period calculation. Civil liability is the legal consequence of the violation of civil obligations by civil subjects, and it is an important system to protect and maintain civil rights. The statute of limitations is a legal system in which the right holder does not exercise his rights within the statutory period and his rights are not protected. Its function is mainly to urge the right holder to exercise his rights in a timely manner, maintain transaction security, and stabilize the legal order. Chapters VIII, IX and X of Part I stipulate the system of civil liability, limitation of action and period calculation: first, it stipulates the manner in which civil liability is borne, and provides for special civil liability such as force majeure, justifiable defense, emergency avoidance, and voluntary implementation of emergency assistance (Chapter VIII of Part I of the draft). The second is to stipulate the period of limitation of action and its starting, legal effect, suspension and interruption of the limitation of action (Chapter 9 of Part I of the draft). Third, it provides for the unit of calculation, starting, ending and extension of the period (chapter X of Part I of the draft).
(II) Property Rights
Real right is an important property right enjoyed by civil subjects according to law. The legal system of real right is one of the most important basic civil systems to adjust the civil relations arising from the ownership and utilization of things. In 2007, the Fifth Session of the Tenth National People's Congress passed the Property Law. On the basis of the current property law, the second part of the draft, "property rights", in accordance with the requirements of the CPC Central Committee to improve the property rights protection system, improve the modern property rights system with clear ownership, clear rights and responsibilities, strict protection and smooth circulation, and further improve the legal system of property rights in combination with practical needs. Part II consists of 5 sub-parts, 20 chapters and 258 articles. The main contents are as follows:
1. On the general provisions. The first sub-part is a general rule, which provides for the basic norms of the property rights system, including the basic principles of property rights such as equal protection, the specific rules of property rights changes, and the system of property rights protection. The decision of the CPC Central Committee on upholding and improving the socialist system with Chinese characteristics and promoting the modernization of the national governance system and governance capacity adopted by the Fourth Plenary Session of the 19th CPC Central Committee has a new expression of the basic socialist economic system. In order to implement the spirit of the meeting, the draft revised the provisions on the basic economic system to read: "the state adheres to and improves public ownership as the main body and the common development of various ownership economies, distribution according to work is the main body, multiple distribution methods coexist, and the socialist market economic system and other basic socialist economic systems." (Paragraph 1 of Article 206 of the draft)
2. With respect to ownership. Ownership is the basis of property rights and is the right of the owner to possess, use, gain and dispose of his real or movable property in accordance with the law. The second sub-part provides for the ownership system, including the rights of the owner, the rules of expropriation and expropriation, the ownership of the state, the collective and the private, the adjacent relationship, the common ownership and so on. In response to the general public's complaints in recent years that it is difficult to establish the owners' assembly and use public maintenance funds, and in combination with the prevention and control of the new coronary pneumonia epidemic, on the basis of the current property law, the owners' building ownership system has been further improved: first, it is clear that relevant local government departments and residents' committees should give guidance and assistance to the establishment of owners' assemblies and the election of owners' committees (draft article 277, paragraph 2). The second is to appropriately lower the voting threshold for the owners to jointly decide matters, especially the use of funds for the maintenance of buildings and their ancillary facilities, and to add special procedures for the use of maintenance funds in emergency situations (draft articles 278 and the second paragraph of article 81). Third, in combination with the epidemic prevention and control work, add "epidemic prevention and control" to the reasons for expropriating the real estate or movable property of organizations and individuals; clarify the relevant responsibilities and obligations of property service enterprises and owners, and add provisions that property service enterprises or other managers should implement the emergency response measures and other management measures implemented by the government according to law, and actively cooperate with relevant work, the owner shall cooperate in accordance with the law (Article 245, paragraph 2 of Article 285, and paragraph 1 of Article 286 of the draft).
3. On the use of beneficial property rights. Usufructuary right refers to the right holder's right to possess, use and gain from other people's property in accordance with the law. The third sub-part stipulates the system of beneficial property rights, and clarifies the basic rights and obligations of the beneficial property right holder, as well as the right to use the construction land, the right to use the homestead, the easement and other beneficial property rights. On the basis of the provisions of the current property law, the draft has been further improved: first, to implement the requirements of the CPC Central Committee on improving the property rights protection system to protect property rights in accordance with the law, and to make it clear that when the term of the right to use residential construction land expires, it will be automatically renewed; the payment or reduction of renewal fees shall be handled in accordance with the provisions of laws and administrative regulations (paragraph 1 of Article 359 of the draft). The second is to improve the relevant system of rural collective property rights, implement the requirements of the reform of the "separation of three rights" of rural contracted land, improve the relevant provisions of land contractual management rights, increase the provisions of land management rights, and delete the provisions that the right to use cultivated land shall not be mortgaged, so as to meet the needs of land management rights entering the market after the "separation of three rights" (Chapter 11 and Article 399 of Part II of the draft). Considering that the reform of the rural collective construction land and homestead system is in the process of advancing, the draft and the Land Management Law have made cohesive provisions (Draft Articles 361 and 363). The third is to implement the requirements of the 19th National Congress of the Communist Party of China to accelerate the establishment of a multi-subject supply and multi-channel security housing system, increase the provisions of the "right of residence" as a new type of usufructuary right, and clarify that the right of residence is established free of charge in principle. The right to occupy and use other people's houses after registration in accordance with the contract or will to meet their stable living needs (Chapter 14 of the draft).
4. On security interests. A security interest is a property right established to ensure the performance of an obligation, including a mortgage, a pledge and a lien. Subpart IV provides for security rights, clarifying common rules such as the meaning of security interests, the scope of application and the scope of security, as well as specific rules for mortgages, pledges and liens. On the basis of the provisions of the current property law, the draft further improves the security right system and provides legal guarantee for optimizing the business environment: first, expand the scope of guarantee contracts, clarify the guarantee function of atypical guarantee contracts such as financial leasing, factoring and ownership retention, and add provisions that guarantee contracts include mortgage contracts, pledge contracts and other contracts with guarantee functions (paragraph 1 of Article 388 of the draft). The second is to delete the provisions on specific registration institutions for security interests, leaving room for the establishment of a unified registration system for mortgages and pledges of rights on movable property. The third is to simplify the general terms of mortgage contracts and pledge contracts (draft article 400, paragraph 2, and article 427, paragraph 2). The fourth is to clarify the uniform rules for the realization of security interests (draft article 414).
5. On possession. Possession refers to the de facto control and domination of real or movable property. Subpart V provides for the scope of adjustment of possession, liability for damages in the case of unauthorized possession, the return of the original and fruits, and the protection of possession. (Part II, Chapter XX of the draft)
(III) Contract Compilation
The contract system is the basic legal system of the market economy. The Contract Law was adopted at the Second Session of the Ninth National People's Congress in 1999. On the basis of the current contract law, the third part of the draft, "contract", implements the spirit of comprehensively deepening reform, adheres to the maintenance of contracts, equal exchange and fair competition, promotes the free flow of goods and elements, and improves the contract system. Part III consists of 3 subparts, 29 chapters and 526 articles. The main contents are as follows:
1. On the general provisions. The first sub-chapter is the general rules, which stipulate the general rules of contract conclusion, validity, performance, preservation, transfer, termination and liability for breach of contract. On the basis of the current contract law, it improves the general rules of the contract law: first, it improves the general rules of the debt law (draft articles 468, 517 to 521) by providing for the legal application rules of non-contractual debts and the performance rules of majority debts. The second is to improve the rules for the formation of electronic contracts, add specific provisions for appointment contracts, and improve the system of contract formation such as the format clause system (draft articles 491, 495 to 498). Third, in conjunction with the prevention and control of the new coronary pneumonia epidemic, we will improve the national order contract system, stipulating that where the State issues national order tasks and mandatory plans in accordance with emergency rescue and disaster relief, epidemic prevention and control or other needs, contracts shall be concluded between the relevant civil subjects in accordance with the rights and obligations stipulated in the relevant laws and administrative regulations (paragraph 1 of Article 494 of the draft). Fourth, in view of the problem that in practice, a party's failure to go through the formalities for approval in violation of its obligations affects the entry into force of the contract, the draft clarifies the legal consequences of the parties' violation of the obligation to submit for approval, and improves the system of validity of the contract (paragraph 2 of Article 552 of the draft). The fifth is to improve the contract performance system, implement the green principle, and stipulate that the parties should avoid wasting resources, polluting the environment and destroying the ecology in the process of performing the contract (Article 509, paragraph 3, of the draft). At the same time, on the basis of summing up the experience of judicial practice, the system of changing circumstances has been added (Article 533 of the draft). The sixth is to improve the contract preservation system such as the right of subrogation and the right of revocation, further strengthen the protection of creditors, refine the system of creditor's rights transfer and debt transfer, increase the rules of debt settlement and offset, and improve the contract termination system such as contract termination (Chapter 5, Article 545 to Article 556, Article 560, Article 563 to Article 566 of the draft). Seventh, by absorbing the provisions of the current security law on deposit rules, improve the liability system for breach of contract (draft articles 586 to 588).
A typical contract. Typical contracts are widely used in market economic activities and social life. In order to meet the needs of reality, on the basis of 15 typical contracts stipulated in the current contract law, such as sales contract, gift contract, loan contract and lease contract, four new typical contracts have been added to the second subpart: first, the content of guarantee in the guarantee law has been absorbed and the guarantee contract has been added (Chapter 13 of Part III of the draft). Second, to meet the needs of the development of China's factoring industry and the optimization of the business environment, factoring contracts have been added (Chapter 16 of Part III of the draft). Third, in view of the outstanding problems in the field of property services, property service contracts have been added (Chapter 24 of Part III of the draft). Fourth, the provisions on partnership contracts have been added to include the provisions on individual partnerships in the General Principles of Civil Law (Chapter 27, Part III of the draft).
Part III also improves other typical contracts on the basis of summarizing the practical experience of the current contract law: first, to improve the contract of sale by improving the provisions of the inspection period and the rules of retention of title (draft articles 622, 623, 641 to 643). Second, in order to maintain normal financial order, it is clearly stipulated that usury lending is prohibited, and the interest rate of borrowing shall not violate the relevant provisions of the state (paragraph 1 of Article 680 of the draft). The third is to implement the requirements of the Party Central Committee to establish a housing system with the same rights for rent and purchase, protect the interests of tenants, and increase the priority of housing tenants (Article 734, paragraph 2, of the draft). Fourth, in view of the problems that seriously interfere with the transportation order and endanger the transportation safety, such as passenger seat dominance and failure to cooperate with the carrier to take safe transportation measures in the field of passenger transport contracts in recent years, the draft refines the rights and obligations of the parties to the passenger transport contract (Article 815, paragraph 1, Article 819 and Article 820 of the draft). Fifth, according to the needs of economic and social development, typical contracts such as gift contracts, financial lease contracts, construction project contracts, and technical contracts have been revised and improved (Chapter 11, Chapter 15, Chapter 18, Chapter 20 of Part III of the draft).
3. On quasi-contracts. Non-cause management and unjust enrichment are both of the same nature as the contract rules, but also differ from the contract rules, and the general rules of non-cause management and unjust enrichment are provided for in the third subpart, "Quasi-contract", respectively. (Part III, Chapters 28 and 29 of the draft)
(IV) personality right
The right of personality is the right of the civil subject to its specific personality interests, which is related to the dignity of each person, and is the most basic right of the civil subject. The fourth part of the draft, "Personality Rights", on the basis of the current relevant laws and regulations and judicial interpretations, stipulates the content, boundaries and protection methods of the personality rights of natural persons and other civil subjects from the perspective of civil legal norms, and does not involve citizens' political and social rights. Part IV consists of 6 chapters and 51 articles. The main contents are as follows:
1. General provisions. Chapter I of Part IV sets out the general rules of personality rights: first, to clarify the definition of personality rights (draft article 990). The second is to stipulate that the personality rights of civil subjects are protected by law, and personality rights may not be waived, transferred or inherited (draft articles 991 and 992). Third, it provides for the protection of the personal interests of the deceased (Article 994 of the draft). The fourth is to clearly stipulate the relief methods after the right of personality is infringed (articles 995 to 1000 of the draft).
2. On the right to life, body and health. Chapter II of Part IV stipulates the specific contents of the right to life, the right to body and the right to health, and makes targeted provisions on the relevant issues of social concern in practice: first, in order to promote the development of medical and health undertakings and encourage the good deeds of body donation, the draft absorbs the relevant provisions of administrative regulations and establishes the basic rules of organ donation (Article 106 of the draft). The second is to regulate medical and scientific research activities related to human genes and human embryos, and to clarify the rules that should be observed in such activities (Article 109 of the draft). Third, in recent years, the problem of sexual harassment has attracted great attention from the society. On the basis of summing up the existing legislative and judicial practice experience, the draft stipulates the identification standards of sexual harassment, as well as the obligations of organs, enterprises, schools and other units to prevent and stop sexual harassment (Article 1010 of the draft).
3. The right to name and name. Chapter III of Part IV stipulates the specific content of the right of name and name, and stipulates the basic obligations of civil subjects to respect and protect the right of name and name of others: first, it stipulates the rules for natural persons to choose surnames (Article 1015 of the draft). The second is to make it clear that for pen names, stage names, net names, etc. that have a certain social reputation and are used by others to cause public confusion, refer to the relevant provisions on the protection of name rights and name rights (Article 1017 of the draft).
4. On the right of portrait. Chapter 4 of Part IV stipulates the content of portrait rights and the rules for licensing the use of portraits, and clearly prohibits infringement of other people's portrait rights: First, it is aimed at using information technology to "deeply forge" other people's portraits and voices, and infringe on the personality rights of others. It even endangers the public interest and other issues, and stipulates that any organization or individual is prohibited from using information technology to forge and other methods to infringe on the portrait rights of others. It also clarifies the protection of the voice of natural persons, with reference to the relevant provisions on the protection of portrait rights (Article 1019, paragraph 1, and Article 1023, paragraph 2, of the draft). Second, in order to reasonably balance the relationship between the protection of portrait rights and the protection of public interests, the draft combines judicial practice and stipulates the rules for the reasonable use of portrait rights (Article 1020 of the draft). Third, from the perspective of protecting the interests of portrait owners, it provides for the interpretation and termination of the portrait license contract (articles 1021 and 1022 of the draft).
5. On the right of reputation and honor. Chapter 5 of Part IV stipulates the contents of the right of reputation and honor: first, in order to balance the relationship between the protection of personal reputation right and news reports and supervision by public opinion, the draft stipulates the civil liability involved in the implementation of news reports and supervision by public opinion, and the determination of whether the perpetrator has fulfilled the obligation of reasonable verification (articles 1025 and 1026 of the draft). Second, it is stipulated that civil subjects have the right to request correction or deletion if they have evidence to prove that the contents reported by newspapers, the Internet and other media are untrue and infringe upon their right of reputation (Article 1028 of the draft).
6. The right to privacy and the protection of personal information. On the basis of the current relevant legal provisions, Chapter 6 of Part IV further strengthens the protection of the right to privacy and personal information, and leaves room for the next step in the formulation of a personal information protection law: first, it stipulates the definition of privacy and sets out specific acts that prohibit infringement of the privacy rights of others (articles 1032 and 1033 of the draft). The second is to define the definition of personal information and clarify the principles and conditions to be followed in handling personal information (Articles 1,034 and 1,035 of the draft). The third is to build a framework of basic rights and obligations between natural persons and information processors, clarify the specific circumstances in which personal information is not liable, and reasonably balance the relationship between the protection of personal information and the maintenance of public interests (draft articles 1,036 to 1,038). The fourth is to stipulate that state agencies and their staff have the obligation to protect the privacy and personal information of natural persons (Article 1039 of the draft).
(V) Marriage and Family
The marriage and family system is the basic criterion for regulating the relationship between husband and wife and family. In 1980, the third session of the Fifth National People's Congress passed a new marriage law, which was revised in 2001. In 1991, the 23rd meeting of the Standing Committee of the Seventh National People's Congress passed the Adoption Law, which was revised in 1998. The fifth part of the draft, "Marriage and Family", is based on the current marriage law and adoption law, and on the premise of adhering to the basic principles of freedom of marriage and monogamy, and taking into account the needs of social development, some provisions have been revised and improved, and new provisions have been added. Part V consists of 5 chapters and 79 articles. The main contents include:
1. General provisions. On the basis of the provisions of the current Marriage Law, Chapter 1 of Part V reaffirms the basic principles and rules in the field of marriage and family, such as freedom of marriage, monogamy, and equality between men and women, and on the basis of the current Marriage Law, it has been further improved: first, in order to implement the spirit of General Secretary Xi Jinping's important speech on strengthening the construction of family civilization and better carry forward family virtues, and stipulate that families should establish good family traditions, attach importance to the construction of family civilization (paragraph 1 of article 1043 of the draft). Second, in order to better safeguard the legitimate rights and interests of adopted minors, the principle of maximizing the interests of children in the United Nations Convention on the Rights of the Child has been implemented in the adoption work, and the principle that is most beneficial to the adoptee has been added (draft Article 1044, paragraph 1). The third is to define the scope of relatives, close relatives and family members (article 1045 of the draft).
2. About marriage. Chapter II of Part V stipulates the marriage system, and on the basis of the current marriage law, the relevant provisions have been improved: first, the starting point of the period for the coerced party to request the cancellation of the marriage is revised from "from the date of marriage registration" to "from the date of termination of the coercive act" (draft article 1052, paragraph 2). The second is that "suffering from a disease that is medically considered not to be married" is no longer regarded as a situation where marriage is prohibited, and a corresponding provision is added that if one party conceals a major illness, the other party may request the people's court to cancel the marriage (draft 1053 Article). The third is to add provisions that if the marriage is invalid or revoked, the innocent party has the right to claim damages (Article 1054, paragraph 2, of the draft).
3. About family relations. Chapter III of Part V stipulates the relationship between husband and wife, the relationship between parents and children, and other close relatives. According to the needs of social development and on the basis of the current marriage law, the relevant contents are improved: first, the scope of joint debts of husband and wife is clarified. The current marriage law does not provide for the scope of the joint debt of the husband and wife. In 2003, the Supreme People's Court issued a judicial interpretation to stipulate the determination of the joint debt of husband and wife, which has become a hot issue of social concern in recent years. In January 2018, the Supreme People's Court issued a new judicial interpretation, amending the previous provisions on the determination of joint debts of husband and wife. From the effect of the implementation of the new judicial interpretation, it can effectively balance the interests of all parties on the whole, and all parties agree on the whole. Therefore, the draft incorporates the provisions of the new judicial interpretation and clarifies the scope of the joint debt of husband and wife (Article 1064 of the draft). The second is to regulate the confirmation and denial of parent-child relationship. The issue of parent-child relationship involves family stability and the protection of minors. As a basic civil law, the draft regulates such litigation (draft article 1073).
4. About divorce. Chapter IV of Part V provides for the divorce system, which is further improved on the basis of the current marriage law: first, the system of cooling-off period for divorce is added. In practice, the phenomenon of rash divorce is increasing, which is not conducive to the stability of marriage and family. To this end, the draft stipulates a cooling-off period for divorce 30 days after the application for divorce registration is submitted. During this period, either party may withdraw the divorce application to the registration authority (Article 1077 of the draft). Second, in view of the problem of "no judgment for a long time" in divorce proceedings, a provision has been added that after the people's court has ruled that divorce is not allowed, the two parties have been separated for another year, and if one party files divorce proceedings again, divorce shall be granted (paragraph 5 of Article 1079 of the draft). Third, with regard to the upbringing of children after divorce, the current marriage law stipulates that "children during the lactation period shall be raised by the nursing mother as the principle" to "children under the age of two shall be directly raised by the mother as the principle", so as to enhance the operability (Article 1084, paragraph 3 of the draft). Fourth, the legal common property system adopted by husband and wife shall be included in the scope of economic compensation for divorce, so as to strengthen the protection of the rights and interests of the party with more obligations in the family (Article 1088 of the draft). The fifth is to add "other major faults" as the application of divorce damages (Item 5 of Article 1091 of the draft).
5. With regard to adoption. Chapter 5 of Part V stipulates the establishment of the adoptive relationship, the effectiveness of the adoption, and the dissolution of the adoptive relationship. On the basis of the current adoption law, the relevant systems have been further improved: First, the scope of adoptees has been expanded and the adoption has been deleted. The restriction that adopted minors are limited to minors under the age of 14, and the amendment to eligible minors can be adopted (Article 1093 of the draft). The second is to coordinate with the adjustment of the national family planning policy, and amend the requirement that the adopter must be childless to have no children or only one child (item 1 of Article 1098 of the draft). Third, in order to further strengthen the protection of the interests of the adoptee, it is added to the conditions of the adopter that "there is no illegal and criminal record that is not conducive to the healthy growth of the adoptee", and it is added that the civil affairs department should conduct adoption assessment in accordance with the law (draft Article 1098, paragraph 4, and Article 105, paragraph 5).
(VI) Succession Compilation
Inheritance system is the basic system about the inheritance of wealth after the death of natural person. In 1985, the Third Session of the Sixth National People's Congress passed the Inheritance Law. With the continuous improvement of people's living standards, the property owned by individuals and families is increasing, and there are more and more disputes caused by inheritance. According to the development and changes of China's social family structure and inheritance concept, the sixth part of the draft, "inheritance", on the basis of the current inheritance law, modifies and improves the inheritance system to meet the practical needs of the people in dealing with heritage. Part VI consists of 4 chapters and 45 articles, the main contents of which are as follows:
1. General provisions. Chapter I of Part VI sets out the basic rules of the system of inheritance, reaffirms the State's protection of the right of inheritance of natural persons and provides for the basic system of inheritance. On the basis of the current inheritance law, it has been further improved: first, it has added inheritance rules that stipulate that several people who have inheritance relations with each other die in the same event, and it is difficult to determine the time of death (draft Article 121, paragraph 2). The second is to increase the provision of a system of forgiveness for heirs and improve the system of legal loss of inheritance rights (draft article 125, paragraph 2).
2. With regard to statutory succession. Legal inheritance is the inheritance method determined by the law, such as the scope of the heir and the order of inheritance, in the case that the heir has not made a will on the treatment of his estate. Chapter II of Part VI stipulates the legal inheritance system, clarifies the principle of equality between men and women in inheritance rights, stipulates the order and scope of legal heirs, and the basic system of inheritance distribution. At the same time, on the basis of the current inheritance law, we should improve the system of subrogation inheritance, and add the stipulation that if the siblings of the decedent die before the decedent, the children of the siblings of the decedent shall inherit in subrogation (Article 128, paragraph 2, of the draft).
3. On testamentary succession and bequests. Testamentary succession is the inheritance method of dealing with the estate according to the will made by the heir before his death. Chapter III of Part VI stipulates the system of testamentary succession and bequest, and on the basis of the current inheritance law, the system of testamentary succession has been further revised and improved: first, new forms of wills such as printing and video recording have been added (draft articles 1,136 and 1,137). The second is to amend the rules on the validity of wills, delete the provisions of the current inheritance law on the priority of the validity of notarized wills, and earnestly respect the true will of the testator.
4. Treatment of heritage. Chapter IV of Part VI stipulates the procedures and rules for the treatment of the estate, and on the basis of the current inheritance law, further improves the system of the treatment of the estate: first, the system of the administrator of the estate is added. In order to ensure that the estate is properly managed and divided smoothly, and to better safeguard the interests of heirs and creditors, the draft adds provisions on the system of estate administrators and clarifies the manner of creation, duties and rights of estate administrators (draft articles 1,145 to 1,149). The second is to improve the system of legacy support agreements, appropriately expand the scope of dependants, and make it clear that organizations or individuals other than heirs can become dependants to meet the diversified needs of pension forms (draft article 158). The third is to improve the attribution system of uninherited inheritance, and make it clear that the uninherited inheritance owned by the state should be used for public welfare undertakings (article 160 of the draft).
(VII) Tort Liability
Tort liability is the legal consequence that the civil subject infringes on the rights and interests of others. The Tort Liability Law was adopted at the 12th Session of the Standing Committee of the 11th National People's Congress in 2009. Since the implementation of the Tort Liability Law, it has played an important role in protecting the legitimate rights and interests of civil subjects, preventing and sanctioning torts. On the basis of summing up practical experience, the seventh part of the draft, "tort liability", in view of the new situation in the field of infringement, absorbs and draws lessons from the relevant provisions of judicial interpretation, and makes necessary supplement and improvement to the tort liability system. Part VII consists of 10 chapters and 95 articles, the main contents of which are as follows:
1. General provisions. Chapter I of Part VII provides for general rules such as the principle of attribution of tort liability, the assumption of liability for infringement by the majority, and the mitigation or exemption of tort liability. On the basis of the current tort liability law, further improvements have been made: first, the rule of "willing to risk" has been established, which stipulates that if one voluntarily participates in sports and sports activities with certain risks and is damaged by the behavior of other participants, the victim shall not request other participants who have not intentionally or grossly negligent to bear tort liability (Article 1,176, paragraph 1 of the draft). The second is to stipulate the "self-help behavior" system to clarify that the legitimate rights and interests have been infringed, the situation is urgent and cannot be protected by state agencies in a timely manner, and failure to take immediate measures will cause irreparable damage to their legitimate rights and interests. Reasonable measures such as detaining the infringer's property shall be taken within the necessary scope, but the relevant state agencies shall be immediately requested to deal with it. If the victim takes improper measures and causes damage to others, he shall bear tort liability (article 1,177 of the draft).
2. On damages. Chapter II of Part VII provides for rules on compensation for infringement of personal and property rights, rules on compensation for moral damage, etc. At the same time, on the basis of the current tort liability law, the relevant provisions have been further improved: first, the system of compensation for mental damage has been improved, stipulating that if serious mental damage is caused by intentional or gross negligence infringement of a specific object of personal significance of a natural person, the infringed person has the right to claim compensation for mental damage (Article 183, paragraph 2, of the draft). Second, in order to strengthen the protection of intellectual property rights and increase the cost of infringement, the draft adds provisions that intentionally infringe upon the intellectual property rights of others, and if the circumstances are serious, the infringed has the right to claim corresponding punitive damages (Article 185 of the draft).
3. Special provisions on the subject of responsibility. Chapter III of Part VII stipulates the tort liability of persons with no capacity for civil conduct, persons with limited capacity for civil conduct and their guardians, the tort liability of employers, network tort liability, and the security obligations of public places. At the same time, the draft has been further improved on the basis of the current tort liability law: first, to increase the tort liability of entrusted guardianship (article 1,189 of the draft). The second is to improve the network tort liability system. In order to better protect the interests of right holders and balance the interests of network users and network service providers, the draft refines the specific provisions on network tort liability and improves the notification rules for right holders and the notification rules for network service providers (articles 1195 and 1196 of the draft).
4. With regard to various specific tort liability. The other chapters of Part VII provide specific provisions on tort liability rules in the fields of product production and sales, motor vehicle traffic accidents, medical treatment, environmental pollution and ecological damage, high danger, raising animals, buildings and objects. On the basis of the current tort liability law, the relevant contents have been further improved: first, the responsibility of producers and sellers to recall defective products has been improved, and regulations have been added. If recall measures are taken in accordance with relevant regulations, producers and sellers shall bear the necessary expenses incurred by the infringed (paragraph 2 of Article 106 of the draft). The second is to clarify the order of compensation for damages in traffic accidents, that is, compulsory motor vehicle insurance will first settle claims, the insufficient part will be settled by motor vehicle commercial insurance, and the insufficient part will be compensated by the infringer (Article 1213 of the draft). The third is to further protect the patient's right to informed consent, clarify the relevant explanation obligations of medical personnel, and strengthen the protection of patient privacy and personal information by medical institutions and their medical personnel (draft articles 1219 and 1226). The fourth is to implement Xi Jinping's thought of ecological civilization, increase the punitive compensation system for ecological environmental damage, and clearly stipulate the rules for the restoration and compensation of ecological environmental damage (draft articles 1232, 1234, 1235). Fifth, strengthen biosafety management, improve highly dangerous liability, and make it clear that those who possess or use highly pathogenic dangerous substances and cause damage to others shall bear tort liability (Article 1239 of the draft). Six is to improve the rules of high-altitude parabolic falling objects. In order to ensure the safety of people's lives and property, the draft further improves the rules for the control of high-altitude throwing objects, stipulating that throwing objects from buildings is prohibited. At the same time, the main difficulty in handling such incidents is that it is difficult to determine the perpetrator. Emphasize that relevant agencies should promptly investigate in accordance with the law and find out the responsible person, it also stipulates that building managers such as property service enterprises shall take necessary safety measures to prevent the occurrence of such acts (Article 1254 of the draft).
(VIII) by-laws
The "supplementary provisions" in the last part of the draft clarify the relationship between the civil code and the marriage law, inheritance law, general principles of civil law, adoption law, guarantee law, contract law, property law, tort liability law and general principles of civil law. After the implementation of the Civil Code, the above-mentioned civil separate laws will be replaced. Therefore, the draft provides for the simultaneous repeal of the above-mentioned separate civil laws (article 1,260 of the draft) at the time of the implementation of the Civil Code. It should be noted that the Standing Committee of the National People's Congress adopted at the 11th meeting of the Standing Committee of the 12th National People's Congress in 2014<中华人民共和国民法通则>Article 99, paragraph 1,<中华人民共和国婚姻法>The Interpretation of Article 22, as a legal interpretation related to the General Principles of the Civil Law and the Marriage Law, is also repealed simultaneously.
Please consider the the People's Republic of China Civil Code (Draft) and the above explanation.
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