What does it mean to be a hidden partner?

Anonymous partner refers to a partnership in which one of the parties contributes capital to the production and operation of the other party, does not participate in actual economic activities, but shares the business benefits, and bears the liability for losses only to the extent of the capital contribution. The party contributing capital is called the anonymous partner; A party that uses the capital contribution of an anonymous partner to carry out economic activities in its own name is called a well-known businessman. Before listing, the CSRC will ask whether the partner is a pending holder (that is, whether he is anonymous), so in terms of listing, the partner company can legally be a shareholder of the IPO.

What is the difference between a limited partner and an anonymous partner:

A hidden partner is a type of limited partner, and the purpose is twofold: one is to take care of some investors who do not want to reveal their identity. The other is to break through the limit on the maximum number of partners in a limited partner enterprise, and how to do this should be done by setting up an offshore ** form, but this feature has only been seen in foreign literature.

However, it is known that China's Partnership Enterprise Law has not yet been perfected to mention a hidden partner, so the hidden partner is a gray area in China and is only a concept abroad. Limited partners include anonymous partners, and like anonymous partners, both are investors and cannot participate in the operation of the enterprise and bear limited liability.

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The translation and meaning of this word is as follows: it refers to investors who do not have any management responsibilities, but provide capital and share the losses of the enterprise.

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Legal analysis: Anonymous partners enjoy the right to know about the company's business, the right to supervise the company's personnel, the right to inspect the company's activities, the right to request for benefit distribution, and the right to claim compensation for damage to interests.

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.

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.

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.

China does not have a clear definition of "anonymous partner", and there are only two types of partners: ordinary and limited partners, so regardless of whether they are hidden or not, they must first be reclassified according to the definition of partners in Chinese law. 【Related Extensions】 Q: Can a general partner transfer a share of property at will?

Answer: Unless otherwise agreed in the partnership agreement, when a partner transfers all or part of his or her share of property in the partnership to a person other than the partner, the unanimous consent of the other partners is required. When partners transfer all or part of their share of property in a partnership enterprise, they shall notify the other partners.

If a partner transfers his share of property in the partnership to a person other than the partner, under the same conditions, his letter and his partner have the right of first refusal; However, unless otherwise agreed in the partnership agreement.