Papers on civil law issues
Special general partnership and limited partnership (article LZ organizes itself) Example A joined a partnership in May 20001year, and then announced its withdrawal from the partnership in June 2002+00. At that time, he retired from the partnership, distributed profits on the basis of making up the book losses at that time, and divided the property he invested in the partnership. /10 2002 in February 2002, when the partnership was dissolved and liquidated, it was found that the property value of the enterprise was 6,543,800 yuan, and there were foreign debts of 6,543,800 yuan. After the enterprise's property is paid off, there are still debts of 600,000 yuan, of which 300,000 yuan was newly discovered in March 2006, 200,000 yuan in September 2002, and 6,543,800 yuan. (1) The similarity is that some partners bear limited external liabilities, while others bear unlimited joint and several liabilities. (2) Difference 1. The former belongs to general partnership and the latter belongs to limited partnership, with different concepts and properties. 2. Limited partners in different forms of liability limited partnerships generally bear limited liability (when they are reasonably considered as general partners by bona fide third parties, they will bear unlimited joint liability like general partners in individual cases). In a special general partnership, all partners generally bear unlimited joint liability; Only under special circumstances, the non-fault partner shall bear limited liability, while the fault partner shall bear unlimited joint liability.