Consideration Of The Establishment Of The Limited Partnership Legal System In China

For the purpose of diversification of market actors, which is the requirement of market economy, and perfect the enterprise law of china, this thesis discussed the limited partnership and it's legislation roundly.Limited partnership is a form of partnership, like general partnership. It consists of one or more persons who are general partners and one or more persons who are limited partners. Limited partners is not liable for the obligations of the limited partnership except in respect of his contribution to the limited partnership. Limited partnership originated from the Continent, and now has been used in many countries, but has not been admitted by law in our country yet. Limited partnership is very different from general partnership and limited liability company, and it is a kind of enterprise form meeting with the requirement of market economy.In china, limited partnership is an indispensable enterprise form for meeting with the requirement of investment, advancing the development of the small & middle sized enterprises, expanding the venture capital, attracting the foreign investments and perfecting legal system of our country, matching with the world. and conditions of china has been sufficient for the limited partnership legislation now.The legislation of limited partnership of our country should be separate-mode. We should, considerating the conditions of our country and the successful foreign experience, establish a limited partnership legal system, including many contents different from general partnership legal system, such as setting up, management, distribution of profit and loss, liability, transfer of partnership interest, acceptance of new partners and withdraw, dissolution and liquidation. And the law should endue the partnership with the qualification of market actor with special taxation.