Order of the President of the People's Republic of China
No. 66
The General Provisions of the Civil Law of the People's Republic of China, adopted at the Fifth Session of the Twelfth National People's Congress of the People's Republic of China on March 15, 2017, is hereby promulgated and shall go into effect as of October 1, 2017.
Xi Jinping
President of the People's Republic of China
March 15, 2017
General Provisions of the Civil Law of the People's Republic of China
(Adopted at the Fifth Session of the Twelfth National People's Congress on March 15, 2017)
Contents
Chapter I General Stipulations
Chapter II Natural Persons
Section 1 Capacity for Civil-law Right and Capacity for Civil Conduct
Section 2 Guardianship
Section 3 Declaration of Missing Persons and Death
Section 4 Self-employed Industrial and Commercial Households and Rural Land Lease-holding Households
Chapter III Legal Persons
Section 1 General Stipulations
Section 2 For-profit Legal Persons
Section 3 Non-profit Legal Persons
Section 4 Special Legal Persons
Chapter IV Unincorporated Organizations
Chapter V Civil-law Rights
Chapter VI Civil Juristic Acts
Section 1 General Stipulations
Section 2 Expression of Intent
Section 3 Validity of Civil Juristic Acts
Section 4 Conditions or Time Limits Attached to Certain Civil Juristic Acts
Chapter VII Agency
Section 1 General Stipulations
Section 2 Agency by Agreement
Section 3 Termination of Agency
Chapter VIII Civil Liability
Chapter IX Limitation of Action
Chapter X Calculation of Time Periods
Chapter XI Supplementary Provisions
Chapter I
General Stipulations
Article 1 This Law is formulated in accordance with the Constitution of the People's Republic of China for the purposes of protecting the legitimate rights and interests of the persons of the civil law, properly regulating civil relations and maintaining social and economic order, adapting to the need of developing socialism with Chinese characteristics and carrying forward the core socialist values.
Article 2 The civil law adjusts personal and property relations among persons of the civil law with equal status, namely, natural persons, legal persons and unincorporated organizations.
Article 3 The personal rights, property rights and other lawful rights and interests of the persons of the civil law shall be protected by law and shall not be infringed by any organization or individual.
Article 4 All persons of the civil law shall enjoy equal status in civil activities.
Article 5 When engaged in civil activities, all persons shall observe the principle of voluntariness, and establish, alter or terminate civil juristic relations according to their own free will.
Article 6 When engaged in civil activities, all persons shall observe the principle of fairness, and reasonably define the rights and obligations of each party.
Article 7 When engaged in civil activities, all persons shall observe the principle of good faith, be honest and honor commitments.
Article 8 When engaged in civil activities, no person shall violate the law, public order or moral decency.
Article 9 When engaged in civil activities, all persons shall be aware of the need to save resources and protect the environment.
Article 10 Civil disputes shall be settled in accordance with law. In the absence of a law, custom may be followed provided that no public order or moral decency is undermined.
Article 11 Where other laws contain special provisions for civil relations, such provisions shall prevail.
Article 12 The laws of the People's Republic of China shall be applicable to any civil activity taking place within the territory of the People's Republic of China, except otherwise provided by law.
Chapter II
Natural Persons
Section 1
Capacity for Civil-law Right and Capacity for Civil Conduct
Article 13 A natural person shall, from the time of birth until the time of death, have the capacity for civil-law right, enjoy civil-law rights and assume civil obligations in accordance with law.
Article 14 All natural persons are equal as regards their capacity for civil-law right.
Article 15 The time recorded in a natural person's birth certificate shall be the time of his/her birth, and that recorded in the death certificate shall be the time of his/her death. In the absence of either certificate, the time recorded as such in the natural person's household registration or other valid identity certificate shall be the time of his/her birth or death. If there is sufficient evidence overturning the time recorded in the aforementioned documents, the time that is established by such evidence shall prevail.
Article 16 In case of inheritance or reception of donations, etc. that involves the protection of the interests of a fetus, the fetus shall be deemed as having the capacity for civil-law right. However, such capacity shall be deemed non-existent ab initio if the fetus is stillborn at the time of delivery.
Article 17 A natural person aged 18 or above shall be an adult. A natural person under the age of 18 shall be a minor.
Article 18 An adult shall have full capacity for civil conduct and may independently engage in civil activities.
A minor aged 16 or above who lives mainly on the income earned by himself/herself shall be deemed as a person with full capacity for civil conduct.
Article 19 A minor aged 8 or above shall have limited capacity for civil conduct, and the minor's legal representative shall act on behalf of the minor in civil juristic activities. A civil juristic act taken by such a minor shall be subject to consent or retroactive confirmation by his/her legal representative, unless the minor purely benefits from the civil juristic act he independently takes or that such an act corresponds the age and intellect of the minor.
Article 20 A minor under the age of 8 shall have no capacity for civil conduct, and the minor's legal representative shall act on his/her behalf in civil juristic activities.
Article 21 An adult unable to understand his/her own conduct shall have no capacity for civil conduct, and the adult's legal representative shall act on behalf of the adult in civil juristic activities.
The preceding paragraph shall be applicable to a minor who is 8 years of age or above but is unable to understand his/her own conduct.
Article 22 An adult unable to fully understand his/her own conduct shall have limited capacity for civil conduct, and the adult's legal representative shall act on behalf of the adult in civil juristic activities. A civil juristic act of such an adult shall be subject to consent or retroactive confirmation by the adult's legal representative, unless the adult purely benefit from the civil juristic act he/she independently takes or that such an act corresponds the intellect and mental health condition of the adult.
Article 23 The guardian of a person who has no or limited capacity for civil conduct shall be the person's legal representative.
Article 24 In the event that an adult cannot understand or cannot fully understand his/her own conduct, an interested person or a relevant organization may apply to the people's court for an affirmation that the adult in question has no or limited capacity for civil conduct.
The people's court may make a decision on whether a person who was earlier affirmed to have no or limited capacity for civil conduct by a people's court has limited or full capacity for civil conduct based on the status quo of the person's intellect and mental health recovery, upon application by that person, an interested person or a relevant organization.
A relevant organization as is prescribed in this Article refers to the residents' committee, the villagers' committee, school, medical institution, the women's federation, the disabled person's federation, the organization legally established for the elderly, and the civil affairs department, etc.
Article 25 The domicile of a natural person shall be the place of his/her residence recorded in the household registration or other valid identity certificates; if a natural person's habitual residence and domicile are not the same, the habitual residence shall be deemed as his/her domicile.
Section 2
Guardianship
Article 26 The parents shall have the obligation to support, educate and protect their minor children.
An adult child shall have the obligation to support, assist and protect his/her parents.
Article 27 The parents shall be the guardians of their minor children.
Where the parents of a minor are deceased or lack the competence to be the guardians of the minor, the following persons who have the competence to be a guardian shall act as the guardian in the following prescribed order:
(1) paternal and maternal grandparents;
(2) elder brothers and sisters; and
(3) any other individual or organization that is willing to act as the minor's guardian, subject to the approval of the residents' committee, the villagers' committee or the civil affairs department of the place where the minor's domicile is located.
Article 28 Where an adult has no or has limited capacity for civil conduct, the following persons who has the competence to be a guardian shall act as the adult's guardian in the following prescribed order:
(1) spouse;
(2) parents and children;
(3) any other close relative; and
(4) any other individual or organization that is willing to act as the adult's guardian, subject to the approval of the residents' committee, the villagers' committee or the civil affairs department in the place where the ward's domicile is located.
Article 29 A parent acting as the guardian may designate in his/her will a new guardian for the ward.
Article 30 A guardian may be determined from among the legally qualified persons by an agreement among themselves. The true will of the ward shall be respected in determining the guardian by agreement.
Article 31 In case of a dispute over guardianship, the guardian shall be appointed by the residents' committee, the villagers' committee or the civil affairs department in the place where the ward's domicile is located, and a party concerned disagreeing on the appointment may apply to the people's court for designating a guardian; a party concerned may also directly apply to the people's court for designating a guardian.
The residents' committee, the villagers' committee, the civil affairs department and the people's court shall respect the true will of the ward and appoint or designate the guardian from among the legally qualified persons under the principle of best interest of the ward.
If, prior to the appointment of a guardian according to the provisions of the first paragraph of this Article, a ward's personal rights, property rights and other lawful rights and interests are not under any protection, the residents' committee, the villager's committee, a relevant organization prescribed by law, or the civil affairs department in the place of the ward's domicile is located shall act temporarily as the guardian.
Once appointed, the guardian shall not be replaced without approval; should there be a case of replacement without approval, the appointed guardian shall not be exempted from his obligation.
Article 32 Where there is no person legally qualified as a guardian, the civil affairs department shall act as the guardian, or the residents' committee or villagers' committee in the place where the ward's domicile is located that is capable of fulfilling the guardian's obligation may act as the guardian.
Article 33 An adult with full capacity for civil conduct may, in advance, consult his/her close relatives, or other individuals or organizations willing to be his/her guardian, and designate in writing his/her future guardian. The guardian thus designated through consultation shall take on the guardian's obligation when the adult loses all or partial capacity for civil conduct.
Article 34 The guardian is obligated to act on behalf of the ward in civil juristic activities, and protect the ward's personal rights, property rights and other lawful rights and interests.
The rights of a guardian derived from performance of guardian's obligation according to law shall be protected by law.
Where a guardian fails to fulfill his/her obligation or infringes upon the lawful rights and interests of the ward, the guardian shall bear legal liabilities.
Article 35 A guardian shall follow the principle of best interest of the ward when performing the guardian's obligation. A guardian shall not dispose of the ward's property unless such disposition is for the purpose of protecting the interests of the ward.
When the guardian of a minor makes a decision concerning the minor's interests in fulfilling the guardian's obligation, he/she shall respect the true will of the minor based on the age and intellect of the minor.
The guardian of an adult shall respect to the maximum the true will of the adult, and ensure that the adult's civil juristic acts fit his/her intellect and mental health condition, and shall assist him/her in taking such acts. The guardian shall not interfere with the matters that the ward is capable of dealing with independently.
Article 36 Under any of the following circumstances and upon application of an individual or organization concerned, the people's court shall disqualify a guardian, arrange for necessary temporary guardianship, and appoint a new guardian in the best interest of the ward:
(1) The guardian has caused severe physical or mental damage to the ward;
(2) The guardian neglects his/her obligation, or is unable to fulfill his/her obligation but refuses to entrust all or part of the obligation to another person, thus putting the ward in jeopardy; and
(3) The guardian commits any other act that severely infringes upon the lawful rights and interests of the ward.
A relevant individual and organization prescribed in this Article refers to any other person legally qualified to act as the guardian, the residents' committee, the villagers' committee, school, medical institution, women's federation, disabled persons' federation, child protection organization, organization legally established for the elderly, and civil affairs department.
Where the individual and the organization other than the civil affairs department, as is prescribed in the preceding paragraph, fail to apply in time for the disqualification of a guardian, the civil affairs department shall make the application to the people's court.
Article 37 A parent, child or spouse obligated to support his/her ward according to law shall continue to fulfill such an obligation after being disqualified as guardian by the people's court.
Article 38 Where a parent or child who has been disqualified as guardian by the people's court shows true repentance and applies to the people's court for being reinstated, the court may, as it deems appropriate and on the prerequisite that the true will of the ward is respected, reinstate the guardianship, except where the disqualified guardian committed intentional offense to the ward. In the case of reinstatement of the aforementioned guardianship, the guardianship between the ward and the guardian appointed by the people's court shall at the same time be terminated.
Article 39 A guardianship shall be terminated under any of the following circumstances:
(1) The ward obtains or regains full capacity for civil conduct;
(2) The guardian loses the competence to be a guardian;
(3) The ward or the guardian is dead; and
(4) Any other circumstance where the people's court rules to terminate the guardianship.
Where a ward is still in need of a guardian after the termination of the guardianship, a new guardian shall be appointed according to law.
Section 3
Declaration of Missing Persons and Death
Article 40 If the whereabouts of a natural person have been unknown for two years, an interested person may apply to the people's court for declaring the said natural person as a missing person.
Article 41 The time of a natural person's whereabouts becoming unknown shall be counted from the date when the natural person has not been heard of ever since. If a person is missing during a war, the time of his whereabouts becoming unknown shall be counted from the date the war is ended or from the date determined by the relevant authority.
Article 42 A missing person's property shall be placed in the custody of his/her spouse, adult children, parents, or other persons willing to act as the custodian.
In the case of a dispute over the custody of a missing person's property, a custodian shall be appointed by the people's court in the absence of such a person as prescribed in the preceding paragraph or if none of the persons prescribed in the preceding paragraph is capable of acting as the custodian.
Article 43 A custodian shall properly manage the property of the missing person and protect his/her property rights and interests.
Any taxes, debts and other expenses owed by a missing person shall be defrayed by the custodian out of the missing person's property.
A custodian who, intentionally or due to gross negligence, causes damage to the property of the missing person shall bear the liability for compensation.
Article 44 Where a custodian fails to fulfill his/her obligation, or infringes upon the property rights or interests of the missing person, or loses the competence to take custody of the property, an interested person may apply to the people's court for replacing the custodian.
A custodian may, with justifiable reasons, apply to the people's court for being replaced.
Where the people's court decides to have a custodian replaced, the new custodian is entitled to request that the former custodian promptly transfer relevant property and report on the property that was in his/her custody.
Article 45 Where a missing person appears, the people's court shall, upon application by the missing person or an interested person, revoke the declaration of his/her being missing.
Article 46 An interested person may apply to the people's court for declaring the death of a natural person under either of the following circumstances:
(1) The natural person's whereabouts have been unknown for four years; or
(2) The natural person's whereabouts have been unknown for two years due to an accident.
Where a natural person whose whereabouts have been unknown due to an accident and his/her being alive has been proved impossible by the relevant authority, the declaration of his/her death shall not be bound by the two-year time limit.
Article 47 Where an interested person applies to the people's court for declaration of the death of a natural person while another interested person applies for declaring that natural person missing, the people's court shall declare that the natural person is dead if the conditions for declaration of death prescribed in this Law are satisfied.
Article 48 Where a natural person is declared dead by the people's court, the date of his/her death shall be the date on which the people's court makes the judgment declaring his/her death. Where a natural person is declared dead because his/her whereabouts have been unknown due to an accident, the date of his/her death shall be the date on which the accident happens.
Article 49 Where a natural person is declared dead while he is actually alive, the validity of his/her civil juristic acts during the period of death declared shall not be affected.
Article 50 Where a person declared dead reappears, the people's court shall, upon application made by that person or an interested person, revoke the declaration of his/her death.
Article 51 The marital relationship of a person declared dead shall end on the date of the declaration of his/her death; where the declaration of the person's death is revoked, the aforementioned marital relationship shall automatically resume, unless his/her spouse is remarried to another person or refuses to resume the marriage with him/her in a written statement to the marriage registration office.
Article 52 Where a child of a person has been legally adopted during the period the person is declared dead, the person shall not, after his/her death declaration is revoked, claim that the adoption is invalid on the ground that the adoption is carried out without his/her consent.
Article 53 A person whose death declaration is revoked is entitled to request the return of his/her property which has been acquired by a person of the civil law under the Inheritance Law. Where his/her property cannot be returned, he/she shall be appropriately compensated.
Where an interested person acquires the property of a person who is declared dead because the interested person has concealed the true situation of the latter, the interested person shall return the acquired property and be liable for compensating the losses caused thereby.
Section 4
Self-employed Industrial and Commercial Households and
Rural Land Lease-holding Households
Article 54 A lawfully registered industrial or commercial business operated by one or several natural person(s) in a household is a self-employed industrial and commercial household. A self-employed industrial and commercial household may name the business it runs.
Article 55 The member(s) of a rural economic collective in a household who has (have) lawfully obtained the contractual right to manage rural land and engage(s) in the management of land as stipulated in the contract is a rural land lease-holding household.
Article 56 The debts of a self-employed industrial and commercial household shall be secured with the property of the natural person(s) who operate(s) the business in his(their) own name(s), or with the property of the household if the business is operated in the name of the household or if it is impossible to determine the operator.
The debts of a rural land lease-holding household shall be secured with the property of the household engaging in the land contractual management. Where only part of the members of a household actually engage in the management, the debts shall be secured with the property of those members.
