位于阿曼的某纸业公司通过网络找到ARG Xcopy (Thermal Paper)~ARG Paper Products Manufacturing(Guangdong) Co. Ltd.，通过和公司的负责人，来自苏里南的G先生沟通，确定他可以提供中国生产的热敏纸以后，遂下单支付后满怀期待地等待着货物。却没想到这背后隐藏着一个个精心设计的陷阱。G利用复杂的合同主体及账户转移，以达到占有金钱的目的。当信任遭遇欺诈，当金钱遭遇谎言，一场跨越国界的法律较量悄然上演。让我们一起揭开这起跨国纸业迷局背后的真相，京师深圳赵宝莲律师代理跨国主体之间的诉讼，终于帮助受骗者讨回公道。

Based in Oman, A company found ARG Xcopy (Thermal Paper)~ARG Paper Products Manufacturing(Guangdong) Co. Ltd. through the internet. After communicating with the company's responsible person, Mr. G from Suriname, they confirmed that he could provide thermal paper produced in China. The Paper Company then placed an order and paid with anticipation, only to find themselves caught in a series of carefully designed traps. Mr. G used complex contract entities and account transfers to achieve his goal of possessing money. When trust met fraud, and money encountered lies, a legal battle across borders quietly unfolded. Together, let's uncover the truth behind this international paper industry puzzle. Lawyer Baolian Zhao from Beijing Jingsh (Shenzhen) Law Firm represented the lawsuit between multinational entities and Finally helping the victim get justice.

原告为阿曼的一家纸业公司，纸业公司通过网络推介与苏里南G结识，G对外宣传自己控制跨国公司，名称为ARG Xcopy。G声称他实际控制在中国深圳TU公司和在印尼进出口公司。G在得知某纸业公司需要采购热敏纸后，向纸业公司介绍其在中国山东有造纸厂并且仓库有库存。双方通过多次交流，最后约定从中国深圳TU公司处购买热敏纸，发货地为中国青岛。同时他发出中国TU公司营业执照，上有政府记载公司的所有重要信息。但是由于税务原因，他要求定金付给中国公司的账号，但货款要支付到其印度尼西亚的公司账号内。四季公司遂按照G公司的要求将定金支付给了其在中国公司的股东，其他预付款项支付给了印尼公司的对公账户。后G以印尼公司名义发出了形式发票。四季公司支付完毕以后，G又以发货为由继续要求四季公司支付运费，前前后后支付了十几万美元。后G无货可发，也不退款，遂成诉。

在这种情况下，四季公司无奈决定聘请京师深圳律师处理此事。恰巧也有另外一家来自巴勒斯坦的客户也同样被G欺诈遭遇了同样的事情，欺诈手段完全一致。赵律师通过两方证据比对，同时对G所称其在中国TU公司及印尼进出口公司进行的背景尽调，发现G利用在中国注册的公司对外进行招摇撞骗，他个人已经有一家实际控制的公司被列入失信被执行人。也就是说，被骗人不止阿曼某公司，还有他人。报警无果之后，赵律师代理阿曼纸业公司遂在中国深圳前海合作区人民法院提起诉讼，原告为来自阿曼纸业公司，被告为G个人、中国深圳TU公司，以及中国深圳公司的股东等三个被告。

The plaintiff is a paper company in Oman, which was introduced to Suriname G through an Internet referral, G advertised that he controlled a multinational paper company named ARG Xcopy. G claimed that he actually controlled Tu Company in Shenzhen, China, and an import and export company in Indonesia. After learning that Paper Company needed to purchase thermal paper, G introduced that he had paper industry cooperative manufacturers in Shandong, China, and there was inventory in the warehouse. After multiple exchanges, the two parties finally agreed to buy thermal paper from Tu Company in Shenzhen, China, with the shipping location being Qingdao, China. At the same time, he issued the business license of China's TU Company, which recorded all important information about the company by the government. However, due to tax reasons, he required a deposit to be paid to the account of the Chinese company, but the payment for the goods should be made to his Indonesian company account.

Therefore, The Paper Company paid the deposit according to G's requirements to the shareholder of his Chinese company, and other advance payments were made to the public account of the Indonesian company. Later, G issued a proforma invoice in the name of the Indonesian company. After The paper Company paid in full, G continued to ask the paper Company to pay for freight for shipping, with a total payment of several hundred thousand US dollars. Later, G had no goods to ship and refused to refund, leading to the lawsuit.

In this situation, the Paper Company reluctantly decided to find a lawyer from Beijing Jingsh (Shenzhen) Law Firm to handle the matter. Coincidentally, another customer from Palestine was also defrauded by G in the same way. Mrs Zhao compared the evidence from both sides and conducted background investigations on G's claimed companies in China, Tu Company and the Indonesian import and export company. She discovered that G used registered companies in China to swindle abroad, and one of his personally controlled companies had been listed as a dishonest debtor. This means that not only Oman paper company but also others had been deceived. After reporting the case without result, Mrs Zhao, representing Oman paper Company, filed a lawsuit at SHENZHEN QIANHAI COOPERATION ZONE PEOPLE'S COURT. The plaintiff was Oman paper Company, and the defendants were G personally, Tu Company from Shenzhen, China, and the shareholders of the Shenzhen company, totaling three defendants.

本案难点在于，原告和被告均为海外主体，买卖合同的法律关系建立在中国公司和阿曼公司之间？还是被告G主张的合同成立与印度尼西亚公司和阿曼公司之间？中国公司股东作为预付款的收款人，是否也要承担相应的补充赔偿责任？在众多的主体中，最终哪一方才是承担返款货款的主体。中国深圳TU公司为个人有限责任公司，其一人股东除了接受货款以外，是否也实际参与了买卖合同的协商，其是否应当承担相应的责任？G个人是否在这笔交易中要承担担保责任？如果印尼公司为买卖合同的相对方，那么中国法院的判决是否可以在印尼得到承认和执行？这些都将是法庭审理的难点和核心。

The difficulties in this case lie in the fact that both the plaintiff and the defendant are overseas entities. Is the legal relationship of the sales contract established between the Chinese company and the Omani company, or does the defendant G claim that the contract was established between the Indonesian company and the Omani company? As the shareholder of the Chinese company and the recipient of the advance payment, should he also bear corresponding supplementary liability? Among the numerous entities, which party is ultimately responsible for repaying the purchase price? TU Company in Shenzhen, China is a one-person limited liability company. Apart from receiving payments, has the sole shareholder also actually participated in the negotiation of the sales contract? Should he bear corresponding responsibilities? Whether G personally should bear the guarantee liability in this transaction? If the Indonesian company is the counterpart of the sales contract, can the judgment of the Chinese court be recognized and enforced in Indonesia? These will all be the difficulties and core issues of the court's trial.

经过两次开庭时间均超过六小时的审理，法院最终认为案外人印尼进出口公司仅是被告G指定的代收款人，并非合同主体。原告纸业公司与被告中国深圳TU公司达成案涉买卖合同后，原告公司已按约定支付了货款，但被告公司至今未能向原告四季公司交付货物，导致合同目的无法实现，被告公司已构成根本违约。被告中国深圳TU公司的行为构成迟延履行主要债务，且经催告后在合理期限内仍未履行，故原告四季公司有权要求解除合同。原告纸业公司已经多次向被告G个人提出退款要求，G个人也当时同意了。因此，应当视为双方就合同解除达成一致。

本案被告深圳TU公司应依法承担迟延履行的违约责任。被告G虽同意退款，但至今未实际履行，原告四季公司主张被告深圳TU公司退还货款于法有据。被告深圳TU公司为个人有限公司，没有证据证明其与公司财产相互独立，被告股东应承担举证不能的不利后果。至于被告苏里南G的责任，被告G系被告深圳公司的法定代表人，其在本案中实施的行为均应为职务行为，其法律后果均应由深圳公司承担，故被告G无需承担返还货款责任。

After two court sessions that lasted more than six hours each, the court ultimately ruled that the third party, Indonesia Import and Export Company, was merely an agent designated by Defendant G for receiving payment, not a party to the contract. After Plaintiff The paper Company and Defendant in Shenzhen, China, TU Company reached the subject sales contract, Plaintiff had paid the agreed-upon price as per the contract, but Defendant has failed to deliver the goods to Plaintiff to this day, resulting in the unachievable purpose of the contract, and Defendant Company has committed a fundamental breach of contract. The actions of Defendant TU Company from Shenzhen constituted a delay in fulfilling its main debt, and despite being urged, it still failed to fulfill within a reasonable time limit, hence Plaintiff is entitled to request the termination of the contract. Plaintiff made a request for a refund to Defendant G personally, who agreed at that time. Therefore, it should be considered that both parties reached an agreement on the termination of the contract.

The defendant, TU Company from Shenzhen, should bear the liability for breach of contract for delay in performance according to law. Although Defendant G agreed to refund, it has not actually performed as of today, and Plaintiff  claim for Defendant TU Company to refund the purchase price is well-founded according to law. Defendant TU Company is a limited liability company with individuals as shareholders, and there is no evidence that its property is independent from the company's property. Therefore, the defendant shareholders should bear the adverse consequences of failing to provide evidence. As for the responsibility of Defendant Suriname G, Defendant G is the legal representative of Defendant Tu Company from Shenzhen and all actions taken by him in this case should be considered as acts within the scope of his duties. The legal consequences should be borne by Shenzhen Company, so Defendant G does not need to bear the responsibility for refunding the payment for goods.

1.确认原告四季公司与被告深圳TU公司合同于 2022 年 8月 3 日解除；

2.判令被告深圳TU公司向原告四季公司退还全部货款；

3.判令被告深圳TU公司向原告四季公司支付资金占用损失；

4.被告深圳公司一人股东对被告深圳TU公司的上述第一至三项债务承担连带清偿责任。

1.Confirm that the contract between plaintiff and defendant TU Company from Shenzhen was terminated on August 3, 2022;

2.Order defendant TU Company from Shenzhen to refund all the payment for goods;

3.Order defendant TU Company from Shenzhen to pay for the loss of capital occupation to plaintiff ;

4.The sole shareholder of defendant TU Company from Shenzhen shall be jointly and severally liable for the aforementioned debts of defendant TU Company from the first to the third item.

1. 在跨境交易前，务必对潜在合作伙伴进行全面、深入的尽职调查，包括信用记录、经营历史及市场反馈，以规避潜在风险。

Before engaging in cross-border transactions, it is crucial to conduct thorough and in-depth due diligence on potential partners, including credit history, business background, and market feedback, to avoid potential risks.

2. 在签订合同时，务必明确合同主体，即与谁建立买卖合同关系。同时，制定详细的合同条款，确保合同内容清晰、明确，避免后续产生纠纷。同时注意在合同中违约条款和争议解决条款均有可能成为顺利解决争议的重要手段。

When signing contracts, it is essential to clearly identify the contracting parties, that is with whom the sales contract relationship is established. At the same time, develop detailed contract terms to ensure that the contract content is clear and unambiguous, preventing disputes from arising later. Also, note that both breach of contract clauses and dispute resolution clauses in the contract can be important means to resolve disputes smoothly.

3. 在支付货款时，务必核实收款账户的真实性与合法性。避免将货款支付至非合同主体的账户，以免资金流失且难以追回。同时，建议采用信用证等安全支付方式，降低交易风险。

When paying for goods, it is imperative to verify the authenticity and legality of the receiving account. Avoid sending payments to accounts not belonging to the contractual party to prevent loss of funds and difficulties in recovery. Additionally, it is recommended to use secure payment methods such as letters of credit to reduce transaction risks.

4. 在合同履行过程中，保持与合作伙伴的密切沟通，及时了解货物生产、运输及交付情况。如遇问题，及时协商解决，避免问题恶化导致合同无法履行。

During the performance of the contract, maintain close communication with partners to stay informed about the production, transportation, and delivery of goods. If problems arise, address them promptly to prevent escalation and potential non-performance of the contract.

5. 企业应关注一人公司股东责任，防范连带责任风险。在签订合同时，建议明确约定股东责任条款，降低潜在风险。

Companies should pay attention to the liability of shareholders in one-person companies and guard against joint and several liability risks. When signing contracts, it is advisable to clearly stipulate shareholder liability clauses to minimize potential risks.

6. 一旦遭遇合同违约或欺诈行为，企业应迅速采取行动，收集证据并寻求专业律师的帮助。通过法律途径维护自身权益，降低损失。

In the event of contract breach or fraudulent behavior, companies should take swift action to gather evidence and seek assistance from professional lawyers. Protect their interests through legal channels to minimize losses.