My Scand Quiz in

Business Law
Tuesday , 13/07/2010

2. Business Legally , it is a recognized organization designed to provide goods and / or services to consumers ,businesses and governmental entities. Most businesses are privately owned. A business is typically formed to earn profit that will increase the wealth of its owners and grow the business itself. The owners and operators of a business have as one of their main objectives the receipt or generation of a financial return in exchange for work and acceptance of risk. Notable exceptions include cooperative enterprises and state-owned enterprises> Main Legal Forms of Business : there are several common forms all over the world , states as the following :Sole proprietorship: A sole proprietorship is a business owned by one person. The owner may operate on his or her own or may employ others. The owner of the business has personal liability of the debts incurred by the business. Partnership: A partnership is a form of business in which two or more people operate for the common goal which is often making profit.

In most forms of partnerships, each partner has personal liability of the debts incurred by the business. There are three typical classifications of partnerships: general partnerships, limited partnerships, and limited liability partnerships. Corporation: A corporation is either a limited or unlimited liability entity that has a separate legal personality from its members.

A corporation is owned by multiple shareholders and is overseen by a board of directors, which hires the business's managerial staff. In addition to privately owned corporate models, there are state-owned corporate models. Cooperative: Often referred to as a "co-op", a cooperative is a limited liability entity that can organize for-profit or not-for-profit. A cooperative differs from a corporation in that it has members, as opposed to shareholders, who share decisionmaking authority. Cooperatives are typically classified as either consumer cooperatives or worker cooperatives . Cooperatives are fundamental to the ideology of economic democracy.

3. Business law After defining the two terms , law and business , we can say that business law is a group of rules generally, abstract , and enforceable that deal with an organization designed to provide goods and / or services to consumers ,businesses and governmental entities . This meaning assures that business law has many different areas, including Commercial transactions law , Contracts, the law of Corporations and other Business Organizations, Securities Law, Intellectual Property , Antitrust, Secured Transactions, Commercial Paper, Income Tax, Pensions & Benefits, Trusts & Estates, Immigration Law, Labor Law, Employment Law and Bankruptcy.

simply we can say that business law , is a branch of law that examines topics that impact the operation of a business. And we will simply exhibit some of these topics and issues in our course .

Chapter 2 Commercial activities Theory Commercial activity is the activity of providing goods and services involving financial and commercial and industrial aspects . The federal law no 18 of 1993 concerning commercial transactions law , states the commercial activities exclusively in article 4 that Commercial activities are : 1. Such activities which are carried out by a trader in relation to his trade affairs, provided that each activity carried out by a trader is considered to be related to his trade unless proved otherwise. Speculative activities carried out by a person, though not a trader, with the intent of realizing profit. The activities which are specified by the Law to be commercial activities.

2. 3.

4. The activities which are related to or facilitating a commercial activity

After the federal law clarifies and determine the commercial activities in exclusively track in three kinds :
III-

Absolute commercial activities . Professionalized commercial activities .

III-

Subordinated commercial activities .

The law enumerate each kind by giving examples included in each group of commercial activities .

I-

Absolute commercial activities

This kind of commercial activities is in which the law states it as a commercial activities even occurred for one trial or transaction not repeated for more than one transaction , whether whom carried it out trader or ordinary man , the law in art.5 states these group of commercial activities in examples as following : 1. The purchase of commodities and other material and non-material movables with the intention of selling them at a profit, best to sell them in the same condition or after processing or manufacturing them. The purchase or the hiring of commodities and other material and non-material movables with the intent of hiring them out. The sale or hiring out of commodities and movables purchased or hired as provided for herein. The banking, exchange, stock markets and investment companies operations, trust funds, financial establishments and all kinds of other financial brokerage operations. All kinds of transactions related to commercial papers, irrespective of the capacity of the concerned persons therein or the nature of the transactions for which such operations are carried out.

2.

3. 4.

5.

6.

All kinds of including:a.

sea

and

air

navigation

activities,

The construction, sale, purchase, chartering or taking on charter , repair or maintenance of vessels and aircrafts, as well as sea and air shipment and carriage. The sale and purchase of vessel and aircraft supplies, tools and materials and supplies thereof. Loading and unloading activities. Maritime and air loans. Employment contracts for commercial vessel and aircraft captains and pilots.

b.

c. d. e. 7. 8. 9. 10. 11. 12.

Formation of companies. Current accounts. All kinds of insurances with the exception of the cooperative insurance. Public auction sale premises. Hotels, restaurants, movie halls, theaters, grounds and amusement centers activities. Water, electricity and gas distribution activities. play

13.

Publication of newspapers and magazines with the intent of making profit through the publishing of advertisements, news and articles. Post, telegraph and telephone activities. Broadcasting, television, recording and photography studios activities. The activities of public warehouses and mortgages on property deposited therein.
II-

14. 15. 16.

Professionalized

commercial

activities

This kind stipulates that the commercial activity must be repeated for more than one trial that in continuity manner , to show that whom practices it is taking it as a profession for him , and the law states examples for this group in the following 1. 2. 3. 4. 5. 6. Brokerage. Commercial agency. Commission agency. Commercial representation. Supply contracts. Purchase and sale of lands or real estates with the intent of making profit by selling there in their original condition or after transforming or dividing them.

7. 8. 9. 10.

Land transport. Real estate activities at times when the Contractor undertakes to supply the materials or the workers. The income from extraction industries of natural resources. Tourism, travel, export, import and customs clearing activities, as well as the activities of services and recruitment offices. Printing, publishing, advertising activities. Industry. Animal resources and fisheries activities. Third party's work hiring and taking on lease with the intent of giving it on lease. Letting or renting of houses, apartments and rooms, furnished or unfurnished, with the intent of sub-letting them. photography, recording and

11. 12. 13. 14. 15.

III- subordinated commercial activities It is the activities which are carried out by a trader in relation to his trade affairs, provided that each activity carried out by a trader is considered to be related to his trade unless proved otherwise. Exceptions by law : The legislature in law exclude two cases in art. 9 as following The sale by a farmer of the produce obtained from land owned or cultivated by him, even when the said produce has been transformed means normally available to hire, shall not be deemed to be a commercial act activity. BUT IF farmer establishes a permanent trading shop or factory for the sale of his produce in its original condition or after manufacturing, the sale in such a case shall be deemed to be a commercial activity.

In general we must assure that Where a contract is commercial with regard to one party and civil to the other party, the provisions of Commercial Transactions law shall apply to the obligations of both parties unless the laws states otherwise or there is an agreement between the parties to the contrary.

Trader Generally , Merchant or Trader is a businessman who trades in commodities , whether goods or services , in order to earn a profit. Types of Traders A wholesale trader operates in the chain between producer and retail merchant.

 A retail trader or retailer, sells commodities to consumers. Legally The UAE commercial transactions law deemed the following a Trader : Every person whether natural or moral ( company ) who- very imprtent*** 1-works in his own name 2- for his own account in commercial activities and 3-has the proper qualification when taking on such activities as his occupation or its objectives for companies . Case 1 ( personal ) Any person who announces to the public, by any means, about business premises established by him for commerce. Any person who carries out a commercial activity although prohibited under specific laws or regulations from practicing trade. Case 2 ( Cooperate ) Every company which has adopted one of the legal forms stipulated by the Commercial Companies Law, even if such its activity whereof civil nature. Any person who practices commerce under a pseudonym or under the cover of another person's name. The person whose name is apparent shall also be established to have the capacity of trader. Any companies formed, owned or portions owned by the State or public entities and corporations and they shall be governed by the provisions of commercial transactions law except where otherwise excluded by a specific provision. Capacity of trader Trader must be not less than 21 years to have the capacity for trade . But The minor can gain this capacity after satisfying the following stipulations 1- Not less than 18 years old .

2- Attain a Court order giving him an absolute or restricted permission to practice trading activities. Traders obligations A- Registering in the commercial registrar Commercial registrar is a public book in which the public competent authority register all traders whether individual or company that each trader has its page showing all commercial data of him, his trade name , activities his financial situation . B- Keeping commercial books The trader shall keep such commercial books as may be required by the nature and importance of his trade, in order to show his financial position with accuracy as well as any rights and liabilities related to his trade. Kinds of commercial books In all cases, the trader must keep at least the following two books:1- Daybook . 2- General ledger . Exception Traders using computers or other modern technological equipment in the organization of their trading activities, shall be excluded from this obligation that the data obtained from such computer or other high tech methods shall be considered as commercial books . to obtain the leadger or the day book obligation for keep commercial books

Commercial Companies in UAE law mention exclusively types of companies in 7 forms : General partnership . Simple limited partnership . three only in Scand Quiz

Joint participation . Public joint stock company . Private joint stock company. Limited liability company . Partnership limited with shares .

General partnership It is the company ,which formed by two or more partners ,who will be jointly liable, to the extent of all their assets, for the company liabilities . This means that each partner shall be deemed a merchant . consequently the bankruptcy of the company will lead to the bankruptcy of all the partners the name of a general partnership should consist of the names of all the partners . also all partners have to be national of the state . The profits , losses and the share of each partner therein shall be determined at the end of the financial year of the company based on the balance sheet and the profit and loss account Simple limited partnership A limited partnership is the company formed by one or more general partners liable for the company liabilities to the extent of all their assets , and one or more limited partners liable for the company liabilities to the extent of their respective shares in the capital only . Limited partner limited partner may not interfere in management functions involving third parties even with the authorization to do so . he may participate in internal administrative affairs within the limits specified in the memorandum . He can also request a copy of the profit and loss , and the balance sheet, and verify personally, or through a representative who may be partner or third party , the accuracy of their contents by inspecting the company books and documents . Public joint stock company

 It is any company whose capital is divided into equal value negotiable shares shall be considered a public joint stock company and a partner therein shall only be liable to the extent of his share in the capital . The name of the company should derived from its goals , but it may be an individual if the name is an utilization of a patent registered , but in all cases the term public joint stock must be added to the company name . The company capital should be sufficient to achieve its goals ,and generally it must not less than 10 million Dirham. It is a must that the founders of the company not less than 10 founder members, for licensing the company. The founder members must subscribe to a minimum of 20% and a maximum of 45% of the share capital of the company , and they must pay it before inviting the public subscription . Subscription should made at one or more of the banks operating in the state designated by the founder members Subscription should remain open for a period of not less than ten days and not more than ninety days The managerial Skelton of the public stock company in the following : Board of directors . Ordinary general assembly. Extraordinary general assembly. Auditors.

The instruments issued by the company are shares and loan debentures , the capital of the company shall be formed of equal shares not be less than one dirham and not more hundred dirham, and it must be negotiable.

Limited liability company It is the company where the number of partners may not exceed fifty and should not be less than two , each partner shall only be liable to the extent of his share in the capital , whereas negotiatable instruments may not represent their shares .

 The company may not resort to public subscription for the formation or increase of its capital , or obtaining required loans . the company may not issue negotiable stocks or securities . Termination of the company Expiry of the period states in the memorandum . Exhaustion of the objects of incorporating the company .

Depletion of all or most of the company assets which make the investment is impossible . Amalgamation.

The unanimous approval of the partners to terminate its duration .