General Principles of the Civil Law of the People's Republic of China
基本原则 Chapter I Basic Principles
First 法人 的合法的 民事权益 ， 正确调整民事关系，适应社会主义现代化建设事业发展的需要，根据宪法和我国实际情况，总结民事活动的实践经验，制定本法。 In order to protect the legitimate civil rights and interests of citizens and legal persons , correctly adjust civil relations, and meet the needs of the development of socialist modernization, we shall draw up this law by summarizing the practical experience of civil activities in accordance with the Constitution and China's actual conditions.
Article 2 The Civil Law of the People's Republic of China regulates the property and personal relationships between citizens of equal subjects, legal persons, and citizens and legal persons.
Article 3 The parties are equal in civil activities.
Article 4 Civil activities shall follow the principles of voluntariness, fairness, equivalent compensation, and good faith.
The fifth The legitimate civil rights and interests of citizens and legal persons are protected by law, and no organization or individual may infringe.
Article 6 Civil activities must abide by the law. If the law does not stipulate it, they should abide by national policies.
Article 7 Civil activities shall respect social morality and shall not harm public interests or disrupt social and economic order.
eighth Civil activities in the territory of the People's Republic of China shall be governed by the laws of the People's Republic of China, unless otherwise provided for by law.
The provisions of this Law on citizens apply to foreigners and stateless persons in the territory of the People's Republic of China, except as otherwise provided by law.
公民（自然人） Chapter II Citizens (natural persons)
Section One Capacity for civil rights and capacity for civil conduct
Article 9 Citizens have the capacity of civil rights from birth to death, enjoy civil rights according to law, and bear civil obligations.
Article 10 All citizens have equal capacity for civil rights.
Article 11 Citizens over the age of eighteen are adults, have full capacity for civil conduct, can carry out civil activities independently, and are persons with full capacity for civil conduct.
Citizens over the age of sixteen and under the age of eighteen who rely on their labor income as their main source of living shall be regarded as persons with full capacity for civil conduct.
Article 12 Minors over the age of ten are persons with limited capacity for civil conduct and may conduct civil activities appropriate to his age and intelligence; other civil activities shall be represented by his legal agent or the consent of his legal agent shall be obtained. A minor under the age of ten is a person with no capacity for civil conduct, and his legal agent shall be the agent of civil activities.
Article 13 A mentally ill patient who cannot identify his behavior is a person with no capacity for civil conduct, and his legal agent is responsible for civil activities. A mental patient who cannot fully recognize his behavior is a person with limited capacity for civil conduct, and may conduct civil activities appropriate to his mental health;
Article 14 The guardian of a person with no or limited capacity for civil conduct is his legal representative.
Article 15 A citizen uses his place of residence as his domicile. If his habitual place of residence is inconsistent with his domicile, the habitual place of residence shall be regarded as his domicile.
Second quarter Supervise Protect
Article 16 The minor's parents are the guardians of the minor. Note: If the minor's parents have died or have no guardianship, the guardian of the following persons shall be the guardian:
2. Brother, sister
3. Other close relatives and friends are willing to bear the responsibility of guardianship with the consent of the unit where the minor's father or mother is located or the residents' committee or village committee of the minor's residence.
If there is a dispute over serving as a guardian, it shall be designated by the close relatives by the unit where the minor's father or mother is located or the residents' committee or village committee of the minor's residence. If a suit is filed against the appointment, the people's court shall decide.
If there is no guardian as provided in the first and second paragraphs, the unit where the minor's father or mother is located or the residents' committee, village committee or civil affairs department where the minor's residence is located shall be the guardian.
Article 17 Mental patients who have no or limited capacity for civil conduct shall be guardians of the following persons:
3. Adult children
4. Other close relatives;
5. Other close relatives and friends are willing to assume the responsibility of guardianship, with the consent of the unit where the mental patient is located or the residents committee or village committee of the place of residence.
Where there is a dispute over serving as a guardian, the unit where the mental patient is located or the residents' committee or village committee of the place of residence shall appoint among the close relatives. If a suit is filed against the appointment, the people's court shall decide.
Where there is no guardian as provided in the first paragraph, the unit where the mental patient is located or the residents' committee, village committee or civil affairs department of the place of residence serves as the guardian.
Article 18 The guardian shall perform guardianship duties, protect the person, property and other legal rights and interests of the guardian, and shall not dispose of the property of the guardian except for the benefit of the guardian.
The guardian's right to perform guardianship is protected by law.
A guardian who fails to perform guardianship duties or infringes on the legal rights and interests of the guardian shall bear responsibility; if he causes property damage to the guardian, he shall compensate for the loss. The people's court may revoke the guardian's qualifications on the application of the relevant personnel or units.
Article 19 The interested person of a mental patient may apply to the people's court to declare the mental patient as a person without or with limited capacity for civil conduct.
If he is declared by a people's court as a person with no capacity for civil conduct or a person with limited capacity for civil conduct, the people's court may declare him as a person with limited or full capacity for civil conduct based on his health recovery status and upon application by himself or an interested person. .
Section III Declaration of disappearance and death
Article 20 If the citizen's whereabouts are unknown for two years, the interested party may apply to the people's court to declare him a missing person.
If the whereabouts are unknown during the war, the unknown time shall be counted from the end of the war.
Article 21 The property of the missing person is managed by his spouse, parents, adult children or other close relatives or friends. If the escrow is controversial, and the person without the above provisions or the above-mentioned persons are incapable of escrow, the person appointed by the people's court shall take the escrow.
The owed taxes, debts and other expenses payable by the missing person shall be paid by the custodian from the property of the missing person.
Article 22 The person who has been declared missing reappears or is known of his whereabouts, and upon application by himself or an interested party, the people's court shall revoke the declaration of his disappearance.
Article 23 An interested person may apply to the people's court to declare his death under any of the following circumstances:
1. Where his whereabouts are unknown for four years;
2. The whereabouts of the accident are unknown, and two years have passed since the accident.
If the whereabouts are unknown during the war, the unknown time shall be counted from the end of the war.
Article 24 The person who has been declared dead reappears or is sure that he has not died, and upon application by himself or an interested party, the people's court shall revoke the declaration of his death.
Civil juristic acts carried out by persons with capacity for civil conduct during the period when they are declared dead are valid.
Article 25 A person whose death has been revoked has the right to request the return of property. A citizen or organization that has acquired his property in accordance with the inheritance law shall return the original; if the original does not exist, appropriate compensation shall be given.
Fourth quarter Self-employed households, rural contracted households
Article 26 To the extent permitted by law, citizens who have been approved and registered in accordance with the law and engage in industrial and commercial operations are individual industrial and commercial households. Individual industrial and commercial households can be named.
Article 27 Members of rural collective economic organizations that, within the scope permitted by law, engage in commodity business in accordance with the provisions of the contract, are rural contracted households.
Article 28 The legitimate rights and interests of individual industrial and commercial households and rural contractors are protected by law.
Article 29 The debts of self-employed industrial and commercial households and rural contracted operating households shall be borne by personal property if they are run by the individual; family property shall be borne by family property.
Section Five Personal partnership
Article 30 Personal partnership refers to two or more citizens who provide funds, in kind, technology, etc., in partnership, and work together in accordance with the agreement.
Article 31 The partners shall conclude a written agreement on such matters as the amount of capital contribution, surplus distribution, debt commitment, occupancy, withdrawal, and termination of the partnership.
Article 32 The property invested by the partners shall be uniformly managed and used by the partners.
The property accumulated by the partnership shall be owned by the partners.
Article 33 Individual partnerships can be identified by name, approved and registered in accordance with law, and engaged in business within the approved business scope.
Article 34 The business activities of an individual partnership shall be jointly decided by the partners, and the partners have the right to execute and supervise.
Partners can nominate persons in charge. All partners shall bear civil liability for the business activities of the person in charge of the partnership and other personnel.
Article 35 The debts of a partnership shall be settled by the partners with their respective assets in accordance with the capital contribution ratio or the agreement.
Partners are jointly and severally liable for the debts of the partnership, unless otherwise provided by law. Partners who have repaid partnership debts in excess of their own obligations shall have the right to recover from other partners.
法 Chapter III Law people
Section One General provisions
Article 36 A legal person is an organization that has capacity for civil rights and capacity for civil conduct, independently enjoys civil rights and assumes civil obligations in accordance with the law.
The capacity of a legal person for civil rights and capacity for civil conduct shall arise from the establishment of a legal person and shall be destroyed upon termination of the legal person.
Article 37 A legal person shall have the following conditions:
1. Established according to law;
2. Have the necessary property or funds;
3. Have their own name, organization and place;
4. Ability to independently assume civil liability.
Article 38 According to the law or the articles of association of the legal person, the person in charge of exercising the functions and powers on behalf of the legal person is the legal representative of the legal person.
Article 39 A legal person shall have its place of residence as its main office.
Article 40 If a legal person terminates, it shall conduct liquidation in accordance with law and stop activities outside the scope of liquidation.
Second quarter Corporate
Article 41 Enterprises owned by the whole people and collectively owned enterprises have the amount of funds in accordance with national regulations, have articles of association, organizations and places, can independently bear civil liability, and have been approved by the competent authority to register as legal persons.
Chinese-foreign joint ventures, Chinese-foreign cooperative ventures and foreign-funded enterprises established in the territory of the People's Republic of China that meet the requirements of a legal person shall be approved and registered by the administrative authorities for industry and commerce according to law to obtain the status of a Chinese legal person.
Article 42 An enterprise as a legal person shall engage in business within the approved business scope.
Article 43 An enterprise legal person shall bear civil liability for the business activities of its legal representative and other staff members.
Article 44 The division, merger or change of other important matters of an enterprise legal person shall be registered with the registration authority and announced.
When an enterprise legal person is divided or merged, its rights and obligations are enjoyed and assumed by the changed legal person.
Article 45 The corporate legal person is terminated for one of the following reasons:
1. Revoked according to law;
3. Declare bankruptcy according to law;
4. other reasons.
Article 46 The termination of an enterprise legal person shall be registered with the registration authority and announced.
Article 47 When a legal person of an enterprise is dissolved, a liquidation organization shall be established for liquidation. Where an enterprise legal person is revoked or declared bankrupt, the competent authority or people's court shall organize the relevant organs and personnel to set up a liquidation organization for liquidation.
Article 48 An enterprise owned by the whole people shall bear civil liability with the property that the state has authorized it to manage. A collective-owned enterprise legal person shall bear civil liability with the property owned by the enterprise. Chinese-foreign joint ventures, Chinese-foreign cooperative enterprises and foreign-funded enterprises shall bear civil liability with the property owned by the enterprise, except as otherwise provided by law.
Article 49 If an enterprise legal person has any of the following circumstances, in addition to the legal person's liability, the legal representative may be given administrative sanctions and a fine, which constitutes a crime, and shall be investigated for criminal responsibility according to law:
1. Engaging in illegal business beyond the business scope approved by the registration authority;
2. Concealing the real situation from the registration authority and taxation authority and falsifying;
3. Withdrawing funds and hiding property to avoid debts;
4. After dissolution, cancellation, or bankruptcy, the property was disposed of without authorization;
5. Failure to apply for registration and announcement in a timely manner at the time of change or termination, causing significant losses to interested parties;
6. Engaging in other activities prohibited by law that harm the national interest or the public interest.
Section III Institutions, institutions and social organizations
Article 50 Institutions with independent funding shall be qualified as legal persons from the date of establishment.
Institutions and social organizations that meet the requirements of a legal person do not need to register as a legal person in accordance with the law, and have the status of a legal person from the date of establishment;
Fourth quarter Link camp
Article 51 If a joint venture is established between enterprises or between enterprises and institutions to form a new economic entity, which independently assumes civil liability and meets the requirements of a legal person, it shall obtain the status of a legal person upon approval and registration by the competent authority.
Article 52 In the case of joint ventures between enterprises or between enterprises and institutions, which do not meet the conditions of a legal person, the parties to the joint venture shall bear civil liability in accordance with the proportion of capital contribution or the agreement, with the property owned or operated by them. Where joint and several liabilities are assumed in accordance with the provisions of the law or the agreement, joint and several liabilities shall be assumed.
Article 53 If the joint venture between enterprises or between enterprises and institutions operates independently according to the contract, its rights and obligations shall be stipulated in the contract, and each shall bear civil liability.
民事行为 Chapter IV Civil Action
Section One Civil juristic act
Article 54 A civil juristic act is a lawful act by a citizen or legal person to establish, change, or terminate civil rights and obligations.
Article 55 Civil legal acts shall meet the following requirements:
1. The actor has the corresponding capacity for civil conduct;
2. Meaning is true
3. Does not violate the law or the public interest.
Article 56 Civil juristic acts may take the form of written, oral or other forms. Where a law requires a specific form, it shall be in accordance with the law.
Article 57 Civil legal acts are legally binding from the time they are established. The actor may not alter or dismiss without authorization in accordance with the law or with the consent of the other party.
Article 58 The following civil acts are invalid:
1. Carried out by a person without civil capacity;
2. Persons with limited capacity for civil conduct cannot be implemented independently according to law;
3. What one party does by means of fraud, coercion or danger to make the other party violate the true meaning;
4. Malicious collusion that harms the interests of the state, the collective or a third party;
5. Violating laws or public interests;
6. Covering illegal purposes in legal form. 2009 年 8 月 27 日，删去第五十八条第一款第六项：经济合同违反国家指令性计划的，第七项： “ 以合法形式掩盖非法目的的。 ” 变更为第六项） ( On August 27 , 2009, the first paragraph of Article 58 of Article 58 was deleted: if the economic contract violated the national directive plan, the seventh item: "The illegal purpose was covered by a legal form. " It was changed to the sixth item. )
An invalid civil act is not legally binding from the beginning of the act.
Article 59 One party has the right to request the people's court or arbitration institution to change or cancel the following civil acts:
1. The actor has a major misunderstanding of the content of the action;
2. Obviously unfair.
A revoked civil act is invalid from the beginning of the act.
Article 60 Where a civil act is partially invalid and does not affect the effectiveness of the other parts, the other parts remain valid.
Article 61 After a civil act is confirmed to be invalid or revoked, the property acquired by the party as a result of the act shall be returned to the party that suffered the loss. The party that is at fault shall compensate the other party for the losses suffered thereby. If both parties are at fault, they shall each bear corresponding responsibilities.
If the two parties engage in malicious collusion and carry out a civil act that harms the interests of the state, the collective, or a third party, the property acquired by both parties shall be recovered and returned to the state or the collective or returned to the third party.
Article 62 Civil juristic acts may have conditions attached, and conditional civil juristic acts shall take effect when the attached conditions are met.
Second quarter generation Reason
Article 63 Citizens and legal persons may perform civil legal acts through agents.
The agent, within the agency's authority, performed the civil legal act in the name of the agent. The principal shall bear civil liability for the acts of the agent.
Civil law acts that should be performed by the individual in accordance with the provisions of the law or as agreed upon by the two parties shall not be an agent.
Article 64 Agents include principal agents, legal agents and designated agents.
The entrusted agent exercises the right of agency according to the entrusted person's entrustment, the legal agent exercises the right of agency in accordance with the provisions of the law, and the designated agent exercises the right of agency in accordance with the designation of the people's court or the designated unit.
Article 65 The agent for civil legal acts can be written or oral. Where the law requires a written form, it shall be in written form.
The written power of attorney shall specify the name or name of the agent, the agency matters, authority and period, and shall be signed or sealed by the agent.
If the power of attorney is unknown, the principal shall bear civil liability to a third party, and the agent shall be jointly and severally liable.
Article 66 For acts that do not have the power of agency, surpass the power of agency, or the termination of the power of agency, only those who have been ratified by the agent shall bear civil liability. For acts that are not ratified, the actor shall bear civil liability. If I know that another person has performed a civil act in my own name without making a statement of denial, I shall be deemed to have consented.
If the agent fails to perform his duties and causes damage to the agent, he shall bear civil liability.
If the agent and the third party collude and harm the interests of the principal, the agent and the third party shall be jointly and severally liable.
If the third party knows that the actor has no agency right, surpasses the agency right, or the agency right has been terminated and still causes damage to others by performing civil acts with the actor, the third party and the actor shall bear joint and several liability.
Article 67 If the agent knows that the matter being commissioned is still illegal, or the agent does not object to the fact that the agent's act is illegal, the agent and the agent shall be jointly and severally liable.
Article 68 If the entrusted agent needs to entrust another agent for the benefit of the agent, the consent of the agent shall be obtained in advance. If the agent's consent is not obtained in advance, the agent should be informed in a timely manner after the fact. If the agent does not agree, the agent shall bear civil liability for the acts of the person he entrusted, but in an emergency, to protect the agent Exceptions are those where the interests of a person are entrusted to others.
Article 69 Under any of the following circumstances, the principal agent shall terminate:
1. Expiry of agency period or completion of agency affairs;
2. The agent cancels the commission or the agent quits the commission;
3. Death of agent;
4. The incapacity of the agent;
5. Termination as legal representative or agent.
Article 70 Under any of the following circumstances, the legal agent or designated agent terminates:
1. The principal obtains or restores civil capacity;
2. Death of the principal or agent;
3. The incapacity of the agent;
4. Cancellation of appointment by the designated people's court or appointed unit;
5. The guardianship relationship between the principal and the agent is eliminated for other reasons.
民事权利 Chapter V Civil Rights
Section One Property ownership and property rights related to property ownership
Article 71 Property ownership refers to the right of the owner to possess, use, gain and dispose of his property according to law.
Article 72 The acquisition of property ownership shall not violate the law.
Where property is acquired in accordance with a contract or other lawful means, the ownership of the property is transferred from the time the property is delivered, unless otherwise provided by law or otherwise agreed upon by the parties.
Article 73 State property is owned by the entire people. State property is sacred and inviolable, and any organization or individual is prohibited from occupying, looting, privately separating, retaining, or destroying it.
Article 74 The property of the collective of the working people belongs to the collective of the working people, including:
1. Lands and forests, mountains, grasslands, wastelands, beaches, etc. that are collectively owned by law;
2. Property of collective economic organizations;
3. Collectively owned buildings, reservoirs, farmland water conservancy facilities, and education, science, culture, health, sports and other facilities;
4. Collectively owned other property.
Collectively-owned land is collectively owned by village farmers in accordance with the law and is operated and managed by agricultural collective economic organizations such as village agricultural production cooperatives or village committees. Those that are already owned by the township (town) farmers' collective economic organization may be collectively owned by the township (town) farmers.
Collectively-owned property is protected by law, and no organization or individual is allowed to occupy, rob, privately divide, destroy or illegally seal, seize, freeze, or confiscate.
Article 75 Citizen's personal property, including citizens' legal income, houses, savings, daily necessities, cultural relics, books and materials, forest trees, livestock and other means of production and other legal property permitted by citizens. Citizens' legal property is protected by law, and it is forbidden for any organization or individual to occupy, rob, destroy or illegally seal, seize, freeze, or confiscate.
Article 76 Citizens enjoy the right to inherit property in accordance with the law.
Article 77 The legal property of social groups, including religious groups, is protected by law.
Article 78 Property may be shared by more than two citizens and legal persons.
There are two types of shares: common share and common share. Co-owners share rights and responsibilities for common property in accordance with their respective shares. The co-owners enjoy rights and assume obligations for the joint property.
Each co-owner of a common property shall have the right to demand the division or transfer of his share. However, at the time of sale, other co-owners have the priority to purchase under the same conditions.
Article 79 The burials and concealments unknown to everyone belong to the state. The receiving unit shall give commendation or material reward to the unit or individual that has turned in the money.
The lost property, drifting material or scattered breeding animals shall be returned to the owner, so the expenses incurred shall be repaid by the owner.
Article 80 State-owned land can be used by units owned by the whole people according to law, or it can be determined by the collective ownership unit according to law, and the state protects its right to use and gain; the unit using it has the obligation to manage, protect and reasonably use it.
The right of citizens and collectives to contractually operate land owned by collectives or state-owned collectives is protected by law. The rights and obligations of the contracting parties shall be stipulated in the contract according to law. Land may not be bought, sold, leased, mortgaged or otherwise illegally transferred.
Article 81 State-owned natural resources such as forests, mountains, grasslands, wasteland, tidal flats, and water surfaces.
State-owned mineral deposits may be mined by units owned by the whole people and collectively owned units according to law, or they may be mined by citizens according to law. The state protects legal mining rights. The right of citizens and collectives to contractually operate the forests, mountains, grasslands, wastelands, beaches, and water surfaces owned by collectives or owned by the state collectively is protected by law. The rights and obligations of the contracting parties shall be stipulated in the contract according to law. State-owned mineral deposits and water streams, state-owned and collectively-owned forest land, mountains, grasslands, wasteland, and tidal flats may not be sold, leased, mortgaged or illegally transferred in other forms.
Article 82 An enterprise under the ownership of the whole people shall have the right to operate the property conferred on it by the state according to law, and shall be protected by law.
Article 83 Adjacent parties to real property shall, in the spirit of beneficial production, convenient living, solidarity and mutual assistance, fairness and reasonableness, properly handle the neighboring relations in terms of interception, drainage, passage, ventilation, and lighting. If any obstruction or loss is caused to the neighboring party, the infringement shall be stopped, the obstruction shall be eliminated, and the loss shall be compensated.
Second quarter debt right
Article 84 A debt is a specific relationship of rights and obligations that arises between the parties in accordance with the contract or in accordance with the law. The person who enjoys the rights is the creditor and the person who is responsible is the debtor.
Creditors have the right to require the debtor to perform their obligations in accordance with the contract or in accordance with the provisions of the law.
Article 85 A contract is an agreement between the parties to establish, change, or terminate a civil relationship. Contracts established according to law are protected by law.
Article 86 If there are two or more creditors, the rights shall be shared according to the determined share. If there are two or more debtors, the obligations shall be shared according to the determined share.
Article 87 Where the number of creditors or debtors is two or more, each creditor who enjoys joint and several rights shall have the right to demand the debtor to perform his obligations in accordance with the provisions of the law or the parties ’agreement; The obligation of debt, the person who fulfilled the obligation, has the right to ask other people who have joint and several obligations to pay the share that he should bear.
Article 88 The parties to the contract shall perform all their obligations in accordance with the contract.
If the quality, time limit, place or price stipulated in the contract is not clear, the content of the relevant provisions of the contract cannot be determined, and the parties cannot reach an agreement through negotiation, the following provisions shall apply:
1. If the quality requirements are not clear, they shall be performed in accordance with the national quality standards. If there are no national quality standards, they shall be performed in accordance with the usual standards.
2. If the performance period is not clear, the debtor may perform the obligations to the creditor at any time, and the creditor may also request the debtor to perform the obligations at any time, but the other party shall be given the necessary preparation time.
3. The place of performance is unclear. If the payment is made in currency, it will be performed in the place where the party receiving the payment is performed.
4. If the price stipulation is not clear, the price shall be performed at the price set by the state; if there is no price stipulated by the state, it shall be performed with reference to the market price or the price of similar goods or the standard of remuneration for similar services. If there is no agreement in the contract on the right to apply for a patent, the party who completed the invention shall have the right to apply. If the contract does not stipulate the right to use scientific and technological achievements, the parties have the right to use it.
Article 89 In accordance with the law or the parties' agreement, the following methods can be used to guarantee the performance of debts:
1. The guarantor guarantees to the creditor that the debtor fulfills the debt. If the debtor fails to perform the debt, the guarantor shall perform or assume joint and several liabilities according to the agreement. After the guarantor performs the debt, it has the right to recover the debtor.
2. The debtor or a third party may provide certain property as collateral. If the debtor fails to perform the debt, the creditor has the right to discount the mortgaged property or pay the mortgaged property first to be repaid in accordance with the law.
3. A party may pay a deposit to the other party within the scope prescribed by law. After the debtor performs its debt, the deposit shall be offset against the price or recovered. If the party that pays the deposit fails to perform the debt, it has no right to request the return of the deposit; if the party that accepts the deposit fails to perform the debt, the deposit shall be doubled.
4. If one party possesses the property of the other party as stipulated in the contract, and the other party fails to pay the payable amount in accordance with the contract for more than the agreed period, the possessor has the right to lien the property, which is discounted in accordance with the law with the lien property or the sale of the property.
Article 90 Legal loan relationships are protected by law.
Article 91 If one party to a contract transfers all or part of the contract's rights and obligations to a third party, it shall obtain the consent of the other party to the contract and shall not make a profit. Contracts that should be approved by the state in accordance with the law require the approval of the original approval authority. However, unless otherwise provided by law or otherwise stipulated in the original contract.
Article 92 If there is no legal basis to obtain improper benefits and cause losses to others, the improper benefits obtained shall be returned to the person who suffered.
Article 93 Where there is no statutory or agreed obligation, in order to avoid the loss of other people's interests in the management or service, they have the right to demand the beneficiary to pay the necessary expenses paid thereby.
Section III Intellectual property
Article 94 Citizens and legal persons enjoy copyright (copyright), and have the rights to sign, publish, publish, and get paid according to law.
Article 95 The patent rights obtained by citizens and legal persons according to law are protected by law.
Article 96 The exclusive right to use trademarks obtained by legal persons, individual industrial and commercial households, and individual partnerships in accordance with law is protected by law.
Article 97 Citizens have the right to discover what they find. The discoverer has the right to apply for a discovery certificate, bonus or other reward.
Citizens have the right to apply for honor certificates, bonuses or other rewards for their inventions or other scientific and technological achievements.
Fourth quarter Personal rights
Article 98 Citizens enjoy the right to life and health.
Article 99 Citizens have the right to name, have the right to decide, use, and change their names in accordance with regulations, and forbid others to interfere, misappropriate, or impersonate.
Legal persons, individual industrial and commercial households, and individual partnerships enjoy the right to name. Enterprise legal persons, individual industrial and commercial households, and individual partnerships have the right to use and transfer their names in accordance with law.
Article 100 Citizens have the right to portraits, and they must not use their portraits for profit without their consent.
Article 101 Citizens and legal persons have the right to reputation. The personal dignity of citizens is protected by law. It is forbidden to damage the reputation of citizens and legal persons by insults, slander and other means.
Article 102 Citizens and legal persons have the right to honor. It is forbidden to illegally deprive citizens and legal persons of their honorary titles.
Article 103 Citizens enjoy autonomy in marriage, and they are prohibited from buying, selling, arranging marriages and other acts that interfere with the freedom of marriage.
Article 104 Marriage, the family, the elderly, mothers and children are protected by law.
The legitimate rights and interests of persons with disabilities are protected by law.
Article 105 Women enjoy equal civil rights with men.
民事责任 Chapter VI Civil Liability
Section One General provisions
Article 106 Citizens and legal persons who violate contracts or fail to perform other obligations shall bear civil liability.
Citizens and legal persons shall bear civil liability if they infringe upon the state or collective property, or the property or person of another person due to their fault.
There is no fault, but where civil liability is required by law, civil liability shall be borne.
Article 107 If it is unable to perform the contract due to force majeure or cause damage to others, it shall not bear civil liability, except as otherwise provided by law.
Article 108 Debts should be paid off. If the debt cannot be repaid temporarily, the debtor may repay it in installments with the consent of the creditor or a ruling of the people's court. Those who have the ability to repay and refuse to repay shall be forced to make a judgment by the people's court.
Article 109 In case of damage to the state, collective property, or other people's property, or personal injury, the offender shall be liable for compensation, and the beneficiary may also give appropriate compensation.
Article 110 Where citizens and legal persons who bear civil liability need to be investigated for administrative responsibility, administrative responsibility shall be investigated; if a crime is constituted, the legal representatives of citizens and legal persons shall be investigated for criminal responsibility according to law.
Second quarter Civil liability for breach of contract
Article 111 If one of the parties fails to perform the contractual obligations or the performance of the contractual obligations does not meet the agreed conditions, the other party has the right to demand performance or take remedial measures and to claim compensation for losses.
Article 112 The liability of one party for breach of contract shall amount to the loss suffered by the other party.
The parties may agree in the contract that when one party violates the contract, a certain amount of liquidated damages shall be paid to the other party; the contract may also agree on the method of calculating the amount of damages for breach of contract.
Article 113 If both parties violate the contract, they shall bear their respective civil liabilities.
Article 114 If one of the parties suffers losses due to the other party's breach of the contract, it shall promptly take measures to prevent the loss from expanding; if the party fails to take timely measures to cause the loss to expand, it shall not have the right to claim compensation for the enlarged loss.
Article 115 The modification or rescission of the contract does not affect the parties' right to claim damages.
Article 116 If one of the parties is unable to perform its contractual obligations due to the superior authority, it shall compensate the other party for the loss or take other remedial measures in accordance with the contract, and the superior authority shall be responsible for handling the losses suffered thereby.
Section III Civil liability for torts
Article 117 Those who invade the state or collective property or the property of others shall return the property. If the property cannot be returned, compensation shall be made at a discount.
In case of damage to state, collective or other people's property, it shall be restored to its original state or compensated at a discount.
If the victim suffers other major losses as a result, the aggressor shall compensate for the losses.
Article 118 Citizens, legal persons' copyrights (copyrights), patent rights, trademark exclusive rights, discovery rights, invention rights, and other scientific and technological achievements rights have been infringed by plagiarism, tampering, counterfeiting, etc., and have the right to stop infringement, eliminate the impact, and compensate for losses.
Article 119 Whoever injures a citizen's body and causes injury shall be compensated for medical expenses, lost income due to missed work, and living allowances for the disabled. If death is caused, funeral expenses and necessary living expenses for the person supported by the deceased shall be paid.
Article 120 Citizens whose rights to names, portraits, reputations, and honours are infringed shall have the right to stop the infringement, restore their reputation, eliminate their effects, apologize, and claim compensation for their losses.
If the legal person's right to name, reputation, or honor is violated, the provisions of the preceding paragraph shall apply.
Article 121 A state organ or a staff member of a state organ who, while performing his duties, infringes upon the legitimate rights and interests of citizens and legal persons and causes damage, shall bear civil liability.
Article 122 If the property or personal damage of another person is caused by unqualified product quality, the product manufacturer or seller shall bear civil liability in accordance with the law. If the transporter or warehouser is responsible for this, the product manufacturer or seller has the right to claim compensation for the loss.
Article 123 Those engaged in high altitude, high pressure, flammable, explosive, highly toxic, radioactive, high-speed transportation and other operations that cause high risks to the surrounding environment and cause damage to others shall bear civil liability; if it can be proved that the damage was intentionally caused by the victim, No civil liability.
Article 124 In violation of the state's regulations for protecting the environment and preventing pollution, if the pollution of the environment causes damage to others, it shall bear civil liability in accordance with the law.
Article 125 In the case of digging pits, repairing and installing underground facilities in public places, roads or passages, etc., without obvious signs and taking safety measures to cause damage to others, the constructor shall bear civil liability.
Article 126 In the event that a building or other facility, or a hanging or hanging object on the building collapses, falls, or falls to cause damage to another person, its owner or manager shall bear civil liability, except that it can prove that it is not at fault.
Article 127 If the bred animal causes damage to another person, the animal breeder or manager shall bear civil liability; if the damage is caused by the fault of the victim, the animal breeder or manager shall not bear civil liability; if the damage is caused by the fault of a third party, the first The three shall bear civil liability.
Article 128 If the damage is caused by proper defense, it shall not bear civil liability. Where the legitimate defense exceeds the necessary limits and causes undue harm, it shall bear appropriate civil liability.
Article 129 In case of damage caused by emergency avoidance, the person who caused the danger shall bear civil liability. If the danger is caused by natural causes, the emergency risk avoider shall not bear civil liability or bear appropriate civil liability. If the emergency hedging measures are taken improperly or exceed necessary limits, causing unnecessary damage, the emergency hedging person shall bear appropriate civil liability.
Article 130 If two or more persons jointly infringe and cause damage to others, they shall bear joint and several liability.
Article 131 If the victim is at fault for the occurrence of the damage, the civil liability of the offender can be reduced.
Article 132 If the parties are not at fault for causing the damage, the parties may share civil liability according to the actual situation.
Article 133 If a person with no capacity for civil conduct or a person with limited capacity for civil conduct causes damage to others, the guardian shall bear civil liability. If the guardian has fulfilled his guardianship duties, his civil liability may be appropriately reduced.
If a person with property who has no capacity for civil conduct or a person with limited capacity for civil conduct causes damage to others, he shall pay compensation from his property. Deficiencies shall be compensated appropriately by the guardian, except where the unit is the guardian.
Fourth quarter Ways to bear civil liability
Article 134 The main ways of bearing civil liability are:
1. Stop the aggression;
2. Remove obstacles
3. Eliminate danger
4. Return of property
6. Repair, redo, replace;
8. Payment of liquidated damages;
9. Eliminate impact and restore reputation;
The above ways of bearing civil liability can be applied individually or in combination.
In the trial of civil cases, the people's courts may, in addition to applying the above provisions, admonish, order repentance, collect property and illegal income for illegal activities, and impose fines and detention in accordance with the law.
诉讼时效 Chapter VII Limitation of Action
Article 135 The limitation period of a lawsuit for protection of civil rights from a people's court is two years, except as otherwise provided by law.
Article 136 The following statute of limitations is one year:
1. Claiming compensation for bodily injury;
2. Undeclared sales of unqualified goods;
3. Delaying or refusing to pay rent;
4. The deposit property was lost or damaged.
Article 137 The statute of limitations period is calculated from the time when you know or should know that your rights have been infringed. However, the People's Court shall not protect any person for more than 20 years from the date of infringement of his rights. In special circumstances, the people's court may extend the period of limitation of action.
Article 138 If the parties voluntarily perform beyond the time limit for litigation, they will not be subject to the limitation of time limit for litigation.
Article 139 Within the last six months of the statute of limitations, the statute of limitations is suspended if the claim cannot be exercised due to force majeure or other obstacles. From the day when the cause of suspension of limitation is eliminated, the period of limitation of litigation continues to be calculated.
Article 140 The limitation of action is interrupted by the initiation of a lawsuit, the request of one of the parties, or the consent to perform the obligation. From the time of discontinuation, the limitation period for the action is recalculated.
Article 141 Where the law provides otherwise for the limitation of action, it shall be in accordance with the law.
民事关系 Chapter VIII Civil Relations
Article 142 The law applicable to foreign-related civil relations shall be determined in accordance with the provisions of this chapter.
If the international treaties concluded or acceded to by the People's Republic of China have different provisions from the civil law of the People's Republic of China, the provisions of the international treaties shall apply, except for those clauses which the People's Republic of China declares reserved.
If the laws of the People's Republic of China and the international treaties concluded or acceded to by the People's Republic of China do not provide for them, international practice may apply.
Article 143 Where a citizen of the People's Republic of China resides abroad, his civil capacity may be governed by the laws of the country of residence.
Article 144 The ownership of real estate shall be governed by the law of the place where the real estate is located.
Article 145 The parties to a foreign-related contract may choose the law applicable to the settlement of the contract dispute, except as otherwise provided by law.
If the parties to a foreign-related contract have no choice, the laws of the country with which the contract is most closely connected shall apply.
Article 146 的损害赔偿，适用侵权行为地法律。 The compensation for damages of torts shall be governed by the law of the place where the torts are committed. If both parties have the same nationality or domicile in the same country, the law of the party's home country or the domicile of the party may also apply.
The laws of the People ’s Republic of China do not consider acts that occur outside the territory of the People ’s Republic of China to be infringing, and shall not be treated as infringing acts.
Article 147 Citizens of the People's Republic of China and foreigners apply the law of the place where the marriage is concluded, and divorce applies the law of the seat of the court where the case is received.
Article 148 Maintenance applies the laws of the country with which the dependent has the closest connection.
Article 149 The legal inheritance of inheritance applies to the law of the place of residence of the heir when the heir is dead, and the law of the place where the real property applies.
Article 150 Where foreign laws or international practices are applied in accordance with the provisions of this chapter, they shall not run counter to the social and public interests of the People's Republic of China.
附则 Chapter IX Supplementary Provisions
Article 151 The people's congresses of national autonomous areas may formulate flexible or supplementary separate regulations or rules in accordance with the principles stipulated in this law and the characteristics of local ethnic groups. If formulated by the People's Congress of the Autonomous Region, it shall be reported to the Standing Committee of the National People's Congress for approval or record in accordance with the provisions of the law;
Article 152 Prior to the entry into force of this law, enterprises owned by the whole people, which have been approved by the competent authorities at or above the provincial, autonomous region, or municipality level, have already registered with the industrial and commercial administration, and may no longer register as a legal person.
Article 153 “ 不可抗力 ” ，是指不能预见、不能避免并不能克服的客观情况。 The " force majeure " referred to in this law refers to an objective situation that cannot be foreseen, unavoidable and insurmountable.
Article 154 The period referred to in the civil law is calculated according to the calendar year, month, day, and hour.
Where a period is specified in hours, the calculation shall begin from the specified time. It is stipulated that if the period is calculated according to day, month, and year, the day on which it starts is not counted, and it is calculated from the next day.
If the last day of a period is a Sunday or other statutory holiday, the next day of the period shall be the last day of the period.
The deadline on the last day of the period is 24:00. Where there is business time, the time to stop business activities expires.
Article 155 “ 以上 ” 、 “ 以下 ” 、 “ 以内 ” 、 “ 届满 ” ，包括本数；所称的 “ 不满 ” 、 “ 以外 ” ，不包括本数。 The " above " , " below " , " within " , and " expiry " referred to in civil law include the figures; the so-called " dissatisfaction " and " outside " do not include the figures.
General provisions of civil law explain the repeal of some clauses
最高人民法院废止以下条款 : 2008-12-24 The Supreme People's Court abolished the following provisions :
88 条、第 94 条、第 115 条、第 117 条、第 118 条、第 177 条 Opinions of the Supreme People's Court on Several Issues in Implementing the General Principles of the Civil Law of the People's Republic of China (Trial) Article 88 , 94 , 115 , 117 , 118 , 177
: The reason for the abolition conflicts with the property law :
:88 ． Cancelled : 88 . As for the common property, some of them share the claim of sharing, and some of the co-owners claim to share it together. If it cannot be proved that the property is shared by share, it should be regarded as common share.
: 与物权法第一百零三条有实质性冲突 , 《物权法》在所有权方面对原有法律规定所作的变更主要表现在共有的有关规定上。 Reason for the abolition : There is a substantial conflict with Article 103 of the Property Law, and the changes made to the original legal provisions in the Property Law by the Real Property Law are mainly manifested in common related provisions. A typical manifestation is that the Real Property Law changed the common presumption in the Mintong Opinion to the common presumption by share.
: 第一百零三条共有人对共有的不动产或者动产没有约定为按份共有或者共同共有，或者约定不明确的，除共有人具有家庭关系等外，视为按份共有。 Property Law : Article 103 If the co-owner does not agree on the sharing of real or movable property as a joint or common share, or the agreement is not clear, the co-owner shall be deemed to have a common share unless the co-owner has a family relationship.
94 ． Abolition of 94 . If the property is lost or damaged, the person who picks it up without intention will not bear civil liability. If the person who picked up the property found it to be an existing one and refused to return it, and caused a lawsuit, it shall be handled as an infringement lawsuit.
: 对于拾得遗失物这一动产所有权的取得方式，《民法通则》意见规定拾得人应当将其归还失主，但具体方式并没有说明。 Reason for the abolition : As for the method of obtaining ownership of movable property of the lost property, the opinion of the General Principles of the Civil Law stipulates that the founder should return it to the owner, but the specific method is not specified. 107-113 条对该制度作出了比较大的完善。 Article 107-113 of the "Real Right Law" has made considerable improvements to this system. 107 条的所有权人追回遗失物的相关权利和义务，第 108 条的善意取得人的对抗原有权利的权利，第 111 条的拾得人重大过失以上的赔偿义务，第 112 条的拾得人的必要费用请求权及权利人的悬赏履行义务，第 113 条的六个月公告期限等。 Typical examples are : the rights and obligations of the owner of Article 107 to recover the lost property, the right of the person in good faith to obtain the original right of Article 108 against the original right , the liability of the person who has recovered from the serious fault of Article 111 , and the 112 The right to claim the necessary expenses of the person who picked up the article and the reward performance obligation of the right holder , the six-month announcement period of Article 113 , etc. 114 条规定拾得漂流物、发现埋藏物或者隐藏物的参照适用同种规定，从而进一步完善了正常交易流转外的所有权取得制度。 At the same time, Article 114 of the Property Right Law stipulates that the same kind of provisions apply to the reference to the found drifting, found buried or hidden objects, thereby further improving the ownership acquisition system outside normal transaction circulation.
115 ． Repeal 115 . If the collateral is owned by the mortgagor and is responsible for custody, during the mortgage period, without the consent of the creditor, the mortgagor transfers the same collateral to another person, or the mortgaged part of the value of the collateral is mortgaged, and its behavior is invalid.
When the debtor uses the collateral to settle the debt, if there are several mortgagors in a collateral, they shall be paid in the order in which the mortgage rights are set.
: 与物权法 191 和 199 条有冲突 Reason for revocation : Conflict with Articles 191 and 199 of the Property Law
: 第一百九十一条 Property Law : Article 191 During the mortgage period, if the mortgagor transfers the mortgaged property with the consent of the mortgagee, the proceeds from the transfer shall be paid to the mortgagee in advance to pay off the debt or deposit. The portion of the transfer price exceeding the amount of the creditor's rights shall be owned by the mortgagor, and the shortfall shall be settled by the debtor.
During the mortgage period, the mortgagor may not transfer the mortgaged property without the consent of the mortgagee, except that the assignee shall pay off the debt and destroy the mortgage right on behalf of the mortgagee.
Article 199 Where the same property is mortgaged to two or more creditors, the proceeds from auction and sale of the mortgaged property shall be paid in accordance with the following provisions:
(1) If the mortgage right has been registered, it shall be settled according to the order of registration; if the order is the same, it shall be settled according to the proportion of debts;
(2) the mortgage right is registered before the unregistered compensation;
(3) If the mortgage right is not registered, it shall be settled according to the proportion of the creditor's right.
: （ 1 ）对于转让抵押物问题，物权法 191 条与民通意见 115 条规定更进一步 ,115 条规定抵押物不得转让他人 , 无除他条件 , 而物权法 191 条有一个转让合法的意外 , 见 191 但书 , 即受让人代为清偿的债务消灭抵押权的除外 . 同时《物权法》做出了与《担保法》和《担保法解释》不同的规定。 Explanation of the conflict : ( 1 ) With regard to the transfer of collateral, Article 191 of the Property Law and Article 115 of the Mintong Opinion go further . Article 115 stipulates that the collateral cannot be transferred to others without conditions , and Article 191 of the Property Law has a legal transfer accident. See Daniel 191 , that is, except the debt that the assignee pays off to eliminate the mortgage . At the same time, the Property Law makes different provisions from the Security Law and the Interpretation of the Security Law. 49 条和《担保法解释》第 67 条的规定，以抵押物是否登记来确定转让抵押物的效力，已登记的，未通知抵押权人的无效，未登记的则可以转让。 According to the provisions of Article 49 of the Security Law and Article 67 of the Interpretation of the Security Law , the effectiveness of the transfer of collateral is determined by whether the collateral is registered. transfer. 191 条的规定采取了不同的做法，根据该条，除受让人代为清偿债务消灭抵押权的外，抵押人转让抵押物应当取得抵押权人的同意，否则应当无效，而不管该抵押物是否经过登记。 However, Article 191 of the Real Property Law adopts a different approach. According to this article, except for the assignee to pay off the debt and destroy the mortgage, the mortgagee's transfer of the mortgaged property must obtain the consent of the mortgagee, otherwise it should be invalid, and It does not matter whether the collateral is registered.
以抵押物清偿债务时 , 民通意见 115 与物权法 199 有冲突 , 115 是按抵押物先后顺序 , 而物权法 199 见则规定了按抵押物是否登记来排列清偿顺序 , 未登记的按债权比例清偿而不是按先后抵押顺序清序 (2) When paying off debts with collateral, Mintong Opinion 115 conflicts with property right law 199 , 115 is in the order of collateral , while property right law 199 provides for the order of payment according to whether the collateral is registered. Proportional liquidation rather than collateral order
:117 ． Cancellation : 117 . Where a creditor has possession of the debtor's property due to a contractual relationship, if the debtor fails to perform his obligations when due, the creditor may lien the corresponding property. After being urged, if the debtor still fails to perform his obligations within a reasonable period of time, the creditor shall sell the retained property at a reasonable price in accordance with law, and shall be compensated preferentially at the price of the sold property, which shall be protected.
: 230 条、 231 条、 232 有冲突 . Conflicts with the Property Law : Articles 230 , 231 , 232 .
Explanation of the conflict: The property law makes innovative provisions on the scope of application of liens. 84 条和《合同法》第 264 条、 315 条、 380 条、 422 条的规定，以前，留置权只应当适用于法律明确规定了的合同之债类型中，对于法律没有明确规定可以适用留置权的合同，不得适用留置权。 According to Article 84 of the Guaranty Law and Articles 264 , 315 , 380 , and 422 of the Contract Law , previously, liens should only apply to the types of debt in contracts that are clearly specified by law. Contracts that clearly stipulate that a lien can be applied, and no lien can be applied. 230 条、 231 条、 232 条却没有沿用这一规定模式，而是创造性地规定，除企业之间留置的外，对于动产，只要与债权属于同一法律关系，而法律又没有规定不得留置或当事人又没有约定不得留置的，债权人均可以行使留置权。 However, Articles 230 , 231 , and 232 of the Property Right Law do not follow this prescribed model, but instead creatively stipulate that, in addition to liens between enterprises, as long as movable property belongs to the same legal relationship as creditor's rights, the law does not have Where no lien is stipulated or the parties have not agreed not to lien, all creditors may exercise the lien. In this way, the scope of the lien has been extended to all areas of claims, and is no longer limited to the type of debts of previous contracts.
118 ． Repeal 118 . The lessor shall inform the lessee three months in advance when selling the leased house. The lessee shall have the right of first refusal under the same conditions; if the lessor fails to sell the house in accordance with this provision, the lessee may request the people's court to declare the sale of the house as invalid.
9 条有冲突 Conflicts with Article 9 of the Property Law
Article 9 The establishment, alteration, transfer and extinction of real property rights shall have effect upon registration in accordance with law; without registration, they shall not take effect, except as otherwise provided by law.
118 条，承租人丧失凭优先权而请求法院宣告出租人房屋买卖无效的权力，房屋所有权的变更是根据物权法新规定依登记发生效力。 The explanation of the conflict explained that: Article 118 of the General Principles of Civil Law was deleted , the lessee lost the right to request the court to declare the lessor's house sale invalid based on priority, and the change of house ownership took effect in accordance with the new provisions of the Property Law in accordance with the registration.
177 ． Cancellation: 177 . The statute of limitations of inheritance shall be implemented in accordance with the provisions of the inheritance law. However, after the beginning of inheritance, if the heir does not expressly abandon the inheritance, it is deemed to accept the inheritance, and if the inheritance is not divided, it is common ownership. The suspension, interruption and extension of the statute of limitations shall be governed by the relevant provisions of the General Principles of Civil Law.
Conflicts with Article 103 of the Property Law If the co-owner does not agree that the real or movable property to be shared shall be co-shared or co-shared, or the agreement is not clear, the co-owner shall be deemed to be co-shared unless the co-owner has a family relationship.
Reason for conflict: The understanding of family relations is still controversial, and there is currently no judicial interpretation of the property law.