What is the difference between an anonymous partnership and a general partnership? 5

Limited Partnership] Difference Between Anonymous Partnership and General Partnership**.

1) In a general partnership, the property invested by each partner is shared by all partners and is managed and used by all partners in a unified manner; In a silent partnership, after the anonymous partner makes a capital contribution, the property rights are transferred to the famous businessman, and the famous businessman has the right to freely dispose of the capital contribution of the anonymous partner and independently engage in business activities externally;

2) In a general partnership, the business of the partners is common, each partner is the subject of rights and obligations, has the right to participate in the operation of the partnership, and can establish a legal relationship with a third party, while in the anonymous partnership, the partnership is only the business of the famous businessman, not the joint business of all parties, the subject of its rights and obligations is only the famous businessman, and the partnership affairs are exclusively executed by the famous operator, and the anonymous partner does not participate in the operation of the partnership and has no right to establish a legal relationship with a third party;

3) In a general partnership, the partners can contribute labor and technical contributions, while in the anonymous partnership, the anonymous partners can only contribute capital with property;

4) The matters of the general partnership are not limited to profit, while the matters of the anonymous partnership are limited to profit;

5) The parties to a general partnership can be several persons, while a silent partnership is limited to two parties;

6) In a general partnership, each partner is directly responsible to the creditors of the partnership and bears joint and several unlimited liability for the partnership debts, while in a silent partnership, only the famous business person has unlimited liability for the partnership debts, and the hidden partner is not directly responsible to the creditors of the famous business person in principle, and bears the liability for the repayment of the partnership debts only to the extent of their own capital contributions;

7) In a general partnership, the rights and obligations of each partner are the same, while in a silent partnership, the rights and obligations of the anonymous partner and the well-known business owner are not the same. In the case of a silent joint venture, according to the principle of reciprocity of rights and obligations, the rights of the famous businessman are correspondingly much greater, since the well-known businessman has unlimited liability for the partnership debts, while the anonymous partner only bears limited liability. For example, the anonymous partner does not have the right to manage the business, has no right to vote, cannot be the natural person of the partnership, has no right to prevent the participation of new partners, and has no right to interfere with the dissolution of the partnership.

8) In a general partnership, the partners jointly operate the partnership, so it has its collective nature, while the anonymous partnership has no group nature. Therefore, the death of one of the partners in a general partnership usually dissolves the partnership; In a silent partnership, the death of the anonymous partner does not affect the continuation of the partnership, and only when the famous businessman dies will the termination of the partnership. Although there are the above differences between a silent partnership and a general partnership, the anonymous partner contributes capital to share the benefits and the anonymous partner and the famous business person have the same interest in the business results of the partnership, which are similar to those of the general partnership.

As stipulated in Article 701 of the Civil Code of the Taiwan Region:"Except as provided in this section, the provisions on partnerships shall apply.

Limited Partnership] What is the difference between an anonymous partnership and a limited partnership.

1. The legal positioning of the two is different. In the two major theoretical legal systems, the limited partnership is treated as a commercial subject and is in a legislative pattern in which commercial natural persons and commercial legal persons want to be juxtaposed.

2. The legal nature is different. In addition to being a contractual relationship like a silent partnership, a limited partnership is also a business organization that gives it legal personality in some civil law countries.

3. The requirements for the formation of the contract are different. Because the limited partnership is a commercial entity, it operates externally on the basis of its personal co-lease and capital cooperation. However, the anonymous partnership only operates externally with the credit of a well-known businessman, and lacks asset guarantee.

4. The constraints are different. In a limited partnership, all partners are bound by the articles of association of the company or enterprise, and the articles of association have the same effect as the newly acquired partners. In a silent partnership, this "loan contract" between them is not regulated by the articles of association.

5. The credit basis is different from the return rights enjoyed by the partners for the capital contribution. In a limited partnership, the basis of the partnership's external business is its personal and capital partnership. In a silent partnership, the well-known businessman only uses his personal credit as the basis for external credit.

The above is the legal knowledge about this aspect, I hope it can be helpful to you. If you are unfortunate enough to encounter some difficult legal problems, and you have the idea of entrusting a lawyer, we have many lawyers who can provide you with services, and we also support the selection of lawyers in designated areas online, and there are detailed information of relevant lawyers.

1. The nature and ownership of the contributed property are different.

In a general partnership, the partners contribute their own capital and the property belongs to the partners jointly; In a silent partnership, the anonymous partner contributes capital to the apparent partner, and the property is nominally owned by the apparent partner.

2. Differences in subject qualifications.

In a general partnership, each partner is the bearer of rights and obligations to a third party, and is an independent subject in the legal sense. In a silent partnership, only the apparent partner is an independent entity in the legal sense.

3. Different rights and obligations.

In a general partnership, the rights and obligations of each partner are the same, and in principle, they have the right and obligation to perform the partnership business (unless otherwise agreed); In a silent partnership, the anonymous partner is generally not allowed to perform the partnership business, has no voting rights, cannot be the natural person of the partnership, has no right to interfere with the termination of the partnership, etc., and his rights are restricted to a large extent.

4. The degree and scope of responsibility are different.

In a general partnership, the partners shall be jointly and severally liable for the debts owed by the partnership to the outside world; In a silent partnership, the apparent partner is required to bear unlimited liability, while the anonymous partner only bears limited liability to the extent of capital contribution, and the anonymous partner is not responsible for debts exceeding the part of his capital contribution.

The above is the legal knowledge about this aspect, I hope it can be helpful to you. If you are unfortunate enough to encounter some difficult legal issues, and you have the idea of entrusting a lawyer, we have many lawyers who can provide you with services, and we also support the selection of lawyers in designated areas online, and there are detailed information of relevant lawyers.

There is no legislative provision in China on limited partnerships and anonymous partnerships, and when the "Partnership Enterprise Law" was formulated, limited partnerships were included in a separate chapter, but this provision was later deleted for various reasons. In view of the unique value of limited partnership in financing and investment risk-taking, scholars have repeatedly called on China's law to establish a limited partnership and a silent partnership system to meet the needs of diversified enterprise forms, especially the development of high-tech enterprises. Although limited partnerships and anonymous partnerships have not yet been officially recognized by China's legislation, there are actually limited partnerships and anonymous partnerships in China's social and economic macro-investigation.

Scholars believe that if an individual partnership is adulterated with shares, it should be treated differently. The owner of the shares (i.e. the shareholder) has only limited liability for the debts of the enterprise or partnership, and only the liability for repayment is limited to the share of his capital contribution. Therefore, if there are shares mixed in an individual partnership, the partnership members shall bear unlimited joint and several civil liability, and the shareholders shall only bear limited liability.

Whether the court confirms the form of a limited partnership and the limited liability of partners is a major issue that will be faced in China's judicial trial practice. In the author's opinion, the limited partnership system adapts to the needs of the development of China's productive forces, and the court should keep pace with the times in judicial practice, and in the spirit of seeking truth from facts, and analyze specific problems on a case-by-case basis, it can conditionally and to a limited extent confirm the form of limited partnership and the limited liability of the limited partnership.

1. External responsibilities of individuals and partners.

The external liability of a partnership enterprise in China is that all partners should bear the responsibility for the losses caused to external creditors in the course of the partnership. In addition, the partners of the general partnership bear unlimited joint and several liability, while the general partners of the limited partnership bear unlimited joint liability, and the limited partners of the shares bear limited liability for the external liquidation of their share ratio.