Legal basis: Civil Code of People's Republic of China (PRC).
Article 968 Partners shall perform their capital contribution obligations in the agreed manner, amount and time limit.
Article 969 The capital contributions made by partners, income obtained from partnership affairs according to law and other property belong to the partnership.
Before the termination of the partnership contract, the partners may not request the division of the partnership property.
Article 970 Decisions made by partners on partnership affairs shall be unanimously agreed by all partners, unless otherwise agreed in the partnership contract.
Partnership affairs shall be carried out by all partners. According to the agreement in the partnership contract or the decision of all partners, one or several partners may be entrusted to carry out partnership affairs; Other partners no longer carry out partnership affairs, but have the right to supervise the implementation.
Where a partner performs partnership affairs alone, the partner who performs partnership affairs may object to the affairs performed by other partners; After raising an objection, the other partners shall suspend the execution of the transaction.
Article 971 A partner may not ask for remuneration when performing partnership affairs, unless otherwise agreed in the partnership contract.
Article 972 Profit distribution and loss sharing of a partnership enterprise shall be handled in accordance with the provisions of the partnership contract; If the partnership contract is not stipulated or clearly stipulated, it shall be decided by the partners through consultation; If negotiation fails, the partners shall allocate and share the capital contribution in proportion to the paid-in capital; If the proportion of capital contribution cannot be determined, it shall be equally distributed and shared by the partners.
Article 973 Partners shall be jointly and severally liable for the debts of the partnership. A partner who pays off more than his share of debts has the right to recover from other partners.
Article 974 Unless otherwise agreed in the partnership contract, if a partner transfers all or part of his share of property to a person other than the partner, it must be unanimously agreed by the other partners.
Article 975 Creditors of a partner may not subrogate the rights enjoyed by the partner in accordance with the provisions of this Chapter and the partnership contract, except for the right to claim the distribution of benefits enjoyed by the partner.
Article 976 If the partnership term is not prescribed or clearly prescribed by the partners and cannot be determined according to the provisions of Article 510 of this Law, it shall be regarded as an unlimited partnership.
Upon the expiration of the partnership term, the partners continue to carry out the partnership affairs, and if the other partners do not raise any objection, the original partnership contract will remain valid, but the partnership term is uncertain.
Partners may terminate the indefinite partnership contract at any time, but shall notify other partners before a reasonable period.
Article 977 Where a partner dies, loses capacity for civil conduct or terminates, the partnership contract shall be terminated; However, unless otherwise agreed in the partnership contract or due to the nature of the partnership affairs, it is not appropriate to terminate it.
Article 978 After the termination of the partnership contract, if the partnership property remains after paying the expenses arising from the termination and paying off the debts of the partnership, it shall be distributed in accordance with the provisions of Article 972 of this Law.