Studies On The Legal Issues Of Limited Partnership Private Equity

The combination of limited partnership organizational form and private equity fund can be described as bring out the best in each other.However,due to China' s relevant laws and regulations are not perfect,and the supporting system is lack,when the limited partnership private equity fund is growing vigorously,it also faces many risks.Internal agency risk is the first to bear the brunt,and is the most important risk,so it is particularly important to effectively avoid it and protect thelimited partners' interests.In addition,the governance mechanism between fund managers and invested enterprises is not perfect,the risks also exist.The existence of risk determines the need for regulation,which can act as the access phase of avoiding the first defense line,the regulatory defects are serious.In order to better regulate theoperation of limited partnership private equity fund,mitigate and control all risks,mitigate and control different risks,achieve the profit maximization for both partners,as well as promote the healthy development of private equity industry,after reading some relevant books,the writer starts from the reality in China,learns from foreign legislation and practical experience,and puts forward own opinions on the related issues,as well as focuses on the internal agency risk.In addition to the introduction,conclusion,reference and acknowledgement,this paper is divided into four chapters.Chapter One,definition of limited partnership private equity fund.This section first defines the definition of limited partnership and private equity fund,clears the concept and characteristics of limited partnership private equity funds on this basis.Second,analyzes relationship between the main participants(that is the limited partner and the general partner)from four points of view:(1)Principal-agentrelationship(2)partnership(3)supervision relationship(4)fiduciary relationship.Chapter Two,internal agency risk issues.Combined with the practice,this chapter first points out the current limited partnershipprivate equity fund internal agency risk issues may sometimes occur,general partner agent behavior losing problem cannot be underestimated.Second,from three aspects:(1)information asymmetry,(2)general partner management ability is weak,(3)the rights and obligations of investors and managers are not balanced,to analyze the cause of the risks.At the same time,this section points out that under such circumstances,limited partners use rights to expand,and gradually become general partners.Finally,this section carries out research on risk evasion countermeasure from two aspects:partner rights and interests' distribution and partnership agreement governance rule attributes.Firstly,from the legislationto broaden and improve the rights of limited partners,including Right to Know,Administrative Power,and Right of Action.Secondly,clear the general partners' fiduciary duty,and restrict their agent behaviors.At last,this section suggests through two ways:(1)the limited partnership agreement can appoint investor's right scopes,(2)use limited partnership agreement to improve the restraint mechanism,to strengthen the property of partnership agreement governance rules,and put its fundamental documents role to good use.Chapter Three,fund managers and financing corporate governance issues.This section first briefly analyzes the current governance mechanism situation between them,and points out the shortcomings and puts forward consummates suggests,mainly including(1)the position of valuation adjustment mechanism is embarrassed(2)the listing exit is restricted.Chapter Four,access supervision issues.Risks cannot be put to an end,regulation is particularly important.Currently,the limited partnership PE is still in the exploratory stage in China,the access standards of investors and fund managers are broken in a variety of ways.This section first from two aspects:(1)qualified investor rules are not perfect,(2)manager mechanism is defect,to review the access supervision status,and then put forward the corresponding perfect idea for the existing defects.