中华人民共和国民法通则(附英文)

or that of an interested person, revoke the declaration of his missing-person status.

　　Article 23

　　Under either of the following circumstances, an interested person may apply to the people's court for a declaration of a citizen's death:

　　(1) if the citizen's whereabouts have been unknown for four years or

　　(2) if the citizen's whereabouts have been unknown for two years after the date of an accident in which he was involved.

　　If a person's whereabouts become unknown during a war, the calculation of the time period in which his whereabouts are unknown shall begin on the final day of the war.

　　Article 24

　　In the event that a person who has been declared dead reappears or it is ascertained that he is alive, the people's court shall, upon his own application or that of an interested person, revoke the declaration of his death.

　　Any civil juristic acts performed by a person with capacity for civil conduct during the period in which he has been declared dead shall be valid.

　　Article 25

　　A person shall have the right to request the return of his property, if the declaration of his death has been revoked. Any citizen or organization that has obtained such property in accordance with the Law of Succession shall return the original items or make appropriate compensation if the original items no longer exist.

　　Section 4 Individual Businesses and Lease holding Farm Households

　　Article 26

　　"Individual businesses" refers to business run by individual citizens who have been lawfully registered and approved to engage in industrial or commercial operation within the sphere permitted by law. An individual business may adopt a shop name.

　　Article 27

　　"Lease holding farm households" refers to members of a rural collective economic organization who engage in commodity production under a contract and within the spheres permitted by law.

　　Article 28

　　The legitimate rights and interests of individual businesses and lease holding farm households shall be protected by law.

　　Article 29

　　The debts of an individual business or a lease holding farm household shall be secured with the individual's property if the business is operated by an individual and with the family's property if the business is operated by a family.

　　Section 5 Individual Partnership

　　Article 30

　　"Individual partnership" refers to two or more citizens associated in a business and working together, with each providing funds, material objects, techniques and so on according to an agreement.

　　Article 31

　　Partners shall make a written agreement covering the funds each is to provide, the distribution of profits, the responsibility for debts, the entering into and withdrawal from partnership, the ending of partnership and other such matters.

　　Article 32

　　The property provided by the partners shall be under their unified management and use. The property accumulated in a partnership operation shall belong to all the partners.

　　Article 33

　　An individual partnership may adopt a shop name; it shall be approved and registered in accordance with the law and conduct business ope

rations within the range as approved and registered.

　　Article 34

　　The operational activities of an individual partnership shall be decided jointly by the partners, who each shall have the right to carry out and supervise those activities. The partners may elect a responsible person.

　　All partners shall bear civil liability for the operational activities of the responsible person and other personnel.

　　Article 35

　　A partnership's debts shall be secured with the partners' property in proportion to their respective contributions to the investment or according to the agreement made. Partners shall undertake joint liability for their partnership's debts, except as otherwise stipulated by law. Any partner who overpays his share of the partnership's debts shall have the right to claim compensation from the other partners.

　　Chapter III Legal Persons

　　Section 1 General Stipulations

　　Article 36

　　A legal person shall be an organization that has capacity for civil rights and capacity for civil conduct and independently enjoys civil rights and assumes civil obligations in accordance with the law.

　　A legal person's capacity for civil rights and capacity for civil conduct shall begin when the legal person is established and shall end when the legal person terminates.

　　Article 37

　　A legal person shall have the following qualifications:

　　(1) establishment in accordance with the law;

　　(2) possession of the necessary property or funds;

　　(3) possession of its own name, organization and premises; and

　　(4) ability to independently bear civil liability.

　　Article 38

　　In accordance with the law or the articles of association of the legal person, the responsible person who acts on behalf of the legal person in exercising its functions and powers shall be its legal representative.

　　Article 39

　　A legal person's domicile shall be the place where its main administrative office is located.

　　Article 40

　　When a legal person terminates, it shall go into liquidation in accordance with the law and discontinue all other activities.

　　Section 2 Enterprise as Legal Person

　　Article 41

　　An enterprise owned by the whole people or under collective ownership shall be qualified as a legal person when it has sufficient funds as stipulated by the state; has articles of association, an organization and premises; has the ability to independently bear civil liability; and has been approved and registered by the competent authority. A Chinese-foreign equity joint venture, Chinese-foreign contractual joint venture or foreign-capital enterprise established within the People's Republic of China shall be qualified as a legal person in China if it has the qualifications of a legal person and has been approved and registered by the administrative agency for industry and commerce in according with the law.

　　Article 42

　　An enterprise as legal person shall conduct operations within the range approved and registered.

　　Article 43

　　An enterprise as legal person shall bear civil liability for the operational activities of its legal representatives and other personnel.

　　Article 44

　　If an enterprise as legal person is divided or merged or undergoes any other important change, it shall register the change with the registration authority and publicly announce it.

　　When an enterprise as legal person is divided or merged, its rights and obligations shall be enjoyed and assumed by the new legal person that results from the change.

　　Article 45

　　An enterprise as legal person shall terminate for any of the following reasons:

　　(1) if it is dissolved by law;

　　(2) if it is disbanded;

　　(3) if it is declared bankrupt in accordance with the law; or

　　(4) for other reasons.

　　Article 46

　　When an enterprise as legal person terminates, it shall cancel its registration with the registration authority and publicly announce the termination.

　　Article 47

　　When an enterprise as legal person is disbanded, it shall establish a liquidation organization and go into liquidation. When an enterprise as legal person is dissolved or is declared bankrupt, the competent authority or a people's court shall organize the organs and personnel concerned to establish a liquidation organization to liquidate the enterprise.

　　Article 48

　　An enterprise owned by the whole people, as legal person, shall bear civil liability with the property that the state authorizes it to manage. An enterprise under collective ownership, as legal person, shall bear civil liability with the property it owns. A Chinese-foreign equity joint venture, Chinese-foreign contractual joint venture or foreign-capital

　　enterprise as legal person shall bear civil liability with the property it owns, except as stipulated otherwise by law.

　　Article 49

　　Under any of the following circumstances, an enterprise as legal person shall bear liability, its legal representative may additionally be given administrative sanctions and fined and, if the offence constitutes a crime, criminal responsibility shall be investigated in accordance with the law:

　　(1) conducting illegal operations beyond the range approved and registered by the registration authority;

　　(2) concealing facts from the registration and tax authorities and practising fraud;

　　(3) secretly withdrawing funds or hiding property to evade repayment of debts;

　　(4) disposing of property without authorization after the enterprise is dissolved, disbanded or declared bankrupt;

　　(5) failing to apply for registration and make a public announcement promptly when the enterprise undergoes a change or terminates, thus causing interested persons to suffer heavy losses;

　　(6) engaging in other activities prohibited by law, damaging the interests of the state or the public interest.

　　Section 3 Official Organ, Institution and Social Organization as Legal Person

　　Article 50

　　An independently funded official organ shall be qualified as a legal person on the day it is established.

　　If according to law an institution or social organization havin

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