The Study On The Legal System Of Limited Partnership Private Equity Fund

The limited partnership private equity fund in the 1980 s become a typical model of the U.S.private equity funds,with its effective to avoid the corporations classical system the superiority of double taxation system in the private equity fund leap type development.Since the implementation of the partnership law in 2007,the limited partnership private equity fund has been accompanied by the growth of domestic capital market.In march of this year has just held the two sessions,the CSRC has proposed six reforms in a is attach great importance to the strategic role of private equity funds,so in the next five years,private equity funds will usher in rapid development,and the organization form of limited partnership private equity fund in our country also is adopted by most private equity funds,so a limited partnership private equity fund of the practical value is obvious.In attaches great importance to the strategic role of private equity fund at the same time,the SFC also emphasized the perfect the tax policy of private equity fund arrangement for promoting the importance of its positive healthy development,therefore based on the limited partnership private equity fund tax legal issues as the research object is very timely.Countries around the world,as it were,in the process of the development of private equity fund,tax policy plays a role of booster,private equity funds that market prosperity without support for tax policies and guidelines.Since the development of the limited partnership private equity fund in China for nearly 10 years,the state department and local governments have enacted a number of tax laws and regulations,which have made some contributions to their development.But compared with limited partnership private equity fund in the vigorous development of capital market,its tax legislation has lagged behind the development of its economic activities,the current tax law system with the limited partnership private equity fund in the practice.The author will discuss the following problems:limited partnership private equity fund lacks unified legislation;The total income tax burden of private equity fund in China is less than that of the private equity fund.The principle of "tax transparency" tax law of partnership enterprise is not thorough;The natural person's partner as a general partner and as a limited partner's tax issue;The legal qualitative problem of the excess return of general partners;The application of the limited partnership private equity fund and the corporate private equity fund in the principle of substantial taxation and the principle of fairness.These problems stand in the way of the development of limited partnership private equity funds and need to be solved to promote their healthy development.This paper is divided into five parts.The main contents are as follows:The first part is about the significance of the development of limited partnership private equity fund and the existing tax law.It is divided into two aspects.First,the significance of the development of private equity fund is briefly introduced.The second is to enumerate the tax law problems existing in the private equity fund of limited partnership,including the lack of unified legislation of private equity fund of limited partnership.The total income tax burden of private equity fund in China is less than that of the private equity fund.The principle of "tax transparency" tax law of partnership enterprise is not thorough;The natural person's partner as a general partner and as a limited partner's tax issue;The legal qualitative problem of the excess return of general partners;The application of the limited partnership private equityfund and the corporate private equity fund in the principle of substantial taxation and the principle of fairness.The second part is the analysis of the tax law of private equity fund of limited partnership,which is the key part of this paper,which is divided into six problems.The first question from the lack of unified legislation of limited partnership private equity fund,combed the related legislation on private equity fund in our country,points out that for the lack of legislation in our country.The second problem is that our country limited partnership private equity fund income tax is less than the whole company the paradox of private equity funds,as a basic example,the import by fund investment company or natural person,private equity fund organization form for the company or a limited partnership two variables assume that the four types of tax burden difference under different situation,in the form of a straightforward to calculate all kinds of situations of consolidated income tax burden,draw two organization forms and cannot simply think that a certain kind of organization form is more advantageous to save tax burden of important conclusions.The third problem is the incomplete analysis of the principle of "tax transparency" in partnership,and points out the reasons why this problem exists.The fourth question is about the tax difference between the natural person's partner as a general partner and as a limited partner.The fifth question is about the legal qualitative problem of the excess return of the general partner,and the author believes that the "service income" should be defined.The sixth problem is the choice of organizational form for the application of the principle of substantial taxation and the principle of fairness.The third part introduces the solution of the tax law of private equity fund of limited partnership,and draws lessons from American experience.Firstly expounds the superiority of the United States limited partnership private equity fund system,and then expand its specific reference to our country,including the partnership "tax portholes" principle for the implementation of the tax law,private equity fund supporting tax law,the private equity fund tax breaks,excess returns and inhibits PTP preferential tax dispute.Through the above problem limited partnership fund in China in the similar problems in the process of development to provide reference to orwarning,and simply introduced the United States limited partnership private equity fund's two big bill: H.R.2834 bill and Baucus-Grassley.The fourth part of the limited partnership private equity fund tax legal system and related issues of the improvement of the concept and Suggestions.Although it can be used for reference,it can not simply "bring the doctrine" to suit China's national conditions.Specific proposals,including perfecting its legislation about limited partnership private equity fund and improve the tax laws and regulations,implement the partnership "tax portholes" principle of the tax law,tax essence principle and the principle of fair use,the nature of the excess return that-as labor remuneration,and tax breaks.The above Suggestions are proposed to make a contribution to the perfection of the tax legal system of China's limited partnership private equity fund.Innovation of this paper lies in: first,with an example,introducing the related variable is set to 2,the variable X for fund investors,Y variable as the organization form of private equity funds,concrete can be divided into four categories discussed scenario,break through the traditional thesis writing technique,in the form of more intuitive and have data to support a convincing conclusion.Second,the partnership enterprise "tax transparent body" of the tax law principle deep apply to this article,with the help of the result of the first point,deeply illuminates the partnership "tax transparent body" to carry out a thorough and incomplete difference brought about by the practice.Third,boldly put forward the private equity fund in real tax principle and the principle of fair use,exempt company stock transfer tax,as a result of private equity fund,to eliminate double taxation in the level of the classical system,don't let to difference in the form of private equity fund as the reform of the United States limited partnership private equity fund.