The Research Of The Limited Partner, Rights And Obligations

Today, at the initial stage of socialist, China is focus on developing Market Economy. A variety of business forms is eager to be wanted. But it is a pity that there is no national legislation about the limited partnership in China before. Therefore, the new"partnership corporation law"which established the limited is necessary and urgent. It can help to dissolve the problems what we face now, such as the small corporation is difficult to financing. So it is meaningful to pass the new"partnership corporation law".The basis of research is the new"partnership corporation law", in the same time, the article draw the successful experience from the West Country. The article start from the history of the limited partnership, the rights and obligations of the limited partnership is core. Then, the writer compares the advantage and disadvantage of law. The writer admits the successful of law and point out the defect of law. The writer takes several piece of advice to make the law be perfect.This article consists of seven parts, about 42,000words.The introduction classifies the history of the limited partnership mainly and forecast the trend of limited partnership. The writer classifies the concept of limited partnership and character in law. At last, the writer shows the basis of research and standard of distinct the rights and obligations of limited partner.The first chapter: The legal statue of limited partner. Firstly, the writer analysis the quality of limited partner, and make sure that the capacity is not necessary for a limited partner. Secondly, whether restrict the number of limited partner is reasonable? The writer think is reasonable. Lastly, the writer thinks the relationship between general partner and limited partner is contract not trust.The second chapter: the integral right of the limited partner. This part includes four kinds of rights: liability limited, gain profits, the right to transfer the share, the right to take back the surplus property. This chapter classify the limited partner when can exercise these rights and how to exercise these rights.The third chapter: the external right of the limited partner. This chapter mainly talks about three kinds of rights. The limited partner derives from the partnership corporation. So the limited partner can supervise the partnership corporation; run the same kind business freely and trade with the partnership corporation freely. The chapter focuses on the condition to exercise the rights.The fourth chapter: the integral obligation of the limited partner. The obligation focuses on deliver the property to the partnership corporation. It mainly refers to how to deliver, the form of the property and the period of to fulfill the obligation.The fifth chapter: the external obligation of the limited partner. It mainly classifies that the limited can not participate in the operation of the partnership corporation. The author explains the reason and introduces the"safe harbor"in West Country. The sixth chapter: the relief of rights and the function of responsibility. It researches that the limited partner how to get relief when rights were invaded and how to take responsibility when he did not fulfill the obligation correctly.The chapter of conclusion admits to establish the limited partnership corporation is successful. The research of the rights and obligation is crucial important to exercise the utility of limited partnership. So the research of the rights and obligation of the limited partner has important practice meaning.