Improve The Form Of Limited Partnership To Change The Form Of The Company's Legal System

Many countries have limited partnership enterprise alters the legal norms for the company’s legal system are related. China’s "Partnership Enterprise Law," although the partnership form of organization to change a number of provisions, but did not involve a limited partnership company changed circumstances. Although the Beijing Municipal Administration for Industry and Commerce announced the "How to handle the organizational form of conversion (Zhongguancun Park District 10 only)" provides 20 files partnership into other forms of organization need to submit proof, open country enterprises to change the legal form of organization and standardization precedent. But "how to handle the organizational form of conversion (Zhongguancun Park District 10 only)," the relevant provisions are too harsh, flawed in content, and failed to achieve the desired effect applies, in fact, is set to change the organizational form of enterprise a lot of obstacles. Through this article research, it aims to explore how to build a market order to further maintain and increase vitality in the limited partnership at the same time, to fully protect the interests of the limited partnership limited partnership enterprise creditors for the company’s change in the legal regime of law.Lack of change of limited partnership for the company’s legal system is one of the reasons the legal system of limited partnership legal status is inadequate. The author analyzes the legal nature of a limited partnership that should be clearly defined in the law of a limited partnership with legal personality.From the point of view of the limited partnership itself, in order to improve the limited partnership form of business organization change for the company’s legal system, the need to improve the legal system includes specific business requirements and procedures to be followed substantial elements of two parts. Wherein program elements include production of a limited partnership organizational change plan, complete property report, limited partnerships and other partners through the organization voted to change the resolution, the limited partnership form of business organization to register the change announcement, the substantive requirements which include changes to the limited partnership assets and number of shareholders at the company’s requirements.Starting from the perspective of creditors, allowing a limited partnership form of business organization changed to protect the creditors and the company must not be harmed in the law, which proposes a limited partnership to improve creditor protection Suggestions legal system. First, given the limited partnership creditors the right to dissent; the second is given to the rights of creditors to pay off the debt in advance or provide full security; third is to improve shareholder of joint and several liability system; Fourth, establish an alternative compensation system, including professional liability insurance and practicing risk fund system. Construction of these limited partnership creditor protection in the legal system of law, can reduce the probability of occurrence of a partner’s personal assets less debts situation, more comprehensive protection of the interests of creditors of a limited partnership.From the formal legal point of view, we should improve legislation in the form of limited partnership form of organizational change for the company’s legal systems: one is the current revision of the relevant statute law, to make it more operational; the second is to break the existing law on rigid restrictions in the form of business organization change, more fully respect the right of independent management companies; Third, speed up specific legislation to gradually implement the pilot.