Full text of commercial law
provisions
Article 1 This Law is enacted to promote the healthy
development of the socialist market economy, protect the
order of the market economy, maintain social fairness and
justice, regulate the behavior of market entities, and
promote the construction of commercial credit.
Article 2 The term "commercial activities" as used in this
Law refers to economic activities for the purpose of profit,
with the main content of buying and selling goods or
providing services.
The term "commercial entities" as used in this Law
refers to natural persons, legal persons, or other
organizations that have rights and obligations in
commercial activities.
Article 3: Commercial activities shall follow the
principles of voluntariness, fairness, integrity, and openness,
safeguard the public interest, and must not disrupt market
order or hinder the lawful rights and interests of others.
Business entities shall follow the principles of business
norms, fair competition, consumer protection, integrity and law-
abidingness, and social responsibility, strengthen self-discipline,
build honest management, and promote the construction of
business civilization.
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Article 4 The State shall protect the security of trade
secrets and commercial information, and promote the
progress of commercial technology and the improvement of
commercial management level.
Chapter 2 Commercial Contracts
Article 5 A commercial contract is a contract
concluded between commercial entities or within the
same business entity for the purpose of buying and
selling goods or providing services.
Article 6 The conclusion of commercial contracts shall
follow the principles of voluntariness, fairness, equal
compensation, and good faith.
Article 7 The commercial contract shall clearly stipulate
the name, quantity, quality, price, delivery time and place,
payment method and period, performance method and time
limit of the goods or services, and indicate the fees and
taxes involved.
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The goods or services involved in commercial contracts
shall comply with national laws, administrative regulations
and standards.
Article 8 Commercial entities may conclude contracts in
writing, orally, by e-mail, by fax, by data message, and so
on. The content, method and form of the contract shall
comply with the provisions of laws and administrative
regulations.
Article 9 Commercial contracts shall be negotiated
between the parties, and the parties shall fulfill their
obligations to fully inquire, explain, and remind to ensure
that the contract terms are true, legal, and valid.
Article 10 Matters such as the effective time,
modification, termination, and termination of commercial
contracts shall be carried out in accordance with the
provisions of laws and administrative regulations and the
negotiation and agreement of the parties.
Article 11 The performance of commercial contracts
shall be carried out in accordance with the agreed terms
and methods. The parties shall fulfill the principle of good
faith and ensure the performance of the contract.
If one of the parties fails to perform its contractual
obligations and causes losses to the other party, it shall bear
the corresponding liability for compensation.
Article 12: In concluding and performing contracts,
commercial entities shall follow the principles of fair
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competition, honesty and law-abiding, and consumer
protection, and must not use improper means to harm the
lawful rights and interests of others.
Article 13 Liability for breach of contract in commercial
contracts shall be determined in accordance with laws,
administrative regulations and contractual agreements.
Chapter 3 Commercial Insurance
Article 14 Commercial insurance refers to economic
activities signed by insurance companies or other insurance
institutions with policyholders and insured persons to
compensate the insured for losses or expenses incurred due
to the risks stipulated in the contract during the insurance
period.
Article 15 The conclusion of commercial insurance shall
follow the principles of voluntariness, equality, fairness
and good faith
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Rule.
The policyholder of commercial insurance can be the
insured himself or someone else.
Article 16 The commercial insurance contract shall
clearly stipulate the terms such as the subject matter of
insurance, the amount insured, the insurance rate, the
insurance period, the insurance liability, the exemption from
liability, the insurance compensation, and the time and
method of insurance payment.
Article 17 The validity of commercial insurance
contracts shall comply with the provisions of laws and
administrative regulations and the provisions of the
contract.
Article 18 Compensation in commercial insurance
contracts shall be carried out in accordance with the
contract. The insurance company shall pay the insurance
money in a timely manner in accordance with the contract.
Article 19 Commercial insurance companies shall
strengthen internal management, protect the legitimate
rights and interests of policyholders and insureds, improve
technical level and service quality, and promote the healthy
development of commercial insurance.
Chapter 4 Property Insurance
Article 20 Property insurance refers to insurance that
provides economic compensation for losses or expenses
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incurred due to personal or property during the insurance
period in accordance with the agreement.
Article 21 The conclusion of property insurance
contracts shall follow the principles of voluntariness,
equality, fairness and good faith.
Article 22 The property insurance contract shall clearly
stipulate the terms of the insurance subject, insurance
amount, insurance rate, insurance period, insurance
liability, exemption from liability, insurance compensation,
and the time and method of insurance payment.
Article 23 The validity of property insurance contracts
shall comply with the provisions of laws and administrative
regulations and the provisions of the contract.
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Article 24 Property insurance companies shall pay
insurance premiums in a timely manner in accordance with
the contract, strengthen internal management, protect the
legitimate rights and interests of policyholders and insured,
improve technical level and service quality, and promote the
healthy development of property insurance.
Chapter 5 Companies
Article 25 A company refers to an economic organization
established in accordance with the law and with independent
legal personality.
The company enjoys the right to independently bear
civil liability, property rights, debts and economic activities
independently in accordance with the law.
Article 26 A company shall register through legal
procedures and obtain legal personality before carrying out
economic activities in accordance with the law.
Article 27 The method and amount of capital
contribution of the company shall be carried out in
accordance with the provisions of the company's laws,
administrative regulations and articles of association.
Article 28 The articles of association of the company
shall clearly stipulate the name, domicile, business scope,
method of capital contribution, amount of capital
contribution, rights and obligations of shareholders,
organizational structure, operation and management,
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company finance, profit distribution, dissolution and
liquidation of the company.
Article 29 The company shall establish and improve the
company's organizational structure and standardize the
company's operation and management in accordance with
the provisions of the company's laws, administrative
regulations and articles of association.
Article 30 The company shall disclose its finances,
operations, and management in accordance with the law,
and promptly disclose the company's finances, operations,
and management to shareholders and creditors.
Article 31 Shareholders of a company shall exercise
their rights and perform their obligations in accordance with
the provisions of the company's laws, administrative
regulations and articles of association.
Article 32 The directors, supervisors, managers and
other responsible persons of the company shall perform
their duties to safeguard the interests of the company and
shall not take advantage of their positions to seek illegal
benefits.
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Chapter VI Trademarks, Patents and Copyrights
Article 33 Trademarks refer to signs used to distinguish
goods or services, including words, graphics, letters, numbers,
colors, sounds, etc.
The registration, use and protection of trademarks shall be in
accordance with the provisions of trademark laws and
administrative regulations.
Article 34 Patent refers to the exclusive right granted by
the state for a certain period of time, authorizing the
patentee to exercise its rights independently within the
scope of the patent right to prevent infringement by others.
The application, examination, authorization and
protection of patents shall be in accordance with the
provisions of patent laws and administrative regulations.
Article 35: Copyright refers to the rights enjoyed by
natural persons, legal persons, or other organizations over
literary, artistic, and scientific and technological works
created by them.
The protection of copyright shall be in accordance with
the provisions of copyright laws and administrative
regulations.
Chapter VII: Anti-Unfair Competition
Article 36: Anti-unfair competition refers to the act of
commercial entities using improper means such as false
publicity, malicious slander, infringement of trade secrets,
monopoly of the market, and infringement of intellectual
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property rights in market competition to disrupt market
order and hinder the lawful rights and interests of others.
Article 37: Commercial entities shall abide by the rules
of fair competition, must not use unfair competition
methods, and must not hinder the lawful rights and
interests of other commercial entities.
Article 38: Commercial entities may publicize, compare,
or evaluate their products or services in accordance with
laws, administrative regulations, and business practices, but
must not fabricate facts, falsely publicize, or maliciously
slander other commercial entities or their products or
services.
Article 39: Commercial entities must not adopt
deceptive, misleading, or comparative commercial practices,
and must not plagiarize commercial information such as
trade logos and trade secrets of other commercial entities.
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Article 40: Commercial entities must not abuse their
dominant market position to adopt monopolistic acts such
as restricting transactions, restricting purchases, or
restricting sales, thereby hindering the lawful rights and
interests of other commercial entities.
Article 41 Commercial entities shall bear legal
responsibility for infringing on the intellectual property rights
of others. Business entities should follow the principles of fair
competition, integrity and law-abiding, and protect the
intellectual property rights of others.
Chapter VIII: Protection of Consumer Rights and Interests
Article 42 Consumers refer to natural persons, legal
persons, or other organizations that purchase goods or
services and enjoy consumer rights and interests as end
users or consumers in goods or services transactions.
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