Research On The Fiduciary Duty Of Fund Manager Of Limited Partnership PE

With the Partnership Enterprise Law formally establish a limited partnershipsystem, the development of a limited partnership type of private equity funds in thefinancial market like gangbusters. The majority of investors like this type of PEbecause of its tax preferential, advantage of flexible funding and operation and as wellas the efficient incentives. And, since the implement of Securities Investment FundLaw in2013, Private Equity has established its important position in the capitalmarkets indispensably, which means that the quantity of limited partnership-typemodel of private equity trading operated by investors will be greatly increased.The main parties in a limited partnership-type PE are fund investors and fundmanagers, their status and the division of responsibilities between the two aredifferent, and, compared with corporate-type PE and trust-type PE, the specialorganization form in limited partnership in its operating mechanism and PE fundmanagers’ unlimited liability, all these are to better promote the development of alimited partnership type of PE.However, despite many advantages in the limited partnership-type PE, thelimited partner commit the funded ratio of debt and do not enjoy the right topartnership affairs management based on the limited partnership itself institutionallydesign, and general partner contributed less capital and is responsible for partnershipaffairs operation.Based on this arrangement, a limited partner cannot supervise theoperating behavior by the general partner effectively, which may result in informationasymmetry between the general partner and a limited partner so as to causing adverseselection and moral hazard and harm the interests of investors’. Based on the analysis of a limited partnership-type PE fund managers connotation fiduciary duties, thispaper point out the performance of lack of fiduciary duty in our country and analyzethe underlying reasons, combined with U.S. obligations under the relevant legislationso as to put forward a sound fiduciary obligation of the Fund Manager proposal-firstclear legislation on the fund manager ’s fiduciary duty requirements, and then create afund manager credit system, and strict rules for market access, and finally strengthenconstraints on limited partnership agreement, strictly limit its management behavior.By foregoing recommendations with a view to promoting the further development ofthe private equity market.