6． According to the provisions of the legal system for company registration management, among the following items, change registration is required ( ).
A. The company's managers change B. The company’s domicile changes
C. The company's shareholders change D. The name of the company has changed
7. Company A is a limited liability company established under the Russian Company Law, and Company B is a limited liability company established under the Sino-foreign Joint Venture Enterprise Law. The two companies are engaged in the retail business of commodities. Among the following statements about the difference between Company A and Company B, which one is correct ( ).
A. The shareholders of Company A shall distribute profits and losses according to the proportion of investment, while the shareholders of Company A shall distribute profits and losses according to the proportion agreed in the contract
B. The highest authority of Company A is the shareholders’ meeting, while the highest authority of Company B is the Board of Directors
C. The minimum registered capital of Company A is RMB 300,000, while the registered capital of Company A can be less than RMB 300,000
D. The capital contribution of shareholders of Company A must be paid in full at the time of company establishment, while the capital contribution of shareholders of Company A can be paid in installments
8. According to the provisions of the company's legal system, among the following resolutions made by the shareholders' meeting of a limited liability company, the following resolutions must be passed by shareholders representing more than 2/3 of the voting rights: ( ).
A. Make a resolution on the capital contribution of shareholders (advertising content has been deleted) B. Make a resolution on the issuance of corporate bonds
C. Make a resolution on changing the company form D. Make a resolution to amend the company's articles of association
9. According to the relevant regulations guiding the direction of foreign investment, among the following items, the following are state-restricted foreign investment projects ( ).
A. Projects that use my country's unique technology to produce products B. Projects that are not conducive to resource conservation
C. Projects with backward technical level D. Projects that are not conducive to improving the ecological environment
10. According to the provisions of the bankruptcy legal system, among the following items, the ones that belong to bankruptcy claims are ( ).
A. After the People's Court accepted the bankruptcy case, the debtor failed to pay the late payment fee
B. The financial department issues the money to the debtor through the signing of a contract based on the principle of paid use and regular return
C. Compensation for property losses caused to others by the debtor due to breach of contract before bankruptcy was declared
D. Debt interest after bankruptcy declaration
11. According to the relevant regulations on securities investment fund management, among the following items, funds applying for listing must meet the following conditions: ( ).
A. The duration of the fund shall be no less than 5 years
B. The minimum fund raising amount is no less than RMB 100 million
C. There should be no less than 1,000 fund holders
D. Fund managers and fund custodians have sound organizational structures and management systems, good financial status, and standardized business practices
12. According to the provisions of the securities legal system, the following information is considered inside information ( ).
A. The actions of company directors may bear significant liability for damages according to law
B. The mortgage, sale or scrapping of the company's main assets for business use exceeds 20% of the assets at one time
C. Significant changes have occurred in the external conditions of the company's production and operation
D. The chairman of the company has changed
13. Company A borrowed 10 million yuan from Bank B, but Company A failed to use the loan for the agreed purpose. According to the provisions of the contract legal system, the measures that Bank B can take include ( ).
A. The system issues loans B. Collect the loan in advance
C. Terminate the loan contract D. Penalty interest will be charged double the determined borrowing interest
14. According to the provisions of the contract legal system, among the following acts of the debtor, if the creditor believes that it has caused damage to itself, it may request the people's court to revoke the following acts: ()
A. Give up mature claims
B. Free (advertising content, has been deleted) property
C. Auction of good assets
D. Property at an obviously unreasonable low price (advertising content has been deleted), and the transferee knows the status
15. According to the relevant regulations on foreign exchange management, among the following items, the following are regular foreign exchange receipts: ().
A. Insurance institutions accept foreign exchange income from foreign exchange insurance B. Bidding deposit for overseas remitters
C. Foreign exchange deposit collected by customs D. Foreign exchange income from leasing real estate
16. According to the provisions of the bill legal system, if the holder does not exercise the rights on the bill within a certain period, his rights will be extinguished. Among the following statements regarding the statute of limitations for the extinguishment of bill rights, which ones are correct ( ).
A. The rights of the holder against the drawer of the instrument are 2 years from the maturity date of the instrument
B. The rights of the holder against the acceptor of the bill are one year from the maturity date of the bill
C. The holder's rights against the drawer of the check are 6 months from the date of issue
D. The holder's right of recourse against the predecessor is 3 months from the date of settlement or the date of filing of the lawsuit
17. According to the provisions of the bill legal system, among the following bills, the people's court can take preservation measures and enforcement measures in accordance with the law upon the application and provision of guarantee by the obligee of the bill ().
A. An instrument obtained by the bearer in bad faith
B. Notes held by the holder for which consideration is payable but unpaid
C. Notes marked with the words "Not allowed (advertising content, has been deleted)" and used for discounting
D. Notes used for pledge with the words "Not allowed (advertising content, has been deleted)"
18. According to the provisions of the accounting legal system, among the following statements about handling accounting handover procedures, the correct ones are ( ).
A. The accounting supervisor will handle the handover procedures, and the person in charge of the unit will supervise the handover
B. If, with the approval of the unit leader, someone else is entrusted to handle the handover, the entruster shall still bear the corresponding responsibilities.”
C. If an accountant who is unable to work due to illness resumes work, he or she should also go through the handover procedures with the replacement person
p>
D. If the person in charge of the accounting department of the unit is promoted to the chief accountant of the unit, he does not need to go through the handover procedures because he is still in charge of the accounting work
3. True or False Questions (***16 questions in this question type) , three points for each question, ***16 points. Please judge whether the statement in each question is correct. If you think the statement is correct, please use a ZB pencil to fill in the code "v" in the corresponding position on the answer sheet. If you think it is wrong, please. Fill in the code "X". If the answer is correct, 1 point will be deducted for each question. If the answer is wrong, 5 points will be deducted. No points will be deducted until the answer is zero. . The answers written on the test paper are invalid)
1. If the party fails to appeal within the statutory time limit, the first-instance judgment shall become legally effective. If the party fails to comply with the judgment, the other party shall be liable. You can apply to the People's Court for compulsory enforcement. ( )
2. Organizations that have not obtained the qualifications of economic legal relations cannot participate in economic legal relations, cannot enjoy rights and assume obligations, and are not protected by law.
3. After using foreign capital to restructure a state-owned enterprise, if the control of the enterprise is transferred to a foreign investor, the reorganizing party and the reorganized enterprise shall formulate an employee resettlement plan, which shall be reviewed and approved by the workers' congress ( ) <. /p>
4. A listed company plans to enter into a related-party transaction with a total amount of 5 million yuan. The transaction must be approved by the company’s independent directors before being submitted to the company’s board of directors for discussion. ( )
5. Company A is mainly engaged in the medical device business. During his tenure, the general manager of the company, Wang, acted as an agent for Company B to import a batch of medical devices from abroad and sell them to Company C, making a profit of 20,000 yuan. In addition to taking the 20,000 yuan that Wang received into the company's possession, Wang's position was also revoked. The above-mentioned practices of Company A did not comply with the relevant provisions of the Company Law.
( )
6． If Chinese and foreign partners choose to establish a Chinese-foreign joint venture in the form of a limited liability company, profits shall be distributed according to the proportion of capital contribution of each party to the cooperation. ( )
7. Company A and Company B establish a partnership-type joint venture C. After Company A withdraws from the partnership due to bankruptcy, Company C's creditor Company D can participate in Company A's bankruptcy proceedings as a bankrupt creditor and accept repayment. ( )
8． The total share capital of a joint-stock company is RMB 500 million. If it applies for the first issuance of shares to the public, the amount of shares it intends to apply for issuance to the public should be no less than RMB 125 million. ( )
9. The funds raised by a listed company from issuing stocks must be used according to the purpose of funds listed in the prospectus. The use of funds listed in the prospectus may not be changed without the approval of the Securities Regulatory Commission of the State Council. ( )
10. If a contract is concluded in the form of a data message and the recipient does not specify a specific system, the first time the data message enters any system of the recipient shall be deemed as the arrival time of the offer or commitment. ( )
11. In a sales contract, the interest generated before the delivery of the subject matter belongs to the seller, and the interest generated after the delivery belongs to the buyer. ( )
12． If there is a discrepancy between the amount recorded in Chinese capital letters and the numerical record of the bill amount, the amount recorded in Chinese capital letters shall prevail. ( )
13. Changing the amount on the bill is considered a forgery, not an alteration. ( )
14. A has translated a certain work of his and it has been published. When C translates the same work of his, A has the right to prevent it. ( )
15. A shopping mall adopts a prize sales method to promote products. Anyone who purchases more than 100 yuan in the mall can get a lucky draw opportunity with the receipt of the product purchased on the day. The prizes are divided into three categories: among them, there are five first prizes and five bonuses. 3,000 yuan; 3 second prizes, with a bonus of 2,000 yuan; 10 third prizes, with a bonus of 100 yuan. The shopping mall's prize sales behavior is unfair competition. ( )
16. The person in charge of the unit who is responsible for the authenticity of the unit's accounting data as referred to in the Accounting Law refers to the person in charge of the financial department of the unit. ( )
4. Comprehensive questions (this question type has 4 questions, of which the first question is 9 points; the second question is 12 points; the third question is 15 points; the fourth question is 12 points. This question Type ***48 points. Answers on the answer sheet are invalid)
l. On December 23, 2002, Company A and Company B signed a sales contract, which stipulated that: Company A purchased 2,000 tons of rebar from Company B at a price of 2,800 yuan per ton (including value-added tax); the contract was signed by Company C in 2003. A lump sum was delivered to Company A on May 28, 2016; Company A paid a lump sum of RMB 5.6 million by way of bank acceptance bill within 7 days from the date of signing the contract. The payment date of the bank acceptance bill was 6 months after the acceptance. On December 28, 2002, Company A applied for a bank acceptance bill from Bank D, where it had an account, and was approved by the bank. On the same day, a bank acceptance bill was issued for payment on June 28, 2003, in the amount of 5.6 million yuan. After Company B receives the money order, it will endorse it (the advertising content has been deleted) to Company E to pay the amount owed. In order to issue the above-mentioned bank acceptance bill, Company A paid a deposit of 50% of the amount of the bill to Bank D.
In May 2003, due to the rise in steel prices, Company C did not deliver goods to Company A on time. On the due date for payment of the above-mentioned bank acceptance bill, Company A failed to maintain the acceptance amount of RMB 2.8 million in the account opened in Bank D as agreed, excluding the deposit. When Company E requested payment from Bank D with the above-mentioned bank acceptance draft, Bank D refused to pay on the grounds that Company A did not deposit enough of the acceptance amount.
Requirements:
(l) Does Company A and Company B agree in the contract that Company C will deliver the goods in compliance with the regulations? and explain the reasons.
If Company C fails to deliver goods on time, who should Company A request to bear liability for breach of contract?
(2) Company A failed to deposit the corresponding acceptance amount in the account opened in Bank D as agreed. What kind of financial penalty should it receive according to the relevant provisions of the payment and settlement system?
(3) Is the reason for Bank D’s refusal to pay Company E tenable? and explain the reasons. If the reason for Bank D's refusal to pay is not valid, according to the relevant provisions of the Negotiable Instruments Law, what content can Company E request Bank D to repay?
2． Zhang is engaged in medical device research and development at Research Institute A. In January 2001, Zhang resigned from Research Institute A and signed a cooperative development contract with Company B. The contract stipulates that: Company B will provide R&D funds, facilities and other necessary research conditions, and Zhang will preside over the research and development of a medical device for treating bone hyperplasia. The medical device is called an "bone hyperplasia treatment device"; After the product was successfully developed, Company B paid Zhang a reward of 10,000 yuan; the inventor of the product was Zhang. In June 2002, the "Bone Hyperplasia Treatment Device" developed under Zhang's leadership was successful, and Company B paid Zhang 300,000 yuan as agreed.
In July 2002, Company B gave the patent application rights of "Bone Hyperplasia Treatment Device" to Company C for a price of 3 million yuan (advertising content has been deleted), and Company C paid the full price. .
On August 12, 2002, Company C submitted an invention patent application to the Patent Administration Department of the State Council for the "Bone Hyperplasia Treatment Device". The Patent Administration Department of the State Council received the application documents on the same day and after preliminary review After review, the invention patent application of Company C was accepted. On September 1 of the same year, Research Institute A filed a patent application with the Patent Administration Department of the State Council for the same invention as the "Bone Hyperplasia Treatment Device". This invention was called "Bone Hyperplasia Treatment Device". "Bone Hyperplasia Treatment Device", after preliminary examination, the Patent Administration Department of the State Council rejected Research Institute A's invention patent application on the grounds that Company C had already applied for a patent for the same invention before Research Institute A's application date.
After investigation, Research Institute A believes that Company C has no right to apply for an invention patent to the Patent Administration Department of the State Council for the "Bone Hyperplasia Treatment Device" for the following reasons: First, Zhang, as a "Bone Hyperplasia Treatment Device" The inventor of "Therapeutic Instrument", his work in Research Institute A is related to the invention and creation, and the product he developed in cooperation with Company B after his resignation should be regarded as an employee invention of Research Institute A. No one working in Research Institute A has any right to do so. The right to apply for a patent on this invention; secondly, Research Institute A actually completed the invention of the "Bone Hyperplasia Treatment Device" in May 2001, and the invention of the "Bone Hyperplasia Treatment Device" was completed in June 2002. Therefore, the "bone hyperplasia treatment device" is not novel. To this end, Research Institute A requested a reexamination of the rejected application from the Patent Reexamination Board.
After Zhang learned that Company B had given the patent application rights (advertisement content, which has been deleted) for the "Bone Hyperplasia Treatment Device" to Company C, he used Company B to transfer the patent application rights (advertisement content, Company C filed a lawsuit with the People's Court on October 8, 2002 on the grounds that the advertising content had been deleted) without its consent, requesting the People's Court to confirm that the (advertising content, which had been deleted) was invalid. After investigation: The cooperative development contract signed between Zhang and Company B did not clearly stipulate the ownership of the inventions and creations completed through joint development; Company C was unaware of the cooperative development relationship between Zhang and Company B.
Requirements:
(1) Is it appropriate for Zhang and Company B to stipulate that Zhang is the inventor of the "Bone Hyperplasia Treatment Device" in the cooperative development contract? Why? Can Company B be listed as the inventor and patentee? and explain the reasons.
(2) Is the "Bone Hyperplasia Treatment Device" developed by Zhang after his resignation and co-developed with Company B an employee invention of Research Institute A? Why?
(3) Research Institute A believed that the "bone hyperplasia treatment device" was completed earlier than the "bone hyperplasia treatment device" and that the "slidy hyperplasia treatment device" did not have Is the novelty correct? and explain the reasons.
(4) Is Zhang’s request to the People’s Court to confirm that Company B’s grant of the patent application right (advertising content, which has been deleted) to Company C invalid? Why?