General partnership consists of two or more general partners (no upper limit), and limited partnership consists of two or more general partners and limited partners, with at least 1 person.
A general partnership consists of two or more general partners (no upper limit).
In a general partnership, the partners are jointly and severally liable for the debts of the partnership.
In a special general partnership, if one or several partners cause debts of the partnership due to intentional or gross negligence in their practice activities, they shall bear unlimited liability or unlimited joint liability, and the other partners shall bear liability only to the extent of their share of property in the partnership.
A limited partnership enterprise consists of more than 2 general partners and less than 50 limited partners, of which at least 1 person is the general partner and limited partner. If there are only general partners left in a limited partnership, it shall be transformed into a general partnership, and if there are only limited partners, it shall be dissolved. The general partner shall be jointly and severally liable for the debts of the partnership, and the limited partner shall be liable for the debts of the partnership to the extent of the capital contribution subscribed.
Legal basis: People's Republic of China (PRC) Partnership Enterprise Law.
Article 1 This Law is formulated for the purpose of regulating the behavior of partnership enterprises, protecting the legitimate rights and interests of partnership enterprises and their partners, maintaining social and economic order and promoting the development of socialist market economy.
Article 2 The term "partnership enterprise" as mentioned in this Law refers to a profit-making organization established within the territory of China in accordance with this Law, in which all partners enter into a partnership agreement, * * * jointly contribute funds, operate in partnership, * * * enjoy the benefits, * * * bear the risks and bear unlimited joint and several liabilities for the debts of the partnership enterprise.
Article 3 A partnership agreement shall be reached in writing by all partners through consultation according to law.
Article 4 The principles of voluntariness, equality, fairness, honesty and credibility shall be followed in concluding a partnership agreement and establishing a partnership enterprise.