Commercial Law

Anna Patricia ChinaAnna Patricia China

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Getting ready ...g y Verb tense have the text in hands

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The Uniform Commercial CodeWorking with Precedents to a n d a

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Working with Precedents to Develop the Rule of Brazilian

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pCommercial Law in a Worldwide Scenario

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pad for your notesdi ti dictionary

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Verb tensesWhats the difference between active and

passive voice?I it i t t t k th diff ?Is it important to know the difference?Yes, of course ,

The correct use of tense is an important skill because it allows you to communicatebecause it allows you to communicate effectively. The more precisely you can express your thoughts and meanings, the more effective your communication will be, and the y ,more potential for success you will have in your interpersonal and business communications

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interpersonal and business communications.

You study English as a foreign language, which means you should study grammarwhich means you should study grammar, its important to learn grammar so that p gyou are able to express your personal thoughts in the appropriate syntaxthoughts in the appropriate syntax. Effective use of syntax is important to show different attitudes and express power and identity Some incorrect formspower and identity. Some incorrect forms of grammar may even be interpreted by the listener/reader as being rude or impolite

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impolite.

V iVoice

Voice refers to the relationship between bj t d bsubject and verb.

The active voice is the normal voiceThe active voice is the normal voice. This is the voice that we use most of the time. You are probably already familiar with the active voice In the active voicewith the active voice. In the active voice, the object receives the action of the verb.

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Example:the lawyer considered the documents

verb activeverb considered performs the action

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In the passive voice, the subject receives the ti f th b th bj t f th ti baction of the verb: the object of the active verb

becomes the subject of the passive verb.becomes the subject of the passive verb.Example: the documents were considered by the lawyer

Verb passivep

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The active form highlights the action inThe active form highlights the action in the first part of the sentence. Sentences using the active voice are shorter and more direct In most casesshorter and more direct. In most cases the active voice is preferable. However, there may be cases in which the writers intention is to divert from the real subjectintention is to divert from the real subject.

Example:pI signed the contract. (active)

The contract was signed (passive)8

The contract was signed. (passive)

In legal English theres a tendency to use passiveIn legal English there s a tendency to use passive forms. The reason for this is that the passive permits an indirect and formal tone with which professionalsan indirect and formal tone with which professionals instinctively feel more comfortable.However, overuse of the passive can lead to lack of clarityclarity.

Example:a meeting will be called

unclear who will call the meeting which leads tounclear who will call the meeting which leads to less effective and less forceful communication

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with the reader

Alt ti l th it thAlternatively, the writer may use the passive voice to focus on the object in apassive voice to focus on the object in a case where that is more important than th bj tthe subject.

Example:Example:a meeting will be held (passive)

the company will hold a meeting (active)the company will hold a meeting (active)

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P ti 1 O tPractice 1 Over to you

Read the extract below and locate the b i th ti d i Dverbs in the active and passive. Do you

agree that the writer made the correct gchoice of verb tense?Fill in the table below.

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Brazilian Legal System

The Brazilian legal system was developedThe Brazilian legal system was developed based on Roman law. As a Roman legal system, the rule of law in Brazil focuses on the ordinary person and the private relations betweenperson and the private relations between individuals. The philosophy behind the system is the sense of justice and morality present in all civil code legal systemscivil code legal systems.

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While Brazil was colonized by the PortugueseWhile Brazil was colonized by the Portuguese, who introduced civil law to the country, the American legal system was shaped in accordance with thelegal system was shaped in accordance with the common law applied by English settlers. The common law system was originally developed in the U.S. as a direct link to the power of the British pEmpire. The common law was developed to organize life in society so that a judge only had power tolife in society so that a judge only had power to intervene in a conflict between people when public order was threatened The sense of justice andorder was threatened. The sense of justice and morality so present in the civil law was superseded by the sense of societal organization under public control in the common law legal system.

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I th d th ld tIn the modern age, the world seems to be one. The technology of informationbe one. The technology of information and the increase of commercial t ti b t diff t t itransactions between different countries and cultures has been the main reason for the deep transformation experienced by the international communityby the international community. Consequently, the essence of both q ysystems has been changed and it is more common to see characteristics of onecommon to see characteristics of one system present in the other.

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Th B ili l l t i lThe Brazilian legal system is no longer considered a pure Roman system and theconsidered a pure Roman system and the rules encoded are no longer considered th l f l M dthe only one source of law. Modern Brazilian legal scholars have given more g gimportance to the study of court precedents as a method of legalprecedents as a method of legal development. Some court decisions have pbeen so important to Brazilian law that they have actually had the power tothey have actually had the power to change the law.

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Active verbs (12) Agree Disagreewas developed

Passive verbs (08)

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Commercial law: an overviewCommercial law governs the broad areas of gbusiness, commerce, and consumer transactions. Specific law has developed in a number ofSpecific law has developed in a number of commercial fields. These include:Banking Bankruptcy

Negotiable instruments Real estate transactions Bankruptcy

Consumer credit

Sales Secured transactionscredit

Contracts M t

Secured transactionsLandlord-tenant Debtor and creditorMortgages Debtor and creditor

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The Uniform Commercial Code

The Uniform Commercial Code has been substantially adopted as statutory law in nearly every state governs numerousnearly every state, governs numerous areas of commercial law. Currently it is di id d i t thi t A ti ldivided into thirteen Articles. The Uniform Commercial Code is aThe Uniform Commercial Code is a comprehensive set of laws governing

i l t ti b t U Scommercial transactions between U.S. states and territories. These transactions include borrowing money, leases, contracts and the sale of goods

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contracts, and the sale of goods.

The Uniform Commercial Code

The UCC is not a federal law, but a product of th N ti l C f f C i ithe National Conference of Commissioners on Uniform State Laws and the American Law Institute, private organizations that recommend the adopting of the UCC by state governments. p g y gState legislatures may either adopt the UCC verbatim or may modify to meet the state'sverbatim or may modify to meet the state s needs. Once a state's legislature adopts and enacts the UCC it becomes a state law and isenacts the UCC it becomes a state law and is codified in the state's statutes. All 50 states

d t it i h t d i fand territories have enacted some version of the UCC.

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Working with Precedents to Develop theWorking with Precedents to Develop the Rule of Brazilian Commercial Law in a Worldwide ScenarioDaniela Ballo ErnlundDaniela Ballo ErnlundLawyer, Hapner and Kroetz Associates;Lawyer, Hapner and Kroetz Associates; LL.M. 97 (University of Pittsburgh School of L ) LL B 95 (F ld d d Di it dLaw); LL.B. 95 (Faculdade de Direito de Curitiba).)

L L M Legal Law MasterL.L.M Legal Law Master

L L B Law degree20

L.L.B Law degree

Practice 2 Its the sameAccording to the texts above: Working with

Precedents to Develop the Rule ofBrazilian Commercial Law in a WorldwideBrazilian Commercial Law in a Worldwide

Scenario, and complete the sentences below.

a) One of the main reasons for the deepa) One of the main reasons for the deep transformation experienced by the international community is a result of technology ofcommunity is a result of technology of information and the increase of commercial

transactions___________________________ between different countries and cultures.

transactions

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Practice 3 Memory checky

Read Make word combinations using d f B A B B W it th dwords from Box A+ Box B. Write the word

combinations in Box C.

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Box A Box B Box CRoman code Roman lawbody of statutes Statutecivil precedentscommercial lawcommercial lawtechnology of courts legal systemg ycourt lawcommon unificationB k t lBankruptcy lawCommercial and Debtor-Creditor

of goodsCreditorjudicial of informationprecedent Codesource of scholarscivil law and customscorporate for damagescorporate for damagescommerce law slaw decisions

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usage lawimputed liability or codes

Practice 4 Main ideaa) How did the author introduce the main idea? )b) Whats the main idea?c) Is commercial law that same as corporate

law?d) In the text there are several dates, what to

they refer to:they refer to: 1850 Middle Ages

1823 1823 1808

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V b l h kVocabulary check

Assignment

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The transfer of a legal right by one legal or natural person to another . w o

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natural person to another.

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Review your lesson and do the yexercises

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Check your answers26

Check your answers