Business type I: agent procurement
I. What is agent procurement?
Agency procurement business (hereinafter referred to as procurement business) refers to the supply chain company accepts the buyer's commission to its designated seller procurement of goods or services, or not designated seller only specify the specifications of the procurement of goods or services, price, etc., and then the buyer pays the price to the seller, the supply chain management company in accordance with the agreement to collect a certain amount of the price of the service fee or management fee.Second, on behalf of the procurement business process
On behalf of the procurement business of the standard process is as follows:
Business process description:
1, the supply chain company and the buyer signed the "entrusted purchasing agreement", the buyer entrusted the Supply chain companies to purchase specific goods or services; supply chain companies under the "entrusted procurement agreement" and the seller to sign the "agency procurement agreement" or "contract of sale" and other procurement of goods or services specified by the buyer. 2. The seller delivers the goods to the supply chain company or directly to the buyer; 3. The buyer pays the service fee or management fee to the supply chain company, or pays the payment for the goods to be transferred to the seller by the supply chain management company; 4. The seller issues an invoice for the payment for the goods to the buyer; the supply chain company issues an invoice for the service fee to the buyer.In the actual business, the buyer chooses the supply chain management company as the agent of the procurement purpose and starting point:
1, the buyer lacks its own funds, the need to use the supply chain company's ability to leverage the funds to carry out business. 2, the buyer to save procurement costs, the need to rely on the supply chain company's resource advantages to achieve the purpose of reducing procurement costs. 3, supply chain companies in some areas of the price advantage, the general supply chain companies have a mature supplier management system. Therefore, in practice, in the standard procurement business and derived from other types of business, the editor mainly introduces the advance agent procurement of this type of business.Three, advances on behalf of the procurement business
(a) Advances on behalf of the definition of the procurement business
Advances on behalf of the procurement business, refers to the lack of purchasing funds for the buyer, supply chain management companies to give the buyer a certain period of time, in the buyer to pay a certain proportion of the supply chain company after the deposit (usually the proportion of deposit for the supply chain company), the buyer will be able to pay a certain percentage of the purchase price. Usually the proportion of the deposit for the procurement price of 20% ~ 30%), by the supply chain management company in the agency procurement process on behalf of the buyer advances (including bank acceptance, open domestic letters of credit, liquidity) procurement of goods or services and other prices of the business model.(2) Advance on behalf of the procurement business transaction mode
(3) Advance on behalf of the procurement business practice case
Here we analyze the advance on behalf of the procurement business through a case process, the legal risks and risk control measures. Case: engaged in coal sales A company to purchase coal from the B company to the C company's power generation unit supply of coal, the mode of transportation for the fire, but the A company does not have sufficient funds to carry out the business, so the A company to find engaged in supply chain management D company to seek cooperation, the D company for the A company to provide advances in purchasing services. A company and the D company negotiated to determine the transaction mode is as follows:Transaction Mode Description:
1. Company A signs a coal "Sale and Purchase Contract" with Company B, pays 80% of the purchase price in advance, and designates Company D as the consignee or Company C as the consignee designated by Company D; 2. Company A signs a coal "Sale and Purchase Contract" with Company D and designates Company E as the company responsible for the quality inspection of the coal, and designates Company E as the company responsible for the quality inspection of the coal, and designates Company C as the consignee. Designated consignee for the C company, at the same time by the railroad carrier.3. Company D and Company C signed the Contract for Sale and Purchase of Coal.
Transaction mode analysis:
1, the transaction mode may involve the contract or agreement:
(1) goods agreement: coal "contract of purchase and sale"; (2) the quality of the agreement: coal "entrusted to the test agreement"; (3) transportation agreement: coal "contract of purchase and sale"; (3) the quality of the agreement: coal "entrusted to the test agreement"; (4) the quality of the agreement: coal "commissioned to the test agreement"; (5) the quality of the agreement: coal "commissioned to the test agreement"; (6) the quality of the agreement: coal "commissioned to the test agreement"; (4)Guarantee class agreement: the bond contract, etc..2, the above transaction model design may involve the transaction documents:
(1) receipt and delivery of documents: delivery notification, confirmation of receipt of goods, etc. (2) coal quality testing documents: test reports, sampling or delivery of samples, etc.; (3) settlement-related documents: settlement of payments, etc.. (4) invoices: VAT invoices for payment of goods, transportation invoices, railroad tickets, VAT invoices for service charges and so on. (5) Other related documents.3, the transaction mode of choice "contract" legal relationship
The choice of the above transaction mode essentially changes the legal relationship of the agency procurement business, the entrusted contract relationship into a contractual relationship of purchase and sale. The purpose of choosing this model is to reduce the risk of the transaction and to ensure the security of the transaction. Combined with the case, standing in the supply chain management company's point of view to analyze: (1) choose and A company signed the coal "contract of sale" rather than the "entrusted purchasing agreement" is the most important purpose is to obtain and control the ownership of the goods, is out of control of the goods of the right of property considerations. (2) The main reason for choosing to enter into the Sale and Purchase Agreement directly with Company D is to ensure the safety of the funds, and the general financial strength and ability to pay back to the point of origin unit is stronger, and the risk of accounts receivable is lower. (3) The main purpose of the prepayment ratio control at 70% ~ 80% is to set aside the remaining 20% ~ 30% of the purchase price as a security deposit. The purpose of the security deposit is to ensure the quality and quantity of goods delivered by Company A and the accounts receivable of Company D.4, the transaction mode of the main legal risk points and risk control measures
Based on the choice of transaction mode, the legal risks associated with the contract of sale and purchase may exist in each node of the transaction, standing in the supply chain management company, company D's point of view of the main legal risks are mainly manifested in the following points: (1) company A goods Delivery risk: mainly for the ability to deliver goods, whether the delivery of goods in line with the agreed quantity and quality of the contract. Suggestions, company D before signing the contract, the creditworthiness of company A investigation, while examining company B's ability to deliver the goods. The most direct and effective means of control means, and A company's sales contract agreed to prepayment of the node control in the B company will deliver the goods to the carrier, in the legal form to obtain ownership of the goods, and in the receipt of the test report of the E company, according to the number of freight manifests and test reports on the quality of the payment of the prepayment. (2) C company receivables period of risk. Generally, C company is a stronger buyer, the accounts receivable period to take the initiative, D company to reduce the risk of accounts receivable period, it is recommended that in setting the proportion of prepayment, D company's financial staff should be fully measured accounts receivable period of financial risk, which determines the proportion of prepayment of the goods of the A company and the time for settlement. (3) In the process of coal transportation, the quantity and quality of the short spillover risk. It is recommended that when designing the coal purchase and sale contract, Company D should reasonably allocate the risk of short spillage of coal quantity and quality, and transfer the risk appropriately. In addition, in the process of coal transportation, there is the risk of loss of goods, it is recommended that the allocation of the risk to make appropriate agreements, and at the same time require Company A to purchase the relevant insurance in the delivery of goods to the carrier.