Commercial Law

Anna Patricia China

 Verb tense
have the text in hands
The Uniform Commercial Code
Working with Precedents to
Develop
p the Rule of Brazilian
Commercial Law in a Worldwide Scenario
pad for your notes
dictionary
di ti

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Getting
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Verb tenses
Whats the difference between active and
passive voice?
I it important
Is
i
t t to
t know
k
the
th difference?
diff
?
Yes,, of course
The correct use of tense is an important skill
because it allows you to communicate
effectively. The more precisely you can express
your thoughts and meanings, the more
your communication will be,, and the
effective y
more potential for success you will have in your
interpersonal and business communications
communications.
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You study English as a foreign language,

which means you should study grammar
grammar,
its important
p
to learn g
grammar so that
you are able to express your personal
thoughts in the appropriate syntax
syntax.
Effective use of syntax is important to
show different attitudes and express
power and identity
identity. Some incorrect forms
of grammar may even be interpreted by
the listener/reader as being rude or
impolite
impolite.
4

V i
Voice
Voice refers to the relationship between
subject
bj t and
d verb.
b
The active voice is the normal
normal voice.
voice
This is the voice that we use most of the
time. You are probably already familiar
with the active voice
voice. In the active voice
voice,
the object receives the action of the verb.

Example:
the lawyer considered the documents

verb active
verb considered performs the action

In the passive voice, the subject receives the

action
ti off the
th verb:
b th
the object
bj t off the
th active
ti verb
b
becomes the subject of the passive verb.
Example:
the documents were considered by the lawyer

Verb passive
p

The active form highlights the action in

the first part of the sentence.
Sentences using the active voice are
shorter and more direct
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 subject
subject.
Example:
p
I signed the contract. (active)
The contract was signed
signed. (passive)
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In legal English theres

there s a tendency to use passive
forms. The reason for this is that the passive permits
an indirect and formal tone with which professionals
instinctively feel more comfortable.
However, overuse of the passive can lead to lack of
clarity.
clarity
Example:
a meeting will be called

unclear who will call the meeting which leads to

less effective and less forceful communication
with the reader
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Alternatively,
Alt
ti l the
th writer
it may use the
th
passive voice to focus on the object in a
case where that is more important than
th subject.
the
bj t
Example:
a meeting will be held (passive)

the
the company will hold a meeting
meeting (active)

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P
Practice
ti 1 Over
O
to
t you
Read the extract below and locate the
verbs
b iin th
the active
ti and
d passive.
i
D
Do you
g
that the writer made the correct
agree
choice of verb tense?
Fill in the table below.

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Brazilian Legal System

The 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 between
individuals. The philosophy behind the system is
the sense of justice and morality present in all
civil code legal systems
systems.

12

While Brazil was colonized by the Portuguese

Portuguese,
who introduced civil law to the country, the American
legal system was shaped in accordance with the
common law applied by English settlers. The
common law system was originally developed in the
power of the British
U.S. as a direct link to the p
Empire. The common law was developed to organize
life in society so that a judge only had power to
intervene in a conflict between people when public
order was threatened.
threatened The sense of justice and
morality so present in the civil law was superseded
by the sense of societal organization under public
g system.
y
control in the common law legal
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IIn the
th modern
d
age, the
th world
ld seems tto
be one. The technology of information
and the increase of commercial
t
transactions
ti
between
b t
different
diff
t countries
ti
and cultures has been the main reason
for the deep transformation experienced
by the international community
community.
Consequently,
q
y the essence of both
systems has been changed and it is more
common to see characteristics of one
system present in the other.
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The B
Th
Brazilian
ili llegall system
t
iis no llonger
considered a pure Roman system and the
rules encoded are no longer considered
th only
the
l one source off llaw. M
Modern
d
g scholars have g
given more
Brazilian legal
importance to the study of court
precedents as a method of legal
development.
p
Some court decisions have
been so important to Brazilian law that
they have actually had the power to
change the law.
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Active verbs (12)

was developed

Agree

Disagree

Passive verbs (08)

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Commercial law: an overview

Commercial law g
governs the broad areas of
business, commerce, and consumer transactions.
Specific law has developed in a number of
commercial fields. These include:
Negotiable instruments
Banking
Real estate transactions
Bankruptcy
Sales
Consumer
Secured transactions
credit
Landlord-tenant
Contracts
Debtor and creditor
M t
Mortgages

17

The Uniform Commercial Code

The Uniform Commercial Code has been

substantially adopted as statutory law in
nearly every state
state, governs numerous
areas of commercial law. Currently it is
di id d iinto
divided
t thi
thirteen
t
A
Articles.
ti l
The Uniform Commercial Code is a
comprehensive set of laws governing
commercial
i l ttransactions
ti
b
between
t
U
U.S.
S
states and territories. These transactions
include borrowing money, leases,
contracts and the sale of goods
contracts,
goods.
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The Uniform Commercial Code

The UCC is not a federal law, but a product of

th N
the
National
ti
lC
Conference
f
off C
Commissioners
i i
on
Uniform State Laws and the American Law
Institute, private organizations that recommend
the adopting
p g of the UCC by
y state g
governments.
State legislatures may either adopt the UCC
verbatim or may modify to meet the state's
state s
needs. Once a state's legislature adopts and
enacts the UCC it becomes a state law and is
codified in the state's statutes. All 50 states
and
d tterritories
it i h
have enacted
t d some version
i off
the UCC.
19

Working with Precedents to Develop the

Rule of Brazilian Commercial Law in a
Worldwide Scenario
Daniela Ballo Ernlund
Lawyer, Hapner and Kroetz Associates;
LL.M. 97 (University of Pittsburgh School of
L ) LL.B.
Law);
LL B 95 (F
(Faculdade
ld d d
de Di
Direito
it d
de
Curitiba).
)
L L M Legal Law Master
L.L.M
L L B Law degree
L.L.B
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Practice 2 Its the same

According to the texts above: Working with
Precedents to Develop the Rule of
Brazilian Commercial Law in a Worldwide
Scenario, and complete the sentences below.
a) One of the main reasons for the deep
transformation experienced by the international
community is a result of technology of
information and the increase of commercial
transactions
___________________________
between
different countries and cultures.
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Practice 3 Memory
y check
Read Make word combinations using
words
d ffrom B
Box A
A+ B
Box B
B. W
Write
it the
th word
d
combinations in Box C.

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Box A
Roman
body of statutes
civil
commercial
technology
legal
g
court
common
B k t
Bankruptcy
Commercial and DebtorCreditor
judicial
precedent
source of
civil law
corporate
commerce
law
usage
imputed liability

Box B
code
Statute
precedents
law
of courts
system
y
law
unification
l
law
of goods
of information
Code
scholars
and customs
for damages
law s
decisions
law
or codes

Box C
Roman law

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Practice 4 Main idea

a)) 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:
1850
Middle Ages
1823
1808
2002

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

h
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V
Vocabulary
b l
check
h k

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Review y
your lesson and do the
exercises

Check your answers

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