对外经济贸易大学粉皮书合伙笔记.doc

Merger ?-A combination of two or more entities, rights or estates. 合并指两个单位、两项权利或产业权的组合。Bills of exchange ?- ? A method of discharging a bill of exchange by which the acceptor of the bill is or becomes its holder at or after its maturity, in the acceptor’s own right. The reason for discharge is that the rights and liabilities on the bill have ‘merged’ in one person; there is no point in the holder suing himself or herself as acceptor. 汇票指清偿汇票的其中一个方式，汇票的承兑人在到期日或到期日后，因其本身权利成为或将成为该汇票的持有人。清偿的原因是汇票上的权利及法律责任已合并在一人身上；如持有人以承兑人的身分对自己提出起诉是没有意义的。 Corporations ?- ? 1.A combination of two or more firms or companies, usually one company is absorbed into the structure of the other(s) and loses its separate identity. It involves one company acquiring shares or assets of another. 2. ?Merging a company in a group structure under a holding company. A merger may be horizontal or vertical. 3. ?A euphemistic term for a takeover, considered to be more tactful to the loser. ?The Codes on Take-overs and Mergers and Share Repurchases, as codes of business ethics rather than codes of law, has been adopted for the purpose of considering acceptable standards of commercial conduct and behaviour in the conduct of take-overs and mergers. 法团1. ?指两间或以上的商号或公司的组合，一般是某公司被另一间公司的结构所吸收而损失其独立身分。它涉及某一间公司收购另一间公司的股份或资产。　　2. ?指将母公司集团结构的公司合并。此项合并可以是水平式合并或垂直式合并。　　3. ?用以委婉地形容‘收购’的用语，对失败者而言则比较得体。公司收购、 合并及股份购回守则，属商业道德守则而非法律守则，为顾及在收购及合并的商业处理方式及行为的可接受标准的目的而使用此项守则Deeds ?- ? The process by which a lower security is absorbed into a security of a higher nature taken for the same debt. An example is the merger of a simple contract debt into a specialty for the same debt where the obligations created by the deed are considered to be of higher value than those that existed under the simple contract. The operation of the doctrine depends on the intention of the parties, which is a question of factgathered from their documents. Ordinarily, where an obligor owing an existing simple contract debt gives security for its paym