English for Legal Professionals. Учебное пособие

Под ред. Артамоновой Л.С.

Возрастное ограничение: 0+ Жанр: Английский и др. языки Издательство: Проспект Дата размещения: 27.03.2018 ISBN: 9785392247783 Язык: Объем текста: 206 стр. Формат: epub

Оглавление

Предисловие

MODULE 1. Setting up a Business

MODULE 2. Employing People

MODULE 3. Buying and selling goods and services

MODULE 4. Protecting intellectual property

MODULE 5. Mergers and Acquisitions

MODULE 6. Risk Management and Insolvency

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MODULE 1.
Setting up a Business

The most powerful enforcement body in the corporate system is the shareholder body. Via pension funds, provident funds, insurance products and other group investments, the public makes up the largest owner of many publicly listed companies.

(Unknown)

Vocabulary

Focus on Vocabulary

Task I. Work in pairs. One of you will work with Variant A, the other — with Variant B.

Partner A

1) Translate the following English words and word phrases into Russian. In case of difficulties, your partner B is to help you.

a. Articles of association

b. Sole trader

c. Equity

d. Tangible assets

e. Unlimited liability

f. To be personally liable

g. To work for yourself

h. To register one’s business

i. To set up one’s business

j. Area of business

k. To go out of business

l. Business firm

m. To start trading

n. To make money

o. To register with tax authority

p. To have unlimited liability for debts

q. General partnership

r. Legal identity

s. To pay capital into the firm

t. To join the partnership

u. Limited liability partnership

v. Limited company

w. To publish regular financial information

2) This time your Partner B is to do the translation into Russian. You should help him/her.

Partner B

1) Your Partner A is to translate a number of English words and word phrases into Russian. You should help him/her in case of difficulties.

2) This time you are to do the translation from English into Russian. Your partner will help you.

1. Limited liability

2. To be self-employed

3. Business

4. To run business

5. To go into business

6. Debts of the firm

7. To pay for shareholding in the company

8. To form a company

9. Private company

10. Public company

11. To be liable to pay

12. To be liable to creditors

13. Tax flexibility

14. Personal liability protection

15. To seek advice

16. To make an offer

17. To finance the business

18. To reward the loyalty

19. To borrow money from the bank

20. To put something at risk

21. To secure the loan on something (a house)

22. To secure loans against the company’s assets

Task II. Find English equivalents of the following Russian phrases on page 9 of Unit 1.

1. Дать заем компании

2. Гарантировать выплату займа

3. Взять дом в качестве обеспечения кредита

4. Не выполнить обязательств по выплате займа

5. Поднять (затронуть) вопросы

6. Позволить себе что-то сделать

7. Начать судебный процесс

8. Получить денежное возмещение по суду

9. Банковские займы доступны для индивидуального предпринимателя

10. Получить банковский заем

11. Личное имущество

12. Предоставлять предприятию права юридического лица

13. Нести правовые обязательства

14. Принять правомерное решение

15. От имени компании

16. Управлять компанией

17. Учредительные документы

18. Выпускать акции для акционеров

Task III. Match the terms in the box with their definitions (1–6). This activity will help you to answer the questions in “Starter” from page 5 of Unit 1.

1. The document, which contains internal rules about how the company is organized. It can be read by the public at Companies House, the central register of companies.

2. An individual person who owns all the assets of the business and is liable for all of its debts. It is the simplest form of business.

3. It is a certain amount of cash or assets that must be paid in when a limited company is formed. This capital must always be available so that there are at least some assets left to satisfy creditors if the company goes bankrupt.

4. It is another word for such property as equipment, buildings, vehicles, raw materials.

5. It contains key information about the company, e. g. the name of the company and the address of its head office, the names of its directors, the date of its formation, the kind of business it conducts and the size of its share capital. This information can be inspected by any member of the public.

6. This problem exists for self-employed people and for ordinary partnerships. In these cases, the business is not a separate legal entity. This means that liability rests with the owner of the company. If the company has debts, the owner is liable for them and is not allowed to limit this liability — even if it means him losing the roof over his head.

Task IV. Use the ideas below in the following structures for giving advice or making recommendations:

Ideas:

1. To sell shares on stock exchanges

2. To provide clients with background on business formats

3. To convert a private company into a public company

4. To read company legislation

5. To offer shares to the public

6. To start doing some work with an ex-colleague

7. To work part-time for the business

8. To invest money into a new business

9. To work with suppliers

10. To do the paperwork

11. To wind the business up

12. To make a claim against the firm

Task V. Read the introduction and complete the gaps with an appropriate word derived from the words given in brackets.

The Civil Code of the Russian Federation recognizes various forms of business organizations, including general and limited partnerships, limited liability companies, open and closed joint-stock companies, and the state and municipal unitary enterprises. Classification of legal entities is provided in the Civil Code twice: in Article 48 and in Article 50. Both classifications are very important, because in both cases assignment of a legal entity to this or that particular group determines its special legislative regime.

Classification Based on the Rights of Legal Entity and its Participants

The First Model. When transferring the property to the legal entity the (1) _______ (found) or the participants of the legal entity (2) _______ (complete) lose their rights of estate. Similarly they do not have these rights to the (3) ______ (acquire) property. Accordingly, property, (4) ______ (transfer) by the founders (the participants) and acquired by the legal entity itself is deemed to be owned by the legal entity. (5) ______ (Lose) his rights of estate, a founder (a participant) acquires rights of obligation instead. Rights of obligation include the right to participate in the (6) ______ (manage) of a legal entity, the right to receive dividends, etc.

When a legal entity is being (7) ______ (liquidate), participants have the right to demand the property left in part (8) ______ (correspond) to their share (half, quarter, etc.).

Legal entities built by the first model include partnerships, companies, production and (9) ______ (consume) cooperatives (i. e. corporation legal entities).

The Second Model. The peculiarity of the second model is that the founder, (10) ______ (transfer) the corresponding property to the legal entity in the possession and disposal, remains the owner of that property. Also, the founder is deemed to be the owner of all property acquired by the legal entity during its (11) ______ (operate). Therefore, the rights of estate for one and the same property are (12) ______ (possess) both by the founder (owner) and by the legal entity. The legal entity owns the property under the right of economic management or operative management, derivative from the property right. During (13) ______ (liquidate), founders of a legal entity receive everything that is left after (14) ______ (settle) with the creditors.

The given model is applied to the state and municipal unitary enterprises, and (15) ______ (organize), financed by the owners. In particular, these are organizations whose owner is the Russian Federation, a subject of the Russian Federation, or a municipal entity (a ministry, a department, a school, an institute or a hospital, etc.).

The Third Model. Unlike the first two models, the founders (the participants) of the legal entity do not possess any property rights for the legal entity, neither rights of (16) ______ (oblige), nor rights of estate. Such legal entities include public and (17) ______ (religion) organizations (unions), charity and other funds, (18) ______ (associate) and unions of legal entities. According to the third model, founders (participants) do not acquire any rights for the property left, after the liquidation of an entity.

Classification Based on the Activity’s Objective:

Commercial and Non-Commercial Legal Entities

Article 50 in the Civil Code of the Russian Federation divides all legal entities into (19) ______ (commerce) and non-commercial organizations, proceeding from the objective of the activity (20) ______ (perform) by the organization. The legal entities may be either the organizations, which view a (21) ______ (derive) of profits as the chief goal of their activity (commercial legal entities), or those organizations, which do not view a deriving of profits as such goal and which do not (22) ______ (distribution) the derived profit among their participants (non-commercial legal entities).

Commercial legal entities include partnerships and companies, (23) ______ (produce) cooperatives, the state and municipal unitary enterprises, while non-commercial legal entities include consumption cooperatives, public and religious organizations (unions) financed by their (24) ______ (own), charity and other funds and entities (25) ______ (stipulate) in law.

Focus on Grammar

Task VI. Use the following phrases in Passive Voice,

e. g. 1) to describe you as a sole trader

— You are described as a sole trader. оставить как есть везде

2) the public can read the articles at Companies House

— The articles can be read by the public at Companies House.

1. To recommend a written partnership agreement

2. Law requires a written partnership agreement

3. To call the partners members

4. To limit liability for the debts of the firm

5. Must register business structures on the Register of Companies

6. To form a company

7. To trade shares publicly

8. Businesses of all sizes use limited companies

9. They will secure the loan on her house

10. Would transfer the assets of the business to shareholders

11. Would issue shares to shareholders

12. To organize the company

13. They have to file the document with the relevant state

14. To call lawyers attorneys

15. To pass the brief on to a barrister

16. To often invite successful barristers to become a Queen’s Counsel

17. They made him redundant from a job.

18. They are making a claim against the firm.

19. They have named us in the claim.

20. They didn’t take our names off the firm’s letter head.

Focus on Reading

SUBJECTS OF RUSSIAN LAW

Business law in Russia is a branch of civil legislation that regulates relations between persons engaged in entrepreneurial activity. The civil legislation is the system of general regulations concerning ownership relations. Major norms of civil legislation are stipulated in the Civil Code of the Russian Federation. First of all, these are norms concerning subjects of civil legislation. Subjects of law are the following: 1. Individuals; 2. Legal entities; 3. The state and state bodies; 4. Municipalities and municipal bodies.

Individuals

Task VII

1) Before reading the text “Business Activity of an Individual”, think over the following questions.

1. What is the main aim of business activity of an individual entrepreneur?

2. What are the main advantages of being an individual entrepreneur?

3. Are there any disadvantages in an individual’s business activities?

4. What kinds of entrepreneurial activities have you come across?

2) Read the text and check your answers.

Business Activity of an Individual

An individual has the right to engage in business activities without forming a legal entity from the moment of his state registration in the capacity of an individual entrepreneur, which is the simplest way to form a company. Entrepreneurial activity is defined as “an independent activity, performed at one’s own risk, aimed at systematically deriving profit from the use of the property, the sale of goods, the performance of work or the rendering of services.” An individual entrepreneur actually possesses all rights of legal persons, freely uses the money, does not have to report to a partner or shareholder, does not need to have a registered office, a charter and charter capital and legal address. There are special tax regimes for small enterprises and individual entrepreneurs, including simplified system of taxation.

The disadvantage of remaining an individual entrepreneur is that he has to take full personal responsibility for the business, including debts, with his entire property.

entrepreneurial activity — предпринимательская деятельность

to derive profit — извлекать прибыль

to render services — оказывать услуги

charter — устав

to bear responsibility — нести ответственность

Под ред. Артамоновой Л.С. English for Legal Professionals. Учебное пособие

Под ред. Артамоновой Л.С. English for Legal Professionals. Учебное пособие

Пособие предназначено для организации самостоятельной учебной деятельности студентов, обучающихся по программе подготовки для получения дополнительной квалификации «Переводчик в сфере профессиональной коммуникации» в таких сферах бизнеса и предпринимательского права, как: Setting up a business; Employing people; Buying and selling goods and services; Protecting intellectual property; Mergers and acquisitions; Risk management and insolvency.<br /> Для студентов бакалавриата и магистратуры любой формы обучения (дневной, вечерней, заочной) МГЮА, а также других юридических вузов.

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