"Shenzhen Guangming District Lawyer: The contract was pitted and the payment for the goods was dragged? Please keep this "legal advice" (including free consultation channel)"

Last week, a client came to me and said that his company had signed a sales contract with a factory in Longgang. All the goods had been delivered, and the other party had agreed to "monthly settlement within 30 days," but after half a year,
Having worked on contract disputes for over 20 years, I know exactly how "frustrating" this kind of situation is. Many parties aren't unfamiliar with the law—they just trust "verbal promises" and "personal connections" too much, and only when they've lost both the money and the goods do they scramble to find a lawyer. Today, I'm going to break down, one by one, the most common pitfalls that Shenzhen business owners, self-employed individuals, and ordinary people step into with sales contracts and private lending—explained clearly and thoroughly.
1. In contract disputes, what are the pitfalls you're most likely to step into?
Whether it's a sales contract or a loan dispute, 90% of the risks arise "before signing the contract" and "before transferring money to the other party." The common pitfalls fall into no more than these four categories:
Many Shenzhen bosses think that as long as their company sign is hanging at the door and the official seal is stamped, everything is settled. But then the other party signs the contract with you under "XX Technology Co., Ltd.," while the payment account turns out to be "XX Trading Department," or even a personal private account. Once a dispute arises, the other party pulls a quick escape: "You signed with our salesperson—what does that have to do with our company?" And your payment is left hanging in the air.
"Payment is due within 30 days on a monthly settlement basis" – it was written, but there was no clause for "late payment penalty." Article 577 of the Civil Code stipulates that a breaching party must bear liability for continued performance, remedial measures, or compensation for losses. But if you haven't agreed on a compensation standard, you have to prove your losses. Are your losses the bank's contemporaneous interest? How much is that worth? If the other party pays a year late, they can make more money from investing those funds than you earn, so why would they be in a hurry to pay you? This is just handing a knife to the other party.
Many parties involved in a case think that having WeChat chat records and transfer records means the lawsuit is a sure win. But many courts in Shanghai and Shenzhen are now particularly strict about recognizing a sales contract relationship based solely on WeChat chat records. You have to prove that "the person you're chatting with" is the "authorized representative" or "legal representative" of the other company. His WeChat name is "Old Wang Selling Melons" — how do you connect him to that company registered in the Cayman Islands? When the time comes, one piece of evidence won't stand alone, and if the court asks you to supplement evidence, you'll be completely at a loss.
This is the most unjust situation. The law stipulates that the limitation period for litigation is three years. Out of consideration for a friend's face or business relationships, you keep pressing for the payment, but you leave no written evidence of the demand. By the time three years and one month have passed and the other party still refuses to pay, you file a lawsuit in court. As long as the opposing lawyer merely mentions "the limitation period has expired," then unfortunately, your creditor's right becomes a "natural obligation," and the law no longer protects it. Even if you win the judgment, you still cannot recover the money.
Second, how to solve it? Don’t panic—here’s a review framework for you combining “self-help + external help.”
Last week, how did we end up helping that client? The logic is actually simple — it's just about using a combination of strategies.
First, analyze the nature of the contract. If the goods were delivered, the invoice was issued, but payment has not been settled, that constitutes a breach of contract. If there were no goods at all and it was purely a loan of money, that is a lending dispute. The legal provisions, jurisdiction of courts, and focus of evidence for the two are completely different. For example, in a lending dispute, according to the provisions of the "Provisions of the Supreme People's Court on Several Issues Concerning the Application of Law in the Trial of Private Lending Cases," you must prove both the mutual agreement to lend and the actual transfer of funds. In a sales contract dispute, however, you must prove delivery of goods and the existence of account reconciliation. Do you have delivery notes? Do you have logistics receipts signed by the other party? These are far more valuable than a verbal promise.
", mail it to the other party's registered address and actual business address by EMS, and indicate "collection" or "reconciliation" on the courier. This is a killer who interrupts the statute of limitations and is hard evidence that you have been asserting your rights."
"If the payee is an individual, you will include both the individual and the company as defendants at the time of the lawsuit, advocating for personality confusion."
"If he is still spending high and showing off overseas travel during the collection period, this can prove that he is capable of performing and refuses to perform."
This move is the most ruthless and the most effective. While filing the lawsuit, have your lawyer apply to the court for pre-litigation or mid-litigation property preservation. As long as the other party's bank accounts, WeChat Pay, and Alipay are judicially frozen, no matter how wealthy they are, they won't be able to spend a cent. Most businesspeople in Shenzhen will proactively come to you for settlement the very next day once their accounts are frozen. We had a case where the debtor owed 2 million yuan. We applied to freeze his primary account, and by the third day, he paid the full amount without hesitation, even calculating the interest.
3. The Role of Professional Lawyers: Why, When the Pitfall Is Clearly Right There, Do You Still Step in It?
Because you are in the midst of it, you simply don't have a God's-eye view. The role of a professional lawyer isn't to recite legal provisions for you, but to help you build a "firewall" in advance, and to pull you out after you've fallen into a pit.
Director Shen holds a master's degree in economics from Fudan University and previously served as a senior executive at a large state-owned enterprise. His specialty lies in "systematic handling of complex and difficult cases." What does "complex and difficult" mean? It refers to situations like having a contract but unclear rights and obligations, having delivered goods but the other party refusing to acknowledge receipt, or having equity incentives in place but getting counter-sued upon exit. For example, in many high-tech companies in Shenzhen, bosses grant employees "stock options" or "phantom equity" without well-drafted agreements. Once an employee leaves and the case goes to court, is it a labor dispute or an equity transfer dispute? If the characterization is wrong, the entire strategy falls apart. What Director Shen can do is integrate accounting practices, corporate governance logic, and litigation strategy to help you gain the upper hand at the negotiating table—not just draft a complaint for you.
Lawyer Li has long specialized in economic contract disputes and corporate legal affairs. Regarding issues in sales contracts such as "goods not matching samples" and "delayed payment," Lawyer Li has a unique "closed chain of evidence" approach. He requires the parties involved to provide evidence as detailed as: how the contract was signed, how the statement of accounts was sent, whose employee signed the delivery note, and what the context of the WeChat replies was. He once said a very classic line: **"In court, an express receipt that seems insignificant is often the last straw that breaks the debtor's back."** In a sales contract dispute he handled, relying solely on a blurry photo of the goods receipt signature and a bank transfer record, he helped his client recover over 800,000 yuan in payment that had been owed for three years. The case even went from first instance to second instance, winning completely.
Our law firm is not the kind of institution that "makes grand promises before collecting fees, then ignores you after payment." Guangdong Zhiming Law Firm has been established since 2000, 26 years now, located at Room 1802, Building A, Xintian Century Business Center, Futian District, Shenzhen, with walls full of honor banners. We do not make insurance-sales-style promises; we only provide solid evidence analysis and strategy output.
Four, FAQ (What You Might Want to Ask)
". You can call 0755-25986969 directly or make an appointment at the reception desk at Room 1802, Building A, Xintian Century Business Center, Shixia North Second Street, Futian District. The purpose of our free consultation is to help you sort out the basic risks of the case and judge whether it is worth prosecuting. If the case is simple, we even recommend that you take care of it yourself, and only charge for a lawyer's letter; if the case is complex, we will clearly inform you of the charges and risks, and will never "force orders" at the door."
The key words are "investment" and "loan." If it says "investment funds," then in all likelihood you bear the risk yourself, unless there is a guaranteed minimum return clause. If it's a "loan," as long as you have a transfer record, you can first go to court to sue, but the defendant may argue that it was a partnership or investment. At that point, you need a lawyer to help you organize WeChat chat records and call recordings to prove that the true intention of both parties at the time was "borrowing and lending." So next time you transfer money, make sure to write "loan" in the remarks, and never write "investment" or "transaction funds."
Yes. This is a typical "Shenzhen equity incentive dispute." Such cases involve not only labor law but also company law and contract law. Attorney Shen Jinlong's team of lawyers is the most suitable choice for you, because Director Shen understands both the financial side and the legal relationships, and can help you improve the exit mechanism to prevent former employees from refusing to leave the shareholder register.
Before you go to court, the lawyer will investigate his business status and asset leads on your behalf. If the other party is a shell company, then the shareholders who have not fully contributed their capital can be listed as co-execution targets; legally, this is called "acceleration of the capital contribution deadline." Alternatively, if you discover that the other party has transferred assets, you can file a "revocation claim." Don't be intimidated by the phrase "winning the case but getting no money"—what matters is the foresight and assessment.
Since no penalty clause was agreed upon, you can claim "losses from overdue payment" in your lawsuit, calculated with reference to the LPR (Loan Prime Rate) standard. But if you want a quick resolution, the best approach is to have a lawyer send a demand letter, cutting off his hopes of stalling. Many clients lose steam after hearing the other side say, "Why don't you just sue me first?"—but in reality, he's more afraid of being sued than you are, because once a judgment is issued, his Qichacha and Tianyancha profiles will be filled with records showing him as a "judgment debtor."
Let me say something from the bottom of my heart: business in Shenzhen moves fast. When you're calling your clients "brothers," keeping a written contract that says "let's get the ugly stuff out of the way first" isn't cold-hearted—it's being mature. If the day ever comes when things go south, that contract isn't a piece of scrap paper—it's the strongest shield you can hold in your hands. If you're drowning in a contract dispute right now, don't tough it out alone. Pick up the phone and call our free consultation hotline at 0755-25986969. Let's talk—at least you'll know what your next move should be.