Research On The Matter Of Law Of Venture Capital Fund Under Chinese Limited Patrnership System

Venture capital fund under Chinese limited partnership system is the researchobject of this paper. Venture capital originated from and flourished in America andAmerican Research and Development Corporation is the symbol of modern venturecapital. Since the1990s, persistent high speed growth of American economy hasdrawn wide concern of the world, in which the favorable effect of venture capital onAmerican economy was more remarkable. From then on, England and France inEurope have strived to develop the venture capital, and Japan and Singapore in Asiahave also set off a wave of venture capital in succession. At present, China is in astage of economic reformation, so upgrading of industrial structure is urgently neededto realize the strategic transformation of economic growth model. Thus, a largenumber of high-tech enterprises are needed to be developed, but there is a fact thatthese enterprises face a difficult question of hard financing. The current financingchannels are difficult in satisfying the demand of vast sums for these enterprises.However, the venture capital fund can fulfill the eagerness of large amount offinancing for high-tech enterprises, creating great and long-term significance forChinese economic development.Since1980s, China has been working on the development of venture capitalfund, and the government has issued Decisions about Reform of Science andTechnology Management System as policy direction, clearly setting the goal ofvigorous expansion of venture capital fund. At that time, the institution of venturecapital basically followed the mode of America, mostly adopted the company system,but operating efficiency was general and limitations were relatively large. After that,limited partnership system was taken as a form of business with large scale of legalnature and was widely used in venture capital industry. With the rapid development ofChina’s national economy, the more and more perfect capital market and the increasing demand of financing for a large number of high quality and high technicalminor enterprises, venture capital fund under limited partnership system has achievedrapid development in China. Since formally implemented the revised PartnershipEnterprise Law on Jun.1,2007, limited partnership system, which is the commonsystem used for venture capital fund by developed countries, is used more and morefrequently, clearing the way and laying solid foundation for the continuous, rapid andprosperous development. Therefore, the research done by the writer on venturecapital fund under Chinese Limited partnership system has important theoretical andrealistic significances.Based on the status quo of social economic and law, venture capital fund underChinese Limited partnership system is analyzed from the beginning to the ending,including the whole four aspects of financing capacity, investment ability,management ability and exit ability in the course of capital functioning. The researchis aimed at collecting a complete system of venture capital fund under limitedpartnership system comprehensively and objectively, and exploring the status quo ofthat, existing problems and new trend of development.The research of venture capital fund under Chinese Limited partnership systemis done from the following six parts in this paper:Part-1. The outline of the venture capital fund under limited partnership system.This part is mainly introduced the history of limited partnership system and the originof venture capital, reviewing the development of Chinese venture capital. Thetheoretical derivation of the venture capital fund choosing the limited partnership. Inthis chapter, it is introduced that the main organizational forms of venture capital inthe international financial market consist of the company system, trusteeship andlimited partnership system, and meanwhile, a contrastive analysis is made on thethree types of funds. On that basis, the comparative advantage of the limitedpartnership system and the specific reasons of the venture capital in China choosingthe limited partnership system are emphatically elaborated.Part-2. The establishment and investment of the venture capital fund under thelimited partnership system. A comparison is made on the three different launchingmodes and its ensuing effects of the venture capital fund under the limited partnership system, and a brief overview of the establishment status is carried on.With this part,the current financing situation of the venture capital fund under limited partnershipsystem is briefly described. Through the case of Blackstone Group, an analysis isgiven on the new financing channel appearing internationally----public listing. Inaddition, different investment models are contrasted.Part-3. The internal governance of the venture capital fund under the limitedpartnership system. Starting from two aspects of the limited partner and generalpartner, according to the rule of safe port, and taking the derivative action and thefiduciary duty of the general partner to limited partner as the subject, this part focuseson the analysis of the executing affairs and decision management of the internalventure capital fund under the limited partnership system.Part-4.Sign out of limited partnership venture capital fund.The initial publicoffering,equity transfer,bankruptcy liquidation three exit way of comparisonanalysis,reach should with M&A mode.Part-5. The termination of the venture capital fund under the limited partnershipsystem. It analyzes the effect on all the partners in the venture capital fund under thelimited partnership system from bankruptcy and clearing the two kinds of terminationways.Part-6. The supervision of the venture capital fund under the limited partnershipsystem. Through analysis on American and British supervision mode the supervisionconclusion that giving priority to industry self-discipline, supplemented bygovernment regulation is drawn.