Business and Industry Law Articles

Articles written by attorneys and experts worldwide
discussing legal aspects related to Business and Industry.




Promotion of Investments by Venture Capital Funds in Spain

The new law for the investments in venture capital funds in Spain represents a further step for Spain out of the crisis and ant opportunity for investors.

Tax Evasion: Longer Limitation Periods For Illicit Earnings Outside Of EU – Voluntary Disclosure

The planned law to tighten the rules for voluntary disclosure in cases of tax evasion is expected to be adopted before Christmas. Voluntary disclosure will then be more expensive and difficult from 2015.

Tax Evasion: Bundestag Discussing Tightening the Rules for Voluntary Disclosure

The German Bundestag is currently discussing the draft legislation concerning the planned tightening of the rules for voluntary disclosure in cases of tax evasion. The law is likely be passed before Christmas.

Tax Evasion: Only An Error-Free Voluntary Declaration Affords Protection Against Conviction

Voluntary disclosure can pave the way back to legality in cases of tax evasion. However, this will only succeed if the voluntary declaration really is error-free.

Amendments to Hong Kong Listing Rules relating to Risk Management and Internal Control

On 19 December 2014, the Stock Exchange of Hong Kong published amendments to the Corporate Governance Code and Corporate Governance Report contained in Appendix 14 of the Main Board Listing Rules (“the Code”) to include specific provisions relating to risk management and internal controls into the Code.

Worry and Reassurance: A New Food Safety Law in China and What You Can do for Your Customers

Fake wine is nothing new in China. Even though the economic incentives for going after counterfeiters have never been greater, the fakes are still out there. But there are two things to keep in mind.

Risk Management and Prevention Strategies for Start-Ups in China

For any start-up, there are multiple legal issues involved in building your business but risk management and prevention issues can be arranged into four major risk areas.

What Does the FDA Do

  By HG.org
If you have ever looked at a warning label on food or medicine, you may have noticed something that said “FDA Warning,” or “The FDA requires.” But what is the FDA, what does it do, and how does it enforce its rules?

Avoiding of Risks in Property Interests Purchase in the Ukraine

Investing to the real estate market is very profitable in Ukraine. There are a lot of foreign companies which provide their activity in Ukraine with one purpose – to buy and rent the real estate. Ukrainian state bodies designed very good legal remedies for property and owners too. But now we still have a lot of legal gaps.

10 Legal Tips for Business Startups in Florida

If you are starting a Florida business, you are certainly not alone. The last economic recession made entrepreneurs of many Florida residents.

Intellectual Property: 3 Legal Tools to Help You Protect Your Business Idea

If the success of your small business rests with your intellectual property, then you should be very interested in how you can protect it. Filing for a patent can be costly and time-consuming; you may not be able to wait that long, especially if you need to share your idea with others for it to come to fruition.

Common Defenses for a Breach of Contract Claim

Breach of contract claims — when one party sues another for failing to deliver on the terms of a written or oral agreement — are one of the most common business disputes in Florida courts today. Consequently, it is useful for Florida business owners to be aware of some of the common defenses for a breach of contract claim:

How Lawyers Help Small Businesses

  By HG.org
It is easy for small businesses to gloss over hiring a lawyer because other matters, such as marketing, operations and advertising seem more pressing. Many legal issues may not be of immediate concern to small business owners who easily justify holding off on paying for these services. However, there are many ways that lawyers can help small businesses.

10 Ways Real Estate Agents Can Avoid Litigation

It is possible for any industry to avoid litigation. Here are ten ways that insurance agents can try to avoid litigation. However many of these would apply to any industry.

Acquisition of Real Estate in Turkey by Foreign Individuals

Every country has its own legislation regarding acquisition of real estate by foreign individuals within the scope of its own political, economical and social requirements. Acquisition of real property by foreign real persons in Turkey is restricted by laws as well. The main purpose of this brief article is to explore the legal restrictions of purchasing real estate in Turkey by foreign individuals.

Commercial Criminal Law: Commercial Criminal Proceedings Can be Expensive and Damaging to One’s Reputation

Involvement in commercial criminal proceedings can threaten the existence of a company. This is not merely a matter of money but also the company’s reputation.

A Legal Checklist for Starting Your Own Business

Whether you are already a small business owner, or a soon to be business owner struck by the entrepreneurial spirit , there are certain legal aspects to starting your own business that you just cannot ignore.

Share Transfers in Joint Stock Companies in Turkey

In order to complete a share transfer in a Joint Stock Company registered in Turkey, the endorsement and transfer of share certificates (in the bearer form) are required. If the company has not issued any share certificates, the transfer of the shares shall be completed within the share ledger of the company.

Squeeze Out Right in Turkey

In Turkey, where shareholders directly or indirectly own and hold at least 90 % of capital shares and voting rights in a capital company, the controlling shareholders may apply to the court for the squeeze out of the minority shareholder(s), if the minority shareholder(s) prevents the company from running its business, do not act in good faith, create perceptible disruption or act in a reckless manner.

Liabilities of Shareholders and Board members for Public Receivables in Turkey

In Turkey, the liability of Joint Stock and Limited Liability Companies’ shareholders is only against the company and limited with their capital contribution. However, the shareholders of Limited Liability Companies are, unlike Joint Stock Companies, jointly and severally liable against public receivables (fiscal receivables) such as taxes, duties, levies and charges if the company is unable to make the required payments.

Opening Liaison Offices in Turkey

In addition to the establishing a company or a branch office, foreign investors can also establish liaison offices in Turkey. Liaison offices can only be involved with non-commercial activities. In other words, liaison offices cannot issue invoice or proforma invoices.

Opening the Branch of a Foreign Corporation in Turkey

Foreign companies may also operate through branches in Turkey. For establishing a branch, a permit from the Undersecretariat of Treasury Foreign Investment Department (FID) must be obtained before the registration to the Commercial Registry Office.

Buying a Company or Part Ownership in Turkey

Buying a company or part ownership in Turkey, At Bereket & Baltaci, we provide assistance and guidance with foreign corporations and investors in acquisition of a Turkish company or part ownership thereof in Turkey.

Formation and Registration of a Company in Turkey

Information about starting and registering a business, including types and establishment process and liabilities of shareholders and regulations of a company, establishment process and customary time period as well as list of necessary documents for a company establishment in Turkey.

Tax Evasion: Even Minor Errors Can Result In Ineffectiveness Of Voluntary Disclosure

Voluntary disclosure in cases of tax evasion is a complex issue. Even minor errors can result in an ineffective voluntary declaration, and then there is the threat of a conviction for tax evasion.

Questions to ask a Small Business Lawyer Before Hiring

  By HG.org
Small business lawyers play a vital role in the formation and retention of a business. They are also a source of trust and expertise for small businesses that must rely on their work and advice. Here are several questions to ask a small business lawyer before deciding to hire him or her.

Distribution Law Encompasses a Plethora of Rules and Laws

In light of the advancing globalisation of trade and commerce, distribution law is becoming increasingly complex because national and international standards and laws have to be observed.

Transferring Business Ownership

What is a Transfer of Ownership? As they say, all good things must come to an end. Maybe you’d like to retire, or maybe it’s time to pass the family business to the next generation. For one reason or another, many business owners will face a time when they need to transfer their ownership rights to another person or entity.

Tax Evasion: Voluntary Declarations at Record High in Germany

According to a survey by the “Welt am Sonntag”, the authorities have already received more than 35,000 voluntary declarations for tax evasion in this year.

Incorporating Capital Companies in Turkey and in Romania

This brief information note aims to provide information regarding capital company formations in Turkey and in Romania in a comparative manner.

Contract Law: Contractual Freedom and Its Consequences

General contract law is characterised by the principle of contractual freedom. This private autonomy applies as long as it does not infringe laws or is contra bonos mores.

Right and Obligation of Property Brokerage Company in Indonesia

  By Leks&Co
Right and obligation of property brokerage company is stipulated under the Minister of Trade Regulation Number 33/M-DAG/PER/8/2008 on Property Brokerage Company (“Permendag No. 33/M-DAG/PER/ 8/2008“). Property brokerage company is the entity that operates as a sale and purchase broker, lease broker, research and assessment, marketing, as well as consultancy and information dissemination relating to a property based on employer’s or client’s instruction under a written agreement (“Company”).

Small Business Owners: Five Ways You May Be Breaking Employment Law Without Knowing It

Breaking Employment law? You may be a great employer, but you may be breaking employment law without even knowing you’re doing it. It’s pretty easy, as a business owner and an employer, to accidentally break the law. Here are five ways it can happen.

Someone Sold Me Broken or Defective Merchandise, What Can I Do?

  By HG.org
Ever bought something only to discover it did not work? Usually a larger retailer will take the item back, but some smaller companies are not always so willing to do so. When this happens, what can you, as the consumer, do about it?

How to Successfully Develop a Real Estate Project

To receive a highly professional legal advice based on experience in Real Estate will be vital to make sure that the land you want to purchase for starting a real estate project (horizontal or vertical condominiums, houses, gated communities or commercial) is ideal and doesn’t have any kind of building restrictions.

Is there Ever Enough Money to Start a Business

How to fund your business.

Insurance Law: Enforcing Claims From The Insurance Policy

It is crucial both in one’s private life and in business to cover oneself against damage and loss. It is not, however, always easy to enforce claims from an insurance policy if damage or loss has occurred.

Your 8 Step Guide to Navigating Business Contracts

It’s easy to feel lost when first reading the language used in business contracts; all those details swirling around are important, but often difficult to follow. Placing legal terms in context, and gaining an understanding of provisions, are great ways to start feeling comfortable with this common contract that’s the backbone of every transaction.

Commercial Law: Companies Must Comply With An Abundance Of Legal Regulations

Any entrepreneur participating in economic life finds himself facing an abundance of laws, standards and regulations arising from various fields of law – national and international.

Registering a Pharmaceutical Company by a Foreigner in Ukraine

Starting a new business in Ukraine appeals to foreigners, as it provides a real opportunity for significant profits from trade at the pharmaceutical market. This niche of the market shows permanently existent and growing demand for different medical drugs along with various supplements and accompanying personal care products.

Oil Contracts, What Is it all About?

Perhaps fuel could be the quickest product to come in to mind when thinking about petroleum, but the list of petroleum products is long and includes numerous materials such as propane, liquid fuels blending such as kerosene, benzene, etc…lubricants, sulfar, asphalt and many more….Petroleum contracts through the history were designed with crude oil in mind, and this ethos still dominate the structure of the contracts up to this date.

51 States Have Declared War on Tax Evasion – Voluntary Disclosure a Way Out

Banking secrecy might soon be a thing of the past and tax evaders will come under more and more pressure. 51 states have signed a tax treaty in Berlin concerning the automatic exchange of information.

Four Steps to Stronger Business Contracts

Strong business contracts are essential to protect yourself and your business. Below are four key steps to creating effective business contracts.

Sales Tax: Various Rates, Deadlines, Obligations and Possibilities

Every citizen comes into contact with sales tax, also referred to as turnover tax, on an almost daily basis, as it is payable on every purchase and service.

Tax Evasion: Countdown for Voluntary Disclosure Has Begun

Tax evaders who wish to pre-empt a conviction for tax evasion with a voluntary declaration ought to hurry. Stricter rules for voluntary disclosure shall apply from 2015.

Tax Evasion: Switzerland Supports Crackdown in Banks

Switzerland has perhaps had its day as a tax haven. According to media reports, Swiss investigators are supporting German tax investigators in searching several banks.

Tax Evasion: Switzerland Cooperates and Provides Banking Information

Switzerland is serious about the fight against illicit earnings and tax evasion. It wants to participate in the automatic exchange of information between EU states.

How to Open a Ukrainian Representative Office for a Foreign Company

Opening of the representative office of the foreign company in Ukraine can be a complicated process where numerous ins and outs must be taken into account. It may be full of unnecessary delays and worries for citizen of other countries, since they are not familiar with the requirements of the Ukrainian legislation. In addition, language barrier is also a subject for consideration.

Is it Legal to Write a Secondary Ukrainian Business Contracts in English?

According to the widely common international practices, originals of the most important documents should be executed in more than one language which are native for each of the participants of the agreement. In such a manner, all the parties of the international agreement should clearly understand and accept the essence and conditions of document to follow with the stamps and signatures at the moment of signing the document.

How to set up a Liaison Office in Turkey?

Foreigners interested to put footprint in Turkey have various options, such as formation of a capital company in Turkey (mostly used joint stock companies and limited liability companies) or incorporation of its' Branch offices and Liaison Offices in Turkey.

Compliance: Companies are Liable for Their Employees

Companies and entrepreneurs are responsible for ensuring that no legal violations arise from within the company. That is why compliance is an important issue.

USA: Business Structures Available for Foreign Investors

The choice for the appropriate legal structure to transact business in the United States (“U.S.”) depends on a combination of factors relevant to a specific activity or sector, as well as on the needs and goals of the investor.

A Way to Avoid Unstable Electricity Market Prices in Turkey: Risk Sharing Contracts

Following the privatization of energy market in Turkey, in last 10 years, many big investors have lined up to obtain energy generation, distribution, wholesale and retail-sale licenses in order to make investments in energy sector due to its high profit potential.

Tax Evasion: EU Agrees Comprehensive Exchange of Information

Things are becoming increasingly more difficult for tax evaders within the EU. The EU finance ministers have now agreed to a comprehensive exchange of information among the national tax authorities.

Hotel Management Agreements under UAE Law

Agreeing with your spouse to reimburse him or after a shopping trip? A contract. Buying a plane ticket? A contract. Signing an offer letter from an employer who has offered you a job? A contract. A multi-page complex document laying out terms and conditions of a high value corporate deal? A contract.

Management Agreements for Surgery Centers

The key provisions of a Management Agreement for an ambulatory surgery center. Most surgery centers have a manager. Sometimes the manager is an outside management service organization (MSO) that specializes in surgery centers, and sometimes the manager is an insider entity owned by the founder / physicians of the surgery center.

Franchising for Medical, Dental and Veterinary Businesses

Explaining the legal issues for health care franchises. Medical, dental, and veterinary franchises exist in the marketplace, witness Doctors Express, Comfort Dental, and Banfield Pet Hospital. Let’s see if they’re legal.

Corporate Succession in Germany: Utilise Design Scope and Tax Advantage

Corporate succession has to be arranged in many companies before long. If the firm is bequeathed then it should be anticipated that tax privileges are set to be withdrawn in the foreseeable future.

I Rented a Vacation Home and It’s Not Available on Arrival

  By HG.org
Every year, people flock to different locations for a change of scenery. Whether contracting with a vacation home agency, organization, national chain or individual homeowner, there may be a variety of remedies available if the home is not available upon arrival. However, the first step is usually to try to work it out before seeking legal remedies.

Multinational Constriction Companies' Long-Waited Decree

To achieve the aspirations and hopes of our wise leadership, and to materialize their goals by execute huge projects supporting development plans wheel that serve both citizens and residents on equal basis. Solutions should founded and obstacles should be overcomes to meet this request through attracting world experiences.

Tax Evasion: Save a Lot of Money with Voluntary Disclosure this Year

Tax evaders who now act swiftly and submit a voluntary declaration can save a lot of money because penalty surcharges in the context of voluntary disclosure will substantially increase from 2015.

Amsterdam Court Disregards Stipulation In Shareholders’ Agreement

The district court in Amsterdam had recently ruled – in preliminary relief proceedings – that invoking the regulation in a shareholders’ agreement that a decision to dismiss a director should be adopted unanimously, was contrary to the principles of reasonableness and fairness that apply to Dutch law in general. According to the court in preliminary relief proceedings such a stipulation was out of line, and not in the interest of the company. Dutch corporate lawyer Martijn Kessler explains.

Tax Evasion in Germany - Voluntary Disclosure A Way Out

A 72-year-old master hairdresser was sentenced by the Regional Court (Landgericht) of Duisburg to two and a half years in prison for tax evasion. She was said to have evaded approx. 445,000 in taxes.

The Role of the Execution Judge before and after Issuance of the Execution Law in Saudi Arabia

Before, the execution was performed by the King or his representative according to Article (50) of the Main Laws for the issued rule in 1412H, and the stipulations of the 2nd paragraph of the 7th Article of the Regions Law issued in 1412H, and this stipulates that the Prince of each region is to be responsible for execution of the judiciary rules in its final status, and now we conclude that the administrative ruler was the one to execute such judicial rules.

Setting Up a Cyprus Company

A Cyprus company can be registered within two working days provided the pertinent documentation is submitted to the Registrar of Companies.

Tax Evasion: Amended Return Or Voluntary Declaration

It is possible to evade taxes even in the absence of intention. In these cases, an amended tax return is preferable to a voluntary declaration.

Florida Couples Who Co-Own a Business May Benefit from Divorce Mediation

Many Florida couples are co-owners of a family business. As long as their marriage continues on good terms, the business usually runs without a hitch.

What is Contractual 'Consideration'?

Legal parlance in our system is not to be confused with standard English. Often, words commonly used in standard English have a very different meaning in the legal context. For example, take the word 'consideration.' You know that this word typically refers to civility or empathy in socializing. Not so in legalese.

Discovery and Depositions in Germany

Taking depositions in Germany can be easy with the proper planning and scheduling.

Divorce Can Derail A California Family Business

How a dissolution matter can effect a functioning family business in California.

What Can I do if I Am Not Satisfied with an Order of Goods I Received?

  By HG.org
Not all businesses have policies in place that will allow you to have a full refund if you are not satisfied with goods. However, there may be a variety of remedies available to you if you are not satisfied with an order of goods that you received.

Recent Canadian Court Decisions Affecting Commercial Arbitration

More business cases are going to arbitration than ever before. Therefore, courts have to confront more procedural and legal issues arising out of arbitration cases. Judges often have to remind litigants of the deference given to arbitrators, when the parties have agreed on arbitration as their dispute resolution method. In this presentation, Igor Ellyn reviews nine of the latest cases and explains how they affect the law and practice of arbitration in Ontario and Canada.

Defenses to the Enforcement of Timeshare Contracts

Understand your timeshare contract obligations, the hidden language, and the defenses that may get you out of your agreement.

What Is a Product Defect?

  By HG.org
There are numerous ways in which a product may be considered defective. Once an item enters the stream of commerce and injures someone, the victim may be able to pursue a products liability claim against the party found to be responsible.

The Legal Truth of E-contracts in Egypt

No doubt that the technological evolution and its wide range usage in various fields became a part of our daily lives, accompanied by this evolution,it’s usage between people in civil and commercial transactions grew significantly.,

What is Net Neutrality and Why Should You Care?

  By HG.org
Much has been made over the last few years about net neutrality. Still, most people are confused by what this term refers to and why it matters. This confusion is understandable given the misleading nature of the name, and the way it is often misapplied in the media. But, net neutrality is actually a very important concept to understand and one that could directly impact the way the Internet works and how we all use it.

How to Bring a New Partner into a Group Medical Practice

When bringing a new partner into your group medical practice, first think whether the new partner will fit in with the culture. Culture includes things like required coverage hours, the handling of employees, and the division of money. As always, let’s talk about the money.

How to Negotiate a Managed Care Contract

Managed care contracts are not take-it-or-leave-it deals. A physician practice can and should negotiate its managed care contracts. Read this article to learn how to do it. I focus on three major topics: compensation, exit, and unilateral actions by the payor.

Operating Agreements for California Surgery Centers

In this article, I explain the basic negotiation points in an Operating Agreement for a California ambulatory surgery center (ASC). I focus mainly on control and on exit (buy-sell).

Subject to Contract? Emailed Negotiations

Businesses should be aware of the risks of informal communications such as emails and conversations whilst negotiating commercial agreements.

Georgia's Right to Repair Act

Georgia's Right to Repair Act allocates specifics obligations, duties and rights to homeowners and home builders. And this article helps explain the process in an effort to avoid construction litigation.

Supreme Court of Cyprus Reaffirmed the Principle that Directors do not Owe Fiduciaries Duties to Shareholders

In Wail Abuljebain v. Unetec-United Engineering and Technical Consultants et al, Civil Appeal 182/2009, 05 February 2015, the Supreme Court of Cyprus delivered a salutary reminder that Directors’ fiduciary duties are owed to the Company itself, as a whole, and not to its shareholders, parent or affiliate Company.

Assignment of Share at Limited Company Pursuant to Turkish Commercial Code

There have been detailed knowledge on assignment of registered shares transactions at Article 593 and following articles of Turkish Commercial Code.

Setting Up a Business in Italy

The first step a company based outside Italy has to take before starting a business in Italy is chosing the most appropriate form of incorporation. This article is a short introduction to the options available.

What Documents are Needed for the Employment Contract of a Foreigner in the Ukraine?

Due to current political changes, various processes of documentation preparation for foreigners in Ukraine seem to be easier than even a year ago. Due to this fact, one of such spread branches like creation and processing the employment agreements and contracts can generate much less issues, questions and complications in comparison to many other cases

Turkey’s Civil Offset/Industrial Participation Enthusiasm

Most probably many people would not know more about where offset/industrial participation discussions were moving toward before the article titled “The defence industry: Guns and Sugar” was published on The Economist’s on 25 May 2013.

Business Establishment in Ukraine

Nowadays many foreigners plan to establish their own business in other country. It can be very profitable because every country has some advantages in comparison with other countries. For example, agro-industrial and agricultural spheres in Ukraine are developed on a very high level and the profit of having business in such spheres in Ukraine can be much higher than in other countries.

Draft Law on Shopping Malls in Turkey

Turkey has been becoming a “shopping mall heaven” ever since 1988 which is the time that the first shopping mall was built in Turkey.

Overview of the Egypt Mineral Resources Law No. 198

Egypt has enormous mineral wealth, but it does not yet exploit it properly. This is because the participation rate of the wealth in the gross national product, according to the Ministry of Planning for the fiscal year 2013/2014 is estimated 4% only. This production percentage is nothing in relation to the wealth that Egypt possesses.

How Does the Foreigner Validate Documents Issued in Ukraine?

The largest part of all documents confirming one or another status of the foreign person by some country will require a further legalization according to current regulations of any other country, where a foreign national plans to work and/or reside in the future.

Your Business in Ukraine: New Perspectives for the Private Sector

It's not a secret that Ukraine is still one of the market dark horses in context of entrepreneurship. Not many of large companies venture to base their businesses here despite of the wide range of potentially profitable areas for investment. The events of winter and spring of 2014 scared even those who worked steadily for our economy for years. However, now due to the current European course, there are good prospects for the climate improvement in this area

New Corporate Governance Law in Spain

On December 4th the Official Gazette published Law 1/2014 amending the Capital Companies Act to implement corporate governance modifications. This reform is based on the Report of the Committee of Experts submitted to the Council of Ministers on the 23rd of May 2014.

Exceptions to No Damages For Delay Clause

The majority of construction contracts include a provisions referred to as the "No Damages For Delay" clause; a well-drafted clause can limit a party's exposure to damages in the event of a delay on the project's schedule. Despite these provisions, there are exceptions to their enforceability.

Why it is Still Good to do Business in Ukraine Through Cyprus

In 2014, the share of Cyprus companies exceeded 30% of the total foreign direct investment in Ukraine. Following the recently imposed duty to disclose beneficial owners, the proposed denunciation of double tax treaty with Cyprus initiated by the Ukrainian government, and the improved Ukrainian transfer pricing rules, the question is whether it is still good to do business in Ukraine through Cyprus.

Common Contract Clauses

This article intends to highlight and decipher some of the most common clauses that appear in a typical business contract. These basic provisions, called boilerplates, are included in agreements to protect the contracting parties. They typically follow a standard format and they are worded carefully in order to hold up in a court of law. Even though most contracts include these boilerplates, many people do not read nor understand what they are signing.

Less Talk, Less Liability

Don’t say it if you don’t have to, and never in writing.

Who Owns the Patient’s Medical Records in CA?

Who gets the patient medical records after a physician leaves a group medical practice? Here's a proposed structure that is fair and resolves the problem up-front for all sides.

Independent Bank Guarantee in Italy

Business clients dealing with international trade frequently asked us whether an independent bank guarantee issued under the URDG 758 (the ICC Uniform Rules for Demand Guarantees 2010) is valid, binding and enforceable under the Italian law or not and, if not, whether and how it can be amended in order to ensure it is valid, binding and enforceable as an independent bank guarantee under the Italian law.

Spain's 3rd of December 31/2014 Bill has Reformed Capital Companies Law

This reform is of crucial importance since it makes numerous amendments to the listed company’s regime.

Civil and Commercial Court Rulings Will Have Effectiveness in All the EU

Savings of up to €48 million thanks to new rules for cross-border judgments.


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