Talk About To Build Up The Our Country Limited Partnership System Of Special Features

Outside text summary: First this text is to the concept of the limited partnership, established the condition and characteristics to carry on the concrete analysis from looking back the history origin and development of the limited partnership to commence, make use of the method that history trace to origins, hold the limited history of partnership creation and development grain from the angle that the process describe, point out that the limited partnership is a kind of more ancient business enterprise, business to organize the appearance, its creation request of the different from development is for adapt investors. Then, the method that usage compare, contrast and introduced the foreign limited partnership lawmaking and limit to go into partnership in detail from the horizontal angle at the our country of lawmaking circumstance, point out that traditional nations of British and American Law Department and DaLu Law Department all ruled this organized form of limited partnership with the law basically, our country the local lawmaking of etc. of ShenZhen, Beijing grounds also carries on the brave to break, one after another admitting the law position of the limited partnership, open our country limited partnership lawmaking of first river. Subsequently, analyzed that our country establish the reasons of the limit partnership system in a specific way, put forward the limited partnership since have the margin function of the limited liability company, and then overcame various irregularities that limited liability system bring ;The limited partnership is advantageous to the best combination that carries out the investor and hurls to know( technique);The management activity of the limited partnership compares the management activity of the company to even have the confidentiality; The limited partnership system is advantageous to avoid dual pay tax, be paid personal income tax by the partner only; The limited partnership system is advantageous to transfer to invest the enthusiasm, avoiding the morals risk; Currently, because of have no explicit law provision, this business enterprise organized form of the limited partnership is a hard existence currently in China. For example, the premature death of the Beijing Tian Lu Investment in enterprise center— the first risk of limited partnership investment organization in China is a clear certificate. Our country should build up the limited partnership system as soon as possible; It is the very good choice that the investor carry on investment's start a business that limited partnership make etc. Last, on this foundation, analyzed that our country learning the national laws and mature experiences of British and American .building up the limited partnership system of special features may face the various actual problems, such as the lawmaking mode problems of the limited partnership, point out that the two match company have not the function to promote our country risk investment developing; Replace the limited partnershipto carry on the lawmaking with the secret partner, may produce some problems; For realizing the lawmaking up to the value of the limited partnership, the limited partnership that add takes side toward independent legal person corpus more and more, suggestion our country draws up one alone set ({ limited partnership law )) .Establish the principles that should follow" from the strict register, take charge of continuously" such as the limited partnership again; Should allow the legal person to become the common partner within limited partnership, the national public official is the qualifications of the partner to deserve the restrict, in order to defend the state-owned property to run off, the state-owned business enterprise cans do for limited partner of undertake the limited liability generally and only; The quantity of the limited partner should not be subjected to limit; The rights and duties of each partner; The limited partnership back, dismisses and changing with the company type ;In order to actually protect the limited partner' s rights and encourage their aggressive investing, the limited partner can carry on the derivative action; Bankrupt procedure of the limited partnership; For the healthy development of limited partnership system, should create the law environment for it and good of social economic condition etc..