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1

Sieglová, Marie. "Osobní společnosti v americkém právu." Master's thesis, Vysoká škola ekonomická v Praze, 2008. http://www.nusl.cz/ntk/nusl-3875.

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In this thesis the author deals with the comparision of american alternative business entities according to the law of the state Delaware with the czech "personal business societies". In the body of the thesis there are described the following 3 types of business entities: general partnership, limited partnership and limited liability limited partnership, including the description of its formation and dissolution, the rights, powers, duties and liabilities of the partners. After each section there are compared to the czech Commercial code (Seccions veřejná obchodní společnost and komanditní společnost).
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2

Hennen, Eva [Verfasser]. "Die Partnerschaftsgesellschaft mit beschränkter Berufshaftung als Alternative zur britischen Limited Liability Partnership / Eva Hennen." Frankfurt : Peter Lang GmbH, Internationaler Verlag der Wissenschaften, 2016. http://d-nb.info/1099858372/34.

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3

Bettinger, Nicole. "Englische LLP und Anwaltshaftung in Deutschland /." Baden-Baden : Nomos, 2009. http://bvbr.bib-bvb.de:8991/F?func=service&doc_library=BVB01&doc_number=017318886&line_number=0001&func_code=DB_RECORDS&service_type=MEDIA.

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4

Bettinger, Nicole. "Englische LLP und Anwaltshaftung in Deutschland." Baden-Baden Nomos, 2008. http://d-nb.info/992704715/04.

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5

Hauck, Hans-Christian [Verfasser]. "Die Partnerschaft mit beschränkter Berufshaftung : Eine analytische Betrachtung der Haftungsstruktur unter Berücksichtigung der englischen Limited Liability Partnership (LLP) / Hans-Christian Hauck." Frankfurt a.M. : Peter Lang GmbH, Internationaler Verlag der Wissenschaften, 2019. http://d-nb.info/1202695485/34.

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6

Bank, Stephan. "Die britische Limited Liability Partnership : eine attraktive Organisationsform für Freiberufler? ; eine rechtsvergleichende Untersuchung des britischen und deutschen Rechts unter besonderer Berücksichtigung der europäischen Niederlassungsfreiheit /." Berlin : Duncker & Humblot, 2006. http://www.gbv.de/dms/spk/sbb/recht/toc/520980298.pdf.

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7

Bank, Stephan [Verfasser]. "Die britische Limited Liability Partnership: Eine attraktive Organisationsform für Freiberufler? : Eine rechtsvergleichende Untersuchung des britischen und deutschen Rechts unter besonderer Berücksichtigung der europäischen Niederlassungsfreiheit. / Stephan Bank." Berlin : Duncker & Humblot, 2011. http://d-nb.info/1238354238/34.

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8

Švarcová, Petra. "Management podniku a daně." Master's thesis, Vysoká škola ekonomická v Praze, 2010. http://www.nusl.cz/ntk/nusl-72393.

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9

El-Saadouni, Raed. "The liability of groups of companies in Islamic law : a comparative study with common law." Thesis, University of Stirling, 2013. http://hdl.handle.net/1893/18619.

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Groups of companies offer considerable economic and practical advantages over other forms of business organizations. However, the phenomenon creates a long list of problems in terms of antitrust law, tax law, labour law, corporate law, and in the case of international companies, conflict of laws. National laws do not provide a complete solution to these problems because groups of companies are still governed by traditional corporate law, which is designed to govern single independent companies. On the other hand, harmonization of the law of corporate groups across Common legal systems is neither feasible not advisable. The most important problem which has not yet been completely solved by Common law systems is the liability of groups of companies for the debts of their subsidiaries. This has been described as "one of the great unsolved problems of modern company law". The present study aims to analyse the solutions provided by Common law systems to this problem and evaluate if they provide a solid settlement or whether further safeguards are needed for those dealing with corporate groups, namely minority shareholders and outsiders including creditors. By using a comparative approach with the Islamic law system, the study evaluates if the Common law solutions are also applicable in such a religious system or whether, due to its unique character Islamic law needs to create its own solution. This comparative approach assesses the possibilities of harmonization between Common law and Islamic law systems and promotes the Islamisation of modern laws in Islamic countries.
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10

Houfková, Andrea. "Přechod na jinou právní formu podnikání z hlediska daně z příjmu." Master's thesis, Vysoké učení technické v Brně. Fakulta podnikatelská, 2015. http://www.nusl.cz/ntk/nusl-225065.

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This thesis deals with tax implications. It is focused on the evaluation of the options of transferring to another business form in terms of tax burden. By processing the overall tax burden in various business forms will be proposed an option, which would bet he best for husbands Houfek in terms of tax. There will be also taken into account tax optimization using international revenues that husbands could arrives in connection with business development.
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11

Hejlová, Veronika. "Osobní a kapitálové společnosti - účetní a daňové souvislosti." Master's thesis, Vysoká škola ekonomická v Praze, 2017. http://www.nusl.cz/ntk/nusl-359792.

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The aim of this diploma thesis is to consider whether capital companies are more advantageous than partnerships from perspective of taxation of companion's income. Only companies in the Czech legal environment are included. The initial hypothesis is that limited liability company and joint-stock company are the best option, because according to statistical data these are the most frequently present legal forms of business in the Czech Republic. The comparison is carried out in general model of taxation of selected type of income. The parts of this thesis are also attachments which complement analyses by some summaries and calculations.
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12

Freudenberg, Brett David, and na. "Tax Transparent Companies: Striving for Tax Neutrality? A Legal International Comparative Study of Tax Transparent Companies and their Potential Application for Australian Closely Held Businesses." Griffith University. Department of Accounting, Finance and Economics, 2009. http://www4.gu.edu.au:8080/adt-root/public/adt-QGU20100615.094301.

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An underlying issue which inheres in any taxation framework relates to the manner in which it operates and the actual distribution of its imposts or appropriations. In this respect, a tax system needs to confront two fundamental (and interrelated) questions – first, precisely how the tax or impost should be imposed and, secondly, who should bear the legal obligation or onus of payment. These issues can be conceptualised not only from a purely legal or positivist perspective, in terms of identifying who will incur the obligation to pay tax, but also in terms of a more economic and instrumental standpoint as to which entity or individual should effectively be paying the tax. These alternatives may not result in the same conclusions, particularly for the taxation of business forms. To provide one example, if the business form has separate legal entity status from its members, should the business form, as a legal person, be subject to tax separately from its members? From a legal standpoint the response to this question is that such a business form should bear the impost. However, from an economical perspective it may be preferable that the business income and/or losses are directly allocated to its members. Indeed, tax transparency (aggregate approach) has been argued as an economically superior model, although it is not without its critics...
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13

Freudenberg, Brett David. "Tax Transparent Companies: Striving for Tax Neutrality? A Legal International Comparative Study of Tax Transparent Companies and their Potential Application for Australian Closely Held Businesses." Thesis, Griffith University, 2009. http://hdl.handle.net/10072/366610.

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An underlying issue which inheres in any taxation framework relates to the manner in which it operates and the actual distribution of its imposts or appropriations. In this respect, a tax system needs to confront two fundamental (and interrelated) questions – first, precisely how the tax or impost should be imposed and, secondly, who should bear the legal obligation or onus of payment. These issues can be conceptualised not only from a purely legal or positivist perspective, in terms of identifying who will incur the obligation to pay tax, but also in terms of a more economic and instrumental standpoint as to which entity or individual should effectively be paying the tax. These alternatives may not result in the same conclusions, particularly for the taxation of business forms. To provide one example, if the business form has separate legal entity status from its members, should the business form, as a legal person, be subject to tax separately from its members? From a legal standpoint the response to this question is that such a business form should bear the impost. However, from an economical perspective it may be preferable that the business income and/or losses are directly allocated to its members. Indeed, tax transparency (aggregate approach) has been argued as an economically superior model, although it is not without its critics.1 Criticisms against tax transparency include the risk to tax revenue and the potential to distort investment decisions when allocated losses exceed a member’s financial exposure.2 Despite these criticisms, several foreign jurisdictions have implemented tax transparency in relation to business forms that are characterised by separate legal entity status and limited liability for members (referred to as tax transparent companies or transparent companies). Prominent examples include the United States’ S Corporations and Limited Liability Companies (LLC), the United Kingdom’s Limited Liability Partnerships (LLP) and New Zealand’s Loss Attribution Qualifying Companies (LAQC). The Australian government has been reluctant to fully embrace transparent companies, preferring the integrated approach of a full imputation system applying to corporate distributions. However, in response to pressure for reform, the Australian government has recently introduced two transparent companies, although they are not broadly available.3 These Australian transparent companies are incorporated limited partnerships used for venture capital investments (venture capital ILPs) and amendments to controlled foreign hybrid companies (CFC hybrids). The question that needs to be raised in relation to the introduction of the foreign transparent companies entails precisely what were the underlying motivations that prompted their implementation in the first place. In particular, were these entities introduced purely on the basis of promoting tax neutrality, or were other factors or motivations influential in their creation? If, indeed, other factors were at play then this implicates the obvious question regarding the existence of similar factors in Australia – thereby, perhaps, facilitating the creation of the same type of entities in this jurisdiction. A further interrelated question that needs to be confronted is whether these foreign jurisdictions have ensured that their tax revenue is not prejudiced or affected through the allocation of tax losses to members who do not have full liability exposure. If this is the case, then the consequent concern implicated here is whether Australia’s present loss restriction rules would be able (in such a circumstance) to adequately protect tax revenue in the pursuit of developing such a tax transparent company? A final concern stemming from the foregoing issues is that, given the purported benefits that accrue to closely held businesses via tax transparent companies, how does transparency influence problems faced by this sector in terms of complexity, financing and governance. It is these relevant questions to which attention will be focused on in this dissertation. In addressing these pertinent issues, tentative recommendations for policy and legislative reforms will be formulated in the concluding chapters.
Thesis (PhD Doctorate)
Doctor of Philosophy (PhD)
Department of Accounting, Finance and Economics
Griffith Business School
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14

Wei, Chuyi. "Partnerships with limited liability and creditor protection in China : a comparative perspective from the UK and US." Thesis, University of Glasgow, 2015. http://theses.gla.ac.uk/6637/.

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This thesis is mainly concerned with the expansion of limited liability within partnerships in the UK, US, and China and the concomitant need to strengthen creditor protection. Limited liability used to be a privilege largely restricted to shareholders of corporations, who are liable for corporate debts only to the extent of their capital contributions in the corporation. Recent years have witnessed an innovative combination of limited liability and the partnership structure. In this thesis, the hybrid entities of limited liability and partnership structure will be referred to as partnerships with limited liability, which include the limited partnership, the limited liability partnership (LLP), and the limited liability company (LLC). As limited liability induces opportunism against creditors, corporate law contains many stringent rules to mitigate risks for creditors. However, despite having the liability shield similar to that of corporations, partnerships with limited liability have a much lighter regime for creditor protection. This allows businesses to utilise limited liability while circumventing the creditor protection rules under the corporate law. This thesis will highlight such regulatory asymmetry of creditor protection between corporations and partnerships in the UK, US, and China and consider whether it is necessary to transpose corporate rules for creditor protection to partnerships with limited liability. Further, this thesis will make an overall evaluation of the creditor protection regime in China and propose further improvements, drawing on the experience of the UK and US. It is worth noting that “UK law” in this thesis refers to the law of England and Wales, excluding law in Scotland unless otherwise indicated.
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15

Vio, Daniel de Avila. "A exclusão de sócios na sociedade limitada de acordo com o Código Civil de 2002." Universidade de São Paulo, 2008. http://www.teses.usp.br/teses/disponiveis/2/2132/tde-12022010-161504/.

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O objeto principal da dissertação é a análise do regime jurídico da exclusão de sócios nas sociedades limitadas, nos termos do Código Civil de 2002 (Lei Federal n° 10.406/02). Parte-se de um exame do percurso histórico de afirmação do instituto, entrelaçado com uma visão panorâmica da disciplina atual da matéria em alguns dos ordenamentos que mais influenciaram o Direito brasileiro, com destaque para Alemanha, França e, sobretudo, Itália. Em relação à experiência brasileira anterior à promulgação do Código Civil de 2002, o estudo concentra-se em demonstrar o caráter eminentemente doutrinário e jurisprudencial da consolidação do instituto. De fato, sempre sob a vigência do Código Comercial de 1850, à margem de quaisquer mudanças legislativas de maior relevo, a possibilidade de exclusão de sócios foi primeiramente recusada, para paulatinamente ser aceita e, finalmente, ser aplicada com exagerada liberalidade. Conceitualmente, a exclusão é enquadrada como uma expressão da especialidade da sociedade, enquanto contrato plurilateral. A exclusão facultativa, em particular - em oposição à exclusão de pleno direito -, é vista como manifestação peculiar da resolução contratual por inadimplemento. O estudo compreende uma análise crítica das disposições do Código Civil de 2002 em matéria societária, além de uma investigação das causas e procedimentos de exclusão sob a vigência de tal diploma. As principais teses defendidas no trabalho são: (i) a diferença estrutural entre a exclusão facultativa, objeto tradicional de estudo da doutrina brasileira, e a exclusão de pleno direito - novidade introduzida no ordenamento brasileiro por inspiração direta da lei italiana -; (ii) deficiência e inadequação da teoria do rompimento da affectio societatis como justa causa para a exclusão; (iii) a duplicidade de procedimentos para a exclusão facultativa, relativamente à sociedade limitada, com o convívio dos procedimentos de exclusão judicial e extrajudicial; (iv) a impossibilidade de se equiparar a assembléia ou reunião de exclusão a julgamento, recusando-se a atribuição de um verdadeiro \"direito de defesa\" ao sócio que se deseja excluir.
The main purpose of the essay is to review the legal discipline of the exclusion of a partner from a limited liability company under the provisions of the Civil Code of 2002 (Federal Law n. 10406/02). The analysis starts with a review of the historical development of the right of exclusion, combined with an overview of the current legal treatment of the issue in a number of jurisdictions that exercised the most relevant influence on Brazilian Law; in particular Germany, France and - above all- Italy. On what regards Brazilian experience prior to the enactment of the Civil Code of 2002, the analysis focuses on illustrating how the development of the right exclusion was mostly based on academic studies and case law. As a matter of fact, under the provisions of the Commercial Code 1850, in spite of the lack of any relevant reforms on statutory legislation, the possibility of exclusion of partner was, at first, rejected and then, gradually accepted. At a later phase, exclusion was even applied without due control. Conceptually, the exclusion of a partner is classified as an expression of the special nature of the company as a plurilateral agreement. In particular, optional exclusion - unlike mandatory exclusion - is seen as a special form of contract termination due to material breach. The research comprehends a critical review of the provisions of the Civil Code of 2002 on corporate law, in addition to an analysis of relevant causes and procedures for the exclusion of a partner under said law. The main theses defended are the following: (i) existence of structural differences between optional exclusion - traditional object of study by Brazilian academics - and mandatory exclusion - a new procedure introduced as a result of the direct Italian influence on Brazilian law -, (ii) problems and inadequacy of the theory of rupture of affectio societatis as a cause for exclusion, (iii) existence of two parallel procedures for the optional exclusion of a partner within limited liability companies, one being through a court ruling and the other trough corporate a mere resolution; (iv) impossibility of treating the exclusion through corporate resolution as a form of judgment and, thus, the refusal of recognition of a \"right of defense\" in favor of the partner that is to be excluded.
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16

Vávrová, Jana. "Volba formy podnikání z pohledu daně z příjmu." Master's thesis, Vysoké učení technické v Brně. Fakulta podnikatelská, 2008. http://www.nusl.cz/ntk/nusl-221798.

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Master´s thesis deals with possibility of choice different legal forms of business in the economic environment of Czech republic and choice of the enterprise which is the most suitable from the sight of income tax. I deal with choice of an appropriate type of partnership and comparison of different legal forms, which are based on the analysis of individual types of partnership by important criteria. Especially I focused on the criterion of the tax burden. Besides of the criterion of the tax burden it´s necessary also mention and judge the proper place - seat of an individual/a legal entity which is connected with taxation to the individual country. And take possibility of international tax planning into consideration. The aim of the thesis is to find and choose the most appropriate legal form of the enterprise to the potential entrepreneur.
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17

Juřenčáková, Jana. "Srovnání podmínek podnikání v zemích EU - ČR, SR, Lotyšsko." Master's thesis, Vysoké učení technické v Brně. Fakulta podnikatelská, 2007. http://www.nusl.cz/ntk/nusl-221467.

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This master´s thesis deals with the juxtaposition of current situation in a business conditions for corporations in the Czech Republic, Slovakia and Latvia from the viewpoint of principle economical aspects and of statute income tax, statute of value added tax, the trades licensing act, workscode and businesscode. On the basis of findings, the work includes comparison of business conditions for corporations in Czech Republic, Slovakia and Latvia.
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18

Kuo, Jonq-shiuan, and 郭仲軒. "The Expansion of Limited Liability on Enterprises -- From Limited Partnership and Limited Liability Partnership." Thesis, 2007. http://ndltd.ncl.edu.tw/handle/32802759652311157545.

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碩士
國立中央大學
產業經濟研究所
95
Through a dynamic way of observation, one can see the continuous process of expanding limited liability; from general partnership (GP) to limited liability partnership (LLP), and limited liability (LP) to limited liability limited partnership (LLLP). The expansion of limited liability has been an inescapable side effect of current globalization and jurisdictional competition. Consequently, the traditional concept of enterprise law must be changed accordingly. While historically the purpose of limited liability was rooted in the function of capital assembly and risk separation, this study no longer applies. This paper, using an economic analysis approach and the principle of enterprise being assets partition, explains that limited liability is not intrinsically opposite to unlimited liability, and further, that limited liability is not a fixed concept. The paper also seeks to explain the efficiency that would be gained if limited liability could be set in place as the default rule of noncorporation-enterprises law.
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19

Chang, Cheng-Wei, and 張丞緯. "The Study on Limited Partnership between Sleeping Partnership and Unlimited Company with Limited Liability Shareholders." Thesis, 2016. http://ndltd.ncl.edu.tw/handle/74620611780418172526.

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碩士
逢甲大學
財經法律研究所
104
With the coming of Knowledge-based Economy, economic development towards a mature country. Diverse business patterns in order to meet the needs of investors. It should be flexible and resilient. In our country, it can be divided into two types. First, the legal personality of the company; Second, the non-legal personality of a partnership.   The traditional company is less flexible to meet the industry needs, like the management and shareholder’s rights. Partnership is more attention to the freedom of contract and the spirit of private autonomy. It’s more in line with the needs of industry, in order to facilitate the development of Knowledge-based Economy industries.   In the practice, Partnership does not have the legal personality. It not only a problem for the operation of the partnership, but also indirectly reduce the competitiveness of the partnership. In addition, the partners shall bear unlimited discharge responsibility. Partner who is not involved in the operation pay too much risk, but also reduces investors choose partnership business incentives.   In Taiwan, it created the legal Personality Limited Partnership. It has had the limited partnership is similar to the Sleeping Partnership and Unlimited Company with Limited Liability Shareholders. Why cannot use by amending the law to meet the needs of the market. In this paper, it use the domestic and foreign literature, to summarize, compare, and make recommendations for the future improvement. Keywords: Limited Partnership, Partnership, Unlimited Company with Limited Liability Shareholders
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20

Chuva, Dilma Antónia Reis Esteves. "A exclusão judicial de sócio nas sociedades por quotas à luz do ordenamento jurídico angolano." Master's thesis, 2018. http://hdl.handle.net/10437/9415.

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Orientação: Manuel Nogueira Serens
O trabalho que aqui se apresenta incide sobre a exclusão de sócio nas sociedades por quotas, sobretudo na sua vertente judicial. Admitindo-se o facto de a relação societária poder pautar-se pelo princípio da lealdade, correspondendo este ao comportamento em consonância com o interesse social. As sociedades são confrontadas com comportamentos dos sócios que comprometem a estabilidade e a continuidade da empresa, sendo por isso, contrário ao interesse social. O objectivo foi identificar uma série de comportamentos, bem como a sua censurabilidade, susceptíveis de tornarem a relação societária inexigível, motivando a sociedade a deliberação e propositura de uma acção judicial com vista à exclusão do sócio em causa. Sendo que, no uso da sua função jurisdicional são os juízes incumbidos da tarefa de apreciar os processos submetidos, a juízo pelas sociedades comerciais com vista `a exclusão de um sócio, pois, incidem sobre causas que a lei ou o contrato não regulam ou sobre causas genéricas, cabendo exclusivamente aos administradores da justiça a decisão final. Para a condução do referido estudo houve recurso aos manuais e de sobremaneira da jurisprudência que abordam o tema escolhido. Verificou-se a destreza dos tribunais bem como dos doutrinários na relação com o tema. Pelo que, o mesmo contribui para melhor compreensão quer do público leitor, quer dos próprios comerciantes e empresários na qualidade de sócios das sociedades comerciais.
The work presented here focuses on the exclusion of partners in limited companies, especially in its judicial aspect. Assuming that the corporate relationship can be based on the principle of loyalty, which corresponds to behavior in line with social interest. Companies are confronted with behaviors of the partners that compromise the stability and continuity of the company, being therefore, contrary to the social interest. The objective was to identify a series of behavior and their censorship, which could render the company's relationship unenforceable, motivating the company to deliberate and file a lawsuit to exclude the partner in question. In the exercise of its judicial function, judges are entrusted with the task of assessing the cases brought by commercial companies with a view to the exclusion of a partner, since they relate to cases the law or the contract does not regulate or about causes, with only the administrators of the courts being responsible for the final decision. For the conduction of this study, there was recourse to the manuals and in excess of the jurisprudence that approach the chosen theme. The dexterity of the courts as well as of the doctrinaires in the relation with the subject was verified. As such, it contributes to a better understanding both of the readership and of the traders themselves as business partners.
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