Research On Legal Questions Of Company Investment In General Partnership Enterprise

There are still many debates at home and abroad, whether a company juridical person may invest a partnership enterprise. However, Partnership Enterprise Law which is revised in 2006, definitely not only confirms that a company may become a limited partner, but also connives that a company may become a general one. For the former, there are hardly diputes at home and abroad, but there are many different opinions for the latter. Some scholars maintain that a company can not invest a partnership and become a general partner to assume indefinitely associated responsibility. Some scholars think that there are some risks when a company becomes a general partner to assume indefinitely associated responsibility, but it is not necessary to be worried about if the properly preventive system is built. The others who support that a company may become a general partner, announce that there is no extra risks for the company and some general risks is natural. For it, the author only discusses the question that a company becomes a general partner and assumes indefinitely associated responsibility.There are six parts in the paper.The first part mainly puts forward the questions, explicits the concepts and investigative range, and then summarizes the related documents at home and abroad. There is rare research about it in our country, however, after new Partnership Enterprise Law is executed, there is the case that a company becomes a general partner, objectively. Therefore, there is not only an important theoretical significance, but also practical one. In essence, a company becomes a general partner is a question that a company to invest. The paper suggests that the title "the company investment" should take place "the company shift in investment" and the research range should be confined in a general partner when a company invests, but a limited partner. Finally, there is a detailed description for the situation that the legislations allow a company to invest a general partnership enterprise.The second part mainly introduces the legislative pattern abroad and legislative evolution in our country. There are different provisions about a company to become a general partner, though these countries or areas are belonged to same legal system. Also, there are different explanations for the same legislations in different historical periods of different countries and areas. The author divides three different legislative patterns according to the countries and areas' different attitudes. Simultaneously, our country comes through a process from vague position to specific negation and conniving permission, that is to say, it is a eclectic legislative pattern. Then, author tries to evaluate the general partner's responsibility and our country's policy balance.The third part mainly introduces the theoretical foundation and realistic base about a company to become a general partnership enterprise. In our country, in a long period, a juridical person to become a partner is to be criticized. However, with the development of economy and improvement the people's living standard, they have not justified themselves for it. The part of the paper tries to research into the theoretical foundation and realistic base in order to make up the defects of a little study and attention.The fourth part mainly introduces the influences for different stakeholders about a company to become a general partnership enterprise. It is two sides a question, and has not only a positive function, but also a negative effect. The part points out the positive function and negative effect for the stakeholders of the company and the general partnership on the basis of analysing the present legal systems.The fifth part mainly introduces the preventive measures about a company to invest a general partnership enterprise. The author thinks that we can't exaggerate or threat the risks and should has a correct recognition and take some positive measures to build the "firewall" in case of the threat. The paper provides some preventive measures from the perspective of the company, the general partnership enterprise, company's shareholders, company's creditors, other general partners, the partnership's creditors, etc.The sixth part is the conclusion. It mainly introduces the gains and losses and indicates that we should look the question about a company to invest a general partnership enterprise in an concrete, historical and developmental insight. At the same time, the operators of our country's company and partnership not only seize the opportunities to make use of the positive influence, but also take some preventive measures to reduce the risks, possibly, and we should not "throw out the child along with the bath" to deny a company to become a general partner.