commercial law

Fidelity Law Firm is a professional commercial law firm. It serves as legal counsel for many large listed companies and small and medium-sized enterprises. It has close business cooperation with many insurance companies and specializes in corporate law, bill law, maritime law, and insurance law. , business secrets law, insurance claims disputes, company labor disputes, life insurance, marine insurance, etc. The group of senior lawyers has 20 years of practice experience and rich practical experience. Team members work together to fight for the best rights and interests of clients.

What should you do if a listed company is accused of falsifying financial statements, engaging in fraudulent transactions, or inflating revenue? First, reconstruct the transaction, accounting, and decision-making processes.

In cases of significant financial statement misrepresentation, six layers must be dissected first: 1. Is the original transaction genuine? 2. Do invoices, orders, shipments, and receipts match? 3. How are accounting vouchers and ledgers recorded? 4. Who decides on accounting treatment and revenue recognition? 5. Which information ultimately enters the legally required financial reports? 6. How much did each director, finance, and accounting staff know and how much were involved? When listed companies are involved in financial statement misrepresentation cases, investigators usually don't just present a financial statement and ask, "Is this number wrong?" A genuine investigation often traces back to the source: From which order did this revenue originate? Was there a real customer? Were the goods shipped? Were they received? Why was the invoice issued? Were the accounts receivable actually collected? ...

What to do if a listed company is accused of embezzlement or improper transfer of benefits? First, investigate special breaches of trust, irregular transactions, and corporate damages.

When accused of hollowing out a listed company, first address these five questions: 1. Is the prosecution arguing for irregular transactions, special breach of trust, or general breach of trust/embezzlement? 2. What were the defendant's actual positions and decision-making authority? 3. Why did the company conduct this transaction, and was there a reasonable business purpose? 4. What consideration did the company actually receive, and how much real damage was incurred? 5. What benefits did the defendant or a third party gain, and where did the funds ultimately flow? "Hollowing out a company" is a common accusation in major financial criminal cases. However, from a criminal law perspective, "hollowing out" is not a single crime. Related issues can be found in the Securities and Exchange Act's section on major crimes and criminal defense. What prosecutors may actually argue often includes: irregular transactions under Article 171, Paragraph 1, Subparagraph 2 of the Securities and Exchange Act…

What to do if someone is suspected of stock price manipulation, insider trading, falsifying financial statements, or committing special breach of trust? First, analyze the elements of the crime and the evidence.

In serious criminal cases under the Securities and Exchange Act, do not confuse all charges: Financial statement misrepresentation → Original transaction, financial process, informed and intentional stock price manipulation → Account control, order placement patterns, funds, price, and market intent. Insider trading → Material news, specific timing, time of knowledge, and trading time. Unconventional trading → Commercial purpose, trading conditions, business practices, and significant damage to the company. Special breach of trust → Identity, position, profit motive, breach of duty, and corporate damage. One of the most dangerous aspects of serious criminal cases under the Securities and Exchange Act is that different crimes often appear simultaneously in the same search warrant, indictment, or case file. For procedural handling, please refer to the Securities and Exchange Act Search, Interview, and Defense in Major Financial Criminal Cases. For example, after a listed company is searched by prosecutors, the case…

What happens if someone is detained in a major financial case under the Securities and Exchange Law? The detention court first addresses issues such as collusion, destruction of evidence, and flight risks.

In major financial cases where detention is requested, the detention court must first answer five questions: 1. Has the suspicion of the crime truly reached a serious level? 2. Who exactly is the alleged collusion target mentioned by the prosecution? 3. Have the cell phones, computers, ledgers, and financial data been secured? 4. Is there concrete evidence of escape, rather than just an inference based on the severity of the sentence? 5. Can bail, restrictions on residence, restrictions on leaving the country or going to sea, or prohibitions on contact with specific individuals be used in place of detention? After a major securities transaction law case is investigated and the investigation bureau searches the premises, the process often proceeds very quickly. For relevant procedures, please refer to Securities Transaction Law Search, Interrogation, and Defense in Major Financial Criminal Cases. The typical procedure involves: a search of the company or residence in the morning; being taken to the investigation bureau for questioning during the day; being transferred to the district prosecutor's office for further questioning in the evening; the prosecutor applying for detention after questioning; and then the court likely making the decision very quickly…

What to do in major financial criminal cases involving securities trading laws? From search, questioning, and detention to evidence and financial statement defense.

If you are suspected of involvement in a major securities transaction law case, do these five things first: 01. Preserve the Investigation Bureau's notices, subpoenas, search warrants, and list of seized items; 02. Do not delete your mobile phone, computer, or company data yourself; 03. Do not discuss the content of the interrogation or agree on a unified statement with other defendants; 04. First confirm your actual role in company decision-making, accounting, transactions, and funds; 05. If detention proceedings have already been initiated, immediately prepare evidence of the seized items, a fixed address, work and family, and alternative detention options. The biggest difference between securities transaction law criminal cases and general criminal cases is often not just the "more severe penalties," but rather the fact that the following common procedures may occur simultaneously from the outset: Multiple searches by the Investigation Bureau in major securities transaction law cases; Seizure of company and residence; Copying of mobile phones, computers, and electronic data…

What to do when shareholders quarrel and the company is in a deadlock? First, confirm the shareholding structure, accounting records, board of directors, and exit strategy.

When conflicts arise among company shareholders, the real difficulty often lies not in the "disagreements," but in the fact that the conflict has begun to affect the company's accounts, board of directors, shareholders' meetings, seals, bank accounts, important contracts, or business decisions.

What should a company do if it faces commercial litigation? First, assess the contract, evidence, damages, and asset preservation.

When companies encounter commercial disputes and litigation, the first and most common question is, "Can I sue?" But the real question should usually be not whether a lawsuit can be filed, but what the company ultimately wants to achieve. Is it to recover payment? Demand continued performance of the contract? Terminate the cooperation? Stop the other party from using the technology or data? Claim liquidated damages and compensation? Or has the other party already filed a lawsuit, and the company now needs to submit a full response within the court's time limit? When the same contract or cooperation breaks down, there may be options for negotiation, sending letters, mediation, payment orders, injunctive relief, civil litigation, arbitration, or other procedures. A truly effective commercial litigation strategy is not to use every legal tool imaginable, but to first consider the business objectives, the strength of the evidence, the amount of compensation sought, the other party's assets, and…

What should you do if shareholders suspect the company has been embezzled? Start by investigating the accounting books, cash flow, and related-party transactions.

First, obtain the information, reconstruct the transactions, and then decide on legal measures. "I know the company has revenue, but it claims to have no profit every year; they won't let us see the books; the company keeps transferring money to related companies; and the personal expenses of the person in charge seem to be borne by the company." In this situation, the most important thing for shareholders is not to immediately label it as "embezzlement" or "breach of trust," but to first obtain enough information to reconstruct the company's transactions and cash flow. This includes: the company's type and your own shareholder status; your shareholding status and actual management control; what information the company is currently willing to provide; which books or bank records are unavailable; the period, amount, and parties involved in the suspicious transactions; which related parties or companies are involved; how much money the company paid and what it actually received; whether it was approved by the board of directors, shareholders' meeting, or internally; and the company's claimed transactions…

Overseas Orders and International Trade Risks: Important Considerations for Export Contracts, Payment, Delivery, Acceptance, and Dispute Resolution

Overseas orders, export contracts, and international trade risks: Before signing, confirm the terms of overseas orders. Don't just look at the purchase order and amount; payment, delivery, acceptance, risk transfer, governing law, and dispute resolution clauses all affect subsequent recovery. For high-volume exports, new customers, partial deliveries, or cross-border payment arrangements, the contracting parties, payment parties, receiving parties, and agency relationships should be confirmed first. If overseas customers default on payments, whether the contract clearly states jurisdiction, arbitration, place of payment, and supporting documentation will directly affect the actual recovery rate. Overseas orders are not safe just because there is a purchase order; international trade risks must be controlled before shipment. When Taiwanese companies receive overseas orders, they most easily look at the order amount, customer background, and delivery date. However, in international trade, the real risk is often not whether production is possible, but rather…

Key points for reviewing OEM/ODM contracts: Delivery time, defects, confidentiality, and intellectual property rights are crucial aspects to understand before engaging in OEM/ODM cooperation.

When reviewing OEM, ODM, and contract manufacturing contracts, the real focus should be on risk allocation. Contract manufacturing contracts shouldn't just state the price and delivery date; specifications, acceptance procedures, liability for defects, delivery delays, confidentiality, and intellectual property ownership all need to be specified. The client and the contract manufacturer have different perspectives, leading to different focuses in contract review; the transaction model should be confirmed first before deciding on the terms. When mold development, design deliverables, overseas orders, bulk purchasing, brand licensing, or trade secrets are involved, a business lawyer's review is recommended before signing. Contract manufacturing contracts are not just about quotes and delivery dates; the real risks lie in the details. Common contract manufacturing collaborations for Taiwanese companies include OEM, ODM, component processing, electronics manufacturing, food contract manufacturing, cosmetics contract manufacturing, machinery processing, and brand contract manufacturing. Very…

What to do if your company can't collect payments? A complete guide to debt collection, payment orders, and forged attachments for businesses.

When a company is owed money, has bounced checks, or faces malicious delays in payment from customers, can it directly sue for fraud? This article, written by a lawyer, analyzes the boundaries between civil debt and criminal fraud, evidence collection, payment orders, false attachment, and the liability of responsible persons, assisting companies in recovering funds and reducing transaction risks, providing a comprehensive overview from immediate handling to sue strategies.