Dialogue
(trainee Peter and junior partner Mr. Edwards)
Mr. E. Well, Peter, after you have read the information, would you like to ask anything?
P. Certainly. The information in the booklet is very brief. It’s hard to pick up the details. Besides, I’m not practising and have only textbook reading experience.
Mr. E. Go ahead with your questions. I’ll be glad to give you a hand.
P. Let’s start with the Corporate group. What exactly do they do?
Mr. E. First, they assist in incorporation of companies - prepare documents for registration, perform expertise of the papers. Secondly, they act for clients in solving all corporate problems – shareholder’s agreements, Stock Exchange transactions, investment planning. Besides, as the companies develop and expand, they often plan mergers with other companies, or joint ventures. Our lawyers help to implement such schemes because they know the appropriate laws.
P. I see. With mergers and takeovers there is always a danger to break the rules of fair competition. We’ve studied Antitrust Law this semester.
Mr. E. Good. Let me see how well you know the legislation.
P. No objections. Now you go ahead with your questions
Mr. E. ………………..
P. …………………
D Study the information below and continue the dialogue in which Mr. Edwards checks Peter’s competence.
USA
Antitrust Law
Antitrust laws were passed in the USA from 1890 onwards. They made it illegal to form large combinations of existing commercial and industrial organizations or any new concerns having the effect of setting up monopolies which kill healthy competition. The laws also make it illegal to act in restraint of trade - to do anything to limit a person’s freedom to carry on business as he wishes. Both restraint of trade and monopoly power are fundemental concepts of antitrust law. In the USA the federal agencies that enforce the federal antitrust laws are the Department of Justice and the Federal Trade Commission.
UK
The City Code on Takeovers and Mergers.
The Code, first published in 1968 and later amended, holds the statutes on takeovers and mergers. It was initiated by the Bank of England to create equal terms of competition for businesses, and ensures fair rules of acquisition strategy.
Property
The Property group of the legal firm provides expertise in all kinds of property transactions. They ensure necessary information of all the trends of property market and help the companies to create good property portfolio - acquire land, buildings, production facilities etc. The clients of the firm are also trading companies and retail firms which need qualified support in commodity bargains, commercial property realization. The Property group also deals in leasing projects.
Intellectual property – an idea, design or artistic work which a person or organization has invented or created and on which they have obtained a copyright, trademark or patent.
Patent – a legal document giving a person or company the right to make or sell a new invention, product, or method of doing something and stating that no other person or company is allowed to do this.
Copyright – a legal right to be the only producer or seller of a book, play, film, or record for a particular length of time.
Trademark – a special mark placed on a particular brand of article to distinguish it from similar goods sold by other producers.
Vocabulary
aсquire v приобретать
acquisition strategy n стратегия приобретения
commodity n товар; сырьевой товар
commodity bargain n торговая сделка
corporate tax n налог с корпорации
Department of Justice n Министерство юстиции; Департамент юстиции (в США)
Federal Trade Commission n Федеральная торговая комиссия
from 1890 onwards с 1890 до настоящего времени; from … onwards с тех
пор
implement v выполнять
product liability n ответственность за качество выпускаемой продукции
property n имущество; предметы, которые могут являться объектом собственности.
personal property индивидуальная собственность
real property недвижимое имущество
commercial property коммерческая собственность, предназначенная к сделкам, продаже и т.д.
property market рынок недвижимости
restraint n ограничение
E Fill in the gaps with the words describing law firms’ activities.
| specialize deal prepare advise defend provide ensure represent |
Law firms 1) __________ businesses, governments, financial institutions and individuals on various legal questions. They 2) __________ legal support to organizations in the key areas: finance, banking, marketing, etc. Some law firms 3) __________ in a definite branch of law. Experienced lawyers of the firm 4) __________ with all types of property transactions including investment, leasing and development projects. They 5) __________ professional expertise in intellectual property matters. Sometimes lawyers have to 6) __________ interests of clients in court. They 7) __________ the case and 8) __________ their client.
Over to you
Being a lawyer is regarded as one of the best professions in many countries. Think about what the different areas of specialization are, and which you would choose, or have chosen, and why. Make notes under the headings: choice of specialization; number of years of training; income expectations; responsibilities; kinds of clients; need for foreign languages; likely challenges and opportunities. Add any other points that occur to you.
CHAPTER XI COMPANY LAW