Similarities and differences between the Companies Act and the Partnership Act in respect of the for

The most important feature of the company is that the legal person bears the liability, and the shareholders bear limited liability. The partners are jointly and severally liable unlimitedly.

Difference Between Partnership and Corporation:

First of all, the partnership is a contractual enterprise, and **** is an equity enterprise. China's "Partnership Enterprise Law" stipulates that a partnership enterprise is an enterprise in which the partners enter into a partnership agreement in accordance with the law, jointly contribute, operate in partnership, share benefits, share risks, and bear unlimited joint and several liability. The partnership agreement is the basis for the partners to enjoy the rights and assume the obligations, and the methods, amounts and terms of the partners' capital contributions, the methods for the partners to distribute profits and share losses, and the execution, dissolution and liquidation of the partnership enterprise are all operated in accordance with the partnership agreement concluded in accordance with the law.

The Company Law stipulates that the shareholders shall be liable to the company within the limit of their capital contribution in accordance with the proportion of their capital contributions, and shall enjoy the rights of the owners to benefit from the assets, make major decisions and choose managers according to the amount of capital invested in the company.

Secondly, the partnership does not have legal personality, and **** has legal personality, which is the main difference between a partnership and a company. This distinction has two meanings, the first is that the partnership only has a relatively independent personality, and **** has an absolutely independent personality. Second, it shows that the property of the partnership is only relatively independent, and the property of **** is absolutely independent.

A partnership is a combination of independent partners under a partnership agreement and has the nature of a personal partnership. A partnership only has a relatively independent personality, and it conducts business activities as an independent entity, and can own property in its own name, participate in litigation, and enjoy various other rights, but in terms of bearing debt liabilities, partners and partnerships have a joint and several relationship. The partners are jointly and severally liable for the debts of the enterprise, and each partner can enjoy rights and assume obligations on behalf of the other partners, even if they have an internal agreement on the proportion of debt liability, they cannot resist the external unlimited joint and several liability.

Third, the difference between a partnership and a partnership in terms of liability is closely related to the difference between them in terms of property rights structure. The ownership structure of a partnership is a monistic structure, whereas the ownership structure of a corporation is a binary structure. The property of the partnership is not owned by the partnership organization, but is jointly owned by the partners, so the partners and the partnership are jointly and severally liable.

Finally, there are also clear differences between a partnership and a company, in terms of how they are set up, how they operate, how they withdraw and transfer investments, and how they continue and dissolve businesses.

The company is limited liability, and the partnership is unlimited joint and several liability, for example, your equity in the company is 100,000, then the company owes 1 million, and you only bear 100,000; If it is a partnership, the three partners owe a total of 300,000 yuan, and the other two people have no money, you have to bear 300,000 yuan yourself. Corporate liability is relatively small, partnership liability is relatively large, and unless there is special trust, it is now generally in the form of a company.

Legal analysis: After the establishment of the company, it can enjoy certain rights in accordance with the established regulations, and the responsibilities of the shareholders of different types of companies are stipulated by the established legal norms.

Legal basis: "Partnership Enterprise Law of the People's Republic of China" Article 2 The term "potato and celery partnership" as used in this law refers to the general partnership and limited partnership established by natural persons, legal persons and other organizations in China in accordance with this law. A general partnership is formed by general partners, who are jointly and severally liable for the debts of the partnership.

Where this Law has special provisions on the form of liability of the general partner, follow those provisions. A limited partnership is composed of a general partner and a limited partnership partner, the general partner is jointly and severally liable for the debts of the partnership, and the limited partner is liable for the debts of the partnership to the extent of the amount of their subscribed capital contributions.