Limited Partnership Venture Capital Institutions

Venture capital in the developed market economy has emerged as an investment,it is a high risk, combination, long-term, equity, and professional investment in innovation by supporting entrepreneurship, promoting scientific and technological achievements productivity, promote the industrialization of high technology and other aspects have an important role. Overseas experience has shown that venture capital is to improve the innovative capacity of the accelerator. Therefore, the development of China's independent intellectual property rights of innovative technology, we must develop venture capital. The role of venture capital is a combination of actually capital and intellectual capital, and promote the development of high-tech industries .In the venture capital industry, venture capital organization is the important link to connect venture capitalists and corporate, it is the direct venture participants and operators, the main risk and profit. Organizational form of venture capital organization and operating mechanisms for efficiency and risk control investment plays a key role. In 2006, the new Partnership Enterprise Law of the people's republic of china "provisions of the limited partnership, is the most widely used, the most significant effect of venture capital organization, from the legal system for the development of venture investment in China to provide protection.This paper consists of five chapters. In the first chapter, a brief introduction to venture capital, and its difference with the general investment, venture capital organization on the three main forms, corporate, limited partnership and trust fund system, described one by one. Introduced the United States and Israel venture capital limited partnership industry experience and achievements. In the second chapter describes the origin of the first limited partnership, Two law system of modern in the characteristics of limited partnership, and limited partnership system with other similar organizations to compare the form of instructions.In the third chapter, drawing on the U.S. system of limited partnership, limited partnership described in detail peculiar to the institution of the "safe harbor" rules, certificate of limited partnership, limited partnership agreement, limited partnership fiduciary duties.In the fourth chapter, from the limited partnership a unique incentive and restraint mechanisms, the limited partnership and corporate, venture capital trust the system to compare, because the system shows the characteristics of limited partnership, so that in the control of moral hazard, attract investment and so has more advantages. Therefore, venture capital limited partnership investment in China's development should be the direction industry.In the final chapter, after twenty years in China's venture capital development in 2006, the new "Partnership Law" chapter provides a limited partnership to have adequate legislative basis. In building a venture capital limited partnership, there are many places to note, the contents of the legal system limited partnership needs improvement, supporting laws and regulations, amendments to the system.