Legal Research On The Issues Of Limited Partnership Private Investment Fund

Private investment fund has an important position unmatched by other market players in the crack SMEs financing difficulties, promoting the transformation and upgrading of SMEs and technological innovation, stimulating economic vitality and so on. Compared to corporate and trust-based, limited partnership with a private fund has incentive, taxation and many other advantages....... However, due to the late start of private investment, limited partnership legal system is formally established after the "Partnership Enterprise Law" in 2007, so private limited partnership legal system has many problems, to protect the interests of investors facing severe challenges, urgent need for a comprehensive analysis of the status quo of limited partnership private funds to the legal system and targeted improvement.From the definition of the concept of private limited partnership, expounds the characteristics and institutional advantages of Limited Partnership Private Fund, through the empirical analysis of our limited partnership private fund legal system environment and operation status to explore the main legal issues exist in our legal system, traced the evolution of outside countries, especially the British and American legal system process, to explore the creation of the legal system in the background, purpose and rationale, as well as comparative analysis of the effect of legal practice, on the basis of extra-regional countries drawing on experience and practice, the paper puts forward some suggestions on improving the legal system of private fund of our country.In addition to the introduction and conclusion, this paper consists of four parts:The first part is the interpretation of the private fund with limited partnership. On the basis of reference for scholars of private and limited partnership investment fund existing research, this paper argues that should consider two aspects to understand private, the eligibility and issuance of non-public, combined with the limited partnership system and investment funds understanding defines the concept of private limited partnership, and then analyzes the characteristics and institutional advantages of Limited Partnership Private Fund.The second part is to reveal the main legal problems existing in the Limited Partnership Private Fund in our country. On the basis of analysis of environmental and operational legal status of limited partnership of private funds, points out there are four main issues, specifically including: the QFII system is unreasonable; prohibit general solicitation system is not perfect;Limited Partnership of Private Fund Governance imbalance and general partner constraint failure mechanism.The third part is the reference of extraterritorial national private limited partnership legal system, mainly discusses the related legal system in Britain and the United States, in order to provide Inspiration for the Improvement of the legal system of Limited Partnership Private Fund. Specifically, for the four main issues raised by the second part, corresponding to the effects of the US private QFII system, the United States banned the general solicitation system, constraint mechanism of the contents of the legislation, evolution and the legislative value from the United States limited partnership legal system and British law limited partnership system to the general partner.The fourth part is the suggestions of providing perfect legal system of Limited Partnership Private Fund. On the basis of drawing on extra-territorial legal system, combined with the specific legal environment in our country, this paper suggests: clear eligibility criteria for judging the ability of investors to risk identification, specific operating rules and perfect regulations limit the number of investors; explicitly prohibit the connotation of general persuasion, extension and the judgment standard;extend the right of limited partnership investors to participate in the affairs of the partnership; clearly the general partner of fiduciary duties and improve general partner responsibility commitment mechanism.